Table of Contents

	Page
Enterprise Mid-Cap Growth Fund
Subadviser’s Comments	4
Portfolio of Investments	6
Enterprise Multi-Cap Growth Fund
Subadviser’s Comments	8
Portfolio of Investments	10
Enterprise Small Company Growth Fund
Subadviser’s Comments	12
Portfolio of Investments	14
Enterprise Small Company Value Fund
Subadviser’s Comments	16
Portfolio of Investments	18
Enterprise Capital Appreciation Fund
Subadviser’s Comments	24
Portfolio of Investments	26
Enterprise Deep Value Fund
Subadviser’s Comments	28
Portfolio of Investments	30
Enterprise Equity Fund
Subadviser’s Comments	32
Portfolio of Investments	34
Enterprise Equity Income Fund
Subadviser’s Comments	35
Portfolio of Investments	37
Enterprise Growth Fund
Subadviser’s Comments	39
Portfolio of Investments	41
Enterprise Growth and Income Fund
Subadviser’s Comments	43
Portfolio of Investments	44
Enterprise International Growth Fund
Subadviser’s Comments	46
Portfolio of Investments	48
Enterprise Global Financial Services Fund
Subadviser’s Comments	49
Portfolio of Investments	51
Enterprise Global Health Care Fund
Subadviser’s Comments	53
Portfolio of Investments	55

	Page
Enterprise Global Socially Responsive Fund
Subadviser’s Comments	57
Portfolio of Investments	59
Enterprise Global Technology Fund
Subadviser’s Comments	62
Portfolio of Investments	64
Enterprise Internet Fund
Subadviser’s Comments	66
Portfolio of Investments	68
Enterprise Mergers and Acquisitions Fund
Subadviser’s Comments	70
Portfolio of Investments	72
Enterprise Managed Fund
Subadvisers’ Comments	75
Portfolio of Investments	77
Enterprise Strategic Allocation Fund
Subadviser’s Comments	81
Portfolio of Investments	83
Enterprise Government Securities Fund
Subadviser’s Comments	90
Portfolio of Investments	92
Enterprise High-Yield Bond Fund
Subadviser’s Comments	94
Portfolio of Investments	96
Enterprise Tax-Exempt Income Fund
Subadviser’s Comments	103
Portfolio of Investments	104
Enterprise Total Return Fund
Subadviser’s Comments	106
Portfolio of Investments	108
Enterprise Money Market Fund
Manager’s Comments	114
Portfolio of Investments	116
Statements of Assets and Liabilities	118
Statements of Operations	122
Statements of Changes in Net Assets	126
Financial Highlights	134
Notes to Financial Statements	182

Returns in this report are historical and do not guarantee future performance of any fund. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost

Message from the Chairman

Dear Fellow Shareholders:

Equity markets continued to be volatile during the first six months of 2002. Investors’ confidence in the reliability of corporate earnings is shaken and corporate earnings are weaker than anticipated. Global political turmoil has further added to investor nervousness.

However, the U.S. economy is still headed in the right direction. The economy is in a benign inflationary environment and interest rates are also at historic lows. The consumer and housing sectors have been much stronger than most would have thought. Gross Domestic Product (GDP) increased 5 percent in the first quarter and should continue to grow at a more moderate rate for the remainder of the year, which is positive for an economy coming out of recession. While it is impossible to pinpoint at what point the markets will rebound, market ups and downs are all a natural part of the cycle.

For the first half of this year, the Dow Jones Industrial Average is down 6.9 percent, the S&P 500 is off 13.2 percent and the Nasdaq Composite has fallen 24.9 percent. Treasuries and higher quality bonds rallied amid increased demand for the relative safety of the U.S. Government market.

At times like these, it is particularly important to emphasize portfolio diversification. A well-diversified portfolio will have exposure to those areas of the market that could benefit the most from an economic expansion. At the same time, diversification will incorporate investments in more defensive sectors including fixed income¹.

Many successful investors often point to commitment and determined focus over time as reasons for their accomplishment. We continue to advise investors to be patient and to temper their expectations for future equity returns. Investors should plan carefully with their financial representative, be prudent, be disciplined in investing and adhere to a practical, goal-oriented investment program.

The Enterprise Group of Funds is pleased to announce a partnership with the State of Texas in developing a 529 college savings plan that will be available — without age, income or residency restrictions of any kind — as a new and invaluable tool to help finance higher education for the next generation. Those who wish to invest may fund an account for a child, grandchild, niece, nephew, friend, anyone, including themselves, that will offer tax-free growth of the investment and tax-free withdrawals for qualified education expenses, including tuition, certain room and board expenses, books, supplies and required fees. Best of all, the account owner retains control of the account and can change the beneficiary at any time. The Texas 529 college savings plan is certain to provide a flexible, affordable and powerful tool for achieving your college savings needs².

Enterprise has selected SSgA Funds Management, Inc. to serve as the portfolio manager for the Enterprise International Growth Fund. SSgA is one of the State Street Global Advisors companies, comprising the investment management businesses of State Street Corp. The International Growth Fund strategy seeks the most competitive and dominant non-U.S. companies that have shown sustained profitability relative to their global peers³.

The fund offers investors an excellent way to add an international plank to their overall portfolio strategy by gaining exposure to large-cap growth companies in the regions of the MSCI EAFE Index⁴.

THE ENTERPRISE Group of Funds, Inc.

2

You can learn more about Enterprise and keep up with your account information at our website, www.enterprisefunds.com. On the site, you have access to your personal account information, educational material, as well as to details on our funds including daily performance results. We believe you will find this information helpful. Of course, we will continue to explore additional ways in which we can employ technology to better serve your needs.

The Enterprise Group of Funds provides a level of professional money management once reserved for only the largest institutional investors. Enterprise’s different funds are subadvised by separate independent asset management firms, each a recognized specialist in its own area of investment expertise. Selected based upon industry reputation and investment track record, each firm is continuously monitored by Enterprise and a national leading consulting firm to ensure that high standards of performance and professionalism continue to be met. Significantly, these firms primarily manage multimillion-dollar portfolios on behalf of corporations, nonprofit organizations and government entities who are able to meet minimum investment requirements of up to $100 million. Collectively these firms manage well over $800 billion in investment assets. Enterprise’s distinctive management strategy provides individual investors the benefits of diversification among multiple asset management firms along with the conveniences of exchange privileges and consolidated statements — all with a minimum investment of as little as $1,000 per fund.

Your confidence is our most important asset. We are excited about our ability to provide you the diverse investment choices necessary to meet your investment objectives. We encourage you to review the subadviser comments within this semi-annual report. You will find insightful commentaries and a variety of investment strategies for the remainder of 2002. As always, we appreciate your support of The Enterprise Group of Funds and pledge to continue our primary mission of adding value to your investment portfolio by providing special access to some of the most accomplished investment firms in the industry.

Sincerely,

Victor Ugolyn

Chairman, President and Chief Executive Officer

¹ Diversification of your overall investment portfolio does not assure a profit or protect you against loss in declining markets.

² Non-qualified withdrawals from a 529 plan account may be subject to state and federal income tax, plus a 10 percent federal tax penalty.

³ There are specific risks associated with international investing, which include currency fluctuations, foreign taxation, differences in accounting standards and political or economic instability.

⁴ The Morgan Stanley Capital International Europe, Australia and Far East Index (MSCI EAFE) is an unmanaged index composed of the stocks of approximately 1,032 companies traded on 20 stock exchanges from around the world, excluding the United States, Canada and Latin America. It assumes the reinvestment of dividends and capital gains and excludes management fees and expenses. One cannot invest directly in an index.

THE ENTERPRISE Group of Funds, Inc.

3

Enterprise Mid-Cap Growth Fund

SUBADVISER’S COMMENTS

Nicholas-Applegate Capital Management

San Diego, California

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Nicholas-Applegate Capital Management (“Nicholas-Applegate”), which has approximately $22 billion in assets under management, became subadviser to the Fund on October 31, 2000. Nicholas-Applegate’s normal investment minimum is $10 million.

Investment Objective

The objective of the Enterprise Mid-Cap Growth Fund is to seek long-term capital appreciation.

Investment Strategies

The Mid-Cap Growth Fund primarily invests in U.S. companies with mid-sized market capitalizations. Mid-sized companies are those with market capitalizations corresponding to the middle 90 percent of the Russell Mid-Cap Growth Index, as measured at the time of purchase by the Fund. Normally, the Fund invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in common stocks of mid-sized companies. The subadviser focuses on a “bottom-up” analysis that evaluates the financial conditions and competitiveness of individual companies. This means that the subadviser ordinarily looks for several of the following characteristics: above-average per share earnings growth; high return on invested capital; a healthy balance sheet; sound financial and accounting policies and overall financial strength; strong competitive advantages; effective research and product development and marketing; development of new technologies; efficient service; pricing flexibility; strong management; and general operating characteristics that will enable the companies to compete successfully in their respective markets. The subadviser expects a high portfolio turnover rate of 200 percent or more. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

With the first half of the year now completed, a number of themes shaping 2002 have emerged. The first revolves around the credibility of corporate governance at U.S. companies, particularly the aggressive accounting practices that have led many firms to restate earnings, as well as alleged market manipulation by some energy firms in California. The second theme is one of conflict in the Middle East and in the disputed region of Kashmir. A third thread running through 2002 is the ongoing profits recession. Many companies are having difficulty meeting earnings guidance despite dramatically lowered targets, and a number of bellwether companies have sought to lower expectations for the second half of the year.

Technology and telecommunication stocks suffered the brunt of the market downturn, extending a theme that has plagued these areas since 2000. Production overcapacity, low customer demand and an unwinding of high inventory levels have resulted in declining profits for many tech and telecom firms.

Alongside investor wariness of tech stocks were fears that the American consumers’ ability to spend may be hampered following several months of rising consumer spending. The closely watched University of Michigan’s consumer sentiment index, which had managed to hold up despite stock market fluctuations, declined in May. The prospect of a weakening consumer provided a disconcerting thought for investors, especially since there have been few signs of a pickup in business investment to offset a decline in consumer spending.

Future Investment Strategy

Nicholas-Applegate has strictly adhered to its original equity philosophy since the inception of the firm, while continuously enhancing and refining the process, research, and resources utilized. Nicholas-Applegate’s investment

THE ENTERPRISE Group of Funds, Inc.

4

Enterprise Mid-Cap Growth Fund — (Continued)

SUBADVISER’S COMMENTS

approach focuses on individual security selection. Because Nicholas-Applegate is bottom-up stock pickers, buy candidates challenge current holdings so each stock must continue to earn its place in the portfolio everyday. Through extensive research, Nicholas-Applegate identifies growth stock opportunities. Sector and industry weightings are derived from this bottom-up approach, which typically finds investment candidates across a variety of industry/sectors, thereby providing ample diversification. The Fund remains fully invested to ensure full market participation and to reduce market-timing risk. Nicholas-Applegate’s bottom-up approach is very responsive to changes in the market and drives the Fund toward issues demonstrating the following investment criteria: positive fundamental change, sustainability and timeliness.

Investments in mid-capitalization stocks are generally riskier than large-capitalization stocks due to greater earnings and price fluctuations.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

5

Enterprise Mid-Cap Growth Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 96.48%
Advertising — 1.31%
Lamar Advertising Company (Class A) (a) (o)	4,500	$	167,445
Aerospace — 3.33%
L-3 Communications Holdings Inc. (a) (o)	4,900		264,600
Northrop Grumman Corporation	1,300		162,500
			427,100
Apparel & Textiles — 1.23%
Jones Apparel Group Inc.	4,200		157,500
Automotive — 0.81%
Advanced Auto Parts (a) (o)	1,900		103,569
Banking — 0.88%
TCF Financial Corporation	2,300		112,930
Broadcasting — 4.25%
Hispanic Broadcasting Corporation (a)	7,300		190,530
Radio One Inc. (a) (o)	8,400		124,908
Univision Communications Inc. (Class A) (a)	3,700		116,180
Westwood One Inc. (a)	3,400		113,628
			545,246
Brokers — 1.29%
Bear Stearns Companies Inc. (o)	2,700		165,240
Business Services — 1.84%
Concord EFS Inc. (a)	4,400		132,616
Manpower Inc.	2,800		102,900
			235,516
Computer Services — 4.58%
Affiliated Computer Services Inc. (Class A) (a) (o)	2,200		104,456
Bisys Group Inc. (a) (o)	4,700		156,510
Cerner Corporation (a) (o)	3,500		167,405
Sungard Data Systems Inc. (a)	6,000		158,880
			587,251
Computer Software — 2.51%
Electronic Arts Inc. (a) (o)	2,400		158,520
Intuit Inc. (a)	3,300		164,076
			322,596
Consumer Durables — 0.94%
Harley-Davidson Inc.	2,360		120,997
Consumer Services — 4.96%
Apollo Group Inc. (Class A) (a) (o)	7,300		287,766
Career Education Corporation (a)	5,300		238,500

	Number of Shares or Principal Amount	Value
Ticketmaster (a)	5,900	$	110,389
			636,655
Containers/Packaging — 2.03%
Crown Cork & Seal Inc. (a) (o)	20,000		137,000
Smurfit—Stone Container Corporation (a) (o)	8,000		123,360
			260,360
Electronics — 1.85%
International Rectifier Corporation (a) (o)	4,200		122,430
QLogic Corporation (a) (o)	3,000		114,300
			236,730
Finance — 2.50%
Lehman Brothers Holdings Inc. (o)	2,500		156,300
SLM Corporation	1,700		164,730
			321,030
Health Care — 2.53%
AMN Healthcare Services Inc. (a) (o)	3,300		115,533
Anthem Inc. (a) (o)	3,100		209,188
			324,721
Hotels & Restaurants — 3.29%
Darden Restaurants Inc. (o)	5,600		138,320
Marriott International Inc. (Class A)	3,500		133,175
Starbucks Corporation (a)	6,040		150,094
			421,589
Manufacturing — 2.68%
Furniture Brands International Inc. (a)	2,900		87,725
Harman International Industries Inc.	2,300		113,275
Parker-Hannifin Corporation	3,000		143,370
			344,370
Medical Instruments — 4.84%
Beckman Coulter Inc. (o)	2,800		139,720
Boston Scientific Corporation (a)	7,100		208,172
St. Jude Medical Inc. (a)	2,000		147,700
Zimmer Holdings Inc. (a)	3,500		124,810
			620,402
Medical Services — 6.76%
Health Management Associates Inc. (Class A) (a)	6,800		137,020
Humana Inc. (a)	12,500		195,375
Laboratory Corporation of America Holdings (a) (o)	4,400		200,860
Universal Health Services Inc. (Class B) (a) (o)	4,100		200,900
Wellpoint Health Networks Inc. (a)	1,700		132,277
			866,432

THE ENTERPRISE Group of Funds, Inc.

6

Enterprise Mid-Cap Growth Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Metals & Mining — 0.96%
Newmont Mining Corporation	4,700	$	123,751
Multi-Line Insurance — 1.13%
Brown & Brown Inc.	4,600		144,900
Oil Services — 12.21%
BJ Services Company (a)	6,240		211,411
EOG Resources Inc.	4,500		178,650
GlobalSantaFe Corporation	4,427		121,078
Nabors Industries Ltd. (a) (o)	5,070		178,971
National Oilwell Inc. (a)	6,450		135,773
Noble Corporation (a)	5,160		199,176
Patterson-UTI Energy Inc. (a) (o)	4,400		124,212
Rowan Companies Inc. (a)	9,260		198,627
Smith International Inc. (a) (o)	3,190		217,526
			1,565,424
Paper & Forest Products — 0.98%
Georgia-Pacific Group	5,100		125,358
Pharmaceuticals — 5.45%
Allergan Inc.	1,400		93,450
AmerisourceBergen Corporation (o)	1,700		129,200
Cephalon Inc. (a) (o)	3,200		144,640
Forest Laboratories Inc. (a)	1,340		94,872
Gilead Sciences Inc. (a) (o)	7,200		236,736
			698,898
Retail — 12.01%
Abercrombie and Fitch Company (Class A) (a)	4,600		110,952
AnnTaylor Stores Corporation (a)	6,200		157,418
Bed Bath & Beyond Inc. (a)	6,700		252,858
Coach Inc. (a)	3,500		192,150
PETCO Animal Supplies Inc. (a)	4,600		114,586
Pier 1 Imports Inc.	10,200		214,200
Staples Inc. (a)	6,700		131,990
TJX Companies Inc.	9,600		188,256
Williams Sonoma Inc. (a) (o)	5,800		177,828
			1,540,238

	Number of Shares or Principal Amount	Value
Semiconductors — 2.39%
Fairchild Semiconductor International (Class A) (a)	5,800	$	140,940
National Semiconductor Corporation (a)	5,700		166,269
			307,209
Technology — 3.86%
Alliant Techsystems Inc. (a)	2,900		185,020
Linear Technology Corporation	3,700		116,291
Microchip Technology Inc. (a)	7,050		193,382
			494,693
Transportation — 0.99%
J.B. Hunt Transport Services Inc. (a) (o)	4,300		126,936
Travel/Entertainment/Leisure — 2.09%
Hotels.Com (Class A) (a) (o)	2,800		118,244
Regal Entertainment Group (Class A) (a) (o)	6,400		149,248
			267,492
Total Domestic Common Stocks
(Identified cost $12,328,726)			12,372,578
Total Investments
(Identified cost $12,328,726)		$	12,372,578
Other Assets Less Liabilities — 3.52%			451,201
Net Assets — 100%		$	12,823,779

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

7

Enterprise Multi-Cap Growth Fund

SUBADVISER’S COMMENTS

Fred Alger Management, Inc.

Jersey City, New Jersey

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Fred Alger Management, Inc. (“Alger”), which has approximately $10.7 billion in assets under management, became the subadviser to the Fund on July 1, 1999. Alger’s normal investment minimum is $5 million.

Investment Objective

The objective of the Enterprise Multi-Cap Growth Fund is to seek long-term capital appreciation.

Investment Strategies

The Multi-Cap Growth Fund invests primarily in growth stocks. The subadviser believes that these companies tend to fall into one of two categories: High Unit Volume Growth and Positive Life Cycle Change. High Unit Volume Growth companies are those vital, creative companies that offer goods or services to a rapidly expanding marketplace. They include both established and emerging firms, offering new or improved products, or firms simply fulfilling an increased demand for an existing line. Positive Life Cycle Change companies are those companies experiencing a major change that is expected to produce advantageous results. These changes may be as varied as new management; new products or technologies; restructuring or reorganization; or merger and acquisition. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The first quarter of 2002 provided mixed results for equity markets. After slashing interest rates in dramatic fashion throughout 2001, the Federal Reserve (“the Fed”) failed to cut the Fed Funds rate any further during the first quarter. The Fed’s decision to maintain interest rates at current levels reinforced the notion of a looming economic recovery. However, the Enron affair and continued violence in Afghanistan and the Middle East cast a pall over the markets at a time when other news should have led to a modest rally. Most equity indices slipped lower during January and February, with value stocks holding up far better than growth stocks. Stock prices did recover somewhat during March, however, with growth stocks leading the rally. On aggregate over the three-month period, growth stock indices finished in negative territory while value stock indices were mostly flat.

The second quarter of 2002 brought more suffering to equity investors. Despite a steady stream of economic data indicating growth in the U.S. economy and a recovery of corporate profits, the market continued to drop on news of corporate malfeasance. At the heels of the Enron affair, accounting and regulatory scandals at Tyco International and WorldCom fueled fresh doubts about the credibility of corporate earnings numbers. Furthermore, while the Fed continued to maintain interest rates at historically low levels, the absence of further rate cuts provided no impetus for renewed investor optimism. April, May and June saw the continued collapse of most equity indices, with growth stocks and large-cap stocks leading the downturn. At the end of June, the Dow was nearing the 9000 level, and the Nasdaq was approaching lows that had not been seen since the early days of the Internet boom.

Alger’s aggressive style made the Fund susceptible to the weak performance of the market, as Alger’s growth stock philosophy impaired returns during a period in which value strongly out-performed growth. The Fund under-performed the S&P 500 benchmark over the six-month period due to an aggressive approach and over-weighting in the weak information technology sector. Poor performing health care stocks also contributed to the negative return, more than offsetting strong security selection in the consumer discretionary sector.

THE ENTERPRISE Group of Funds, Inc.

8

Enterprise Multi-Cap Growth Fund — (Continued)

SUBADVISER’S COMMENTS

Future Investment Strategy

There is little question that the economy is on solid footing, with steady growth. In fact, over the long-term, growth in the 3 to 4 percent range may be more sustainable and hence more desirable than the oscillations that the market witnessed over the past ten years. Furthermore, recent market performance has been fed not by economic news, and not by corporate earnings news, but by scandal, fear, and unrealistic expectations. Alger’s belief of what the Dow and Nasdaq will do in the months ahead is based on decent, but by no means extraordinary, profit forecasts of $50 a share for the S&P 500 companies in 2002 and a continued modest economic expansion.

Investments in small-capitalization and mid-capitalization stocks are generally riskier than large-capitalization stocks due to greater earnings and price fluctuations.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

9

Enterprise Multi-Cap Growth Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 96.94%
Aerospace — 0.58%
L-3 Communications Holdings Inc. (a)	11,100	$	599,400
Banking — 4.93%
Comerica Inc.	22,700		1,393,780
Fifth Third Bancorp	21,850		1,456,302
Greenpoint Financial Corporation	24,100		1,183,310
Mellon Financial Corporation	33,000		1,037,190
			5,070,582
Building & Construction — 3.81%
D.R. Horton Inc.	42,300		1,101,069
Lowe’s Companies Inc.	45,000		2,043,000
Masco Corporation	28,800		780,768
			3,924,837
Business Services — 1.48%
Concord EFS Inc. (a)	50,600		1,525,084
Communications — 1.56%
Brocade Communications Systems Inc. (a)	91,900		1,606,412
Computer Hardware — 0.42%
Apple Computer Inc. (a)	24,400		432,368
Computer Services — 3.62%
Affiliated Computer Services Inc. (a)	35,800		1,699,784
Bisys Group Inc. (a)	37,500		1,248,750
Emulex Corporation (a)	34,400		774,344
			3,722,878
Computer Software — 4.27%
Intuit Inc. (a)	11,900		591,668
Microsoft Corporation (a)	54,825		2,998,927
Siebel Systems Inc. (a)	56,500		803,430
			4,394,025
Consumer Non-Durables — 1.32%
Avon Products Inc.	25,900		1,353,016
Consumer Products — 2.52%
Mattel Inc.	51,600		1,087,728
Procter & Gamble Company	16,900		1,509,170
			2,596,898
Consumer Services — 2.94%
Apollo Group Inc. (Class A) (a)	18,600		733,212
Career Education Corporation (a)	16,600		747,000
First Data Corporation	41,500		1,543,800
			3,024,012
Electrical Equipment — 1.02%
Intersil Corporation (Class A) (a)	49,100		1,049,758

	Number of Shares or Principal Amount	Value
Electronics — 0.52%
Micron Technology Inc. (a)	26,300	$	531,786
Entertainment & Leisure — 0.69%
MGM Mirage Inc. (a)	20,900		705,375
Finance — 3.81%
Capital One Financial Corporation	36,300		2,216,115
SLM Corporation	17,600		1,705,440
			3,921,555
Food, Beverages & Tobacco — 1.73%
Constellation Brands Inc. (Class A) (a)	17,000		544,000
Dean Foods Company (a)	18,200		678,860
Wendy’s International Inc.	13,900		553,637
			1,776,497
Health Care — 5.13%
Anthem Inc. (a)	35,600		2,402,288
HCA Inc.	27,600		1,311,000
Tenet Healthcare Corporation (a)	21,800		1,559,790
			5,273,078
Hotels & Restaurants — 1.96%
Brinker International Inc. (a)	41,700		1,323,975
Starwood Hotels & Resorts Worldwide Inc.	21,000		690,690
			2,014,665
Insurance — 2.27%
AFLAC Inc.	35,100		1,123,200
Radian Group Inc.	24,860		1,214,411
			2,337,611
Manufacturing — 0.56%
Avery Dennison Corporation	9,100		571,025
Medical Instruments — 1.96%
Boston Scientific Corporation (a)	16,300		477,916
St. Jude Medical Inc. (a)	20,870		1,541,250
			2,019,166
Medical Services — 3.70%
Alcon Inc (a)	24,200		828,850
Quest Diagnostics Inc. (a)	22,775		1,959,789
Wellpoint Health Networks Inc. (a)	13,100		1,019,311
			3,807,950
Metals & Mining — 0.30%
Fastenal Company	8,000		308,080
Multi-Line Insurance — 0.47%
Willis Group Holdings Ltd. (a)	14,700		483,777
Oil Services — 4.19%
BJ Services Company (a)	48,600		1,646,568
Cooper Cameron Corporation (a)	30,090		1,456,958

THE ENTERPRISE Group of Funds, Inc.

10

Enterprise Multi-Cap Growth Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Nabors Industries Ltd. (a)	34,300	$	1,210,790
			4,314,316
Pharmaceuticals — 13.16%
Allergan Inc.	8,100		540,675
AmerisourceBergen Corporation	34,600		2,629,600
Baxter International Inc.	33,700		1,497,965
Express Scripts, Inc. (Class A) (a)	11,700		586,287
Forest Laboratories Inc. (a)	16,100		1,139,880
Gilead Sciences Inc. (a)	66,850		2,198,028
IDEC Pharmaceuticals Corporation (a)	48,100		1,705,145
Johnson & Johnson	39,000		2,038,140
Pfizer Inc.	34,500		1,207,500
			13,543,220
Printing & Publishing — 1.46%
Lexmark International Group Inc. (a)	27,620		1,502,528
Publishing — 0.90%
Tribune Company	21,400		930,900
Retail — 16.04%
Abercrombie and Fitch Company (Class A) (a)	61,800		1,490,616
Autozone Inc. (a)	9,400		726,620
Bed Bath & Beyond Inc. (a)	28,900		1,090,686
Chico’s FAS Inc. (a)	28,650		1,040,568
eBay Inc. (a)	46,500		2,865,330
Limited Brands	35,300		751,890
Michaels Stores Inc. (a)	35,500		1,384,500
Office Depot Inc. (a)	38,100		640,080
Petsmart Inc. (a)	32,100		514,884
Pier 1 Imports Inc.	25,900		543,900
Sears Roebuck & Company	24,500		1,330,350
Wal-Mart Stores Inc.	49,500		2,722,995
Walgreen Company	36,200		1,398,406
			16,500,825
Semiconductors — 6.83%
Applied Materials Inc. (a)	98,800		1,879,176
Fairchild Semiconductor International (Class A) (a)	48,200		1,171,260
Intel Corporation	54,500		995,715
Maxim Integrated Products Inc. (a)	59,900		2,295,967
Teradyne Inc. (a)	29,300		688,550
			7,030,668

	Number of Shares or Principal Amount		Value
Technology — 1.15%
Alliant Techsystems Inc. (a)		18,600	$	1,186,680
Travel/Entertainment/Leisure — 0.89%
Expedia Inc. (a)		15,455		916,327
Wireless Communications — 0.75%
Motorola Inc.		53,200		767,144
Total Domestic Common Stocks
(Identified cost $104,970,056)				99,742,443
Foreign Stocks — 1.63%
Insurance — 1.09%
XL Capital Ltd. (Class A)		13,300		1,126,510
Semiconductors — 0.54%
Marvell Technology Group Ltd. (a)		27,800		552,942
Total Foreign Stocks
(Identified cost $2,144,709)				1,679,452
Repurchase Agreement — 0.27%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02, Maturity Value $273,033 Collateral: U.S. Treasury Bond $280,000, Zero Coupon due 09/26/02, Value $278,740	$	273,000		273,000
Total Repurchase Agreement
(Identified cost $273,000)				273,000
Total Investments
(Identified cost $107,387,765)			$	101,694,895
Other Assets Less Liabilities — 1.16%				1,195,274
Net Assets — 100%			$	102,890,169

(a) Non-income producing security.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

11

Enterprise Small Company Growth Fund

SUBADVISER’S COMMENTS

William D. Witter, Inc.

New York, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

William D. Witter, Inc. (“Witter”), which has approximately $1.7 billion in assets under management, became subadviser to the Fund on September 2, 1998. Witter’s normal investment minimum is $1 million.

Investment Objective

The objective of the Enterprise Small Company Growth Fund is to seek capital appreciation.

Investment Strategies

The Small Company Growth Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in small capitalization stocks. The Fund invests in common stocks of small capitalization companies with above-average growth characteristics that are reasonably valued. These companies have a market capitalization of up to $1.5 billion. The subadviser uses a disciplined approach in evaluating growth companies. It relates the expected growth rate in earnings to the price-earnings ratio of the stock. Generally, the subadviser will not buy a stock if its price-earnings ratio exceeds its growth rate. By using this valuation parameter, the subadviser believes it moderates some of the inherent volatility in the small capitalization sector of the market. Securities will be sold when the subadviser believes the stock price exceeds the valuation criteria, or when the stock appreciates to a point where it is substantially overweighted in the portfolio, or when the company no longer meets expectations. The subadviser’s goal is to hold a stock for a minimum of one year but this may not always be feasible and there may be times when short-term gains or losses will be realized. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The reluctance on the part of corporate managements to purchase new equipment and software, even though the economy was expanding, affected the Fund’s results. A number of technology holdings, such as MKS Instruments (-25.7 percent), Trikon Technologies (-23.5 percent), and Electro Scientific Industries (-19.0 percent), were down significantly for the six-month period.

International tensions and OPEC’s restrictive policy led to a sharp increase in the price of oil (Nymex Crude futures) from $19.84 per barrel at the end of December to $26.86 on June 28th. Prices of oil equities responded positively. Devon Energy, Smith International, and Key Production were up 27.5 percent, 27.17 percent, and 14.71 percent respectively for the six months.

Other factors had a negative impact on the Fund’s performance. The policy of the Fed to remain accommodative during the entire first half was positive for some financial issues and housing stocks in which the Fund did not participate. In addition, investors continued to favor value stocks over growth because of the relative independence of value from the economic cycle and their lower price/earnings (“P/E”) ratios. The frequent government warnings about additional terrorist attacks also lessened investor enthusiasm for growth equities.

Future Investment Strategy

Witter anticipates a continuation of economic growth and, within one to two quarters, many companies may report sales and earnings increases. Witter is planning to keep the Fund virtually fully invested primarily in equities of companies that have well above average growth prospects. While the Fund’s significant participation in semi-conductor equipment, software developers, and in economically sensitive commercial services has impacted the Fund’s results this

THE ENTERPRISE Group of Funds, Inc.

12

Enterprise Small Company Growth Fund — (Continued)

SUBADVISER’S COMMENTS

year, Witter believes that recognition of their earnings power may develop, and that their stock prices may rise from their current depressed levels. Witter also anticipates finding other good opportunities in medical devices, energy, and consumer growth.

There are specific risks associated with investments in small company stocks. Limited volume and frequency of trading may result in greater price deviations, and smaller capitalization companies may experience higher growth rates and higher failure rates than large companies.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

13

Enterprise Small Company Growth Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 91.60%
Airlines — 1.73%
Skywest Inc. (o)	67,200	$	1,571,808
Business Services — 7.20%
Charles River Associates Inc. (a)	100,400		2,012,016
Maximus Inc. (a) (o)	76,250		2,417,125
On Assignment Inc. (a)	119,600		2,128,880
			6,558,021
Computer Hardware — 2.38%
Drexler Technology Corporation (a)	100,300		2,166,480
Computer Services — 11.63%
CACI International Inc. (a) (o)	95,200		3,635,688
Integral Systems Inc. (a)	82,600		1,802,332
Manhattan Associates Inc. (a) (o)	44,300		1,424,688
MapInfo Corporation (a)	105,000		955,500
Secure Computing Corporation (a)	141,200		1,066,060
Tier Technologies Inc. (a)	95,500		1,701,810
			10,586,078
Computer Software — 2.43%
MSC.Software Corporation (a)	105,800		946,910
PLATO Learning Inc. (a)	128,600		1,269,282
			2,216,192
Consumer Services — 1.81%
Navigant International Inc. (a)	106,690		1,650,494
Electrical Equipment — 9.85%
C & D Technologies	80,500		1,450,610
Electro Scientific Industries Inc. (a) (o)	88,800		2,157,840
Signal Technology Corporation (a)	66,500		624,435
Varian Inc. (a)	91,500		3,014,925
Woodhead Industries	100,500		1,722,570
			8,970,380
Electronics — 7.01%
AstroPower Inc. (a) (o)	49,350		969,234
Cymer Inc. (a)	34,800		1,219,392
Planar Systems Inc. (a)	120,000		2,310,000
Veeco Instruments Inc. (a) (o)	81,600		1,885,776
			6,384,402
Food, Beverages & Tobacco — 3.72%
Delta & Pine Land Company	99,600		2,001,960
Fleming Companies Inc. (o)	76,200		1,383,030
			3,384,990
Hotels & Restaurants — 1.82%
The Cheesecake Factory (a) (o)	46,700		1,656,916

	Number of Shares or Principal Amount	Value
Manufacturing — 1.27%
Flow International Corporation (a)	96,000	$	646,944
Meade Instruments Corporation (a)	89,400		506,898
			1,153,842
Medical Instruments — 12.99%
Advanced Neuromodulation Systems (a) (o)	30,000		915,000
Candela Corporation (a)	328,200		1,805,100
Cytyc Corporation (a) (o)	128,200		976,884
ICU Medical Inc. (a)	76,450		2,362,305
Varian Medical Systems Inc. (a)	74,000		3,000,700
Zoll Medical Corporation (a)	85,000		2,765,050
			11,825,039
Medical Services — 1.86%
Dianon Systems Inc. (a)	31,700		1,693,414
Oil Services — 6.55%
Devon Energy Corporation	32,300		1,591,744
Key Production Company Inc. (a)	53,600		1,045,200
Smith International Inc. (a) (o)	48,800		3,327,672
			5,964,616
Retail — 5.73%
Advanced Marketing Services Inc. (o)	139,100		2,545,530
Angelica Corporation	66,700		1,147,240
FreeMarkets Inc. (a) (o)	107,700		1, 521,801
			5,214,571
Rubber & Plastics — 1.10%
Foamex International Inc. (a)	90,000		999,900
Semiconductors — 5.66%
Intermagnetics General Corporation (a)	120,800		2,440,160
MKS Instruments Inc. (a) (o)	42,051		843,964
Photronics Inc. (a) (o)	98,800		1,871,272
			5,155,396
Technology — 4.49%
Flir Systems Inc. (a) (o)	58,800		2,467,836
Trikon Technologies Inc. (a)	180,600		1,623,594
			4,091,430
Telecommunications — 0.73%
Globecomm Systems Inc. (a)	161,600		660,944
Travel/Entertainment/Leisure — 1.64%
Polaris Industries Inc. (o)	23,000		1,495,000
Total Domestic Common Stocks
(Identified cost $95,151,252)			83,399,913

THE ENTERPRISE Group of Funds, Inc.

14

Enterprise Small Company Growth Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Foreign Stocks — 1.24%
Oil Services — 1.24%
Core Laboratories (a) (o)		94,200	$	1,132,284
Total Foreign Stocks
(Identified cost $1,316,204)				1,132,284
Commercial Paper — 5.41%
Ciesco L.P. 1.95% due 07/01/02	$	2,834,000		2,834,000
Wal Mart Stores Inc. 1.73% due 07/09/02		2,091,000		2,090,196
Total Commercial Paper
(Identified cost $4,924,196)				4,924,196

	Number of Shares or Principal Amount	Value
Total Investments
(Identified cost $101,391,652)		$	89,456,393
Other Assets Less Liabilities — 1.75%			1,589,783
Net Assets — 100%		$	91,046,176

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

15

Enterprise Small Company Value Fund

SUBADVISER’S COMMENTS

Gabelli Asset Management Company

Rye, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Gabelli Asset Management Company (“Gabelli”), which manages approximately $23.2 billion for institutional clients and whose normal investment minimum is $1 million, became subadviser to the Fund on July 1, 1996.

Investment Objective

The objective of the Enterprise Small Company Value Fund is to seek maximum capital appreciation.

Investment Strategies

The Small Company Value Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in small capitalization stocks. The Fund invests in common stocks of small capitalization companies that the subadviser believes are undervalued — that is, the stock’s market price does not fully reflect the company’s value. These companies have a market capitalization of up to $1.5 billion. The subadviser uses a proprietary research technique to determine which stocks have a market price that is less than the “private market value” or what an investor would pay for the company. The subadviser then determines whether there is an emerging valuation catalyst that will focus investor attention on the underlying assets of the company and increase the market price. Smaller companies may be subject to a valuation catalyst such as increased investor attention, takeover efforts or a change in management. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

There is an old saying that bull markets are built on a “wall of worry.” If this is true, the U.S. should see a better market environment in the quarters ahead, because investors have had plenty to worry about this quarter. Escalating violence in the Middle East, a potential nuclear showdown between Pakistan and India over Kashmir, evidence that the U.S.’s quick victory over the Taliban in Afghanistan has not extinguished terrorism, the Arthur Andersen conviction, revelations regarding Wall Street improprieties, the insider trading investigation of American icon Martha Stewart, and most recently, the WorldCom accounting scandal have all generated headlines.

As usual, the Fund’s best performing holdings this year came from an eclectic group of industries including: gold mining (TVX Gold Inc.); auto parts (Tenneco Automotive); cosmetics (Elizabeth Arden), and gaming (Trump Hotels & Casino Resorts Inc.). Telecommunications companies, most notably small wireless operators such as Rural Cellular Corporation, Western Wireless, and Leap Wireless International Inc, dominated the Fund’s losers list. Wireless communications is an industry begging for consolidation to reduce competition and restore profit margins.

Eventually, Gabelli thinks bigger competitors will gobble small, high quality wireless companies up. However, consolidation is currently on hold due to the capital market boycott of anything with a telecom label.

Future Investment Strategy

Gabelli anticipates the U.S. economy may have a very good year in 2002, with GDP up 3 to 4 percent. Inventories have been worked down to low levels. General Motors Corporation’s finance offers and incentives caused one million cars to be cleaned out of industry inventories. Even with much lower retail sales, production can go up. Secondly, consumers may feel better due to the sizable reduction in fuel costs and last year’s tax break. A family of four earning $40,000 a year will get $25 extra per week.

THE ENTERPRISE Group of Funds, Inc.

16

Enterprise Small Company Value Fund — (Continued)

SUBADVISER’S COMMENTS

On the other side of the coin, the U.S. equity market is fully valued, and Gabelli assumes long-term interest rates may trend slightly higher. Given this scenario, Gabelli believes that there should be a cap on P/E multiples. For 2002, Gabelli anticipates that it will be important for the Fund to be stock specific. For the year, Gabelli expects the market to be roughly the same as it was as of June 30, 2002, plus or minus 10 percent, but Gabelli anticipates a lot of acquisition/merger transactions in 2002. Gabelli’s strategy for the Fund is to find good companies that somebody else wants to own.

There are specific risks associated with investments in small company stocks. Limited volume and frequency of trading may result in greater price deviations, and smaller capitalization companies may experience higher growth rates and higher failure rates than large companies.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

17

Enterprise Small Company Value Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 84.36%
Advertising — 0.05%
Interep National Radio Sales Inc. (a)	75,000	$	292,500
Aerospace — 6.21%
AAR Corporation	80,000		816,000
Ametek Inc.	118,000		4,395,500
Curtiss-Wright Corporation (Class A) (o)	12,000		960,000
Curtiss-Wright Corporation (Class B)	25,000		1,890,000
GenCorp Inc. (o)	530,000		7,579,000
Kaman Corporation (Class A)	190,000		3,184,400
Lockheed Martin Corporation	44,000		3,058,000
Moog Inc. (Class A) (a)	60,000		2,572,800
Sequa Corporation (Class A) (a) (o)	25,000		1,634,750
Sequa Corporation (Class B) (a)	43,500		2,849,250
SPS Technologies Inc. (a)	100,000		3,817,000
			32,756,700
Apparel & Textiles — 0.29%
Carlyle Industries Inc. (a)	158,609		47,583
Hartmarx Corporation (a)	110,000		275,000
Wolverine World Wide Inc.	70,000		1,221,500
			1,544,083
Automotive — 6.68%
A. O. Smith Corporation (Class A)	11,000		332,750
Aaron Rents Inc.	3,087		69,457
AutoNation Inc. (a) (o)	100,000		1,450,000
BorgWarner Inc. (o)	102,000		5,891,520
Clarcor Inc.	137,867		4,363,491
Cooper Tire & Rubber Company (o)	3,000		61,650
Earl Scheib Inc. (a)	94,000		282,000
Exide Technologies (a) (o)	50,000		34,000
Federal-Mogul Corporation (a) (o)	20,000		14,060
Midas Inc. (a)	285,000		3,534,000
Modine Manufacturing Company	150,000		3,687,000
Navistar International Corporation (a) (o)	100,000		3,200,000
Pennzoil-Quaker State Company	290,000		6,243,700
Raytech Corporation (a) (o)	130,000		1,176,500
Standard Motor Products Inc.	118,000		2,000,100
Superior Industries International Inc.	35,000		1,618,750
Tenneco Automotive Inc. (a)	200,000		1,320,000
			35,278,978
Banking — 0.46%
Crazy Woman Creek Bancorp Inc. (f)	51,000		670,140
First Republic Bank (a) (o)	10,000		275,000
Flushing Financial Corporation	55,000		1,126,950
Sterling Bancorp (o)	10,000		357,000
			2,429,090

	Number of Shares or Principal Amount	Value
Biotechnology — 0.30%
Invitrogen Corporation (a) (o)	50,000	$	1,600,500
Broadcasting — 3.82%
Beasley Broadcast Group Inc. (Class A) (a)	20,000		294,980
Cablevision Systems Corporation — Rainbow Media Group (a) (o)	115,000		1,006,250
Clear Channel Communications Inc. (a)	38,999		1,248,757
Crown Media Holdings Inc. (Class A) (a)	15,000		118,350
Emmis Broadcasting Corporation (Class A) (a) (o)	7,000		148,330
Fisher Companies Inc.	57,000		3,347,040
Granite Broadcasting Corporation (a)	335,000		814,050
Gray Communications Systems Inc. (o)	80,000		1,448,000
Gray Communications Systems Inc. (Class B)	145,000		1,928,500
Key3Media Group, Inc. (a) (o)	80,000		36,800
Liberty Media Corporation (Class A) (a)	80,000		800,000
News Corporation Ltd. (ADR) (o)	130,000		2,567,500
Paxson Communications Corporation (a)	480,000		2,640,000
Spanish Broadcasting Systems Inc. (Class A) (a)	30,000		300,000
UnitedGlobalCom Inc. (a)	200,000		550,000
World Wrestling Federation Entertainment Inc. (Class A) (a) (o)	50,100		731,460
Young Broadcasting Inc. (Class A) (a) (o)	122,000		2,169,160
			20,149,177
Building & Construction — 1.42%
Core Materials Corporation (a)	300,000		450,000
Fleetwood Enterprises Inc. (a) (o)	15,000		130,500
Hughes Supply Inc.	1,000		44,900
Huttig Building Products Inc. (a)	100,000		537,000
Monaco Coach Corporation (a)	2,000		42,600
Rollins Inc.	310,000		6,305,400
			7,510,400
Business Services — 0.67%
Edgewater Technology Inc. (a)	353,000		1,443,770
Imagistics International Inc. (a)	2,000		42,940
Nashua Corporation (a)	172,000		1,221,200
National Processing Inc. (a) (o)	32,000		825,600
			3,533,510
Cable — 0.73%
Cablevision Systems Corporation (Class A) (a) (o)	200,000		1,892,000
Lamson & Sessions Company (a)	140,000		546,000

THE ENTERPRISE Group of Funds, Inc.

18

Enterprise Small Company Value Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Mercom Inc. (a) (d) (m)	135,000	$	1,215,000
Pegasus Communications Corporation (Class A) (a) (o)	275,000		200,750
			3,853,750
Chemicals — 4.31%
Church & Dwight Company Inc. (o)	62,000		1,942,460
Cytec Industries Inc. (a)	6,000		188,640
Ethyl Corporation (a)	150,000		112,500
Ferro Corporation (o)	120,000		3,618,000
Great Lakes Chemical Corporation (o)	230,000		6,092,700
H. B. Fuller Company	70,000		2,050,300
Hercules Inc. (a)	320,000		3,712,000
MacDermid Inc.	140,000		3,010,000
Omnova Solutions Inc. (a)	240,000		2,016,000
			22,742,600
Communications — 0.26%
Loral Space & Communications (a) (o)	300,000		297,000
Western Wireless Corporation (Class A) (a) (o)	335,000		1,072,000
			1,369,000
Computer Hardware — 0.00%
Cerion Technologies Inc. (a) (d)	120,000		—
Computer Services — 0.34%
Genuity Inc. (Class A) (a) (o)	30,000		114,000
McAfee.com Corporation (Class A) (a) (o)	50,000		732,000
Startek Inc. (a)	14,800		395,752
Tyler Technologies Inc. (a)	50,000		266,000
Xanser Corp (a)	150,000		273,000
			1,780,752
Computer Software — 0.06%
BARRA Inc. (a) (o)	2,000		74,360
Global Sources Ltd. (a)	1,000		4,000
OpenTV Corp (Class A) (a) (o)	74,400		237,336
			315,696
Conglomerates — 0.04%
Harbor Global Company Ltd (a)	30,000		217,500
Construction — 0.01%
KB Home	1,000		51,510
Consumer Durables — 0.46%
Dana Corporation (o)	120,000		2,223,600
Noel Group Liquidating Trust Units (a) (d) (g) (m)	15,000		9,900
Noel Group Units (a) (d) (g) (m)	15,000		—
Oneida Ltd. (o)	10,000		191,500
			2,425,000

	Number of Shares or Principal Amount	Value
Consumer Products — 1.34%
Department 56 Inc. (a)	64,000	$	1,041,920
Elizabeth Arden Inc. (a) (o)	100,000		1,750,000
Jarden Corporation (a)	4,000		79,200
Martha Stewart Living Inc. (Class A) (a) (o)	5,000		57,350
New England Business Service Inc.	13,000		326,820
Rayovac Corporation (a) (o)	46,600		863,498
Revlon Inc. (Class A) (a) (o)	50,000		247,500
Scotts Company (a)	6,000		272,400
Sola International Inc. (a)	140,000		1,610,000
The Dial Corporation (o)	40,000		800,800
			7,049,488
Consumer Services — 0.79%
Chemed Corporation	110,000		4,145,900
Loewen Group Inc. (ADR) (a)	120,000		—
			4,145,900
Containers/Packaging — 0.33%
Crown Cork & Seal Inc. (a) (o)	30,000		205,500
Pactiv Corporation (a) (o)	65,000		1,547,000
			1,752,500
Drugs & Medical Products — 0.36%
Landauer Inc.	28,000		1,087,240
Owens & Minor Inc.	40,000		790,400
			1,877,640
Education — 0.08%
Whitman Education Group Inc. (a)	70,000		415,800
Electrical Equipment — 3.80%
Ampco-Pittsburgh Corporation	60,000		720,000
Baldor Electric Company (o)	190,000		4,788,000
C & D Technologies (o)	6,000		108,120
Donaldson Company Inc.	38,000		1,331,520
DQE Inc. (o)	200,000		2,800,000
National Presto Industries Inc.	28,300		905,600
Oak Technology Inc. (a) (o)	60,000		271,800
Selas Corporation of America (a)	140,000		315,000
SL Industries Inc. (a)	130,000		975,000
Thomas & Betts Corporation (a)	345,000		6,417,000
Thomas Industries Inc.	50,000		1,440,000
			20,072,040
Electronics — 0.85%
CTS Corporation (o)	90,000		1,083,600
Fargo Electronics Inc. (a) (o)	30,000		246,600
Park Electrochemical Corporation	120,000		3,180,000
			4,510,200
Energy — 2.02%
Conectiv Inc. (o)	200,000		5,162,000
El Paso Electric Company (a)	280,000		3,878,000
Mirant Corporation (a) (o)	40,000		292,000
ONEOK Inc.	15,000		329,250

THE ENTERPRISE Group of Funds, Inc.

19

Enterprise Small Company Value Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Southern Union Company (a)	58,319	$	991,425
			10,652,675
Entertainment & Leisure — 3.71%
Acme Communications Inc. (a)	50,000		367,500
Bull Run Corporation (a)	110,000		99,000
Dover Downs Gaming & Entertainment Inc.	107,800		1,379,840
Dover Motorsports Inc.	170,000		969,000
E.W. Scripps Company (Class A)	60,000		4,620,000
Gaylord Entertainment Company (a)	230,000		5,071,500
Hearst-Argyle Television Inc. (a)	5,000		112,750
Magna Entertainment Corporation (Class A) (a)	317,000		2,215,830
Sinclair Broadcast Group Inc. (Class A) (a) (o)	200,000		2,887,800
Six Flags Inc. (a) (o)	130,000		1,878,500
			19,601,720
Finance — 0.97%
BKF Capital Group Inc. (a)	74,000		2,109,000
Federal Agriculture Mortgage Corporation (a) (o)	500		13,350
Interactive Data Corp (a)	145,000		2,111,200
SWS Group Inc. (o)	46,000		902,520
			5,136,070
Food, Beverages & Tobacco — 7.95%
Boston Beer Inc. (Class A) (a)	15,000		238,500
Brown-Forman Corporation (Class A) (o)	5,000		350,500
Brown-Forman Corporation (Class B) (o)	3,800		262,200
Corn Products International Inc.	155,000		4,823,600
Del Monte Foods Company (a) (o)	60,000		708,000
Dreyer’s Grand Ice Cream Inc.	50,000		3,430,000
Farmer Brothers Company	2,500		906,925
Flowers Foods Inc. (a)	135,000		3,489,750
Hain Celestial Group Inc. (a) (o)	20,000		370,000
Ingles Markets Inc. (Class A)	190,000		2,409,200
International Multifoods Corporation (a)	10,000		260,000
J & J Snack Foods Corporation (a) (o)	2,500		112,400
J.M. Smucker Company	28,353		967,688
John B. Sanfilippo & Son Inc. (a)	37,000		258,630
Opta Food Ingredients Inc. (a)	1,000		1,360
PepsiAmericas Inc.	390,000		5,826,600
Ralcorp Holdings Inc. (a)	120,000		3,750,000
Robert Mondavi Corporation (Class A) (a) (o)	70,000		2,396,100
Sensient Technologies Corporation (o)	160,000		3,641,600
Suprema Specialties Inc. (a)	1,500		1
Triarc Companies Inc. (Class A) (a) (o)	100,000		2,760,000
Vermont Pure Holdings, Ltd. (a)	10,000		42,000

	Number of Shares or Principal Amount	Value
Weis Markets Inc.	135,000	$	4,961,250
			41,966,304
Health Care — 0.10%
Henry Schein Inc. (a) (o)	12,000		534,000
Hotels & Restaurants — 1.52%
Advantica Restaurant Group Inc. (a)	20,000		18,600
Aztar Corporation (a)	160,000		3,328,000
Boca Resorts Inc. (a)	105,000		1,391,250
Extended Stay America Inc. (a) (o)	5,000		81,100
Lakes Gaming Inc. (a)	125,000		845,000
Louisiana Quinta Corporation (a)	225,000		1,631,250
The Steak n Shake Company (a)	33,600		525,840
Trump Hotels & Casino Resorts Inc. (a) (o)	25,000		53,750
Wyndham International Inc. (a)	140,000		162,400
			8,037,190
Insurance — 1.47%
Argonaut Group Inc. (o)	133,000		2,848,860
Liberty Corporation	100,000		3,985,000
Midland Company	18,000		908,460
			7,742,320
Machinery — 4.54%
Baldwin Technology Company Inc. (Class A) (a)	254,500		358,845
Fairchild Corporation (Class A) (a) (o)	220,000		693,000
Flowserve Corporation (a) (o)	130,000		3,874,000
Franklin Electric Company Inc.	20,000		941,400
Gardner Denver Inc. (a)	80,000		1,600,000
Gorman Rupp Co	39,000		1,228,500
IDEX Corporation	42,000		1,407,000
Katy Industries Inc. (a)	149,400		747,000
Nortek Inc. (a)	100,000		4,510,000
Paxar Corporation (a)	35,000		586,250
Robbins & Myers Inc. (o)	65,000		1,706,250
Standex International Corporation	62,000		1,556,200
Tech/Ops Sevcon Inc.	35,000		287,000
Tennant Company	43,000		1,702,800
Watts Industries Inc. (Class A)	140,000		2,779,000
			23,977,245
Manufacturing — 8.39%
Acuity Brands Inc.	100,000		1,820,000
Aviall Inc. (a)	210,000		2,940,000
Barnes Group Inc.	84,000		1,923,600
Belden Inc.	102,000		2,125,680
BWAY Corporation (a)	29,000		462,550
Chase Industries Inc. (a)	150,000		2,083,500
Cooper Industries Ltd. (Class A) (a)	50,000		1,965,000
Crane Company	140,000		3,553,200
Cuno Inc. (a)	40,000		1,447,200
Energizer Holdings Inc. (a)	65,000		1,782,300
Esco Technologies Inc. (a) (o)	1,500		52,500

THE ENTERPRISE Group of Funds, Inc.

20

Enterprise Small Company Value Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Fedders Corporation	275,000	$	695,750
Gerber Scientific Inc. (a)	105,000		368,550
GP Strategies Corporation (a)	20,000		93,000
Graco Inc. (o)	78,000		1,960,920
Graftech International Ltd. (a) (o)	160,000		1,968,000
Industrial Distribution Group Inc. (a)	80,000		260,000
Lindsay Manufacturing Company	30,000		694,500
MagneTek Inc. (a)	132,000		1,306,800
Material Sciences Corporation (a)	180,500		2,530,610
Myers Industries Inc.	300,000		5,142,000
Oil-Dri Corporation of America	170,000		1,422,900
Park Ohio Holdings Corporation (a)	205,000		922,500
Pentair Inc.	30,000		1,442,400
Precision Castparts Corporation (o)	40,000		1,320,000
Rawlings Sporting Goods Company Inc.	15,070		80,022
Roper Industries, Inc. (o)	60,000		2,238,000
Strattec Security Corporation (a)	22,000		1,217,040
Teleflex Inc. (o)	8,000		457,200
			44,275,722
Media — 2.37%
Gemstar-TV Guide International Inc. (a) (o)	115,000		619,850
Media General Inc. (Class A) (o)	155,000		9,300,000
Metro Goldwyn Mayer Inc. (a)	60,000		702,000
Salem Communications Corporation (Class A) (a)	75,000		1,865,250
			12,487,100
Medical Instruments — 1.26%
Dentsply International Inc.	15,000		553,650
Inamed Corporation (a)	38,000		1,015,360
Patterson Dental Company (a) (o)	10,000		503,300
Sybron Dental Specialties (a) (o)	242,800		4,491,800
Young Innovations Inv (a)	3,000		65,160
			6,629,270
Medical Services — 1.02%
Apogent Technologies Inc. (a) (o)	50,000		1,028,500
CIRCOR International Inc.	151,000		2,589,650
Inverness Medical Innovations Inc. (a)	76,100		1,537,220
Odyssey Healthcare Inc. (a)	6,000		217,500
			5,372,870
Metals & Mining — 0.01%
WHX Corporation (a)	100,000		75,000
Multi-Line Insurance — 0.56%
Alleghany Corporation (a)	15,500		2,960,500
Neutraceuticals — 0.19%
Weider Nutrition International Inc. (a)	500,000		990,000

	Number of Shares or Principal Amount	Value
Oil Services — 0.15%
RPC Inc.	27,300	$	322,140
W-H Energy Services Inc. (a)	22,000		487,520
			809,660
Paper Products — 0.67%
Greif Brothers Corporation (Class A)	100,000		3,336,100
Schweitzer Mauduit International Inc.	8,000		196,800
			3,532,900
Pharmaceuticals — 0.02%
Twinlab Corporation (a)	230,000		101,200
Printing & Publishing — 4.02%
A.H. Belo Corporation (Class A) (o)	147,000		3,323,670
Journal Register Company (a)	140,000		2,814,000
Lee Enterprises Inc.	72,000		2,520,000
McClatchy Company (Class A)	56,000		3,598,000
Penton Media Inc. (a) (o)	170,000		365,500
Pulitzer Inc. (o)	100,000		5,190,000
Thomas Nelson Inc. (a)	133,000		1,404,480
Topps Company Inc. (a)	200,000		2,012,000
			21,227,650
Property-Casualty Insurance — 0.59%
CNA Surety Corporation	215,000		3,128,250
Publishing — 0.17%
PRIMEDIA Inc. (a) (o)	420,000		512,400
Value Line Inc.	10,000		411,300
			923,700
Real Estate — 0.69%
Catellus Development Corporation (a)	85,000		1,735,700
Cendant Corporation (a) (o)	40,000		635,200
Griffin Land & Nurseries Inc. (a)	63,000		866,250
Gyrodyne Company of America Inc. (a)	23,200		388,832
			3,625,982
Retail — 0.92%
Blockbuster Inc. (Class A) (o)	10,000		269,000
Lillian Vernon Corporation (a)	120,000		840,000
Neiman Marcus Group (Class B) (a)	40,000		1,291,200
Neiman-Marcus Group Inc. (Class A) (a) (o)	55,000		1,908,500
School Specialty Inc. (a) (o)	10,000		265,600
Sports Authority Inc. (a) (o)	18,000		204,480
ValueVision International Inc. (Class A) (a) (o)	3,000		54,450
			4,833,230

THE ENTERPRISE Group of Funds, Inc.

21

Enterprise Small Company Value Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Technology — 0.03%
Flir Systems Inc. (a) (o)	1,500	$	62,955
J Net Enterprises Inc. (a)	130,000		104,000
			166,955
Telecommunications — 2.57%
AirGate PCS, Inc. (a) (o)	35,000		35,000
Atlantic Tele-Network, Inc.	12,000		182,400
Broadwing Inc. (a) (o)	600,000		1,560,000
Centurytel Inc. (o)	35,000		1,032,500
Citizens Communications Company (a) (o)	250,000		2,090,000
Commonwealth Telephone Enterprises Inc. (a)	50,000		2,012,000
Commonwealth Telephone Enterprises Inc. (Class B) (a)	6,000		246,000
Communications Systems Inc. (a)	92,500		578,125
Corecomm Ltd. (a)	1,000,000		40,000
D&E Communications Inc. (o)	70,030		736,015
McLeodUSA Inc. (Class A) (a)	5,001		2,101
McLeodUSA Inc. (Escrow) (a)	60,000		—
Nextel Partners Inc. (Class A) (a) (o)	100,000		301,000
Panamsat Corporation (a) (o)	95,000		2,147,000
Plantronics Inc. (a)	5,000		95,050
Rural Celluar Corporation (Class A) (a) (o)	110,000		114,400
Telephone and Data Systems Inc.	38,000		2,300,900
Triton PCS Holdings, Inc. (Class A) (a) (o)	24,000		93,600
			13,566,091
Transportation — 0.93%
GATX Corporation (o)	125,000		3,762,500
Marine Products Corporation	37,500		436,875
TransPro Inc. (a)	110,000		687,500
			4,886,875
Travel/Entertainment/Leisure — 0.07%
Bowlin Travel Centers Inc. (a)	60,000		105,000
Pinnacle Entertainment Inc. (a)	25,000		265,750
			370,750
Utilities — 1.89%
AGL Resources Inc. (o)	50,000		1,160,000
CH Energy Group Inc. (o)	52,000		2,561,000
Florida Public Utilities Company	17,000		309,740
Otter Tail Corporation	10,000		315,200
SJW Corporation	28,000		2,268,000
Southwest Gas Corporation	45,000		1,113,750
Weststar Energy Inc. (o)	145,000		2,225,750
			9,953,440
Waste Management — 0.79%
Allied Waste Industries Inc. (a)	235,000		2,256,000
Republic Services Inc. (a)	100,000		1,907,000
			4,163,000

	Number of Shares or Principal Amount	Value
Wireless Communications — 1.11%
Allen Telecom Inc. (a) (o)	217,000	$	933,100
AT&T Wireless Services Inc. (a)	70,000		409,500
Centennial Communications Corporation (Class A) (a) (o)	125,000		305,000
Dobson Communications Corporation (a)	40,734		35,031
Leap Wireless International Inc. (a) (o)	300,000		324,000
Nextel Communications Inc. (Class A) (a) (o)	125,000		401,250
Price Communications Corporation (a)	125,000		2,000,000
United States Cellular Corporation (a) (o)	58,000		1,476,100
			5,883,981
Total Domestic Common Stocks
(Identified cost $450,532,729)			445,285,964
Foreign Stocks — 1.39%
Business Services — 0.06%
Professional Staff (ADR) (a)	150,000		292,500
Cable — 0.25%
Rogers Communications Inc. (Class B) (a)	145,000		1,325,300
Hotels & Restaurants — 0.42%
Sun International Hotels Ltd. (a)	90,000		2,230,200
Metals & Mining — 0.20%
Barrick Gold Corporation (a)	50,000		949,500
TVX Gold Inc. (a)	80,000		112,000
			1,061,500
Telecommunications — 0.25%
AO VimpelCom (ADR) (a) (o)	52,000		1,323,920
GST Telecommunications Inc. (a)	45,000		36
			1,323,956
Wireless Communications — 0.21%
Rogers Wireless Communications (Class B) (a)	145,000		1,117,950
Total Foreign Stocks
(Identified cost $9,577,182)			7,351,406

THE ENTERPRISE Group of Funds, Inc.

22

Enterprise Small Company Value Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Preferred Stock — 1.17%
Broadcasting — 1.07%
Granite Broadcasting Corporation (a)		9,000	$	5,670,000
Telecommunications — 0.10%
Allen Telecom Inc. (a)		14,000		499,100
Total Preferred Stock
(Identified cost $6,707,806)				6,169,100
U.S. Treasury Bills — 8.82%
1.675% due 07/18/02	$	1,001,000		1,000,208
1.68% due 07/25/02		4,005,000		4,000,515
1.71% due 08/01/02		1,500,000		1,497,791
1.72% due 08/01/02		1,004,000		1,002,513
1.72% due 08/08/02 (p)		16,069,000		16,039,826
1.675% due 09/19/02		23,097,000		23,011,028
Total U.S. Treasury Bills
(Identified cost $46,551,881)				46,551,881

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 4.35%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02 , Maturity Value $22,990,778 Collateral: U.S. Treasury Bond $23,630,000, Zero Coupon due 12/05/02 Value $23,451,452	$	22,988,000	$	22,988,000
Total Repurchase Agreement
(Identified cost $22,988,000)				22,988,000
Total Investments
(Identified cost $536,357,598)			$	528,346,351
Other Assets Less Liabilities — (0.09)%				(497,139)
Net Assets — 100%			$	527,849,212

(a) Non-income producing security.

(d) Security is fair valued at June 30, 2002.

(f) Considered an affiliated company as the Fund owns more than 5% of the outstanding voting securities of such company. The total market value of investments in this affiliated company as of June 30, 2002 was $670,140.

(g) Restricted securities as of June 30, 2002 were as follows:

	Date of Acquisition	Number of Units	Unit Cost		Fair Value per Unit		Aggregate				Percent of Net Assets
Description							Cost		Value
Noel Group Units	04/13/99	15,000	$	0.49	$	—	$	7,320	$	—	0.00	%
Noel Group Liquidating Trust Units	10/08/98	15,000	$	0.81	$	0.66		12,187		9,900	0.00	%

(m) Illiquid security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(p) Security, or portion thereof, segregated at the custodian as collateral for open future contracts.

(ADR) American Depository Receipt.

Open futures contracts as of June 30, 2002 are as follows:

Description	Expiration Month	Contracts	Unrealized Appreciation/(Depreciation)
Long Russell 2000 Index Futures	09/02	45	$	151,375

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

23

Enterprise Capital Appreciation Fund

SUBADVISER’S COMMENTS

Marsico Capital Management, LLC

Denver, Colorado

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Marsico Capital Management, LLC (“Marsico”), which manages approximately $13.9 billion for institutional clients and whose usual investment minimum is $100 million, became subadviser to the Fund on November 1, 1999.

Investment Objective

The objective of the Enterprise Capital Appreciation Fund is to seek maximum capital appreciation.

Investment Strategies

The Capital Appreciation Fund’s investment strategy blends top-down economic and industry analysis with bottom-up stock selection. The subadviser’s investment approach emphasizes large capitalization U.S. companies that are believed to have the ability to produce above-average earnings growth. The investment process begins by establishing an overall macroeconomic outlook, which in turn forms the strategic backdrop for actual portfolio construction. Various economic, social and political factors are considered, including global trends (e.g., productivity enhancements), interest rates, inflation, central bank policies, the regulatory environment, and the overall competitive landscape. This analysis also seeks to uncover specific industries and companies that are expected to benefit from the macroeconomic environment. The potential for maximum capital appreciation is the basis for investment decisions; any income is incidental. Stock selection stresses rigorous hands-on fundamental internal research. The primary focus is to identify companies with market expertise/dominance, durable franchises, improving fundamentals (e.g., margins, Return on Equity, Return on Assets), strong balance sheets, global distribution capabilities and experienced management teams. Valuation is also an important consideration in selecting stocks. Stocks are sold for three primary reasons: overvaluation relative to expected earnings growth potential, other companies become more desirable or a permanent change in industry/company fundamentals that no longer supports the reason the stock was purchased. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

As of June 30, 2002, the Fund’s primary economic sector emphasis was in the health care-related, consumer discretionary, industrials, and financial services sector. Within these general sector categories, there was a substantial amount of industry selectivity. Health care investments generally were concentrated in hospital management and medical devices companies, while de-emphasizing areas such as the pharmaceutical industry. The consumer-related investments favored companies in the retailing arena. Industrial holdings were primarily oriented towards aerospace/defense companies.

Equity markets have been buffeted by a combination of, among others, corporate accounting and governance issues, uncertainty regarding the timing and magnitude of an economic recovery, diminished investor confidence, concern about possible future terrorist attacks and geopolitical risks overseas. Concurrent with these major “headwinds” for investors has been major changes in the investment landscape. Many sectors and industries that were “high fliers” during the mid- to late-1990s have become market laggards and sustained severe losses since peaking in value just over two years ago. All of these factors are undoubtedly unsettling. And yet, Marsico is not certain that these types of “shocks” to the system are necessarily new or different.

The Fund’s investment results were helped by a variety of factors, including four economic sectors in particular: Industrials (primarily aerospace/defense positions), Consumer Discretionary (blend of automobiles, retailing, consumer durables, and media under-weighting), Health Care (primarily equipment and services companies), Information

THE ENTERPRISE Group of Funds, Inc.

24

Enterprise Capital Appreciation Fund — (Continued)

SUBADVISER’S COMMENTS

Technology under-weighting (particularly hardware and equipment companies), and Telecommunications Services under-weighting. Within the Fund, the holdings that benefited the Fund’s performance were: Lockheed Martin Corporation, General Dynamics Corporation, Tiffany & Company, Bed Bath & Beyond, BMW, Porsche, Lennar, MDC Corp., Lowes Corporation, UnitedHealth Group Inc., Tenet Healthcare Corporation, and Quest Diagnostics Inc. In addition, some of the Fund’s financial services-related holdings performed well during the first half of the year, including SLM Corporation (“Sallie Mae”) and Washington Mutual Inc.

The Fund’s primary performance blemishes included an under-weighting in energy, banks, and materials.

Future Investment Strategy

Marsico remains cautious on the profit outlook for many companies that operate in the technology hardware/equipment and telecommunications services industries. Marsico’s rationale for this is two-pronged: capital spending for technology still appears to be in an overall downturn while the telecommunications industry continues to be bogged down by an inventory glut. Until there is compelling evidence that these factors have reversed, and that there is a more favorable earnings environment, it is unlikely Marsico will make investments for the Fund in these areas in the near future.

While the overall equity market environment has been extremely difficult, Marsico believes strongly that there is merit to the adage “it is always darkest before the dawn.” Stock markets tend to trade to extreme levels. Inflated price levels reached just over two years ago in many sectors and industries, with the benefit of 20/20 hindsight, were downright silly. Now, however, it seems increasingly possible that the stock market has overreacted in the other direction. There are encouraging signs that the U.S. economy is recovering. Productivity gains have remained solid: recent “same store sales” data indicates the retail industry is doing well, the housing industry, which has ripple effects to many other industries such as mortgage refinancing activity, insurance, construction and materials, has continued to be strong, and automobile sales have continued, on balance, to be quite good. Inflation remains constrained and, Marsico believes, could decelerate. The most recent unemployment claims data suggest that labor markets might be stabilizing.

Interest rates may move lower over time. Historically, the long bond interest rate, using the 10-year Treasury bond as a proxy for that rate, has offered a yield that ranges from approximately 2.5 percent to 3.0 percent above the prevailing inflation rate, as measured by the Consumer Price Index. Marsico believes the CPI could approach a range of 1.25 percent to 1.75 percent. Assuming that the spread between interest rates and inflation moved towards its long-term historical average, the market could see the long bond rate decline to approximately 4 percent. This would enhance the overall valuation profile for the equity market and may spur more robust economic activity.

There are abundant cross currents facing investors. Corporate accounting-related issues could continue to surface for some time. The country as a whole is still becoming acclimated to the notion that terrorist threats, either real or perceived, may regrettably now have become a part of our lives. Second quarter earnings reports will be very important in terms of assessing the near-term profit environment and the likelihood for better results going forward. Corporate profits may not necessarily increase dramatically across-the-board, but may generally be on an “up tick,” accompanied by more conservative accounting standards and better disclosures. Many companies appear to have what Marsico calls “high quality earnings,” driven by sales and revenue growth.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

THE ENTERPRISE Group of Funds, Inc.

25

Enterprise Capital Appreciation Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 90.34%
Aerospace — 10.88%
General Dynamics Corporation	66,719	$	7,095,566
L-3 Communications Holdings Inc. (a) (o)	40,211		2,171,394
Lockheed Martin Corporation	173,300		12,044,350
			21,311,310
Automotive — 3.20%
General Motors Corporation (o)	117,210		6,264,874
Building & Construction — 4.95%
D.R. Horton Inc. (o)	78,006		2,030,496
Lennar Corporation (o)	47,566		2,911,039
Lowe’s Companies Inc. (o)	104,530		4,745,662
			9,687,197
Computer Hardware — 1.52%
Dell Computer Corporation (a)	113,568		2,968,668
Computer Software — 0.15%
Diebold Inc. (o)	7,898		294,122
Consumer Products — 0.98%
Procter & Gamble Company	21,400		1,911,020
Drugs & Medical Products — 0.67%
Becton, Dickinson & Company	38,068		1,311,443
Electrical Equipment — 1.06%
General Electric Company	71,698		2,082,827
Entertainment & Leisure — 1.23%
MGM Mirage Inc. (a) (o)	71,112		2,400,030
Finance — 10.97%
Capital One Financial Corporation (o)	85,144		5,198,041
Lehman Brothers Holdings Inc. (o)	89,731		5,609,982
SLM Corporation (o)	110,064		10,665,202
			21,473,225
Food, Beverages & Tobacco — 4.00%
Anheuser-Busch Companies, Inc.	38,360		1,918,000
PepsiCo Inc.	122,736		5,915,875
			7,833,875
Health Care — 6.00%
Tenet Healthcare Corporation (a)	164,253		11,752,302
Hotels & Restaurants — 3.20%
Four Season Hotels Inc. (o)	126,924		5,952,735
Mandalay Resort Group (a) (o)	11,412		314,629
			6,267,364
Manufacturing — 3.38%
3M Company	53,802		6,617,646

	Number of Shares or Principal Amount	Value
Medical Services — 9.42%
Quest Diagnostics Inc. (a) (o)	70,404	$	6,058,264
UnitedHealth Group Inc.	135,298		12,386,532
			18,444,796
Metals & Mining — 1.08%
El Paso Corporation	102,462		2,111,742
Misc. Financial Services — 5.00%
Ambac Financial Group Inc.	11,656		783,283
Citigroup Inc.	182,421		7,068,814
Fannie Mae	26,210		1,932,987
			9,785,084
Multi-Line Insurance — 1.10%
American International Group Inc.	31,438		2,145,015
Pharmaceuticals — 6.10%
Baxter International Inc.	86,282		3,835,235
Johnson & Johnson	118,020		6,167,725
Wyeth	37,808		1,935,770
			11,938,730
Real Estate — 1.08%
M.D.C. Holdings Inc. (o)	40,704		2,116,608
Retail — 8.76%
Bed Bath & Beyond Inc. (a)	62,632		2,363,732
Blockbuster Inc. (Class A) (o)	19,092		513,575
Tiffany & Company	217,481		7,655,331
Wal-Mart Stores Inc.	120,325		6,619,078
			17,151,716
Telecommunications — 2.27%
QUALCOMM Inc. (a) (o)	161,998		4,453,325
Transportation — 3.34%
FedEx Corporation	57,493		3,070,126
Southwest Airlines Company	214,775		3,470,764
			6,540,890
Total Domestic Common Stocks
(Identified cost $157,858,881)			176,863,809
Foreign Stocks — 5.65%
Automotive — 3.71%
Bayerische Motoren Werke (a)	178,322		7,258,975
Food, Beverages & Tobacco — 0.58%
Heineken (a)	25,656		1,128,979
Transportation — 1.36%
Ryanair Holdings (ADR) (a)(o)	76,542		2,669,096
Total Foreign Stocks
(Identified cost $9,543,931)			11,057,050

THE ENTERPRISE Group of Funds, Inc.

26

Enterprise Capital Appreciation Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Convertible Preferred Stocks — 0.79%
Metals & Mining — 0.79%
El Paso Corporation (TAPS), 9.00%, 08/16/05	30,102	$	1,544,233
Total Convertible Preferred Stocks
(Identified cost $1,522,074)			1,544,233
Foreign Preferred Stock — 1.52%
Automotive — 1.52%
Porsche (a)	6,222		2,972,694
Total Foreign Preferred Stock
(Identified cost $2,249,811)			2,972,694

	Number of Shares or Principal Amount		Value
Commercial Paper — 2.65%
Federal Home Loan Bank Discount Note, 1.87% due 07/01/02	$	5,200,000	$	5,200,000
Total Commercial Paper
(Identified cost $5,200,000)				5,200,000
Total Investments
(Identified cost $176,374,697)			$	197,637,786
Other Assets Less Liabilities — (0.95)%				(1,862,259)
Net Assets — 100%			$	195,775,527

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

(TAPS) Threshold Appreciation Price Security.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

27

Enterprise Deep Value Fund

SUBADVISER’S COMMENTS

Wellington Management Company, LLP

Boston, Massachusetts

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Wellington Management Company, LLP (“Wellington”), which manages approximately $312.0 billion for institutional clients and whose usual investment minimum is $20 million, became subadviser to the Fund on May 31, 2001.

Investment Objective

The objective of the Enterprise Deep Value Fund is to seek total return through capital appreciation with income as a secondary consideration.

Investment Strategies

The Fund invests primarily in large capitalization companies whose stocks the subadviser considers to be undervalued stocks. The Fund may also invest in companies with mid-sized or small market capitalizations. Undervalued or “deep value” stocks are generally those that are out of favor with investors and presently trading at prices that the subadviser feels are below what the stocks are worth in relation to their earnings. These stocks are typically those of companies possessing sound fundamentals but which have been overlooked or misunderstood by the market, with below average price/earnings ratios based on projected normalized earnings. Holdings are frequently in viable, growing businesses with good financial strength in industries that are currently out of favor and under-researched by institutions. Common characteristics of the stocks typically include a strong balance sheet, excess cash flow, hidden or undervalued assets, and strong potential for a dividend increase in the year ahead. The subadviser’s bottom-up process includes ranking current holdings and purchase candidates on appreciation potential through a disciplined system of stock selection that is price driven on the basis of relative return/appreciation potential. It is expected that the average price/earnings ratio of the Fund’s stocks will be lower than the average of the Russell 1000 Value Index. Existing holdings are sold as they approach their target price reflecting a diminishing opportunity for incremental relative return.

The Fund may also lend portfolio securities on a short-term or long-term basis, up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

Investor confidence in the markets waned during the first six months of 2002, as corporate governance issues, international unrest, and the uncertainty of domestic demand dragged major U.S. indices toward September 2001 lows. In this environment investors flocked toward safety. However, companies with unleveled balance sheets and more stable demand characteristics continued to do well.

For the first six months of 2002, stock selection in the Information Technology and Utilities sectors contributed positively to performance. Stock selection in the Consumer Discretionary sector, primarily the Fund’s holding in Adelphia Communications Corporation, detracted the most from performance for the six-month period.

Future Investment Strategy

Although the stock market is exhibiting unprecedented weakness for an economic recovery, Wellington believes that a sustainable U.S. expansion may continue during the next 12 months. Wellington anticipates this recovery to be more moderate than is typical largely because of the moderate nature of the recession that preceded it. Wellington believes that consumer spending may decelerate, particularly if automotive and housing markets soften, but economic growth

THE ENTERPRISE Group of Funds, Inc.

28

Enterprise Deep Value Fund — (Continued)

SUBADVISER’S COMMENTS

should be sustained by a rebound in industrial activity. The two key ingredients leading to this rebound are an inventory cycle and the lower dollar. These factors should boost corporate profits, which Wellington anticipates will drive a new capital spending cycle.

While the Nasdaq meltdown, corporate greed, accounting miscues, and journalistic hyperbole are occupying center stage now, the most important investment factor as we enter the third quarter is the nascent economic recovery. In effect, the long ignored blemishes that accompanied the previous expansion are now the objects of obsession. Stabilization in equity markets, an orderly decline in the U.S. dollar, and an improvement in corporate profits could buttress Wellington’s optimistic leanings on the economy. Wellington believes that these economic stories could emerge and support the unfolding of a broad-based economic recovery. A better economy also may moderate the negative effect of potential or actual geopolitical turbulence on consumer and business sentiment.

Major threats to Wellington’s sanguine outlook include a severe broad equity decline, deflation, or a dollar crisis. Wellington believes these events are unlikely. The global recovery may contain severe broad declines in financial assets or prices. A potential secular peak in the dollar might have also been reached in the most recent quarter. Pressure on the currency has been building for some time. The change is a positive for industrial activity and multinational profits, but a negative for inflation and capital markets if international holders liquidate U.S. securities. Given the positives and negatives, Wellington is not overly concerned about an orderly decline in the dollar. In any case, the economy’s large trade deficit requires international investors to maintain a substantial dollar position regardless of short-term currency movements. Wellington believes that an orderly fall, versus a crisis, in the U.S. dollar is overdue and incrementally is an important factor, which Wellington will recognize on the margin in investment decisions.

Investments in small-capitalization and mid-capitalization stocks are generally riskier than large-capitalization stocks due to greater earnings and price fluctuations.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

29

Enterprise Deep Value Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 97.41%
Automotive — 2.26%
AutoNation Inc. (a)	9,000	$	130,500
Goodyear Tire & Rubber Company (o)	11,100		207,681
			338,181
Banking — 9.44%
Bank of America Corporation	4,700		330,692
J. P. Morgan Chase & Company (o)	4,700		159,424
National City Corporation	15,600		518,700
PNC Financial Services Group	600		31,368
Wells Fargo & Company (o)	7,400		370,444
			1,410,628
Business Services — 0.43%
KPMG Consulting Inc. (a) (o)	4,300		63,898
Cable — 1.13%
Comcast Corporation (Class A) (a)	7,100		169,264
Chemicals — 4.19%
Ashland Inc. (o)	2,700		109,350
Dow Chemical Company	5,200		178,776
Du Pont (E. I.) de Nemours & Company	7,600		337,440
			625,566
Computer Hardware — 2.86%
Dell Computer Corporation (a)	2,800		73,192
Hewlett-Packard Company	23,152		353,763
			426,955
Consumer Products — 6.73%
Kimberly-Clark Corporation	10,000		620,000
Nike, Inc. (Class B) (o)	7,200		386,280
			1,006,280
Crude & Petroleum — 7.30%
ChevronTexaco Corporation (o)	4,000		354,000
Exxon Mobil Corporation	18,000		736,560
			1,090,560
Electrical Equipment — 0.18%
Emerson Electric Company	500		26,755
Electronics — 0.55%
Agere Systems Inc. (Class A) (a) (o)	19,800		27,720
Rockwell International Corporation	2,700		53,946
			81,666
Energy — 2.45%
Exelon Corporation	2,200		115,060
FirstEnergy Corporation (o)	2,400		80,112
Progress Energy Inc.	3,300		171,633
			366,805

	Number of Shares or Principal Amount	Value
Finance — 0.15%
Goldman Sachs Group Inc.	300	$	22,005
Food, Beverages & Tobacco — 2.98%
Kellogg Company	6,100		218,746
PepsiCo Inc.	4,700		226,540
			445,286
Health Care —  1.17%
C.R. Bard Inc. (o)	3,100		175,398
Hotels & Restaurants — 1.01%
McDonald’s Corporation	5,300		150,785
Insurance — 3.72%
ACE Ltd.	10,500		331,800
Cigna Corporation	2,300		224,066
			555,866
Life Insurance — 0.22%
Stancorp Financial Group Inc. (o)	600		33,300
Machinery — 1.89%
Caterpillar Inc.	5,500		269,225
Illinois Tool Works Inc.	200		13,660
			282,885
Manufacturing — 1.98%
Stanley Works (o)	7,200		295,272
Media — 1.01%
AOL Time Warner Inc. (a)	10,300		151,513
Medical Instruments — 1.40%
Beckman Coulter Inc. (o)	4,200		209,580
Metals & Mining — 4.46%
Alcoa Inc.	14,800		490,620
Nucor Corporation (o)	2,700		175,608
			666,228
Misc. Financial Services — 4.92%
Citigroup Inc.	15,000		581,250
Fannie Mae (o)	2,100		154,875
			736,125
Multi-Line Insurance — 4.38%
Hartford Financial Services Group Inc.	9,700		576,859
Marsh & McLennan Companies Inc.	800		77,280
			654,139
Oil Services — 0.88%
GlobalSantaFe Corporation	4,800		131,280
Pharmaceuticals — 3.33%
Abbott Laboratories	3,800		143,070
Pharmacia Corporation	7,100		265,895
Schering-Plough Corporation	3,600		88,560
			497,525

THE ENTERPRISE Group of Funds, Inc.

30

Enterprise Deep Value Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Property-Casualty Insurance — 2.11%
Chubb Corporation	1,600	$	113,280
St. Paul Companies Inc.	5,200		202,384
			315,664
Raw Materials — 1.79%
Weyerhaeuser Company	4,200		268,170
Real Estate — 1.11%
Archstone Smith Trust	6,200		165,540
Retail — 5.92%
CVS Corporation	6,400		195,840
Dollar General Corporation	12,900		245,487
Family Dollar Stores Inc.	8,300		292,575
May Department Stores Company	4,600		151,478
			885,380
Savings and Loan — 3.92%
Washington Mutual Inc. (o)	15,800		586,338
Semiconductors — 0.93%
Teradyne Inc.(a) (o)	5,900		138,650
Technology — 0.93%
Micron Technology Inc. (a) (o)	6,900		139,518
Telecommunications — 4.10%
AT&T Corporation	14,400		154,080
BellSouth Corporation	9,700		305,550
Verizon Communications Inc.	3,800		152,570
			612,200
Transportation — 1.85%
Canadian National Railway Company (o)	2,900		150,220
Southwest Airlines Company	7,800		126,048
			276,268
Utilities — 1.31%
National Fuel Gas Company (o)	4,300		96,793
Scana Corporation (o)	3,200		98,784
			195,577
Waste Management — 1.45%
Republic Services Inc. (a)	11,400		217,398
Wireless Communications — 0.97%
AT&T Wireless Services Inc. (a)	1,265		7,400
Motorola Inc.	9,500		136,990
			144,390
Total Domestic Common Stocks
(Identified cost $15,130,528)			14,558,838

	Number of Shares or Principal Amount		Value
Foreign Stocks — 1.54%
Oil Services — 1.54%
Petroleo Brasileiro — Petrobras (ADR) (o)		2,600	$	45,240
Shell Transport & Trading Company (ADR)		4,100		184,541
				229,781
Total Foreign Stocks
(Identified cost $241,707)				229,781
Repurchase Agreement — 2.36%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02, Maturity Value $352,043 Collateral: U.S. Treasury Bond $365,000, Zero Coupon due 09/26/02, Value $363,358	$	352,000		352,000
Total Repurchase Agreement
(Identified cost $352,000)				352,000
Total Investments
(Identified cost $15,724,235)			$	15,140,619
Other Assets Less Liabilities — (1.31)%				(195,420)
Net Assets — 100%			$	14,945,199

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

31

Enterprise Equity Fund

SUBADVISER’S COMMENTS

TCW Investment Management Company

Los Angeles, California

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

TCW Investment Management Company (“TCW”), a wholly owned subsidiary of TCW Group, Inc., became subadviser to the Enterprise Equity Fund on November 1, 1999. TCW Group, Inc. manages approximately $88 billion for institutional clients and its normal investment minimum is $100 million.

Investment Objective

The objective of the Enterprise Equity Fund is long-term capital appreciation.

Investment Strategies

The Equity Fund invests normally at least 80 percent of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund invests in U.S. common stocks of companies that meet the subadviser’s criteria of high return on investment capital, strong positions within their industries, sound financial fundamentals and management committed to shareholder interests. The subadviser selects companies with one or more of the following characteristics: superior business practices that will benefit from long-term trends, superior growth, profitability and leading market share versus others in their industry, strong enduring business models, valuable consumer or commercial franchises, high return on capital, favorable price to intrinsic value and undervalued assets. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

In the face of surprising corporate malfeasance, investors showed a marked preference for mature easy to understand businesses with conservative managements. This is evidenced by the wide out-performance of the Russell 2000 (small) over the Russell 1000 (large) and the S&P BARRA Value over the S&P BARRA Growth indices. This tendency to gravitate to a more conservative posture is not unusual. However, what the market typically sees is as the economy begins to improve, large higher growth companies, which deliver superior earnings growth, again capture the attention of investors.

This period was especially challenging for growth-oriented investors as the “Value” indices out-performed. The market is now to the point that TCW is testing the lows established in September 2001. In this environment the Fund experienced actual losses and under-performed the broad market indices.

Generally, the broad economic indicators are improving and inflation remains benign. The Fed has indicated that it will not be raising the Fed Fund rates and Federal outlays continue to be stimulative. The market is seeing fewer negative earnings pre-announcements and, relative to government bond alternatives, stocks look as cheap as they have in long while. Typically at this stage, the markets are appreciating in anticipation of improving corporate earnings. To a great extent investor discontent can be attributable to two major influences: corporate malfeasance and geo-political concerns.

Within the Fund, weakness was widespread as all sectors declined. The Fund’s worst returns came from selected technology names where there was the assumption that new order growth was again weakening. Capital spending has been slow to materialize. Clearly managements are reticent to build up inventories and upgrade capital equipment until they have clear affirmation that their own business prospects are improving. TCW believes the issue with spending for technology products is not if but when.

THE ENTERPRISE Group of Funds, Inc.

32

Enterprise Equity Fund — (Continued)

SUBADVISER’S COMMENTS

Future Investment Strategy

In this adverse environment, a number of the Fund’s holdings had positive developments that have not contributed to price strength. TCW believes however, these companies may continue to enhance their sustainable competitive advantages. TCW anticipates that the Fund may derive greater earnings power from steps taken today and the markets should ultimately reward these accomplishments with superior price appreciation.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

33

Enterprise Equity Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 100.09%
Biotechnology — 8.13%
Amgen Inc. (a)	104,900	$	4,393,212
Genentech Inc. (a) (o)	133,950		4,487,325
			8,880,537
Business Services — 3.63%
Paychex Inc.	126,550		3,959,749
Computer Hardware — 7.26%
Cisco Systems Inc. (a)	170,300		2,375,685
Dell Computer Corporation (a)	212,300		5,549,522
			7,925,207
Computer Services — 4.22%
Juniper Networks Inc. (a) (o)	112,000		632,800
Pixar Inc. (a) (o)	90,000		3,969,000
			4,601,800
Computer Software — 9.00%
Microsoft Corporation (a)	106,700		5,836,490
Siebel Systems Inc. (a)	280,340		3,986,435
			9,822,925
Electrical Equipment — 2.24%
General Electric Company	84,000		2,440,200
Finance — 2.28%
Stilwell Financial Inc.	136,800		2,489,760
Insurance — 15.99%
Progressive Corporation	301,800		17,459,130
Medical Services — 3.18%
Biogen Inc. (a) (o)	83,900		3,475,977
Misc. Financial Services — 3.63%
Charles Schwab Corporation (o)	354,200		3,967,040
Multi-Line Insurance — 2.73%
American International Group Inc.	43,650		2,978,240

	Number of Shares or Principal Amount	Value
Pharmaceuticals — 4.38%
Eli Lilly & Company	39,400	$	2,222,160
Pfizer Inc.	73,150		2,560,250
			4,782,410
Retail — 7.39%
Home Depot Inc.	89,200		3,276,316
Wal-Mart Stores Inc.	87,200		4,796,872
			8,073,188
Semiconductors — 15.69%
Applied Materials Inc. (a) (o)	260,070		4,946,531
Intel Corporation	157,300		2,873,871
Maxim Integrated Products Inc. (a) (o)	158,800		6,086,804
Xilinx Inc. (a) (o)	143,900		3,227,677
			17,134,883
Technology — 4.49%
Network Appliance Inc. (a) (o)	394,000		4,901,360
Telecommunications — 3.54%
QUALCOMM Inc. (a) (o)	140,700		3,867,843
Transportation — 2.31%
Southwest Airlines Company	155,800		2,517,728
Total Domestic Common Stocks
(Identified cost $171,342,164)			109,277,977
Total Investments
(Identified cost $171,342,164)		$	109,277,977
Other Assets Less Liabilities — (0.09)%			(100,884	)
Net Assets — 100%		$	109,177,093

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

34

Enterprise Equity Income Fund

SUBADVISER’S COMMENTS

1740 Advisers, Inc.

New York, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

1740 Advisers, Inc. (“1740 Advisers”) has been subadviser to the Enterprise Equity Income Fund since its inception. 1740 Advisers is a member of The MONY Group Inc. (NYSE: MNY) and manages approximately $1.2 billion for institutional clients. Its normal investment minimum is $20 million.

Investment Objective

The objective of the Enterprise Equity Income Fund is to seek a combination of growth and income to achieve an above-average and consistent total return.

Investment Strategies

The Equity Income Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in equity securities. The Fund generally invests in dividend-paying U.S. common stocks. The goal is capital appreciation combined with a high level of current income. Dividend yield relative to the S&P 500 average is used as a discipline and measure of value in selecting stocks for the Fund. To qualify for a purchase, a stock’s yield must be greater than the S&P 500’s average dividend yield. The stock must be sold within two quarters after its dividend yield falls below that of the S&P average. The effect of this discipline is that a stock will be sold if increases in its annual dividends do not keep pace with increases in its market price. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

In the wake of all the corporate shortfalls and scandals, there seems to be an emerging investor preference for simpler, easier to understand business models, with less complex accounting and fewer financial gimmicks. There is also a renewed interest in stocks that pay dividends, and that increase them from time to time. The Equity Income Fund, with its dividend-related strategy, has a strong representation in those kinds of stocks.

Cyclical stocks helped the Fund’s performance in the first half; industrials, defense stocks (TRW Inc., Raytheon Corporation and Northrup Grumman), machinery (Textron Inc., Deere & Company and Ingersoll Rand) and railroads were strong in particular. In the materials sector, Weyerhaeuser and International Paper out-performed. At the same time, consumer staples were also strong with Coca Cola, Procter & Gamble, Avon and Anheuser Busch Companies making positive contributions. Finally some financial stocks such as Wells Fargo & Company, Bank of America and Allstate also did well.

The Fund’s strategy over the past several quarters has been to emphasize economy sensitive sectors and industries and this is still the case. About 45 percent of the fund is represented by industrials (aerospace, conglomerates, machinery and railroads), materials (chemicals, metals, paper and forest products) and energy (oil and gas, equipment and drillers). This is roughly double the weight of the S&P 500 in these sectors and this investment is in anticipation of a continued economic recovery.

Future Investment Strategy

The market needs some indication that earnings will stop declining and start to grow again. Rising profits, especially if they are reported on newly scrubbed financial statements, may go a long way towards solving the market’s ills. Fortunately there are some reasons for hope and some positive news in this area. First, the recent revelations should result in accountants, auditors, analysts, regulators and board members being especially diligent and skeptical. Second,

THE ENTERPRISE Group of Funds, Inc.

35

Enterprise Equity Income Fund — (Continued)

SUBADVISER’S COMMENTS

a stronger economy, good productivity and a weaker dollar, which may allow for some price increases, may permit a recovery in corporate earnings as the year goes on.

The market’s severe decline has corrected a lot of the over enthusiasm and over valuation which prevailed two years ago. P/E ratios are still high because earnings have collapsed, but a cyclical earnings recovery may help. Interest rates are low, and no meaningful increase is expected in the near term. The bond market is also involved in the correction process by increasing credit spreads for all but the very best borrowers. Investor expectations have been diminished and speculation has virtually disappeared. It is always difficult to make new investments when all the news seems bad and the problems never ending, but the current environment is becoming much healthier for long-term investors. Investors have to get used to a lower rate of return, more in line with historical norms, going forward, but in a moderate inflation and interest rate environment, today’s valuations look attractive.

Consumer stocks are also an important part of the Fund, but not over-weight. Consumer staples were a safe haven last year, but surprisingly soft drinks, personal care and household products stocks continue to do well this year. As the year goes on some of this sector will likely be shifted into consumer discretionary names (retailers, autos and auto parts). Financial and healthcare are currently under-weights, but are becoming more attractive, and will likely be the beneficiaries of some money stifled out of cyclicals later in the year.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

36

Enterprise Equity Income Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 91.56%
Aerospace — 6.09%
Honeywell International Inc.	40,000	$	1,409,200
Northrop Grumman Corporation (o)	20,000		2,500,000
Raytheon Company	40,000		1,630,000
United Technologies Corporation	25,000		1,697,500
			7,236,700
Automotive — 6.96%
Cummins Inc. (o)	30,000		993,000
Ford Motor Company (o)	50,000		800,000
General Motors Corporation (o)	35,000		1,870,750
Johnson Controls Inc.	25,000		2,040,250
TRW Inc.	45,000		2,564,100
			8,268,100
Banking — 3.12%
Bank of America Corporation	18,000		1,266,480
J. P. Morgan Chase & Company (o)	35,000		1,187,200
Wells Fargo & Company (o)	25,000		1,251,500
			3,705,180
Chemicals — 1.76%
Dow Chemical Company	35,000		1,203,300
Du Pont (E. I.) de Nemours & Company	20,000		888,000
			2,091,300
Computer Hardware — 0.45%
Hewlett-Packard Company	35,000		534,800
Conglomerates — 1.38%
Textron Inc.	35,000		1,641,500
Construction — 0.82%
Fluor Corporation (o)	25,000		973,750
Consumer Non-Durables — 1.32%
Avon Products Inc.	30,000		1,567,200
Consumer Products — 3.60%
Gillette Company	25,000		846,750
Kimberly-Clark Corporation	12,000		744,000
Procter & Gamble Company	14,000		1,250,200
Whirlpool Corporation	22,000		1,437,920
			4,278,870
Crude & Petroleum — 3.67%
Burlington Resources Inc.	20,000		760,000
ChevronTexaco Corporation	13,000		1,150,500
Exxon Mobil Corporation	60,000		2,455,200
			4,365,700
Electrical Equipment — 3.84%
Dominion Resources Inc.	23,000		1,522,600

	Number of Shares or Principal Amount	Value
Emerson Electric Company	35,000	$	1,872,850
General Electric Company	40,000		1,162,000
			4,557,450
Energy — 2.06%
Duke Energy Corporation	25,000		777,500
Entergy Corporation	35,000		1,485,400
Williams Companies Inc. (o)	30,000		179,700
			2,442,600
Food, Beverages & Tobacco — 3.65%
Anheuser-Busch Companies, Inc.	25,000		1,250,000
Coca-Cola Company	25,000		1,400,000
PepsiCo Inc.	35,000		1,687,000
			4,337,000
Machinery — 4.93%
Caterpillar Inc.	40,000		1,958,000
Deere & Company	40,000		1,916,000
Pitney Bowes Inc. (o)	50,000		1,986,000
			5,860,000
Manufacturing — 5.45%
3M Company	20,000		2,460,000
Eaton Corporation	27,000		1,964,250
Ingersoll-Rand Company Ltd.	45,000		2,054,700
			6,478,950
Metals & Mining — 2.55%
Alcan Inc.	35,000		1,313,200
El Paso Corporation	20,000		412,200
Nucor Corporation (o)	20,000		1,300,800
			3,026,200
Misc. Financial Services — 3.76%
Citigroup Inc.	40,000		1,550,000
Fannie Mae	22,000		1,622,500
Morgan Stanley Dean Witter & Company	30,000		1,292,400
			4,464,900
Multi-Line Insurance — 2.12%
Lincoln National Corporation	30,000		1,260,000
Marsh & McLennan Companies Inc.	13,000		1,255,800
			2,515,800
Oil Services — 5.76%
Baker Hughes Inc.	20,000		665,800
Diamond Offshore Drilling Inc. (o)	25,000		712,500
Kerr-McGee Corporation (o)	15,000		803,250
KeySpan Corporation	45,000		1,694,250
Murphy Oil Corporation	8,000		660,000
Phillips Petroleum Company	13,000		765,440
Schlumberger Ltd.	12,000		558,000
Tidewater Inc. (o)	30,000		987,600
			6,846,840

THE ENTERPRISE Group of Funds, Inc.

37

Enterprise Equity Income Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Paper & Forest Products — 2.69%
Georgia-Pacific Group	50,000	$	1,229,000
International Paper Company	45,000		1,961,100
			3,190,100
Paper Products — 1.41%
MeadWestvaco Corporation (o)	50,000		1,678,000
Pharmaceuticals — 8.12%
Abbott Laboratories	25,000		941,250
Baxter International Inc.	30,000		1,333,500
Bristol-Myers Squibb Company	30,000		771,000
Eli Lilly & Company	14,000		789,600
Johnson & Johnson (o)	30,000		1,567,800
Merck & Company Inc.	20,000		1,012,800
Pfizer Inc.	50,000		1,750,000
Pharmacia Corporation	15,000		561,750
Wyeth	18,000		921,600
			9,649,300
Printing & Publishing — 1.51%
McGraw-Hill Companies Inc.	30,000		1,791,000
Property-Casualty Insurance — 2.79%
Allstate Corporation	25,000		924,500
Chubb Corporation	20,000		1,416,000
St. Paul Companies Inc.	25,000		973,000
			3,313,500
Raw Materials — 1.61%
Weyerhaeuser Company	30,000		1,915,500
Real Estate — 0.97%
Equity Residential Properties Trust	40,000		1,150,000
Retail — 1.93%
J. C. Penney Company, Inc. (o)	30,000		660,600
Sears Roebuck & Company	30,000		1,629,000
			2,289,600
Telecommunications — 3.57%
BellSouth Corporation	40,000		1,260,000
SBC Communications Inc.	45,000		1,372,500
Verizon Communications Inc.	40,000		1,606,000
			4,238,500

	Number of Shares or Principal Amount		Value
Transportation — 3.67%
Canadian National Railway Company		30,000	$	1,554,000
CSX Corporation		35,000		1,226,750
Union Pacific Corporation		25,000		1,582,000
				4,362,750
Total Domestic Common Stocks
(Identified cost $106,427,000)				108,771,090
Foreign Stocks — 0.77%
Crude & Petroleum — 0.77%
BP Amoco (ADR)		18,000		908,820
Total Foreign Stocks
(Identified cost $937,134)				908,820
Commercial Paper — 8.30%
Omnicom Finance 2.15% due 07/01/02	$	5,200,000		5,200,000
Progress Energy 2.15% due 07/23/02		4,666,000		4,659,869
Total Commercial Paper
(Identified cost $9,859,869)				9,859,869
Total Investments
(Identified cost $117,224,003)			$	119,539,779
Other Assets Less Liabilities — (0.63)%				(746,728)
Net Assets — 100%			$	118,793,051

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

38

Enterprise Growth Fund

SUBADVISER’S COMMENTS

Montag & Caldwell, Inc.

Atlanta, Georgia

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Montag & Caldwell, Inc. (“Montag & Caldwell”) has served as subadviser to the Enterprise Growth Fund since the Fund was organized in 1968. Montag & Caldwell manages approximately $23.8 billion for institutional clients, and its normal investment minimum is $40 million.

Investment Objective

The objective of the Enterprise Growth Fund is to seek capital appreciation.

Investment Strategies

The Growth Fund invests primarily in U.S. common stocks. The “Growth at a Reasonable Price” strategy employed by the Fund combines growth and value style investing. This means that the Fund invests in the stocks of companies with long-term earnings potential but which are currently selling at a discount to their estimated long-term value. The Fund’s equity selection process is generally lower risk than a typical growth stock approach. Valuation is the key selection criterion that makes the investment style risk averse. Also emphasized are growth characteristics to identify companies whose shares are attractively priced and may experience strong earnings growth relative to other companies.

2002 First Half Performance Review

Montag & Caldwell viewed the first half of 2002 as a transition period for the stock market with hopefully a moderate, but positive, bias to the year as a whole. So far, the stock market has suffered from geopolitical concerns, the dramatic revelations of past corporate misconduct and uncertainty about the strength and quality of the recovery in corporate profits. Montag & Caldwell expected the first half of the year to be generally volatile and defensive in nature, as investors tempered their earnings forecasts and the remaining excesses of the technology bubble were corrected.

After being essentially unchanged in value during the first quarter of 2002, the stock market, as measured by the S&P 500 Index, showed a sharp decline during the second quarter of the year. The Fund’s performance was similar to the market’s performance during the same periods. The Fund’s better performing sectors were consumer staples and industrials, while financial, healthcare and technology issues penalized the Fund’s results.

Future Investment Strategy

While Montag & Caldwell believes that it is difficult to say whether the large capitalization stock market indices, such as the S&P 500 Index, will now experience a positive return in 2002, share prices may have a positive bias in the second half of the year. Montag & Caldwell anticipates this positive trend to continue into 2003, and the ongoing rebound in the economy and corporate profits coupled with low inflation and low interest rates may lead to the better stock market performance.

In the current stock market environment, Montag & Caldwell favors the shares of global growth companies that can achieve solid double-digit earnings growth. These global growth companies include both consumer and industrial companies that have strong global franchises that will benefit from both a recovery in global economies and, for the first time in seven years, a weakening trend in the exchange value of the dollar. While their share prices were weak in the first half of the year, pharmaceutical and medical technology companies seem poised for a good recovery, as their earnings prospects are above average and their valuations very attractive. Montag & Caldwell favors well-positioned financial issues that have global reach and that will benefit from a better capital market environment. Montag &

THE ENTERPRISE Group of Funds, Inc.

39

Enterprise Growth Fund — (Continued)

SUBADVISER’S COMMENTS

Caldwell believes oil service issues may do well, as exploration and drilling activity rebound. In technology, valuations are becoming more attractive, and emphasis may be on those companies that Montag & Caldwell believes can achieve a meaningful earnings recovery in a very difficult industry environment.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

40

Enterprise Growth Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 93.78%
Banking — 1.01%
Bank of New York Company Inc.	445,285	$	15,028,369
Biotechnology — 1.68%
Amgen Inc. (a)	598,450		25,063,086
Building & Construction — 3.50%
Masco Corporation	1,920,090		52,053,640
Business Services — 2.31%
BEA Systems Inc. (a) (o)	2,084,900		19,827,399
Paychex Inc.	463,335		14,497,752
			34,325,151
Computer Services — 2.84%
Electronic Data Systems Corporation (o)	1,136,800		42,232,120
Computer Software — 3.60%
Electronic Arts Inc. (a) (o)	512,255		33,834,443
Siebel Systems Inc. (a) (o)	1,384,700		19,690,434
			53,524,877
Consumer Products — 14.92%
Colgate-Palmolive Company	1,270,330		63,580,017
Gillette Company	1,697,530		57,495,341
Newell Rubbermaid Inc.	697,500		24,454,350
Procter & Gamble Company	856,720		76,505,096
			222,034,804
Consumer Services — 3.01%
United Parcel Service Inc.	724,400		44,731,700
Entertainment & Leisure — 2.82%
Walt Disney Company	2,218,745		41,934,280
Food, Beverages & Tobacco — 8.74%
Coca-Cola Company	1,458,000		81,648,000
PepsiCo Inc.	1,005,700		48,474,740
			130,122,740
Hotels & Restaurants — 1.37%
Marriott International Inc. (Class A)	536,986		20,432,317
Machinery — 2.60%
Caterpillar Inc.	792,000		38,768,400

	Number of Shares or Principal Amount	Value
Manufacturing — 3.33%
3M Company	403,300	$	49,605,900
Medical Instruments — 4.34%
Medtronic Inc.	1,508,425		64,636,011
Misc. Financial Services — 4.11%
Citigroup Inc.	1,578,865		61,181,019
Multi-Line Insurance — 6.25%
American International Group Inc.	906,267		61,834,597
Marsh & McLennan Companies Inc.	323,700		31,269,420
			93,104,017
Oil Services — 6.21%
GlobalSantaFe Corporation	479,000		13,100,650
Schlumberger Ltd.	994,400		46,239,600
Transocean Sedco Forex Inc.	1,060,400		33,031,460
			92,371,710
Pharmaceuticals — 12.30%
Eli Lilly & Company	392,200		22,120,080
Johnson & Johnson	1,163,100		60,783,606
Pfizer Inc.	2,107,900		73,776,500
Pharmacia Corporation	705,100		26,405,995
			183,086,181
Retail — 5.15%
Costco Wholesale Corporation (a)	973,855		37,610,280
Home Depot Inc.	1,064,960		39,115,981
			76,726,261
Telecommunications — 3.69%
QUALCOMM Inc. (a) (o)	2,000,000		54,980,000
Total Domestic Common Stocks
(Identified cost $1,458,337,232)			1,395,942,583
Foreign Stocks — 2.04%
Wireless Communications — 2.04%
Nokia Corporation (Class A) (ADR)	2,100,000		30,408,000
Total Foreign Stocks
(Identified cost $45,036,799 )			30,408,000

THE ENTERPRISE Group of Funds, Inc.

41

Enterprise Growth Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 4.32%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02 Maturity Value $64,302,769 Collateral: U.S. Treasury Bond $65,880,000, Zero Coupon due 9/26/02, Value $65,583,540	$	64,295,000	$	64,295,000
Total Repurchase Agreement
(Identified cost $64,295,000)				64,295,000

	Value
Total Investments
(Identified cost $1,567,669,031)	$	1,490,645,583
Other Assets Less Liabilities — (0.14)%		(2,047,763)
Net Assets — 100%	$	1,488,597,820

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

42

Enterprise Growth and Income Fund

SUBADVISER’S COMMENTS

Retirement System Investors Inc.

New York, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Retirement System Investors Inc. (“RSI”) has served as subadviser to the Enterprise Growth and Income Fund since 1991. RSI manages approximately $0.8 billion for all of its clients, and its normal investment minimum is $5 million.

Investment Objective

The objective of the Enterprise Growth and Income Fund is total return through capital appreciation with income as a secondary consideration.

Investment Strategies

The Growth and Income Fund invests primarily in U.S. common stocks of large capitalization companies that have the potential to provide dividend income. The Fund selects stocks that it believes will appreciate in value, seeking to take advantage of temporary stock price inefficiencies, which may be caused by market participants focusing heavily on short-term developments. In selecting stocks for the Fund, the subadviser employs a “value-oriented” strategy. This means that the subadviser attempts to identify stocks of companies that have greater value than is recognized by the market generally. The subadviser considers a number of factors, such as sales, growth and profitability prospects for the economic sector and markets in which the company operates and sells its products and services, the company’s stock market price, earnings level and projected earnings growth rate. The subadviser also considers current and projected dividend yields. The subadviser compares this information to that of other companies in determining relative value and dividend potential. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The Fund’s returns were impacted by its exposure to growth stocks within in its growth/value blend style. In the large-cap stock area, value stocks continued to strongly out-perform growth stocks.

Sectors with the best performance were energy, materials, and consumer staples, while the laggards were technology, health care, industrials and utilities. The Fund’s large position in the energy sector, particularly Exxon Mobil Corporation, BP Amoco, Royal Dutch Petroleum and Apache Corporation and in the consumer area, including holdings in Anheuser Busch Companies and Tiffany & Company, helped Fund results. Though the Fund was under-weighted by about one-third in the under-performing technology sector.

In industrials, the decline in Tyco International more than offset gains in United Technologies, Honeywell International, and Ingersoll Rand. RSI has carefully reviewed their research and holding rationale on companies where there is an earnings, quality or accounting issue.

Future Investment Strategy

Going forward, RSI anticipates continued economic recovery and good earnings gains from present depressed levels. Risks of renewed terrorism and lack of trust in corporate governance and earnings accounting should continue to keep the market near its lows. Over time, the fundamentals should prevail and given current valuations, stocks are attractive holdings for future gains.

RSI is positioning the Fund for more exposure to industrial and economically sensitive companies favorably suited to benefit earnings gains from a rebound in economic activity, productivity gains, and a weaker dollar.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

THE ENTERPRISE Group of Funds, Inc.

43

Enterprise Growth and Income Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 91.32%
Aerospace — 7.19%
Honeywell International Inc.	119,475	$	4,209,104
L-3 Communications Holdings Inc. (a) (o)	22,600		1,220,400
Raytheon Company	68,850		2,805,638
United Technologies Corporation	78,550		5,333,545
			13,568,687
Banking — 3.19%
J. P. Morgan Chase & Company (o)	177,453		6,019,206
Biotechnology — 1.62%
Amgen Inc. (a) (o)	68,750		2,879,250
Genentech Inc. (a) (o)	5,300		177,550
			3,056,800
Building & Construction — 0.02%
Armstrong Holdings Inc. (a) (o)	20,600		36,874
Chemicals — 1.14%
Praxair Inc.	37,850		2,156,314
Computer Hardware — 2.84%
Cisco Systems Inc. (a)	24,400		340,380
EMC Corporation (a)	185,100		1,397,505
International Business Machines Corporation	50,120		3,608,640
			5,346,525
Computer Services — 0.54%
Bisys Group Inc. (a) (o)	26,000		865,800
Safeguard Scientifics Inc. (a) (o)	79,550		159,100
			1,024,900
Computer Software — 0.10%
Veritas Software Corporation (a) (o)	9,050		179,100
Consumer Products — 2.97%
Kimberly-Clark Corporation	90,250		5,595,500
Containers/Packaging — 1.08%
Smurfit-Stone Container Corporation (a) (o)	132,500		2,043,150
Crude & Petroleum — 7.28%
ChevronTexaco Corporation	40,194		3,557,169
Exxon Mobil Corporation	242,626		9,928,256
Unocal Corporation	6,700		247,498
			13,732,923
Electrical Equipment — 5.95%
Emerson Electric Company	198,100		10,600,331
General Electric Company	21,600		627,480
			11,227,811
Electronics — 0.36%
Agere Systems Inc. (Class A) (a) (o)	2		2
Agere Systems Inc. (Class B) (a)	2		3

	Number of Shares or Principal Amount	Value
Integrated Device Technology (a)	37,600	$	682,064
			682,069
Energy — 0.21%
Duke Energy Corporation (o)	12,400		385,640
Fiber Optics — 0.30%
Corning Inc. (a) (o)	160,000		568,000
Food, Beverages & Tobacco — 6.29%
Anheuser-Busch Companies, Inc.	140,000		7,000,000
PepsiCo Inc.	87,750		4,229,550
Philip Morris Companies Inc.	14,480		632,486
			11,862,036
Manufacturing — 2.26%
Ingersoll-Rand Company Ltd.	87,050		3,974,703
Millipore Corporation (o)	8,800		281,424
			4,256,127
Media — 0.36%
AOL Time Warner Inc. (a)	46,425		682,912
Metals & Mining — 4.47%
Alcoa Inc.	171,500		5,685,225
El Paso Corporation	132,700		2,734,947
			8,420,172
Misc. Financial Services — 3.86%
Citigroup Inc.	125,883		4,877,966
Fannie Mae	32,600		2,404,250
			7,282,216
Multi-Line Insurance — 1.62%
American International Group Inc.	44,857		3,060,593
Oil Services — 6.23%
Apache Corporation	94,870		5,453,128
BJ Services Company (a) (o)	19,700		667,436
Schlumberger Ltd.	85,800		3,989,700
Transocean Sedco Forex Inc.	52,600		1,638,490
			11,748,754
Pharmaceuticals — 8.75%
Bristol-Myers Squibb Company	70,210		1,804,397
Johnson & Johnson (o)	188,000		9,824,880
Merck & Company Inc.	44,560		2,256,518
Pfizer Inc.	74,962		2,623,670
			16,509,465
Printing & Publishing — 2.71%
McGraw-Hill Companies Inc.	85,600		5,110,320
Retail — 8.01%
Costco Wholesale Corporation (a)	69,583		2,687,295
CVS Corporation	15,250		466,650
Home Depot Inc.	49,200		1,807,116

THE ENTERPRISE Group of Funds, Inc.

44

Enterprise Growth and Income Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Safeway Inc. (a)	212,400	$	6,199,956
Tiffany & Company	98,000		3,449,600
Wal-Mart Stores Inc.	8,850		486,839
			15,097,456
Savings and Loan — 0.92%
Washington Mutual Inc. (o)	46,800		1,736,748
Semiconductors — 4.55%
Applied Materials Inc. (a) (o)	30,350		577,257
Cypress Semiconductor Corporation (a)	35,600		540,408
Intel Corporation	46,800		855,036
Maxim Integrated Products Inc. (a)	131,304		5,032,882
Nvidia Corporation (a) (o)	10,200		175,236
Texas Instruments Inc.	59,450		1,408,965
			8,589,784
Telecommunications — 3.98%
Lucent Technologies Inc. (a) (o)	37,016		61,447
QUALCOMM Inc. (a) (o)	76,465		2,102,023
SBC Communications Inc.	69,200		2,110,600
Verizon Communications Inc.	80,594		3,235,849
			7,509,919
Transportation — 1.93%
FedEx Corporation	68,250		3,644,550
Wireless Communications — 0.59%
Motorola Inc. (o)	77,200		1,113,224
Total Domestic Common Stocks
( Identified cost $196,062,877)			172,247,775
Foreign Stocks  8.29%
Computer Software — 0.10%
Check Point Software Technologies Ltd. (a) (o)	14,550		197,298
Crude & Petroleum — 6.54%
BP Amoco (ADR) (o)	149,470		7,546,741
Royal Dutch Petroleum Company (ADR)	86,475		4,779,473
			12,326,214
Manufacturing — 1.50%
Tyco International Ltd.	209,100		2,824,941
Telecommunications — 0.15%
Nortel Networks Corporation (a) (o)	199,720		289,594
Total Foreign Stocks
(Identified cost $25,307,182)			15,638,047

	Number of Shares, Notional or Principal Amount		Value
Convertible Preferred Stocks — 0.13%
Wireless Communications — 0.13%
Motorola Inc. (TAPS), 7.00%, 11/16/04		5,300	$	243,111
Total Convertible Preferred Stocks
(Identified cost $259,403)				243,111
Repurchase Agreement — 0.22%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02 Maturity Value $414,050 Collateral: U.S. Treasury Bond $425,000, Zero Coupon due 09/26/02, Value $423,088	$	414,000		414,000
Total Repurchase Agreement
(Identified cost $414,000)				414,000
Total Investments
(Identified cost $222,043,462)			$	188,542,933
Call Options Written — 0.00%
Emerson Electric Company (a)		8,200		(1,000	)
Total Call Options Written
(Identified cost $(8,140))				(1,000	)
Other Assets Less Liabilities — 0.04%				76,326
Net Assets — 100%			$	188,618,259

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

(TAPS)  Threshold Appreciation Price Security.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

45

Enterprise International Growth Fund

SUBADVISER’S COMMENTS

SSgA Funds Management, Inc.

Boston, Massachusetts

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Vontobel Asset Management, Inc. (“Vontobel”) served as subadviser through June 16, 2002. SSgA Funds Management, Inc. (“SSgA”) became the subadviser on June 17, 2002. SSgA manages approximately $74.1 billion and its normal investment minimum is $10 million.

Investment Objective

The objective of the Enterprise International Growth Fund is to seek capital appreciation.

Investment Strategies

The International Growth Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in non-U.S. equity securities that the subadviser believes are undervalued. The subadviser uses an approach that involves bottom-up stock selection. The subadviser looks for companies that are good predictable businesses selling at attractive prices relative to an estimate of intrinsic value. The subadviser diversifies investments among European, Australian and Far East (“EAFE”) markets. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

In the first half of the year, Vontobel became more discriminating and found themselves with fewer businesses they really trusted. As a result, Vontobel reduced the holdings in the Fund to about 60 stocks. The ones that had won a much-coveted place among the Fund’s select constituency of outstanding businesses have a lot in common. They had been around for quite a while and tended to be simpler and more understandable. They have enriched their shareholders for years and Vontobel believed they could continue to do so well into the future. They generate high returns on assets and carried little or no debt on their balance sheets to fund their operations. They were companies that enjoyed a special, defensible and durable competitive advantage. In other words, Vontobel’s preference has been to own deep franchises.

The Fund’s holdings were fully transitioned to reflect SSgA’s investment strategy by June 30, 2002. A central element of SSgA philosophy, the Fund’s focus on large cap blue chip names, has been out of favor so far this year. In SSgA’s view, this provides the Fund’s holders with an excellent opportunity to buy into high quality names, which have lagged the market. Investors should once again begin to distinguish between high quality and second-rate companies, a distinction that the market has lacked during periods of indiscriminate free-fall.

Future Investment Strategy

Looking forward, SSgA is very encouraged by the recent decline in the U.S. dollar, which SSgA has been anticipating for some time. The prospect of a weakening currency boosts the value of overseas holdings when translated back into the U.S. currency base. Although SSgA does not expect the Yen to appreciate as much as the Euro in the time to come, SSgA is using this period to research stocks oriented to the domestic Japanese economy. Switches into these companies are likely from the exporters should recent currency trends be confirmed.

Other major factors favoring a market rally include the relatively undemanding multiples on which many of the Asian and European stocks are now trading compared to their U.S. peers. So far this year the overseas markets have outperformed the U.S. by a considerable margin; a trend that Vontobel believes is set to continue. As more

THE ENTERPRISE Group of Funds, Inc.

46

Enterprise International Growth Fund — (Continued)

SUBADVISER’S COMMENTS

evidence emerges of a pickup in global activity, SSgA believes that these markets, taking comfort from the low level of inflation currently prevailing, have significant upside. The Fund’s holdings, high quality companies all, may benefit fully from a return of investor confidence.

As with all international funds, the Fund carries additional risks associated with possibly less stable foreign securities, currencies, lack of uniform accounting standards and political instability.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

Industry classifications for the Fund as a percentage of total market value at June 30, 2002 are as follows:

Industry
Aerospace & Defense	2.92	%
Automobiles	3.61	%
Banks	14.76	%
Beverages	0.87	%
Biotechnology	3.46	%
Commercial Services & Supplies	2.92	%
Communication Equipment	2.00	%
Construction Materials	2.48	%
Electronic Equipment & Instruments	2.45	%
Energy Equipment & Services	1.92	%
Food & Drug Retailing	2.19	%
Food Products	3.67	%

Household Durables	7.89	%
Insurance	11.44	%
Media	2.50	%
Metals & Mining	2.33	%
Office Electronics	3.22	%
Oil & Gas	6.77	%
Personal Products	0.42	%
Pharmaceuticals	6.55	%
Semiconductor Equipment & Products	5.08	%
Utilities — Electric & Gas	3.43	%
Wireless Telecommunications	6.75	%
Cash/Other	0.37	%
Total	100.00	%

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

47

Enterprise International Growth Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Common Stocks — 98.17%
Belgium — 1.58%
Dexia	75,400	$	1,165,459
Canada — 3.48%
Encana Corp	83,700		2,561,220
France —15.88%
AXA	125,300		2,297,815
BNP Paribas	57,100		3,166,263
Schlumberger Ltd.	29,900		1,390,350
Suez	93,100		2,489,066
TotalFinaElf	14,400		2,344,160
			11,687,654
Germany — 4.01%
Allianz	14,600		2,955,717
Hong Kong — 0.00%
Dah Sing Financial Group	300		1,461
Ireland — 2.44%
CRH	107,100		1,797,555
Japan — 16.27%
Advantest	29,000		1,807,125
Canon Inc.	61,600		2,330,936
Honda Motor Company Ltd.	64,400		2,614,409
NTT DoCoMo Inc.	803		1,978,741
Sony Corporation	61,000		3,225,411
Takeda Chemical Industries	500		21,969
			11,978,591
Korea — 1.26%
Lotte Chilsung Beverage	910		627,847
Pacific Corp	2,600		302,577
			930,424
Netherlands — 5.94%
ASML Holdings (a)	118,400		1,879,352
Philips Electronics	89,100		2,494,172
			4,373,524
Singapore — 2.41%
Flextronics International Ltd. (a)	249,000		1,775,370
Sweden — 1.97%
LM Ericsson Telephone Company (Class B) (a)	959,200		1,453,096
Switzerland — 15.36%
Nestle	11,400		2,665,993
Novartis	53,600		2,364,281
Swiss Reinsurance	31,100		3,049,636
UBS (a)	64,000		3,228,467
			11,308,377

	Number of Shares or Principal Amount	Value
United Kingdom — 27.57%
BAE Systems	414,200	$	2,122,705
Celltech Group (a)	315,600		2,510,586
GlaxoSmithKline	109,400		2,373,167
Hays	899,600		2,119,361
Lloyds TSB Group	315,900		3,155,714
Rio Tinto	91,800		1,689,441
Tesco	435,300		1,588,225
Vodafone Group	2,119,900		2,918,722
WPP Group	214,500		1,817,908
			20,295,829
Total Common Stocks
(Identified cost $72,296,694)			72,284,277
Preferred Stocks — 0.38%
Korea — 0.38%
Hite Brewery Company	11,960		280,359
Total Preferred Stocks
(Identified cost $286,603)			280,359
Warrants — 0.03%
United States — 0.03%
Merrill Lynch Call Warrant (a) (j)	300		20,161
Total Warrants
(Identified cost $18,307)			20,161
Total Investments
(Identified cost $72,601,604)		$	72,584,797
Other Assets Less Liabilities — 1.42%			1,042,395
Net Assets — 100%		$	73,627,192

(a) Non-income producing security.

(j) The warrants entitle the Fund to purchase 1 share of Infosys Technologies Limited for every warrant held and .000001 INR until October 11, 2002.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

48

Enterprise Global Financial Services Fund

SUBADVISER’S COMMENTS

Sanford C. Bernstein & Co., LLC

New York, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Sanford C. Bernstein & Co., LLC (“Bernstein”), which has approximately $11.2 billion in assets under management, became subadviser to the Fund on October 1, 1998. Bernstein’s normal investment minimum is $5 million.

Investment Objective

The objective of the Enterprise Global Financial Services Fund is to seek capital appreciation.

Investment Strategies

The Global Financial Services Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in the common stocks of financial services companies. The Fund normally invests in companies domiciled in the U.S. and in at least three other countries. The Fund considers a financial services company to be a firm that in its most recent fiscal year either (i) derived at least 50 percent of its revenues or earnings from financial services activities, or (ii) devoted at least 50 percent of its assets to such activities. Financial services companies provide financial services to consumers and businesses and include the following types of U.S. and foreign firms: commercial banks, thrift institutions and their holding companies; consumer and industrial finance companies; diversified financial services companies; investment banks; securities brokerage and investment advisory firms; financial technology companies; real estate financing firms; leasing firms; credit card companies; government sponsored financial enterprises; investment companies; insurance brokerages; and various firms in all segments of the insurance industry such as multi-line property and casualty, life insurance companies and insurance holding companies. The subadviser selects securities by combining fundamental and quantitative research to identify securities of financial services companies that are attractively priced relative to their expected returns. Its research analysts employ a long-term approach to forecasting the earnings and growth potential of companies and attempt to construct global portfolios that produce maximum returns at a given risk level. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

In the first half of 2002, financials held up reasonably well, out-performing the broader benchmarks. Class A shares of the Fund returned 6.01 percent during the first half of 2002, versus the –2.3 percent return for the MSCI Global financial services index.

The Fund’s holdings turned in a good performance in all countries except Japan and the UK. In France, Banque Nationale de Paris and Societe Generale continued to out-perform the market and the sector reaping the benefits of a significant restructuring process over the last 4 years. The result was higher cost efficiency, reallocation of capital away from low corporate banking and focusing on niche investment banking activities. These banks have a very strong franchise focused on the wealthiest segments of the French retail clients, coupled with very strong customer relationships. The result of this was reflected in the highest number of products per customer in Europe. In Ireland, the Bank of Ireland announced faster-than-expected volume growth and stable credit quality. These developments and Ireland’s strong economy boosted performance. In Bernstein’s view, secular demographic foundations have supported the country’s economy over the last 12 months.

In Australia, ANZ Banking Group continued to restructure its business with the announcement of a wealth management joint venture with ING. This has changed its competitive position in the fast-growing wealth management segment from a weak and small contender to the number 4 in the industry. At the same time, ANZ continued to deliver on its promises through its strong first-half earnings, beating the consensus estimates.

THE ENTERPRISE Group of Funds, Inc.

49

Enterprise Global Financial Services Fund — (Continued)

SUBADVISER’S COMMENTS

Regional and super-regional banks with strong traditional banking franchises remained well positioned. Continued concerns about turnaround/restructuring and credit quality have kept many of these companies at depressed levels relative to our view of normalized earnings. The Fund’s largest position in this area, Bank of America, with the strongest traditional banking franchise in the U.S., continues to make sound economic decisions and improve performance.

The Fund’s U.S. holdings turned in particularly strong relative performance in the first half. High-profile bankruptcies, accounting worries, very weak capital markets, potential litigation issues and emerging market sovereign defaults dominated the news flow. The Fund’s under-weight in investment banks, brokerages and money center banks, whose revenues are driven by capital markets activity, contributed to relative out-performance. The recent declines in global equity markets make the earnings of these companies vulnerable. In contrast, the earnings of the Fund’s holdings in regional banks, thrifts and insurance companies depend less on capital markets; these stocks are therefore more defensive. The over-weights in France, Ireland and Canada helped the relative out-performance.

Future Investment Strategy

Mortgage-related banks may benefit from a strengthening economy. These banks have become very attractively priced on concerns that the mortgage and net-interest-margin cycles have peaked and that a rising interest rate environment may hamper profit growth. Washington Mutual Inc., with the added controversy of integrating several of the acquisitions it made through the course of 2001, is particularly attractive. Washington Mutual has a strong portfolio lending strategy and has improved its consumer banking strategy. Washington Mutual may generate significant earnings from mortgage operations.

Bernstein believes that investors have overreacted to concerns relating to Property & Casualty (“P&C”) and reinsurance stocks. Although rate increases in absolute terms may have disappointed investors who were hoping for a mid-1980s type of recovery, what has not been widely acknowledged is the change in terms and conditions that have accompanied the rate increases. Companies have significantly tightened insurance limits, raised deductibles and put in exclusions for risks they feel they cannot adequately underwrite. Bernstein anticipates that these actions may have as important an impact on underlying profitability as pure rate increases. While terrorism remains an issue, many companies are closely tracking their zonal exposures and limiting aggregation of values in their portfolios.

Wherever possible, companies are reducing and even excluding terrorism-related losses. The operating environment for P&C and reinsurance stocks remains favorable, especially in contrast to many other sectors of the economy.

The other factor that appears to have restrained performance is the fear of rising interest rates. Insurance stocks have historically been perceived as bond proxies, tending to under-perform when interest rates rise. Ironically, though, rising interest rates also pressure companies’ capital positions by reducing gains on bond portfolios created by successive rate cuts. This may prolong the current pricing environment and benefit earnings by increasing the amount that insurance companies make by investing new cash flows. The correlation with interest rates in the life and savings business, almost globally, has become weaker as more of this business has become equity linked. Indeed, life companies in general should not be adversely impacted by a gradual increase in interest rates. Improving economic conditions, to the extent they positively impact disposable income, may also encourage greater purchase of savings products.

As with all global funds, the Fund carries additional risks associated with possibly less stable foreign securities, currencies, lack of uniform accounting standards and political instability.

While sector funds focus on equities in a specific industry, they also tend to concentrate their investments in fewer stocks within the industry than a typical common stock would. This strategy may result in more volatility than the typical growth stock fund because while individual company stock risk is reduced through diversification, industry risk can be magnified.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

THE ENTERPRISE Group of Funds, Inc.

50

Enterprise Global Financial Services Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 37.34%
Banking — 20.24%
Bank of America Corporation	24,700	$	1,737,893
Comerica Inc.	12,600		773,640
FleetBoston Financial Corporation	23,210		750,843
KeyCorp	26,000		709,800
National City Corporation	22,000		731,500
Regions Financial Corporation (o)	11,600		407,740
U.S. Bancorp (o)	14,119		329,679
Wachovia Corporation	23,100		881,958
			6,323,053
Finance — 0.48%
Household International Inc.	3,000		149,100
Life Insurance — 1.74%
Torchmark Corporation	14,200		542,440
Misc. Financial Services — 1.30%
Countrywide Credit Industries Inc. (o)	8,400		405,300
Multi-Line Insurance — 1.00%
SAFECO Corporation	10,100		311,989
Property-Casualty Insurance — 2.41%
Allstate Corporation	20,400		754,392
Real Estate — 4.43%
Equity Residential Properties Trust	8,800		253,000
Simon Property Group Inc. (o)	13,800		508,392
Trizec Properties Inc.	37,000		623,820
			1,385,212
Savings and Loan — 5.74%
Washington Mutual Inc. (o)	48,350		1,794,268
Total Domestic Common Stocks
(Identified cost $9,438,110)			11,665,754
Foreign Stocks — 62.41%
Banking — 48.89%
Austria — 1.47%
Erste Bank (o)	6,400		458,502
Erste Bank (Rts) (a)	6,400		1,585
			460,087
Australia — 2.65%
ANZ Banking Group	76,277		828,021
Canada — 4.78%
Bank of Montreal	24,103		568,831
Bank of Nova Scotia Halifax	27,946		924,078
			1,492,909
France — 8.77%
BNP Paribas	32,000		1,774,438
Societe Generale	14,600		964,277
			2,738,715

	Number of Shares or Principal Amount	Value
Ireland — 2.90%
Bank Of Ireland	72,700	$	905,603
Italy — 4.59%
Banca Nazionale del Lavoro (a)	35,000		61,169
San Paolo IMI	54,900		552,318
UniCredito Italiano	181,000		820,856
			1,434,343
Japan — 2.34%
Takefuji Corporation	10,500		730,610
Netherlands — 2.88%
ABN Amro Holdings	19,320		351,813
ING Groep	21,270		547,600
			899,413
Norway — 1.37%
DnB Holding (o)	69,300		377,624
Sparebanken	1,400		51,853
			429,477
Singapore — 1.35%
United Overseas Bank	58,592		421,012
Spain — 2.10%
Banco Bilbao Vizcaya	4,900		55,555
Banco Santander Central Hispano	75,399		600,267
			655,822
Sweden — 3.17%
Nordbanken Holdings	113,500		618,495
Svenska Handelsbanken	25,300		373,620
			992,115
Switzerland — 1.70%
UBS (a)	10,510		530,175
United Kingdom — 8.82%
Abbey National	43,000		507,833
Bank of Scotland	41,500		1,180,853
HBOS	41,600		451,842
Lloyds TSB Group	61,600		615,359
			2,755,887
			15,274,189
Insurance — 7.38%
Canada — 1.04%
Sun Life Financial Services of Canada Inc.	14,900		324,453
Finland — 0.04%
Sampo Insurance Company Ltd. (Class A)	1,500		11,734
Germany — 0.54%
Hannover Reckversicherungs	2,120		168,988
Italy — 1.19%
RAS (Riunione Adriaticadi di Sicurta) (o)	27,600		371,408

THE ENTERPRISE Group of Funds, Inc.

51

Enterprise Global Financial Services Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Switzerland — 0.94%
Swiss Reinsurance	3,000	$	294,177
United Kingdom — 3.63%
Royal & Sun Alliance Insurance Group	307,390		1,133,291
			2,304,051
Misc. Financial Services — 0.71%
Japan — 0.71%
Promise Company	4,400		221,994
Multi-Line Insurance — 3.06%
France — 0.06%
Scor	600		18,358
Germany — 1.96%
AMB Generali Holding (o)	6,200		610,855
United Kingdom — 1.04%
CGNU	40,400		326,016
			955,229

	Number of Shares or Principal Amount	Value
Property-Casualty Insurance — 2.37%
France — 2.37%
AGF (Assurances Generales de France) (o)	16,070	$	740,250
Total Foreign Stocks
(Identified cost $19,848,318)			19,495,713
Total Investments
(Identified cost $29,286,428)		$	31,161,467
Other Assets Less Liabilities — 0.25%			78,769
Net Assets — 100%		$	31,240,236

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(Rts) Rights — Rights entitle the Fund to purchase 2 shares of Erste Bank common stock at 69.7 EUR for every 11 rights held until July 9, 2002.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

52

Enterprise Global Health Care Fund

SUBADVISER’S COMMENTS

Nicholas-Applegate Capital Management

San Diego, California

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Nicholas-Applegate Capital Management (“Nicholas-Applegate”), which has approximately $22 billion in assets under management, became subadviser to the Fund on October 31, 2000. Nicholas-Applegate’s normal investment minimum is $10 million.

Investment Objective

The investment objective of the Enterprise Global Health Care Fund is to seek long-term capital appreciation.

Investment Strategies

The Global Health Care Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in health care sector equity securities. Normally, the Fund will invest the remainder of its assets in equity securities of other companies it believes will benefit from developments in the health care sector. The Fund considers the health care sector to include any company that designs, manufactures or sells products or services used for or in connection with health care or medicine, so long as the company derives at least 50 percent of its revenues or profits from goods produced or sold, investments made, or services performed in the health care sector. As an example, these companies can include pharmaceutical companies, biotechnology research firms, medical product sales companies and health care facility operators. The Fund normally will invest at least 65 percent of its assets in the equity securities of companies located in at least three different countries, including the United States, and may invest a significant portion of its assets in the securities of companies in the United States. In analyzing specific companies for possible investment, the subadviser ordinarily looks for several of the following characteristics: above-average per share earnings growth; high return on invested capital; a healthy balance sheet; sound financial and accounting policies and overall financial strength; strong competitive advantages; effective research and product development and marketing; development of new technologies; efficient service; pricing flexibility; strong management; and general operating characteristics that will enable the companies to compete successfully in their respective markets. The subadviser considers whether to sell a particular security when any of those factors materially changes. The subadviser allocates the Fund’s assets among securities of countries that are expected to provide the best opportunities for meeting the Fund’s investment objective. The subadviser expects a high portfolio turnover rate of 300 percent or more. The Fund may also lend portfolio securities on a short-term or long-term basis, up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The first quarter of 2002 was a tale of two markets. Larger multinational drug and medical products firms, represented by the Russell 3000 Health Care Index, generally held up, while biotechnology firms (“biotechs”) suffered dramatic declines early in the quarter before recovering in March. During the first quarter, the Fund’s performance was hampered by seasonal and sentimental rotation out of biotech platform companies as well as specialty and generic pharmaceutical manufacturers. The broad sell-off was largely rotational rather than fundamental in nature, as investors moved assets to other sectors in pursuit of capital appreciation. The more speculative and volatile biotechnology group was hurt in January and February by a combination of negative news regarding drugs pending approval, accounting issues and both seasonal and sentimental rotation towards more defensive-oriented stocks. The group rebounded strongly in March before giving back some ground late in the quarter.

THE ENTERPRISE Group of Funds, Inc.

53

Enterprise Global Health Care Fund — (Continued)

SUBADVISER’S COMMENTS

Typically, the second quarter is a good one for healthcare stocks, as medical meetings begin to produce positive data flow and news reports. For the stock market as a whole, sentiment has been depressed by a combination of potentially widespread accounting irregularities, uncertain corporate earnings, Middle East violence and recent reports questioning the strength of economic recovery. In addition, the global health care stock sector has been plagued by concerns over slow drug approvals (absent an FDA commissioner), high valuations among large-cap biotech stocks and negative sentiment regarding clinical and regulatory news flow. By Nicholas-Applegate’s count, there were 12 adverse developments in the healthcare sector in April alone, and 18 fundamental negative developments in the entire first quarter. These adverse developments include clinical trial data disappointments, delays/rejection of drugs by the FDA, partnerships unwinding and management departures, to name a few. Strength in the HMO industry and the Healthcare Services industry, predominantly hospitals, helped the Fund combat the dismal performance of biotechs.

Future Investment Strategy

Nicholas-Applegate has strictly adhered to its original equity philosophy since the inception of the Fund, while continuously enhancing and refining the process, research, and resources utilized. Nicholas-Applegate’s investment approach focuses on individual security selection. Because Nicholas-Applegate is a bottom-up stock picker, buy candidates challenge current holdings so each stock must continue to earn its place in the portfolio everyday. Through extensive research, Nicholas-Applegate identifies growth stock opportunities. Sector and industry weightings are derived from this bottom-up approach, which typically finds investment candidates across a variety of industries/sectors, thereby providing ample diversification. The Fund remains fully invested to ensure full market participation and to reduce market-timing risk. Nicholas-Applegate’s bottom-up approach is very responsive to changes in the market and drives the Fund toward issues demonstrating the following investment criteria: positive fundamental change, sustainability and timeliness.

The Fund is a non-diversified fund that may invest up to 50 percent of its total assets in single issuers totaling more than 5 percent. A loss resulting from a particular security will have a greater impact on the fund’s return. In addition, specific risks for the health care sector include changes in government regulations and scientific and technological advances.

As with all global funds, the Fund carries additional risks associated with possibly less stable foreign securities, currencies, lack of uniform accounting standards and political instability, and these risks are greater in countries with emerging markets since these countries may have unstable governments and less established markets and economies.

While sector funds focus on equities in a specific industry, they also tend to concentrate their investments in fewer stocks within the industry than a typical common stock would. This strategy may result in more volatility than the typical growth stock fund because while individual company stock risk is reduced through diversification, industry risk can be magnified.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

THE ENTERPRISE Group of Funds, Inc.

54

Enterprise Global Health Care Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 89.59%
Biotechnology — 7.78%
Affymetrix Inc. (a)	18,500	$	443,815
Genentech Inc. (a)	17,100		572,850
Sangstat Medical Corporation (a)	3,600		82,728
			1,099,393
Computer Services — 0.98%
Cerner Corporation (a)	2,900		138,707
Health Care — 10.16%
Anthem Inc. (a)	5,900		398,132
Community Health Systems Inc. (a)	8,200		219,760
HCA Inc.	5,600		266,000
Health Net Inc. (a)	5,300		141,881
LifePoint Hospitals Inc. (a)	5,800		210,598
Triad Hospitals Inc. (a)	4,700		199,186
			1,435,557
Insurance — 0.75%
Mid Atlantic Med Services Inc. (a)	3,400		106,590
Medical Instruments — 19.45%
Advanced Neuromodulation Systems Inc. (a)	5,000		152,500
Beckman Coulter Inc.	7,300		364,270
Biomet Inc.	13,400		363,408
Boston Scientific Corporation (a)	6,900		202,308
Conceptus Inc. (a)	10,400		171,496
Medtronic Inc.	14,600		625,610
St. Jude Medical Inc. (a)	7,400		546,490
Zimmer Holdings Inc. (a)	9,000		320,940
			2,747,022
Medical Services — 3.32%
Health Management Associates Inc. (Class A) (a)	6,900		139,035
Laboratory Corporation of America Holdings (a)	4,100		187,165
Universal Health Services Inc. (Class B) (a)	2,900		142,100
			468,300
Pharmaceuticals — 47.15%
Angiotech Pharmaceuticals Inc. (a)	3,800		140,182
Abbott Laboratories	3,800		143,070
Abgenix Inc. (a)	20,800		203,840
AmerisourceBergen Corporation	2,800		212,800
Atrix Labs Inc. (a)	3,200		71,200
Barr Laboratories Inc. (a)	6,900		438,357
Baxter International Inc.	11,100		493,395

	Number of Shares or Principal Amount	Value
Cephalon Inc. (a) (o)	6,200	$	280,240
Forest Laboratories Inc. (a)	4,100		290,280
Gilead Sciences Inc. (a)	10,900		358,392
Human Genome Sciences Inc. (a)	15,900		213,060
IDEC Pharmaceuticals Corporation (a) (o)	10,800		382,860
King Pharmaceuticals Inc. (a)	10,000		222,500
Ligand Pharmaceuticals Inc. (a)	10,200		147,900
MedImmune Inc. (a)	12,500		330,000
Millennium Pharmaceuticals Inc. (a)	21,500		261,225
Mylan Laboratories Inc.	5,100		159,885
Neurocrine Biosciences Inc. (a)	5,300		151,845
OSI Pharmaceuticals Inc. (a) (o)	12,200		293,044
Pfizer Inc.	20,500		717,500
Pharmacia Corporation	7,400		277,130
Scios Inc. (a)	2,900		88,769
Telik Inc. (a)	6,200		77,500
Transkaryotic Therapies Inc. (a) (o)	6,000		216,300
Trimeris Inc. (a)	4,800		213,072
Wyeth	5,400		276,480
			6,660,826
Total Domestic Common Stocks
(Identified cost $13,738,119)			12,656,395
Foreign Stocks — 7.47%
Biotechnology — 1.58%
Switzerland — 1.58%
Serono (ADR)	13,700		223,310
Drugs & Medical Products — 3.10%
Switzerland — 3.10%
Novartis (ADR)	10,000		438,300
Pharmaceuticals — 2.79%
Israel — 2.27%
Teva Pharmaceutical Industries Ltd. (ADR)	4,800		320,544
United Kingdom — 0.52%
Cambridge Antibody Technology Group (a)	4,600		72,834
			393,378
Total Foreign Stocks
(Identified cost $991,704)			1,054,988

THE ENTERPRISE Group of Funds, Inc.

55

Enterprise Global Health Care Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 3.86%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02 Maturity Value $545,066 Collateral: U.S. Treasury Bond $560,000, Zero Coupon due 09/26/02 Value $557,480	$	545,000	$	545,000
Total Repurchase Agreement
(Identified cost $545,000)				545,000

	Value
Total Investments
(Identified cost $15,274,823)	$	14,256,383
Other Assets Less Liabilities — (0.92)%		(130,129)
Net Assets — 100%	$	14,126,254

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

56

Enterprise Global Socially Responsive Fund

SUBADVISER’S COMMENTS

Rockefeller & Co., Inc.

New York, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Rockefeller & Co., Inc. (“Rockefeller”), which has approximately $3.4 billion in assets under management, became subadviser to the Fund on September 29, 2000. Rockefeller’s normal investment minimum is $10 million.

Investment Objective

The objective of the Global Socially Responsive Fund is total return.

Investment Strategies

The Global Socially Responsive Fund invests in equity securities of companies that the subadviser believes are socially responsible and which are located in countries that are included in the MSCI World Index, including the U.S., Canada and Australia, and certain developed markets located in Europe and the Far East. The term “responsive” is used to distinguish between absolute and relative standards of corporate social responsibility. The subadviser believes that no company is perfect on any of the relevant social criteria, but looks for companies that demonstrate a commitment to progress. To find companies that are socially responsive, the subadviser actively looks for companies that are demonstrating leadership in one or more of the following areas: human rights, public health, governance, products, services and marketing, workplace environment, environmental stewardship and community. These companies also may show a commitment to improving the quality of communication to shareholders and stakeholders and to developing solution-oriented policies and practices. Like other socially responsible investment vehicles, the Fund does not invest in companies that are known to ignore human rights issues, violate environmental laws and regulations, have significant and continuing records of discrimination or unfair labor practices, or companies that have a history of poor governance. The Fund also does not invest in companies that derive more than 2 percent of their revenue from alcohol, tobacco, gambling, weapons or weapons systems. The Fund avoids companies that produce, own or operate nuclear power plants, and companies that conduct unnecessary product testing on animals for personal care products or that do not subscribe to and rigorously enforce appropriate care standards for legally required animal testing. The subadviser believes that good corporate citizenship has the potential to create good investment opportunities; wherever possible, the Fund seeks to invest in companies that the subadviser believes derive a competitive advantage from the socially responsive products, policies and practices developed by such companies. The subadviser seeks companies that combine these social criteria with an investment management criterion of potentially high return on investment capital, strong quality of management, sound financial resources and good overall business prospects. In selecting equity securities, the subadviser uses its own valuation models to determine fair value and looks for securities that are selling at discounts to their fair value, independent of region or style bias. The Fund seeks to own growth and/or value stocks depending on their relative attractiveness. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The first half of 2002 was the worst six months in the U.S. markets, since the first OPEC oil embargo in 1973. Several factors contributed to the bloodletting, among them a less than stellar recovery in corporate earnings, rising tensions in the Middle East, and fears of further terrorism. The dominant force, however, was the Enron/Arthur Andersen debacle and its aftermath. Each time the market tried to shake off one shock, another rose to jolt it again. This too shall pass but hopefully not before meaningful reforms are put in place. To date, a number of promising ideas have been put forward to tighten corporate governance and the proxy season that just ended witnessed a significant increase in shareholder activity.

THE ENTERPRISE Group of Funds, Inc.

57

Enterprise Global Socially Responsive Fund — (Continued)

SUBADVISER’S COMMENTS

The integrity of the independent audit is the first order of business for restoring confidence. A number of shareholders introduced resolutions asking that auditing firms not be given consulting assignments and Congress is considering meaningful legislation. But other reforms are also essential. Among the priorities are restoring the accountability of the board of directors to the shareholders, the independence of boards, especially of the audit and compensation committees, and the restructuring of management incentives to focus on the long-term performance of the corporation. Shareholder resolutions addressing these governance issues typically garnered 50 percent of the vote this season, a level that cannot be ignored. Social resolutions also did well. Those calling on companies to adopt international labor standards and to abide by UN human rights resolutions got as much as 20 percent of the vote.

Future Investment Strategy

There continues to be reasons for concern about the economy in the short-term. The plunge in the market is raising the cost of capital for a number of companies and making it difficult to predict a rise in capital spending. Improved capital spending is sorely needed, especially by the technology and telecom companies. While the consumer has proven very resilient so far, there is no evidence that confidence will be maintained in the face of repeated disappointments.

Still, while the markets were in intensive care, the economy remained basically healthy. Inflation and interest rates remained low, the housing market remained robust, and productivity growth was amazing. Unemployment decreased a bit, which came as a pleasant surprise given the new round of downsizing the market has experienced. On net, the restated GDP data showed a red-hot annual growth rate of 5 percent for the first quarter. This cooled off to a more reasonable 2.5 percent in the second quarter that implies a 4.3 percent rate for the first half. Overall, the recovery has been slower than investors would like but it has been solid and sustainable. Thus, while no one knows when the market psychology will improve, there is a solid foundation for growth when it does and there are compelling opportunities among companies that have been beaten down by the psychology. Rockefeller’s strategy going forward will be to identify these companies and take positions in them selectively.

As with all global funds, the Fund carries additional risks associated with possibly less stable foreign securities, currencies, lack of uniform accounting standards and political instability.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

THE ENTERPRISE Group of Funds, Inc.

58

Enterprise Global Socially Responsive Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 46.76%
Banking — 7.06%
Bank of America Corporation	1,600	$	112,576
Bank of Hawaii Corporation	1,500		42,000
J. P. Morgan Chase & Company	1,700		57,664
Wells Fargo & Company	1,800		90,108
			302,348
Cable — 0.77%
Cablevision Systems Corporation (Class A) (a)	3,500		33,110
Computer Hardware — 1.34%
International Business Machines Corporation	800		57,600
Computer Services — 1.32%
Convergys Corporation (a)	2,900		56,492
Computer Software — 0.72%
Cadence Design Systems Inc. (a)	1,900		30,628
Crude & Petroleum — 1.73%
Anadarko Petroleum Corporation	1,500		73,950
Electronics — 0.48%
AstroPower Inc. (a)	1,050		20,622
Entertainment & Leisure — 2.45%
Six Flags Inc. (a)	1,900		27,455
Walt Disney Company	4,100		77,490
			104,945
Food & Beverages — 2.70%
PepsiCo Inc.	2,400		115,680
Health Care — 0.76%
McKesson Corporation	1,000		32,700
Insurance — 2.76%
AFLAC Inc.	3,700		118,400
Manufacturing — 3.29%
Leggett & Platt Inc.	2,500		58,500
Pall Corporation	2,600		53,950
Teleflex Inc.	500		28,575
			141,025
Media — 1.24%
AOL Time Warner Inc. (a)	3,600		52,956
Medical Services — 3.27%
Wellpoint Health Networks Inc. (a)	1,800		140,058
Misc. Financial Services — 3.44%
Citigroup Inc.	3,800		147,250
Pharmaceuticals — 5.35%
Johnson & Johnson	1,300		67,938

	Number of Shares or Principal Amount	Value
Merck & Company Inc.	700	35,448
Pfizer Inc.	3,600	126,000
		229,386
Printing & Publishing — 1.52%
Lexmark International Group Inc. (a)	1,200	65,280
Retail — 3.35%
Target Corporation	2,200	83,820
Tiffany & Company	1,700	59,840
		143,660
Semiconductors — 0.72%
Texas Instruments Inc.	1,300	30,810
Telecommunications — 2.49%
AT&T Corporation	6,250	66,875
SBC Communications Inc.	1,300	39,650
		106,525
Total Domestic Common Stocks
(Identified cost $2,273,139)		2,003,425
Foreign Stocks — 43.00%
Automotive — 1.25%
Korea — 1.25%
Hyundai Motor Company	4,700	53,720
Banking — 11.34%
Belgium — 1.95%
Dexia	5,400	83,468
Canada — 0.98%
National Bank of Canada	2,100	42,089
Denmark — 1.12%
Danske Bank	2,600	48,019
France — 2.59%
BNP Paribas	2,000	110,902
Germany — 1.63%
Deutsche Bank	1,000	69,710
Netherlands — 3.07%
ABN Amro Holdings	2,558	46,581
ING Groep	3,300	84,959
		485,728
Chemicals — 1.73%
Netherlands — 1.73%
Akzo Nobel	1,700	74,218

THE ENTERPRISE Group of Funds, Inc.

59

Enterprise Global Socially Responsive Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Computer Software — 0.60%
Israel — 0.60%
Check Point Software Technologies Ltd. (a)	1,900	$	25,764
Consumer Durables — 1.09%
United Kingdom — 1.09%
Reckitt Benckiser	2,600		46,815
Crude & Petroleum — 1.03%
Netherlands — 1.03%
Royal Dutch Petroleum Company (ADR)	800		44,216
Electrical Equipment — 1.73%
Japan — 1.73%
Sony Corporation	1,400		74,026
Electronics — 1.74%
Japan — 0.76%
Tokyo Electron Ltd.	500		32,619
Netherlands — 0.98%
Philips Electronics	1,500		41,989
			74,608
Energy — 1.17%
United Kingdom — 1.17%
Scottish Power	9,300		50,186
Food & Beverages — 6.61%
Japan — 0.80%
ITO EN Ltd.	900		34,131
Netherlands — 0.98%
Koninklijke Ahold	2,000		42,183
United Kingdom — 4.83%
Cadbury Schweppes	15,100		113,536
Unilever	10,200		93,312
			283,162
Insurance — 1.94%
Finland — 1.94%
Sampo Insurance Company Ltd. (Class A)	10,600		82,919

	Number of Shares or Principal Amount		Value
Machinery — 1.66%
United Kingdom — 1.66%
FKI		29,600	$	70,980
Manufacturing — 1.74%
Sweden — 1.11%
Sandvik		1,900		47,523
United Kingdom — 0.63%
Invensys		19,700		26,822
				74,345
Oil Services — 2.26%
United Kingdom — 2.26%
BP Amoco		11,500		96,936
Pharmaceuticals — 3.83%
Switzerland — 2.16%
Novartis		2,100		92,630
United Kingdom — 1.67%
GlaxoSmithKline		3,300		71,586
				164,216
Publishing — 0.89%
United Kingdom — 0.89%
Pearson		3,800		37,931
Semiconductors — 0.82%
France — 0.82%
STMicroelectronics		1,400		35,004
Telecommunications — 1.57%
Japan — 0.77%
NTT Corporation		8		32,945
Spain — 0.80%
Telefonica (a)		4,077		34,315
				67,260
Total Foreign Stocks
(Identified cost $1,922,991)				1,842,034
Certificates of Deposit — 0.23%
SELF-HELP Economic Development Certificate (NCUA insured), 2.00% due 08/26/02 (d)	$	10,000		10,004
Total Certificates of Deposit
(Identified cost $10,004)				10,004

THE ENTERPRISE Group of Funds, Inc.

60

Enterprise Global Socially Responsive Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 11.60%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02, Maturity Value $497,060 Collateral: U.S. Treasury Bond $510,000, Zero Coupon due 09/26/02, Value $507,705	$	497,000	$	497,000
Total Repurchase Agreement
(Identified cost $497,000)				497,000

	Value
Total Investments
(Identified cost $4,703,134)	$	4,352,463
Other Assets Less Liabilities — (1.59)%		(68,144)
Net Assets — 100%	$	4,284,319

(a) Non-income producing security.

(d) Security is fair valued at June 30, 2002.

(ADR) American Depository Receipt.

(NCUA) National Credit Union Administration.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

61

Enterprise Global Technology Fund

SUBADVISER’S COMMENTS

Fred Alger Management, Inc.

New York, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Fred Alger Management, Inc. (“Alger”), which has approximately $10.7 billion in assets under management, became the subadviser to the Fund, on June 30, 2000, the Fund’s inception date. Alger’s normal investment minimum is $5 million.

Investment Objective

The investment objective of the Enterprise Global Technology Fund is to seek long-term capital appreciation.

Investment Strategies

The Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in companies engaged in technology and technology-related industries. The Fund considers companies engaged in technology and technology-related industries as companies that are engaged in the research, design, development, and manufacturing of products that utilize new, creative or innovative technologies to gain a strategic advantage in their industries, as well as companies that provide and service those technologies. The Fund may invest in domestic and foreign companies. There is no limit on the market capitalization of the companies in which the Fund may invest, or in the length of operating history for the companies. The Fund may invest without limit in initial public offerings (“IPOs”), although it is uncertain whether such IPOs will be available for investment by the Fund or what impact, if any, they will have on the Fund’s performance. The Fund may also purchase and sell options and forward currency exchange contracts. The subadviser selects portfolio securities by evaluating a company’s positioning or business model and may consider its ability to grow and expand its activities via the Internet or achieve a greater competitive advantage in cost/profitability and brand image leveraging via the use of the Internet. The subadviser also considers a company’s fundamentals by reviewing its balance sheets, corporate revenues, earnings and dividends. Furthermore, the subadviser looks at the amount of capital a company currently expends on research and development. The subadviser believes that dollars invested in research and development today frequently have a significant bearing on future growth. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The first quarter of 2002 provided mixed results for equity markets. After slashing interest rates in dramatic fashion throughout 2001, the Fed failed to cut the Fed rate any further during the first quarter. The Fed’s decision to maintain interest rates at current levels reinforced the notion of a looming economic recovery. However, the Enron affair and continued violence in Afghanistan and the Middle East cast a pall over the markets at a time when other news should have led to a modest rally. Most equity indices slipped lower during January and February, with value stocks holding up far better than growth stocks. Stock prices did recover somewhat during March, however, with growth stocks leading the rally. On aggregate over the three-month period, growth stock indices finished in negative territory while value stock indices were mostly flat.

The second quarter of 2002 brought more suffering on equity investors. Despite a steady stream of economic data indicating growth in the U.S. economy and a recovery of corporate profits, the market continued to drop on news of corporate malfeasance. At the heels of the Enron affair, accounting and regulatory scandals at Tyco International and WorldCom fueled fresh doubts about the credibility of corporate earnings numbers. Furthermore, while the Fed continued to maintain interest rates at historically low levels, the absence of further rate cuts provided no impetus for

THE ENTERPRISE Group of Funds, Inc.

62

Enterprise Global Technology Fund — (Continued)

SUBADVISER’S COMMENTS

renewed investor optimism. April, May and June saw the continued collapse of most equity indices, with growth stocks and large-cap stocks leading the downturn. At the end of June, the Dow was nearing the 9000 level, and the Nasdaq was approaching lows that had not been seen since the early days of the Internet boom.

Alger’s aggressive style and the Fund’s inherent technology focus made it susceptible to the weak performance of the market, impairing returns during a period in which value strongly outperformed growth and technology stocks were poor performers.

Future Investment Strategy

On May 16, 2002, the Board of Directors of The Enterprise Group of Funds, Inc. approved the reorganization of Global Technology Fund into the Technology Fund, which at June 30, 2002 is known as the Internet Fund (the “Reorganization”). The Reorganization will allow shareholders of the Global Technology Fund to pursue a similar investment objective within a larger Fund, which has the potential to offer economies of scale and other benefits. It is anticipated that Global Technology Fund’s shareholders will receive in exchange for their Fund shares, shares of the Technology Fund of the same value. The Reorganization is subject to a number of conditions, including receipt of shareholder approval. It is anticipated that a Shareholders’ Meeting will be held in the third quarter of 2002 to consider the Reorganization. Fund shareholders will receive information about the Reorganization in a proxy statement prior to the Shareholders’ Meeting.

The Fund is a sector fund that concentrates its equities in a specific industry, typically possessing higher risks associated with a less diversified portfolio. In addition, some Internet-related stocks have shown extreme volatility; trading in a broad range of share prices daily and international investments include the risk of currency fluctuations, foreign taxation, differences in accounting standards, and political or economic instability.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

63

Enterprise Global Technology Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 69.40%
Business Services — 1.86%
Concord EFS Inc. (a)	2,550	$	76,857
Hewitt Associates Inc. (Class A) (a)	800		18,640
			95,497
Communications — 1.79%
Brocade Communications Systems Inc. (a)	5,250		91,770
Computer Hardware — 6.50%
Cisco Systems Inc. (a)	8,900		124,155
Dell Computer Corporation (a)	7,975		208,466
			332,621
Computer Services — 5.70%
Affiliated Computer Services Inc. (a)	1,500		71,220
Sun Microsystems Inc. (a)	18,750		93,938
Yahoo! Inc. (a)	8,600		126,936
			292,094
Computer Software — 6.19%
Borland Software Corporation (a)	8,950		92,185
Electronic Arts Inc. (a)	850		56,143
Intuit Inc. (a)	1,700		84,524
Siebel Systems Inc. (a)	2,150		30,573
Veritas Software Corporation (a)	2,700		53,433
			316,858
Electronics — 2.40%
KLA-Tencor Corporation (a)	1,150		50,589
Technitrol Inc.	3,100		72,230
			122,819
Health Care — 3.63%
Tenet Healthcare Corporation (a)	2,600		186,030
Manufacturing — 1.12%
KEMET Corporation (a)	3,200		57,152
Medical Instruments — 7.18%
Medtronic Inc.	3,200		137,120
St. Jude Medical Inc. (a)	1,900		140,315
Zimmer Holdings Inc. (a)	2,525		90,041
			367,476
Pharmaceuticals — 14.74%
AmerisourceBergen Corporation	2,500		190,000
Baxter International Inc.	2,500		111,125
Cephalon Inc. (a)	1,700		76,840
Express Scripts, Inc. (Class A) (a)	1,900		95,209
Gilead Sciences Inc. (a)	3,600		118,368
Immunex Corporation (a)	3,450		77,073
Johnson & Johnson	1,650		86,229
			754,844

	Number of Shares or Principal Amount	Value
Printing & Publishing — 2.50%
Lexmark International Group Inc. (a)	2,350	$	127,840
Retail — 4.27%
eBay Inc. (a)	2,650		163,293
FreeMarkets Inc. (a)	3,900		55,107
			218,400
Semiconductors — 9.45%
Applied Materials Inc. (a)	8,400		159,768
Intel Corporation	4,700		85,869
Maxim Integrated Products Inc. (a)	1,300		49,829
National Semiconductor Corporation (a)	3,400		99,178
Teradyne Inc. (a)	3,800		89,300
			483,944
Telecommunications — 1.06%
Alltel Corporation	1,150		54,050
Wireless Communications — 1.01%
Motorola Inc.	3,600		51,912
Total Domestic Common Stocks
(Identified cost $4,168,743)			3,553,307
Foreign Stocks — 27.09%
Biotechnology — 3.02%
Switzerland — 3.02%
Serono (ADR)	9,500		154,850
Broadcasting — 3.25%
Mexico — 3.25%
Grupo Televisa (ADR) (a)	4,450		166,341
Electronics — 1.02%
Singapore — 1.02%
Flextronics International Ltd. (a)	7,300		52,049
Retail — 3.74%
Japan — 3.74%
Nintendo Company Ltd.	1,300		191,664
Semiconductors — 7.67%
Bermuda — 1.63%
Marvell Technology Group Ltd. (a)	4,200		83,538
Netherlands — 2.97%
STMicroelectronics	6,250		152,062

THE ENTERPRISE Group of Funds, Inc.

64

Enterprise Global Technology Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Taiwan — 3.07%
Taiwan Semiconductor Manufacturing Company Ltd. (ADR) (a)	12,067	$	156,871
			392,471
Wireless Communications — 8.39%
Finland — 1.78%
Nokia Corporation (Class A) (ADR)	6,310		91,369
Hong Kong — 3.00%
China Mobile Hong Kong Ltd. (ADR) (a)	10,500		153,510
Japan — 3.61%
NTT DoCoMo Inc.	75		184,814
			429,693
Total Foreign Stocks
(Identified cost $2,027,478)			1,387,068

	Number of Shares or Principal Amount		Value
U. S. Government Obligations — 1.95%
Federal Home Loan Bank Discount Note, 1.71% due 08/23/02	$	100,000	$	99,748
Total U. S. Government Obligations
(Identified cost $99,748)				99,748
Total Investments
(Identified cost $6,295,969)			$	5,040,123
Other Assets Less Liabilities — 1.56%				79,987
Net Assets — 100%			$	5,120,110

(a) Non-income producing security.

(ADR) American Depository Receipt.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

65

Enterprise Internet Fund

SUBADVISER’S COMMENTS

Fred Alger Management, Inc.

Jersey City, New Jersey

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Fred Alger Management, Inc. (“Alger”), which has approximately $10.7 billion in assets under management, became the subadviser to the Fund on July 1, 1999. Alger’s normal investment minimum is $5 million.

Investment Objective

The investment objective of the Enterprise Internet Fund is to seek long-term capital appreciation.

Investment Strategies

The Internet Fund normally will invest at least 80 percent of its net assets (plus any borrowings for investment purposes) in the equity securities of companies related to the Internet and intranet. The Fund considers companies related to the Internet and intranet to include companies that develop services and products for the Internet and those that make significant use of the Internet for delivery of services and products. In choosing which companies’ stock the Fund should purchase, the subadviser invests in those companies listed on a U.S. securities exchange that are engaged in the research, design, development or manufacturing, or engaged to a significant extent in the business of distributing products, processes or services for use with Internet or intranet related businesses. The Fund may also invest in other ‘‘high tech’’ companies. The Internet is a worldwide network of computers designed to permit users to share information and transfer data quickly and easily. The World Wide Web (the ‘‘Web’’), which is a means of graphically interfacing with the Internet, is a hypertext based publishing medium containing text, graphics, interactive feedback mechanisms and links within Web documents and to other Web documents. An intranet is the application of Web tools and concepts to a company’s internal documents and databases. Other ‘‘high tech’’ companies may include firms in the computer, communications, video, electronics, office and factory automation and robotics sectors.

2002 First Half Performance Review

The first quarter of 2002 provided mixed results for equity markets. After slashing interest rates in dramatic fashion throughout 2001, the Fed failed to cut the Fed rate any further during the first quarter. The Fed’s decision to maintain interest rates at current levels reinforced the notion of a looming economic recovery. However, the Enron affair and continued violence in Afghanistan and the Middle East cast a pall over the markets at a time when other news should have led to a modest rally. Most equity indices slipped lower during January and February, with value stocks holding up far better than growth stocks. Stock prices did recover somewhat during March, however, with growth stocks leading the rally. On aggregate over the three-month period, growth stock indices finished in negative territory while value stock indices were mostly flat.

The second quarter of 2002 brought more suffering on equity investors. Despite a steady stream of economic data indicating growth in the U.S. economy and a recovery of corporate profits, the market continued to drop on news of corporate malfeasance. At the heels of the Enron affair, accounting and regulatory scandals at Tyco and WorldCom fueled fresh doubts about the credibility of corporate earnings numbers. Furthermore, while the Fed continued to maintain interest rates at historically low levels, the absence of further rate cuts provided no impetus for renewed investor optimism. April, May and June saw the continued collapse of most equity indices, with growth stocks and large-cap stocks leading the downturn. At the end of June, the Dow was nearing the 9000 level, and the Nasdaq was approaching lows that had not been seen since the early days of the Internet boom.

Alger’s aggressive style and the Fund’s inherent technology focus made it susceptible to the weak performance of the market, impairing returns during a period in which value strongly outperformed growth and technology stocks were poor performers.

THE ENTERPRISE Group of Funds, Inc.

66

Enterprise Internet Fund — (Continued)

SUBADVISER’S COMMENTS

Future Investment Strategy

There is little question that the economy is on solid footing, with steady growth. In fact, over the long-term, growth in the 3-4 percent range may be more sustainable and hence more desirable than the oscillations that the market witnessed over the past ten years. Furthermore, recent market performance has been fed not by economic news, and not by corporate earnings news, but by scandal, fear, and unrealistic expectations. Alger’s belief of what the Dow and Nasdaq will do in the months ahead is based on decent, but by no means extraordinary, profit forecasts of $50 a share for the S&P 500 companies in 2002 and a continued modest economic expansion.

On May 16, 2002, the Board of Directors of The Enterprise Group of Funds, Inc. approved a resolution to rename the Internet Fund as the Technology Fund, effective August 22, 2002.

The Fund is a sector fund that focuses on equities in a specific industry and therefore concentrates its investments in fewer stocks within the industry than a typical common stock fund would. This strategy may result in more volatility than the typical growth stock fund because while individual company stock risk is reduced through diversification, industry risk can be magnified. In addition, some Internet-related stocks have shown extreme volatility, trading in a broad range of share prices daily.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

67

Enterprise Internet Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 78.00%
Business Services — 1.80%
Concord EFS Inc. (a)	31,250	$	941,875
Hewitt Associates Inc. (Class A) (a)	8,600		200,380
			1,142,255
Communications — 1.83%
Brocade Communications Systems Inc. (a)	66,250		1,158,050
Computer Hardware — 6.92%
Cisco Systems Inc. (a)	121,400		1,693,530
Dell Computer Corporation (a)	103,236		2,698,589
			4,392,119
Computer Services — 9.95%
Affiliated Computer Services Inc. (a)	18,600		883,128
Bisys Group Inc. (a)	43,250		1,440,225
Fair, Issac & Company Inc.	28,030		921,346
Sun Microsystems Inc. (a)	272,200		1,363,722
Yahoo! Inc. (a)	115,500		1,704,780
			6,313,201
Computer Software — 18.28%
Borland Software Corporation (a)	113,850		1,172,655
Electronic Arts Inc. (a)	10,350		683,617
Intuit Inc. (a)	20,850		1,036,662
Microsoft Corporation (a)	57,350		3,137,045
NetIQ Corporation (a)	42,050		951,591
PeopleSoft Inc. (a)	55,250		822,120
Quest Software Inc. (a)	68,600		996,758
Rational Software Corporation (a)	115,500		948,255
Siebel Systems Inc. (a)	82,350		1,171,017
Veritas Software Corporation (a)	34,150		675,829
			11,595,549
Consumer Services — 3.10%
First Data Corporation	52,800		1,964,160
Electrical Equipment — 2.06%
Intersil Corporation (Class A) (a)	61,000		1,304,180
Electronics — 5.44%
Benchmark Electronics Inc. (a)	41,840		1,213,360
KLA-Tencor Corporation (a)	14,550		640,055
Micron Technology Inc. (a)	33,400		675,348
Technitrol Inc.	39,550		921,515
			3,450,278
Manufacturing — 1.14%
KEMET Corporation (a)	40,600		725,116
Printing & Publishing — 2.54%
Lexmark International Group Inc. (a)	29,650		1,612,960

	Number of Shares or Principal Amount		Value
Retail — 4.49%
eBay Inc. (a)		33,800	$	2,082,756
FreeMarkets Inc. (a)		54,400		768,672
				2,851,428
Semiconductors — 14.73%
Applied Materials Inc. (a)		116,300		2,212,026
Fairchild Semiconductor International (Class A) (a)		45,800		1,112,940
Intel Corporation		91,200		1,666,224
Maxim Integrated Products Inc. (a)		16,540		633,978
National Semiconductor Corporation (a)		43,350		1,264,520
Teradyne Inc. (a)		52,500		1,233,750
Texas Instruments Inc.		51,470		1,219,839
				9,343,277
Technology — 1.50%
Microchip Technology Inc. (a)		34,675		951,135
Telecommunications — 3.21%
Alltel Corporation		14,375		675,625
Verizon Communications Inc.		33,900		1,361,085
				2,036,710
Wireless Communications — 1.01%
Motorola Inc.		44,600		643,132
Total Domestic Common Stocks
(Identified cost $61,568,438)				49,483,550
Foreign Stocks — 7.94%
Electronics — 1.05%
Flextronics International Ltd. (a)		93,200		664,516
Semiconductors — 4.96%
Marvell Technology Group Ltd. (a)		53,705		1,068,193
Taiwan Semiconductor Manufacturing Company Ltd. (ADR) (a)		160,105		2,081,365
				3,149,558
Wireless Communications — 1.93%
Nokia Corporation (Class A) (ADR)		84,750		1,227,180
Total Foreign Stocks
(Identified cost $7,584,368)				5,041,254
U.S. Government Agency Obligations — 9.45%
Federal Agricultural Mortgage Corporation Discount Note, 1.69% due 07/11/02	$	2,000,000		1,999,061

THE ENTERPRISE Group of Funds, Inc.

68

Enterprise Internet Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Federal Farm Credit Bank Consolidated Discount Note, 1.70% due 07/02/02	$	1,000,000	$	999,953
Federal Home Loan Bank Discount Note 1.68% due 07/29/02		2,000,000		1,997,386
Freddie Mac Discount Note, 1.68% due 07/30/02		1,000,000		998,647
Total U.S. Government Agency Obligations
(Identified cost $5,995,047)				5,995,047

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 4.32%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02, Maturity Value $2,739,331 Collateral: U.S. Treasury Bond $2,810,000 Zero Coupon due 09/26/02, Value $2,797,355	$	2,739,000	$	2,739,000
Total Repurchase Agreement
(Identified cost $2,739,000)				2,739,000
Total Investments
(Identified cost $77,886,853)			$	63,258,851
Other Assets Less Liabilities — 0.29%				182,769
Net Assets — 100%			$	63,441,620

(a) Non-income producing security.

(ADR) American Depository Receipt.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

69

Enterprise Mergers and Acquisitions Fund

SUBADVISER’S COMMENTS

Gabelli Asset Management Company

Rye, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Gabelli Asset Management Company (“Gabelli”), which manages approximately $23.2 billion for institutional clients and whose normal investment minimum is $1 million, became subadviser to the Fund on February 28, 2001.

Investment Objective

The objective of the Enterprise Mergers and Acquisitions Fund is to seek capital appreciation.

Investment Strategies

The subadviser will purchase shares of companies believed to be likely acquisition targets within 12 to 18 months. In addition, the subadviser will engage in classic risk arbitrage by investing in equity securities of companies that are involved in publicly announced mergers, takeovers, tender offers, leveraged buyouts, spin-offs, liquidations and other corporate reorganizations. When a company agrees to be acquired by another company, its stock price often quickly rises to just below the stated acquisition price. If the subadviser, through extensive research, determines that the acquisition is likely to be consummated on schedule at the stated acquisition price, then the Fund may purchase the selling company’s securities, offering the Fund the possibility of generous returns relative to cash equivalents with a limited risk of excessive loss of capital. At times, the stock of the acquiring company may also be purchased or shorted. The subadviser may invest in small, mid and large capitalization stocks. The subadviser expects a high portfolio turnover rate of 150 percent or more. The Fund may also lend portfolio securities on a short-term or long-term basis, up to 33 ¹/3 percent of its total assets.

2002 First Half Performance Review

During the first half, the Fund carried a larger than normal cash position due to ongoing stock market volatility and the lack of risk arbitrage opportunities. Although historically low short-term Treasury yields minimized returns from the Fund’s large cash position, Gabelli believes that sitting on the sidelines in this highly volatile market was the appropriate strategy. If Gabelli sees evidence the market has stabilized and gains confidence that it will trend higher, it will put more money to work in value-oriented equities.

The Fund’s top performers were Dryer’s Grand Ice Cream, Tenneco Automotive, and Notek. The Fund’s worst performers were Cablevision Systems Corporation, Rural Cellular Corporation and Leap Wireless International.

Although consumer confidence readings and retail sales softened in May, most other economic data has been encouraging. Industrial production and productivity continued to trend higher, new housing starts approached record levels, and there was a modest up-tick in business investment. Importantly, inflation remained dormant; most likely postponing any Fed rate hikes. Gabelli believes full year 2002 GDP growth will be in the 3 to 3.5 percent range and that capital spending in 2003 will help sustain the recovery in the year ahead.

Future Investment Strategy

Presently, investors appear to be questioning whether corporate earnings will meet expectations in the coming quarters. Gabelli anticipates profits to be up sharply this year as a result of the gradual economic expansion, increased productivity, cost cutting, financial re-engineering, and big decline in the “everything including the kitchen sink” write-offs taken in 2001. In addition, a gradual weakening of the dollar will boost profits for the large U.S. based multinationals in the S&P 500. Although stocks are still not cheap by historical standards, rising earnings may make equities valuations considerably more reasonable.

THE ENTERPRISE Group of Funds, Inc.

70

Enterprise Mergers and Acquisitions Fund — (Continued)

SUBADVISER’S COMMENTS

Unfortunately, over the short-term, a recovering economy, a rebound in corporate profits, and more reasonable equity valuations may not do much to improve investor psychology, which has been battered by geopolitical tensions and a crisis in confidence in the integrity of both corporate America and Wall Street. It has become apparent that our quick victory over the Taliban in Afghanistan has not eliminated the threat of terrorism at home or abroad. The seemingly never-ending cycle of violence in the Middle East has further unnerved investors. For a few tense weeks, investors also worried about a nuclear confrontation between Pakistan and India over Kashmir. Clearly, it is a dangerous world out there.

Investors have come to believe the stock market is a dangerous place as well. Not only have they lost a pile of money over the last two years, but also Enronitis, Tycosis, Marthritis (the insider trading investigation of Martha Stewart), and most recently “WorldComgestion” have many investors wondering what malady will strike their portfolios next. Following the revelations that Wall Street research isn’t what it’s cracked up to be, investors are reluctant to go to their broker for a portfolio check-up, fearing the cure may be worse than the disease. In the coming quarters, the U.S. may continue to see negative headlines further denting investor confidence. However, Gabelli believes that as the economic recovery unfolds and corporate earnings meet or beat consensus expectations, investors will re-focus on an expanding number of excellent opportunities in the stock market.

There are specific risks associated with investments in small company stocks. Limited volume and frequency of trading may result in greater price deviations, and smaller capitalization companies may experience higher growth rates and higher failure rates than large companies.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

71

Enterprise Mergers & Acquisitions

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 50.74%
Aerospace — 1.04%
Honeywell International Inc.	10,000	$	352,300
Sequa Corporation (Class A) (a)	2,000		130,780
Sequa Corporation (Class B) (a)	1,500		98,250
SPS Technologies Inc. (a) (o)	5,000		190,850
			772,180
Automotive — 7.31%
BorgWarner Inc. (o)	3,000		173,280
McGrath Rentcorp	30,000		777,600
Pennzoil-Quaker State Company	150,000		3,229,500
Standard Motor Products Inc.	2,000		33,900
Tenneco Automotive Inc. (a)	12,000		79,200
TRW Inc.	20,000		1,139,600
			5,433,080
Banking — 3.12%
Eagle Bancshares Inc. (a)	50,000		1,299,000
Golden State Bancorp Inc. (o)	22,000		797,500
Mellon Financial Corporation	7,000		220,010
			2,316,510
Broadcasting — 1.87%
Cablevision Systems Corporation- Rainbow Media Group (a)	5,000		43,750
Clear Channel Communications Inc. (a)	5,775		184,916
Fisher Companies Inc.	3,500		205,520
Granite Broadcasting Corporation (a)	20,000		48,600
Gray Communications Systems Inc. (Class B)	12,000		159,600
Paxson Communications Corporation (a) (o)	30,000		165,000
Univision Communications Inc. (Class A) (a) (o)	10,000		314,000
Young Broadcasting Inc. (a)	15,000		266,700
			1,388,086
Building & Construction — 0.38%
Rollins Inc.	14,000		284,760
Cable — 0.51%
Adelphia Communications Corporation (Class A) (a) (o)	10,000		1,600
Cablevision Systems Corporation (Class A) (a) (o)	40,000		378,400
			380,000
Chemicals — 0.92%
Hercules Inc. (a)	33,000		382,800
MacDermid Inc. (o)	14,000		301,000
			683,800
Computer Services — 0.44%
McAfee.com Corporation (a)	22,500		329,400

	Number of Shares or Principal Amount	Value
Computer Software — 0.11%
BNS Company (Class A) (a)	30,000	$	82,800
Electrical Equipment — 0.95%
Baldor Electric Company	4,000		100,800
DQE Inc. (o)	12,000		168,000
SL Industries Inc. (a)	22,000		165,000
Thomas & Betts Corporation (a)	10,000		186,000
Thomas Industries Inc.	3,000		86,400
			706,200
Electronics — 0.04%
Fargo Electronics Inc. (a)	4,000		32,880
Energy — 8.09%
Conectiv Inc.	150,000		3,871,500
DPL Inc. (o)	15,000		396,750
Mirant Corporation (a) (o)	25,000		182,500
Northeast Utilities (o)	40,000		752,400
RGS Energy Group Inc.	20,500		803,600
Williams Companies Inc. (o)	1		6
			6,006,756
Entertainment & Leisure — 0.63%
Acme Communications Inc. (a)	17,000		124,950
E.W. Scripps Company (Class A) (o)	4,500		346,500
			471,450
Finance — 0.42%
BKF Capital Group Inc. (a)	10,300		293,550
Interactive Data Corp (a)	1,000		14,560
			308,110
Food, Beverages & Tobacco — 2.70%
Dreyer's Grand Ice Cream Inc. (o)	22,000		1,509,200
Flowers Foods Inc. (a)	9,750		252,037
Sensient Technologies Corporation	10,000		227,600
Spartan Stores Inc. (a) (o)	5,000		15,350
			2,004,187
Forest Products — 2.45%
Ivex Packaging Corporation (a)	80,000		1,821,600
Insurance — 0.19%
Argonaut Group Inc.	6,500		139,230
Machinery — 2.22%
Nortek Inc. (a) (o)	30,000		1,353,000
Tennant Company	5,000		198,000
Watts Industries Inc. (Class A)	5,000		99,250
			1,650,250
Manufacturing — 3.00%
Chase Industries Inc. (a)	73,800		1,025,082
Cooper Industries Ltd. (Class A) (a)	25,000		982,500
Energizer Holdings Inc. (a) (o)	8,000		219,360
			2,226,942

THE ENTERPRISE Group of Funds, Inc.

72

Enterprise Mergers & Acquisitions — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Media — 1.05%
Media General Inc. (Class A)	4,000	$	240,000
Metro Goldwyn Mayer Inc. (a)	35,000		409,500
Salem Communications Corporation (Class A) (a)	5,300		131,811
			781,311
Medical Instruments — 0.40%
Digene Corporation (a)	25,000		294,045
Medical Services — 0.23%
CIRCOR International Inc.	10,000		171,500
Metals & Mining — 0.02%
WHX Corporation (a)	20,000		15,000
Misc. Financial Services — 0.98%
Merrill Lynch & Company Inc.	18,000		729,000
Oil Services — 1.12%
Kerr-McGee Corporation (o)	1		54
Penn Virginia Corporation	15,000		584,700
RPC Inc.	10,000		118,000
SEMCO Energy Inc. (o)	14,000		126,700
			829,454
Other — 0.06%
Sothebys Holdings Inc. (a)	3,000		42,750
Pharmaceuticals — 1.85%
Bristol-Myers Squibb Company	36,000		925,200
Immunex Corporation (a)	20,000		446,800
			1,372,000
Printing & Publishing — 0.59%
McClatchy Company (Class A)	2,000		128,500
Pulitzer Inc.	6,000		311,400
			439,900
Publishing — 0.31%
Readers Digest Inc. (o)	10,000		230,000
Real Estate — 2.97%
Griffin Land & Nurseries Inc. (a)	5,600		77,000
JP Reality Inc.	80,000		2,132,000
			2,209,000
Telecommunications — 1.98%
AT&T Corporation	60,000		642,000
Broadwing Inc. (a) (o)	50,000		130,000
Centurytel Inc. (o)	10,000		295,000
Commonwealth Telephone Enterprises Inc. (Class B) (a)	2,000		82,000
D&E Communications Inc. (o)	14,582		153,257
Rural Celluar Corporation (a) (o)	8,000		8,320
Sprint Corporation	15,000		159,150
			1,469,727

	Number of Shares or Principal Amount		Value
Utilities — 1.94%
CH Energy Group Inc. (o)		15,100	$	743,675
Southwest Gas Corporation		8,000		198,000
Xcel Energy Inc. (o)		30,000		503,100
				1,444,775
Wireless Communications — 0.85%
Allen Telecom Inc. (a) (o)		4,000		17,200
AT&T Wireless Services Inc. (a)		17,000		99,450
Dobson Communications Corporation (a)		24,000		20,640
Leap Wireless International Inc. (a) (o)		8,000		8,640
Nextel Communications Inc. (Class A) (a) (o)		10,000		32,100
Price Communications Corporation (a)		24,000		384,000
Sprint PCS (a) (o)		15,000		67,050
				629,080
Total Domestic Common Stocks
(Identified cost $40,565,308)				37,695,763
Foreign Stocks — 2.95%
Apparel & Textiles — 2.80%
Gucci Group (ADR) (o)		22,000	$	2,081,420
Cable — 0.05%
Rogers Communications Inc. (Class B) (a)		4,000		36,560
Wireless Communications — 0.10%
Rogers Wireless Communications (Class B) (a)		10,000		77,100
Total Foreign Stocks
(Identified cost $2,079,173)				2,195,080
U.S. Treasury Bills — 42.29%
1.71% due 07/05/02 (o)	$	5,005,000		5,004,049
1.725% due 07/05/02 (o)		601,000		600,885
1.685% due 07/11/02 (o)		7,009,000		7,005,719
1.64% due 07/18/02		9,511,000		9,503,634
1.68% due 07/25/02		3,003,000		2,999,637
1.71% due 08/01/02 (o)		1,000,000		998,527
1.72% due 08/01/02 (o)		803,000		801,811
1.72% due 08/08/02(o)		3,816,000		3,809,072
1.70% due 08/29/02 (o)		702,000		700,044
Total U.S. Treasury Bills
(Identified cost $31,423,378)				31,423,378

THE ENTERPRISE Group of Funds, Inc.

73

Enterprise Mergers & Acquisitions — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 4.26%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02 Maturity Value $3,162,382 Collateral: U.S. Treasury Bond $3,240,000, Zero Coupon due 09/26/02, Value $3,225,420	$	3,162,000	$	3,162,000
Total Repurchase Agreement
(Identified cost $3,162,000)				3,162,000

	Value
Total Investments
(Identified cost $77,229,859)	$	74,476,221
Other Assets Less Liabilities — (0.24)%		(180,372)
Net Assets — 100%	$	74,295,849

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

74

Enterprise Managed Fund

SUBADVISERS’ COMMENTS

Sanford C. Bernstein & Co., LLC

New York, New York

Wellington Management Company, LLP

Boston, Massachusetts

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Sanford C. Bernstein & Co., LLC (“Bernstein”), which has approximately $11.2 billion in assets under management, became co-subadviser of the Fund on November 1, 1999. Bernstein’s normal investment minimum is $5 million.

Wellington Management Company, LLP (“Wellington”), which manages approximately $312 billion for institutional clients and whose usual investment minimum is $20 million, became co-subadviser to the Enterprise Managed Fund on January 1, 2001.

Investment Objective

The objective of the Enterprise Managed Fund is to seek growth of capital over time.

Investment Strategies

The Managed Fund invests in a diversified portfolio of common stocks, bonds and cash equivalents. The allocation of the Fund’s assets among the different types of permitted investments will vary from time to time based upon the subadviser’s evaluation of economic and market trends and its perception of the relative values available from such types of securities at any given time. There is neither a minimum nor a maximum percentage of the Fund’s assets that may, at any given time, be invested in any specific types of investments. However, the Fund invests primarily in equity securities at times when the subadvisers believe that the best investment values are available in the equity markets. The Fund may invest almost all of its assets in high-quality short-term money market and cash equivalent securities when the subadvisers deem it advisable to preserve capital. Consequently, while the Fund will earn income to the extent it is invested in bonds or cash equivalents, the Fund does not have any specific income objective. The bonds in which the Fund may invest will normally be investment grade intermediate to long-term U.S. Government and corporate debt. The Fund is managed by two subadvisers, each of which is allocated cash flows into and out of the Fund on a 50/50 basis. The subadvisers expect a high portfolio turnover rate of 100 percent or more. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review — Bernstein

Stock selection in the health care sector was the largest contributor to the Fund’s performance, thanks to over-weightings in stocks such as UnitedHealth Group and Humana. In the financial sector, relatively low exposure financial firms with high capital-markets exposure, such as Morgan Stanley Dean Witter & Company, helped returns. The Fund also benefited from the long-standing emphasis on consumer-oriented banks and thrifts such as Bank of America, Wachovia Corporation and Golden West Financial Corporation. Stock selection in the consumer discretionary sector, particularly the emphasis on housing-related stocks like Sherwin Williams Company, Centex Corporation and Black & Decker Corporation, and in the technology sector, where Bernstein focused on the larger and more stable companies, also helped returns.

Along with UnitedHealth Group and Humana, the five largest contributors to performance included overweighted positions Norfolk Southern Corporation, Fortune Brands and TRW. Norfolk Southern benefited from indications that the economy is rebounding strongly; similarly, Fortune Brands has benefited from sustained strength in consumer spending. TRW traded up on Northrop Grumman Corporation’s takeover offer.

The five holdings, all overweights, that detracted most from performance were spread across a variety of sectors. WorldCom’s questionable accounting sent the stock, and the overall market, tumbling. AOL Time Warner Inc. under-

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Enterprise Managed Fund — (Continued)

SUBADVISERS’ COMMENTS

performed due to worries about its high debt level and continued weakness in online advertising. Tyco International’s under-performance was related to the on-again, off-again break-up of the company and the accounting controversy that surfaced following Enron’s collapse. Xcel Energy was hurt following a downgrade of its debt rating. Uncertainty regarding the timing of a recovery in PC demand depressed Intel’s stock price.

The Fund’s sector weights were generally close to those of the benchmark. Modest differences in sector weights detracted slightly from returns. Underweights in materials and consumer staples hurt performance, but this was somewhat offset by an underweight in technology, which continued to lag the broad market.

2002 First Half Performance Review — Wellington

In the first six months of 2002, the S&P 500 experienced its worst first half since it was down 21 percent in the first half of 1970. Although the economy showed signs of moderate growth, including manufacturing gains, the stock market fell sharply. External factors have shaken investor sentiment, namely the corporate accounting scandals and the threats of terrorism. The Fund lagged the S&P 500 benchmark for year to date period primarily due to stock selection within the Industrials and Consumer Staples sectors. Stock selection in the Financials and Utilities sectors augmented the Fund’s performance during the period.

Much of the under-performance for the six-month period can be attributed to one name, Tyco International. Wellington had reasonable confidence in Tyco’s ability to meet its already reduced earnings guidance and that it would be able to successfully execute an initial public offering (IPO) of Tyco Capital (CIT Group). The proceeds from such an IPO, along with the anticipated cash flows from ongoing operations are required to meet the company’s debt obligations over the next 12-18 months. However, in early June the company’s CEO resigned after being indicted in New York State for tax evasion. In light of this new information and the significant turmoil surrounding the company in the aftermath of these events, it was Wellington’s expectation that earnings guidance would be significantly reduced for 2002 and 2003. Wellington was also concerned that these events would derail the IPO of Tyco Capital. While the IPO of Tyco Capital subsequently received SEC approval, the potential earnings shortfall has not been resolved, and it is possible that the company faces significant hurdles to meet its debt obligations over the next 12-18 months. Wellington believed that it would be prudent to exit the Fund’s position now and revisit this company at a later time when the new management has had an opportunity to understand and disclose all relevant information.

Future Investment Strategy — Bernstein

Bernstein anticipates equity risk premiums to rise. These higher risk premiums are simply one of the earliest effects of a backlash that Bernstein expects to have, far-reaching consequences for financial markets. Bernstein believes that the WorldCom debacle may trigger major changes in attitude and behavior on the part of both regulators and corporate managers, spurring regulators to tighten reporting standards and increase enforcement, while accountants and audit committees may err on the side of caution. This shift in what constitutes acceptable reporting practices, particularly with respect to revenue recognition, capitalization of expenses and the definition of what kind of expenses can be deemed extraordinary, will be positive in the long-term. But in the near-term, the impact is likely to be more volatility and uncertainty for the stock market. As companies rush to re-evaluate their reported earnings, Bernstein expects to see lower earnings and more financial restatements, which may contribute further to the anxiety that haunts financial markets.

Future Investment Strategy — Wellington

Economic conditions are improving, and the manufacturing sector is in an accelerating mode. Orders and production are posting solid gains. Consumer spending remains steady and importantly supported by an improving labor market. Profits are at an inflection point. Wellington believes that second half earnings comparisons will show strong positive growth from a year ago. As this earnings recovery gets underway, business investment may begin to recover. Wellington does not believe that the poor equity market performance will derail the economic recovery, though it may delay any interest rate rise contemplated by the Fed.

The views expressed in this report reflect those of the subadvisers only through the end of the period of the report as stated on the cover. The subadvisers’ views are subject to change at any time based on market and other conditions.

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76

Enterprise Managed Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 98.59%
Advertising — 0.09%
Omnicom Group Inc. (o)	2,800	$	128,240
Aerospace — 0.74%
Boeing Company	7,900		355,500
Honeywell International Inc.	6,000		211,380
Lockheed Martin Corporation	3,200		222,400
Raytheon Company	5,500		224,125
			1,013,405
Airlines — 0.54%
Continental Airlines Inc. (Class B) (a) (o)	47,200		744,816
Automotive — 0.42%
Cummins Inc. (o)	2,000		66,200
Ford Motor Company (o)	1		16
Genuine Parts Company	4,000		139,480
TRW Inc.	6,500		370,370
			576,066
Banking — 7.21%
AmSouth Bancorporation	7,000		156,660
Bank of America Corporation	19,600		1,379,056
Bank One Corporation	14,000		538,720
FleetBoston Financial Corporation	14,816		479,298
J. P. Morgan Chase & Company (o)	19,020		645,158
KeyCorp	81,700		2,230,410
National City Corporation	11,900		395,675
U.S. Bancorp (o)	27,000		630,450
UnionBanCal Corporation (o)	49,900		2,337,815
Wachovia Corporation	22,600		862,868
Wells Fargo & Company (o)	5,400		270,324
			9,926,434
Biotechnology — 0.43%
Amgen Inc. (a) (o)	14,200		594,696
Broadcasting — 0.31%
Viacom Inc. (Class B) (a)	9,600		425,952
Business Services — 0.35%
Automatic Data Processing Inc.	2,700		117,585
Concord EFS Inc. (a) (o)	5,000		150,700
Paychex Inc. (o)	6,900		215,901
			484,186
Chemicals — 0.91%
Ashland Inc. (o)	5,000		202,500
Dow Chemical Company	19,400		666,972
Du Pont (E. I.) de Nemours & Company	8,800		390,720
			1,260,192
Computer Hardware — 6.00%
Cisco Systems Inc. (a)	261,000		3,640,950

	Number of Shares or Principal Amount	Value
Dell Computer Corporation (a)	23,900	$	624,746
Hewlett-Packard Company	209,557		3,202,031
International Business Machines Corporation	11,100		799,200
Seagate Technology (a) (d)	5,700		—
			8,266,927
Computer Services — 0.50%
Electronic Data Systems Corporation	6,200		230,330
Unisys Corporation (a)	50,500		454,500
			684,830
Computer Software — 2.44%
Microsoft Corporation (a)	58,800		3,216,360
Oracle Corporation (a)	5,900		55,873
Veritas Software Corporation (a) (o)	4,645		91,925
			3,364,158
Conglomerates — 0.20%
Textron Inc.	6,000		281,400
Construction — 0.28%
Centex Corporation (o)	6,700		387,193
Consumer Non-Durables — 0.19%
Avon Products Inc.	5,000		261,200
Consumer Products — 2.19%
Black & Decker Corporation	6,700		322,940
Eastman Kodak Company (o)	8,300		242,111
Gillette Company	15,000		508,050
Procter & Gamble Company	10,600		946,580
Sherwin-Williams Company	18,500		553,705
Whirlpool Corporation	6,700		437,912
			3,011,298
Consumer Services — 2.43%
First Data Corporation	89,900		3,344,280
Crude & Petroleum — 5.28%
Burlington Resources Inc. (o)	84,800		3,222,400
ChevronTexaco Corporation	11,948		1,057,398
Conoco Inc.	18,900		525,420
Exxon Mobil Corporation	60,262		2,465,921
			7,271,139
Electrical Equipment — 2.35%
Emerson Electric Company	6,300		337,113
General Electric Company	93,400		2,713,270
Tektronix Inc. (a) (o)	9,700		181,487
			3,231,870
Electronics — 0.17%
Micron Technology Inc. (a) (o)	10,000		202,200
Solectron Corporation (a) (o)	4,200		25,830
			228,030

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77

Enterprise Managed Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Energy — 1.31%
Cinergy Corporation	8,100	$	291,519
Exelon Corporation	29,000		1,516,700
			1,808,219
Entertainment & Leisure — 0.41%
Harrah’s Entertainment Inc. (a) (o)	5,900		261,665
Walt Disney Company	16,100		304,290
			565,955
Fiber Optics — 0.15%
Corning Inc. (a) (o)	36,000		127,800
JDS Uniphase Corporation (a) (o)	30,000		80,100
			207,900
Finance — 1.28%
Capital One Financial Corporation (o)	5,500		335,775
Fiserv Inc. (a)	4,500		165,195
Household International Inc.	9,800		487,060
Lehman Brothers Holdings Inc. (o)	3,500		218,820
MBNA Corporation	11,100		367,077
Moody’s Corporation (o)	3,700		184,075
			1,758,002
Food, Beverages & Tobacco — 6.51%
Anheuser-Busch Companies, Inc.	15,400		770,000
Archer-Daniels-Midland Company	33,360		426,674
Coca-Cola Company	23,600		1,321,600
Coca-Cola Enterprises Inc. (o)	4,500		99,360
Conagra Inc.	18,100		500,465
Fortune Brands Inc.	3,600		201,600
H.J. Heinz Company	5,000		205,500
Pepsi Bottling Group, Inc.	48,700		1,499,960
PepsiCo Inc.	5,200		250,640
Philip Morris Companies Inc.	32,500		1,419,600
R.J. Reynolds Tobacco Holdings Inc.	36,100		1,940,375
Sara Lee Corporation (o)	16,000		330,240
			8,966,014
Health Care — 1.66%
Bausch & Lomb Inc. (o)	7,000		236,950
C.R. Bard Inc. (o)	5,400		305,532
McKesson Corporation (o)	53,500		1,749,450
			2,291,932
Hotels & Restaurants — 0.66%
Hilton Hotels Corporation	23,200		322,480
McDonald’s Corporation	15,400		438,130
Yum Brands Inc. (a)	5,000		146,250
			906,860
Machinery — 0.10%
Caterpillar Inc.	2,900		141,955
Manufacturing — 2.36%
3M Company	4,000		492,000

	Number of Shares or Principal Amount	Value
Eaton Corporation	3,500	$	254,625
Ingersoll-Rand Company Ltd.	5,400		246,564
Precision Castparts Corporation	68,200		2,250,600
			3,243,789
Media — 2.10%
AOL Time Warner Inc. (a)	177,400		2,609,554
Gannett Company Inc.	3,800		288,420
			2,897,974
Medical Instruments — 1.95%
Cambrex Corporation	46,200		1,852,620
Guidant Corporation (a)	2,000		60,460
Medtronic Inc.	18,000		771,300
			2,684,380
Medical Services — 2.56%
Cardinal Health Inc.	9,100		558,831
Genzyme Corporation (a)	56,800		1,092,832
Health Management Associates Inc. (Class A) (a)	17,000		342,550
Humana Inc. (a)	16,600		259,458
Manor Care Inc. (a)	8,900		204,700
UnitedHealth Group Inc. (o)	10,500		961,275
Wellpoint Health Networks Inc. (a)	1,400		108,934
			3,528,580
Metals & Mining — 0.40%
United States Steel Corporation (o)	28,000		556,920
Misc. Financial Services — 10.17%
AMBAC Financial Group Inc.	40,400		2,714,880
American Express Company	12,300		446,736
Citigroup Inc.	132,837		5,147,434
Fannie Mae	46,200		3,407,250
Freddie Mac	9,200		563,040
Merrill Lynch & Company Inc.	37,900		1,534,950
Morgan Stanley Dean Witter & Company	4,400		189,552
			14,003,842
Multi-Line Insurance — 2.73%
American International Group Inc. (o)	21,897		1,494,032
Lincoln National Corporation	3,900		163,800
Marsh & McLennan Companies Inc.	14,900		1,439,340
MetLife Inc. (o)	14,000		403,200
UnumProvident Corporation	10,000		254,500
			3,754,872
Oil Services — 0.30%
Occidental Petroleum Corporation	14,000		419,860
Paper & Forest Products — 0.24%
Georgia-Pacific Group	13,500		331,830

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78

Enterprise Managed Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Pharmaceuticals — 10.24%
Abbott Laboratories	70,618	$	2,658,768
Baxter International Inc.	2,900		128,905
Bristol-Myers Squibb Company	5,100		131,070
Eli Lilly & Company	4,300		242,520
Johnson & Johnson (o)	33,900		1,771,614
Merck & Company Inc.	14,300		724,152
Pfizer Inc.	73,800		2,583,000
Pharmacia Corporation	81,274		3,043,711
Schering-Plough Corporation	80,300		1,975,380
Wyeth	16,500		844,800
			14,103,920
Printing & Publishing — 2.08%
Donnelley (R.R.) & Sons Company	13,000		358,150
Lexmark International Group Inc. (a) (o)	46,200		2,513,280
			2,871,430
Property-Casualty Insurance — 0.21%
St. Paul Companies Inc.	7,400		288,008
Publishing — 0.06%
New York Times Company	1,600		82,400
Real Estate — 0.31%
Equity Office Properties Trust	14,000		421,400
Retail — 8.72%
American Greetings Corporation (a) (o)	3,000		49,980
Dillards Inc. (o)	66,400		1,745,656
Federated Department Stores Inc. (a)	9,100		361,270
Home Depot Inc.	73,100		2,684,963
Kohl’s Corporation (a)	12,000		840,960
May Department Stores Company	11,100		365,523
Safeway Inc. (a)	64,800		1,891,512
Target Corporation	45,200		1,722,120
Wal-Mart Stores Inc.	32,100		1,765,821
Walgreen Company (o)	15,000		579,450
			12,007,255
Savings and Loan — 0.58%
Golden West Financial Corporation	3,200		220,096
Washington Mutual Inc. (o)	15,450		573,349
			793,445
Semiconductors — 1.88%
Advanced Micro Devices Inc. (a) (o)	9,500		92,340
Altera Corporation (a) (o)	13,000		176,800
Applied Materials Inc. (a) (o)	20,000		380,400
Intel Corporation	65,900		1,203,993
Maxim Integrated Products Inc. (a) (o)	11,300		433,129
Texas Instruments Inc.	12,900		305,730
			2,592,392

	Number of Shares or Principal Amount		Value
Technology — 0.05%
Network Appliance Inc. (a) (o)		5,000	$	62,200
Telecommunications — 3.16%
AT&T Corporation		136,200		1,457,340
BellSouth Corporation		19,400		611,100
SBC Communications Inc.		29,000		884,500
Sprint Corporation		22,000		233,420
Verizon Communications Inc.		28,800		1,156,320
WorldCom Inc. – WorldCom Group (a)		74,400		7,440
				4,350,120
Transportation — 2.23%
Burlington Northern Santa Fe Corporation		5,200		156,000
FedEx Corporation		42,200		2,253,480
Norfolk Southern Corporation		28,300		661,654
				3,071,134
Utilities — 0.97%
Ameren Corporation (o)		9,200		395,692
American Electric Power Inc.		10,500		420,210
PG&E Corporation (a)		4,300		76,927
Xcel Energy Inc. (o)		26,700		447,759
				1,340,588
Wireless Communications — 0.18%
Motorola Inc.		15,000		216,300
Sprint PCS (a) (o)		8,000		35,760
				252,060
Total Domestic Common Stocks
(Identified cost $154,629,064)				135,791,548
Foreign Stocks — 0.87%
Crude & Petroleum — 0.82%
Royal Dutch Petroleum Company (ADR)		20,600		1,138,562
Food, Beverages & Tobacco — 0.05%
Unilever		1,000		64,800
Total Foreign Stocks
(Identified cost $1,256,036)				1,203,362
U.S. Treasury Bills — 0.06%
United States Treasury Bills 1.96% due 10/03/02 (p)	$	80,000		79,591
Total U.S. Treasury Bills
(Identified cost $79,591)				79,591

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79

Enterprise Managed Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 1.03%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02 Maturity Value $1,417,171 Collateral: U.S. Treasury Bond $1,455,000, Zero Coupon due 09/26/02, Value $1,448,453	$	1,417,000	$	1,417,000
Total Repurchase Agreement
(Identified cost $1,417,000)				1,417,000
Total Investments
(Identified cost $157,381,691)			$	138,491,501
Other Assets Less Liabilities — (0.55)%				(757,206)
Net Assets 100%			$	137,734,295

(a) Non-income producing security.

(d) Security is fair valued at June 30, 2002.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(p) Security segregated at the custodian as collateral for open futures contracts.

(ADR) American Depository Receipt.

Open futures contracts as of June 30, 2002 are as follows:

Description	Expiration Month	Notional Amount (000s)		Unrealized Appreciation (Depreciation)
S&P Mini 500 Index	9/02	(19	)	$	(27,884	)
				$	(27,884	)

See notes to financial statements.

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THE ENTERPRISE Group of Funds, Inc.

80

Enterprise Strategic Allocation Fund

SUBADVISER’S COMMENTS

UBS Global Asset Management (US), Inc. 

New York, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

UBS Global Asset Management (US) Inc. (“UBS”), with more than $78 billion in assets under management, delivers the investment capabilities of UBS Asset Management in the Americas, a global financial leader with more than $370 billion in assets under management.

Investment Objective

The objective of the Enterprise Strategic Allocation Fund is to seek total return.

Investment Strategies

The Subadviser allocates the Fund’s assets between a stock portion that is designed to track the S&P 500 Index and a fixed income portion that consists of either five-year U.S. Treasury notes or U.S. Treasury bills with remaining maturities of 30 days. The Subadviser bases the allocation upon the recommendation of its Strategic Allocation Model and reallocates on the first business day of each month. The stock portion of the Fund is designed to track the S&P 500 Index and is given greater weight in periods of anticipated strong market performance than in weak, reallocating assets to U.S. Treasury notes or bills when a potential bear market or a prolonged market downturn is projected. The Model can recommend stock allocations of 95 percent, 70 percent, 45 percent, 20 percent or 0 percent. The Model employs a bond risk premium determination in deciding whether to recommend five-year U.S. Treasury notes or 30-day U.S. Treasury bills. The Subadviser may use options and futures to adjust the Fund’s exposure to different asset classes or to maintain exposure to stocks and U.S. Treasury notes while maintaining a balance in cash for Fund management purposes. The Subadviser may also use these instruments to reduce the risk of adverse price movements when investing Fund inflows to facilitate trading and to reduce transaction costs. The Fund may lend portfolio securities on a short-term or long-term basis, up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

For the six-month period, the Fund was down 13.0 percent as compared to the S&P 500 Index, which declined 13.2 percent. The Strategic Allocation Model, to which the Fund adheres, indicated that the U.S. equity market was significantly oversold or undervalued, presenting investors with a buying opportunity. According to the Model, now is historically the time to be “in the market” as stocks generally begin to “price in” an economic recovery. Accordingly, the Fund is currently allocated approximately 95 percent by stocks and 5 percent in U.S. Treasury notes.

Being invested during the market’s good days is critical for benefiting from equity market performance. Over the twelve-year period from 1990 through the end of calendar year 2001, approximately 3,000 trading days, the S&P 500 had an average annual return of roughly 12.8 percent a year. Missing the 40 best days would have reduced performance to about 1.2 percent a year.

Future Investment Strategy

Using history as a guide, Brinson believes the markets may anticipate recovery; the S&P 500 Index was up 12 percent over the course of the fourth quarter, and respond in a positive fashion. Brinson believes this positive response will be bolstered as the economy’s rebound continues. Longer term, it is likely that equities may remain a solid performing asset class compared to cash and bonds from a return perspective. Assuming the historical pattern, positive relative

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81

Enterprise Strategic Allocation Fund — (Continued)

SUBADVISER’S COMMENTS

stock performance interrupted by periodic business cycle downturns, UBS believes a discipline like that followed by the Fund may have a greater opportunity to add value in the coming years than in the 1990s. The nineties began with a recession and evolved into an extended run of positive performance for stocks. UBS has no current plans to materially alter the internal strategic allocation model it followed during the six-month period.

An investment in the Fund is subject to the risk that the manager may not correctly predict when to shift the Fund’s assets from one type of investment to another. In addition, investments in equity securities are subject to the risk that stock prices may fall over short or extended periods of time.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

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THE ENTERPRISE Group of Funds, Inc.

82

Enterprise Strategic Allocation Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Domestic Common Stocks — 91.70%
Advertising — 0.22%
Interpublic Group of Companies Inc. (o)	900	$	22,284
Omnicom Group Inc. (o)	500		22,900
TMP Worldwide Inc. (a) (o)	300		6,450
			51,634
Aerospace — 1.98%
Boeing Company	2,000		90,000
General Dynamics Corporation	500		53,175
Goodrich Corporation	300		8,196
Honeywell International Inc.	2,000		70,460
Lockheed Martin Corporation	1,100		76,450
Northrop Grumman Corporation (o)	300		37,500
Raytheon Company	1,000		40,750
Rockwell Collins Inc. (o)	500		13,710
United Technologies Corporation (o)	1,100		74,690
			464,931
Airlines — 0.03%
Delta Air Lines Inc.	300		6,000
Apparel & Textiles — 0.14%
Jones Apparel Group Inc. (a) (o)	300		11,250
Liz Claiborne Inc. (o)	300		9,540
V. F. Corporation	300		11,763
			32,553
Automotive — 1.04%
Delphi Automotive Systems Corporation	1,400		18,480
Ford Motor Company (o)	4,400		70,400
General Motors Corporation (o)	1,400		74,830
Genuine Parts Company	400		13,948
Goodyear Tire & Rubber Company	400		7,484
Johnson Controls Inc.	200		16,322
Navistar International Corporation (a) (o)	200		6,400
Paccar Inc. (o)	300		13,317
TRW Inc.	300		17,094
Visteon Corporation (o)	400		5,680
			243,955
Banking — 7.10%
AmSouth Bancorporation	900		20,142
Bank of America Corporation	3,700		260,332
Bank of New York Company Inc.	1,800		60,750
Bank One Corporation	2,800		107,744
BB & T Corporation (o)	1,200		46,320
Charter One Financial Inc.	600		20,628
Comerica Inc.	400		24,560
Fifth Third Bancorp	1,400		93,310
First Tennessee National Corporation (o)	300		11,490
FleetBoston Financial Corporation	2,500		80,875
Huntington Bancshares Inc.	700		13,594

	Number of Shares or Principal Amount	Value
J. P. Morgan Chase & Company (o)	4,800	$	162,816
KeyCorp	1,100		30,030
Marshall & Ilsley Corporation (o)	500		15,465
Mellon Financial Corporation	1,100		34,573
National City Corporation	1,500		49,875
Northern Trust Corporation (o)	500		22,030
PNC Financial Services Group	700		36,596
Regions Financial Corporation (o)	600		21,090
SouthTrust Corporation	900		23,508
SunTrust Banks Inc.	700		47,404
Synovus Financial Corporation (o)	700		19,264
U.S. Bancorp (o)	4,600		107,410
Union Planters Corporation (o)	500		16,185
Wachovia Corporation	3,300		125,994
Wells Fargo & Company (o)	4,100		205,246
Zions Bancorporation	200		10,420
			1,667,651
Biotechnology — 0.56%
Amgen Inc. (a) (o)	2,500		104,700
Applied Biosystems Group — Applera Corporation (o)	500		9,745
Chiron Corporation (a) (o)	500		17,675
			132,120
Broadcasting — 1.10%
Clear Channel Communications Inc. (a)	1,500		48,030
Univision Communications Inc. (Class A) (a) (o)	600		18,840
Viacom Inc. (Class B) (a)	4,300		190,791
			257,661
Brokers — 0.05%
Bear Stearns Companies Inc. (o)	200		12,240
Building & Construction — 0.61%
Lowe's Companies Inc. (o)	1,900		86,260
Masco Corporation	1,200		32,532
Pulte Homes Inc. (o)	200		11,496
Vulcan Materials Company (o)	300		13,140
			143,428
Business Services — 0.74%
Automatic Data Processing Inc.	1,500		65,325
Computer Sciences Corporation (a)	400		19,120
Concord EFS Inc. (a) (o)	1,200		36,168
Paychex Inc. (o)	900		28,161
Robert Half International Inc. (a)	500		11,650
Xerox Corporation (a) (o)	1,800		12,546
			172,970
Cable — 0.23%
Comcast Corporation (Class A) (a) (o)	2,300		54,832
Chemicals — 1.40%
Air Products & Chemicals Inc.	600		30,282
Dow Chemical Company	2,200		75,636

THE ENTERPRISE Group of Funds, Inc.

83

Enterprise Strategic Allocation Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Du Pont (E. I.) de Nemours & Company	2,400	$	106,560
Eastman Chemical Company	200		9,380
Ecolab Inc.	300		13,869
Engelhard Corporation	400		11,328
PPG Industries Inc.	400		24,760
Praxair Inc.	400		22,788
Rohm & Haas Company	600		24,294
Sigma-Aldrich Corporation	200		10,030
			328,927
Communications — 0.02%
PMC-Sierra Inc. (a) (o)	400		3,708
Computer Hardware — 3.82%
Apple Computer Inc. (a)	900		15,948
Cisco Systems Inc. (a)	17,800		248,310
Dell Computer Corporation (a)	6,300		164,682
EMC Corporation (a)	5,400		40,770
Gateway Inc. (a) (o)	900		3,996
Hewlett-Packard Company	7,300		111,544
International Business Machines Corporation	4,200		302,400
NCR Corporation (a) (o)	300		10,380
			898,030
Computer Services — 0.59%
Comverse Technology Inc. (a) (o)	500		4,630
Convergys Corporation (a) (o)	400		7,792
Electronic Data Systems Corporation (o)	1,200		44,580
Sabre Holdings Corporation (a) (o)	400		14,320
Sun Microsystems Inc. (a)	7,900		39,579
Unisys Corporation (a)	800		7,200
Yahoo! Inc. (a) (o)	1,400		20,664
			138,765
Computer Software — 4.20%
Adobe Systems Inc.	600		17,100
Autodesk Inc. (o)	300		3,975
BMC Software Inc. (a) (o)	600		9,960
Citrix Systems Inc. (a) (o)	500		3,020
Computer Associates International Inc. (o)	1,400		22,246
Compuware Corporation (a)	1,000		6,070
Intuit Inc. (a)	500		24,860
Mercury Interactive Corporation (a) (o)	200		4,592
Microsoft Corporation (a)	13,100		716,570
Oracle Corporation (a)	13,300		125,951
PeopleSoft Inc. (a) (o)	800		11,904
Rational Software Corporation (a) (o)	500		4,105
Siebel Systems Inc. (a)	1,200		17,064
Veritas Software Corporation (a) (o)	1,000		19,790
			987,207
Conglomerates — 0.08%
Textron Inc.	400		18,760

	Number of Shares or Principal Amount	Value
Construction — 0.10%
Centex Corporation (o)	200	$	11,558
Fluor Corporation (o)	200		7,790
KB Home (o)	100		5,151
			24,499
Consumer Durables — 0.18%
Dana Corporation (o)	400		7,412
Harley-Davidson Inc.	700		35,889
			43,301
Consumer Non-Durables — 0.13%
Avon Products Inc.	600		31,344
Consumer Products — 3.02%
Alberto-Culver Company (Class B) (o)	200		9,560
Black & Decker Corporation	200		9,640
Brunswick Corporation	200		5,600
Clorox Company	600		24,810
Colgate-Palmolive Company	1,300		65,065
Eastman Kodak Company (o)	700		20,419
Gillette Company	2,600		88,062
International Flavors & Fragrances Inc.	300		9,747
Kimberly-Clark Corporation	1,300		80,600
Mattel Inc.	1,100		23,188
Maytag Corporation (o)	200		8,530
Newell Rubbermaid Inc.	700		24,542
Nike, Inc. (Class B) (o)	700		37,555
Procter & Gamble Company	3,100		276,830
Sherwin-Williams Company	400		11,972
Whirlpool Corporation	200		13,072
			709,192
Consumer Services — 0.37%
Apollo Group Inc. (Class A) (a) (o)	400		15,768
First Data Corporation	1,900		70,680
			86,448
Containers/Packaging — 0.11%
Ball Corporation	200		8,296
Pactiv Corporation (a)	400		9,520
Sealed Air Corporation (a) (o)	200		8,054
			25,870
Crude & Petroleum — 4.32%
Anadarko Petroleum Corporation	600		29,580
Burlington Resources Inc. (o)	500		19,000
ChevronTexaco Corporation (o)	2,600		230,100
Conoco Inc.	1,500		41,700
Exxon Mobil Corporation	16,400		671,088
Unocal Corporation	600		22,164
			1,013,632
Drugs & Medical Products — 0.12%
Becton, Dickinson & Company	600		20,670
Thermo Electron Corporation (a)	500		8,250
			28,920

THE ENTERPRISE Group of Funds, Inc.

84

Enterprise Strategic Allocation Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Electrical Equipment — 3.42%
Dominion Resources Inc.	700	$	46,340
Emerson Electric Company	1,000		53,510
General Electric Company	24,100		700,105
Tektronix Inc. (a) (o)	200		3,742
			803,697
Electronics — 0.45%
Agere Systems Inc. (Class B) (a)	1		2
Broadcom Corporation (Class A) (a) (o)	700		12,278
KLA-Tencor Corporation (a) (o)	500		21,995
Micron Technology Inc. (a) (o)	1,500		30,330
PerkinElmer Inc. (o)	300		3,315
QLogic Corporation (a) (o)	200		7,620
Rockwell International Corporation	500		9,990
Sanmina-SCI Corporation (a) (o)	1,300		8,203
Solectron Corporation (a) (o)	2,000		12,300
			106,033
Energy — 1.33%
AES Corporation (a) (o)	1,400		7,588
American Power Conversion Corporation (a) (o)	500		6,315
Calpine Corporation (a) (o)	900		6,327
Cinergy Corporation	400		14,396
DTE Energy Company (o)	400		17,856
Duke Energy Corporation	2,000		62,200
Dynegy Inc.	900		6,480
Entergy Corporation	600		25,464
Exelon Corporation	800		41,840
FirstEnergy Corporation (o)	700		23,366
Mirant Corporation (a) (o)	1,000		7,300
Progress Energy Inc.	500		26,005
Reliant Energy Inc. (o)	800		13,520
TECO Energy Inc.	400		9,900
TXU Corporation	700		36,085
Williams Companies Inc. (o)	1,300		7,787
			312,429
Entertainment & Leisure — 0.67%
Carnival Corporation (o)	1,400		38,766
Harrah’s Entertainment Inc. (a) (o)	300		13,305
International Game Technology (a)	200		11,340
Walt Disney Company	5,000		94,500
			157,911
Fiber Optics — 0.09%
CIENA Corporation (a) (o)	900		3,771
Corning Inc. (a) (o)	2,400		8,520
JDS Uniphase Corporation (a)	3,400		9,078
			21,369
Finance — 1.73%
Capital One Financial Corporation (o)	500		30,525
Equifax Inc. (o)	400		10,800
Fiserv Inc. (a)	500		18,355

	Number of Shares or Principal Amount	Value
Franklin Resources Inc.	600	$	25,584
H&R Block Inc. (o)	400		18,460
Household International Inc.	1,100		54,670
Lehman Brothers Holdings Inc. (o)	600		37,512
MBNA Corporation	2,100		69,447
MGIC Investment Corporation (o)	300		20,340
Moody’s Corporation (o)	400		19,900
Providian Financial Corporation (a) (o)	800		4,704
SLM Corporation (o)	400		38,760
State Street Corporation (o)	800		35,760
Stilwell Financial Inc.	600		10,920
T. Rowe Price Group Inc.	300		9,864
			405,601
Food, Beverages & Tobacco — 5.73%
Albertson’s Inc. (o)	1,000		30,460
Anheuser-Busch Companies, Inc.	2,100		105,000
Archer-Daniels-Midland Company	1,600		20,464
Brown-Forman Corporation (Class B) (o)	200		13,800
Campbell Soup Company	1,000		27,660
Coca-Cola Company	6,000		336,000
Coca-Cola Enterprises Inc. (o)	1,100		24,288
Conagra Inc.	1,300		35,945
Fortune Brands Inc.	400		22,400
General Mills Inc. (o)	900		39,672
H.J. Heinz Company	900		36,990
Hershey Foods Corporation	300		18,750
Kellogg Company	1,000		35,860
Pepsi Bottling Group, Inc. (o)	700		21,560
PepsiCo Inc.	4,300		207,260
Philip Morris Companies Inc.	5,200		227,136
Sara Lee Corporation (o)	1,900		39,216
Supervalu Inc.	300		7,359
Sysco Corporation	1,600		43,552
Wendy’s International Inc. (o)	300		11,949
Winn-Dixie Stores Inc. (o)	400		6,236
Wrigley (William Jr.) Company	600		33,210
			1,344,767
Forest Products — 0.07%
Plum Creek Timber Company Inc.	500		15,350
Health Care — 0.76%
Aetna Inc. (o)	400		19,188
Bausch & Lomb Inc. (o)	100		3,385
C.R. Bard Inc. (o)	100		5,658
HCA Inc. (o)	1,200		57,000
HEALTHSOUTH Corporation (a) (o)	1,000		12,790
McKesson Corporation (o)	700		22,890
Tenet Healthcare Corporation (a)	800		57,240
			178,151
Hotels & Restaurants — 0.82%
Darden Restaurants Inc. (o)	400		9,880
Hilton Hotels Corporation	900		12,510

THE ENTERPRISE Group of Funds, Inc.

85

Enterprise Strategic Allocation Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Marriott International Inc. (Class A)	600	$	22,830
McDonald’s Corporation	3,100		88,195
Starbucks Corporation (a) (o)	900		22,365
Starwood Hotels & Resorts Worldwide Inc. (o)	500		16,445
Yum Brands Inc. (a)	700		20,475
			192,700
Insurance — 0.66%
ACE Ltd.	600		18,960
AFLAC Inc.	1,200		38,400
Aon Corporation	700		20,636
Cigna Corporation	300		29,226
Jefferson-Pilot Corporation (o)	400		18,800
Progressive Corporation	500		28,925
			154,947
Life Insurance — 0.05%
Torchmark Corporation	300		11,460
Machinery — 0.67%
Caterpillar Inc.	800		39,160
Deere & Company	600		28,740
Dover Corporation (o)	500		17,500
Illinois Tool Works Inc.	700		47,810
Pitney Bowes Inc. (o)	600		23,832
			157,042
Manufacturing — 1.33%
3M Company	900		110,700
American Standard Companies Inc. (a)	200		15,020
Avery Dennison Corporation	300		18,825
Cintas Corporation (o)	400		19,772
Cooper Industries Ltd. (Class A)	200		7,860
Danaher Corporation	400		26,540
Eaton Corporation	200		14,550
Ingersoll-Rand Company Ltd.	400		18,264
ITT Industries Inc.	200		14,120
Leggett & Platt Inc.	500		11,700
Molex Inc.	500		16,765
Pall Corporation	300		6,225
Parker-Hannifin Corporation (o)	300		14,337
Stanley Works (o)	200		8,202
W.W. Grainger Inc. (o)	200		10,020
			312,900
Media — 0.90%
AOL Time Warner Inc. (a)	10,800		158,868
Gannett Company Inc.	700		53,130
			211,998
Medical Instruments — 1.11%
Biomet Inc. (o)	700		18,984
Boston Scientific Corporation (a)	1,000		29,320
Guidant Corporation (a)	700		21,161
Medtronic Inc.	2,900		124,265

	Number of Shares or Principal Amount	Value
St. Jude Medical Inc. (a)	200	$	14,770
Stryker Corporation	500		26,755
Waters Corporation (a) (o)	300		8,010
Zimmer Holdings Inc. (a)	500		17,830
			261,095
Medical Services — 0.97%
Biogen Inc. (a) (o)	400		16,572
Cardinal Health Inc.	1,100		67,551
Genzyme Corporation (a)	500		9,620
Health Management Associates Inc. (Class A) (a)	600		12,090
Humana Inc. (a)	400		6,252
IMS Health Inc. (o)	700		12,565
Manor Care Inc. (a)	300		6,900
UnitedHealth Group Inc. (o)	700		64,085
Wellpoint Health Networks Inc. (a)	400		31,124
			226,759
Metals & Mining — 0.86%
Alcan Inc.	800		30,016
Alcoa Inc.	2,100		69,615
El Paso Corporation	1,300		26,793
Freeport-McMoRan Copper & Gold (Class B) (a) (o)	400		7,140
INCO Ltd. (a) (o)	500		11,320
Kinder Morgan Inc. (o)	300		11,406
Newmont Mining Corporation (o)	1,000		26,330
Nucor Corporation	200		13,008
United States Steel Corporation (o)	300		5,967
			201,595
Misc. Financial Services — 5.12%
Ambac Financial Group Inc.	300		20,160
American Express Company	3,200		116,224
Charles Schwab Corporation (o)	3,300		36,960
Citigroup Inc.	12,500		484,375
Countrywide Credit Industries Inc.	300		14,475
Fannie Mae (o)	2,400		177,000
Freddie Mac	1,700		104,040
John Hancock Financial Services Inc.	700		24,640
MBIA Inc.	400		22,612
Merrill Lynch & Company Inc.	2,100		85,050
Morgan Stanley Dean Witter & Company	2,700		116,316
			1,201,852
Multi-Line Insurance — 2.87%
American International Group Inc. (o)	6,300		429,849
Cincinnati Financial Corporation (o)	400		18,612
Hartford Financial Services Group Inc.	600		35,682
Lincoln National Corporation	500		21,000
Loews Corporation	500		26,495
Marsh & McLennan Companies Inc.	700		67,620

THE ENTERPRISE Group of Funds, Inc.

86

Enterprise Strategic Allocation Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
MetLife Inc. (o)	1,700	$	48,960
SAFECO Corporation	300		9,267
UnumProvident Corporation	600		15,270
			672,755
Oil Services — 1.66%
Amerada Hess Corporation	200		16,500
Apache Corporation	400		22,992
Baker Hughes Inc.	800		26,632
BJ Services Company (a) (o)	400		13,552
Devon Energy Corporation	400		19,712
EOG Resources Inc.	300		11,910
Halliburton Company	1,100		17,534
Kerr-McGee Corporation (o)	300		16,065
KeySpan Corporation	400		15,060
Marathon Oil Corporation	800		21,696
Nabors Industries Ltd. (a) (o)	400		14,120
Noble Corporation (a)	300		11,580
Occidental Petroleum Corporation	900		26,991
Phillips Petroleum Company	900		52,992
Rowan Companies Inc. (a) (o)	200		4,290
Schlumberger Ltd.	1,400		65,100
Sunoco Inc. (o)	200		7,126
Transocean Sedco Forex Inc.	800		24,920
			388,772
Paper & Forest Products — 0.31%
Georgia-Pacific Group	600		14,748
International Paper Company	1,200		52,296
Temple-Inland Inc. (o)	100		5,786
			72,830
Paper Products — 0.07%
MeadWestvaco Corporation (o)	500		16,780
Pharmaceuticals — 9.33%
Abbott Laboratories	3,800		143,070
Allergan Inc. (o)	300		20,025
AmerisourceBergen Corporation (o)	300		22,800
Baxter International Inc.	1,500		66,675
Bristol-Myers Squibb Company	4,700		120,790
Eli Lilly & Company	2,700		152,280
Forest Laboratories Inc. (a)	400		28,320
Immunex Corporation (a)	1,300		29,042
Johnson & Johnson (o)	7,300		381,498
King Pharmaceuticals Inc. (a)	600		13,350
MedImmune Inc. (a)	600		15,840
Merck & Company Inc.	5,500		278,520
Pfizer Inc.	15,100		528,500
Pharmacia Corporation	3,100		116,095
Schering-Plough Corporation	3,600		88,560
UST Inc.	400		13,600
Watson Pharmaceuticals Inc. (a) (o)	300		7,581
Wyeth	3,200		163,840
			2,190,386

	Number of Shares or Principal Amount	Value
Printing & Publishing — 0.23%
Donnelley (R.R.) & Sons Company	300	$	8,265
Lexmark International Group Inc. (a) (o)	300		16,320
McGraw-Hill Companies Inc.	500		29,850
			54,435
Property-Casualty Insurance — 0.47%
Allstate Corporation	1,700		62,866
Chubb Corporation	400		28,320
St. Paul Companies Inc.	500		19,460
			110,646
Publishing — 0.33%
Dow Jones & Company Inc. (o)	200		9,690
Knight Ridder Inc.	200		12,590
New York Times Company	400		20,600
Tribune Company	800		34,800
			77,680
Raw Materials — 0.20%
Phelps Dodge Corporation (a) (o)	200		8,240
Weyerhaeuser Company	600		38,310
			46,550
Real Estate — 0.40%
Cendant Corporation (a) (o)	2,500		39,700
Equity Office Properties Trust	1,100		33,110
Equity Residential Properties Trust	700		20,125
			92,935
Retail — 6.74%
Autozone Inc. (a)	300		23,190
Bed Bath & Beyond Inc. (a)	700		26,418
Best Buy Company Inc. (a) (o)	800		29,040
Big Lots Inc. (a) (o)	300		5,904
Circuit City Stores Inc.	500		9,375
Costco Wholesale Corporation (a)	1,100		42,482
CVS Corporation	1,000		30,600
Dillards Inc. (Class A) (o)	200		5,258
Dollar General Corporation	800		15,224
Family Dollar Stores Inc.	400		14,100
Federated Department Stores Inc. (a)	500		19,850
Gap Inc. (o)	2,100		29,820
Hasbro Inc. (o)	500		6,780
Home Depot Inc.	5,700		209,361
J.C. Penney Company, Inc. (o)	700		15,414
Kohl’s Corporation (a)	800		56,064
Kroger Company (a)	1,900		37,810
Limited Brands (o)	1,300		27,690
May Department Stores Company	700		23,051
Nordstrom Inc. (o)	300		6,795
Office Depot Inc. (a)	800		13,440
Radioshack Corporation (o)	400		12,024
Safeway Inc. (a)	1,200		35,028

THE ENTERPRISE Group of Funds, Inc.

87

Enterprise Strategic Allocation Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Sears Roebuck & Company	800	$	43,440
Staples Inc. (a)	1,100		21,670
Target Corporation	2,200		83,820
Tiffany & Company	400		14,080
TJX Companies Inc. (o)	1,300		25,493
Toys R Us Inc. (a) (o)	500		8,735
Wal-Mart Stores Inc.	10,800		594,108
Walgreen Company (o)	2,500		96,575
			1,582,639
Savings and Loan — 0.48%
Golden West Financial Corporation	400		27,512
Washington Mutual Inc. (o)	2,300		85,353
			112,865
Semiconductors — 2.66%
Advanced Micro Devices Inc. (a) (o)	900		8,748
Altera Corporation (a) (o)	1,000		13,600
Analog Devices Inc. (a)	900		26,730
Applied Materials Inc. (a) (o)	4,000		76,080
Applied Micro Circuits Corporation (a) (o)	800		3,784
Intel Corporation	16,200		295,974
LSI Logic Corporation (a) (o)	900		7,875
Maxim Integrated Products Inc. (a) (o)	800		30,664
National Semiconductor Corporation (a) (o)	400		11,668
Novellus Systems Inc. (a) (o)	400		13,600
Nvidia Corporation (a) (o)	400		6,872
Teradyne Inc. (a) (o)	500		11,750
Texas Instruments Inc.	4,200		99,540
Xilinx Inc. (a)	800		17,944
			624,829
Technology — 0.33%
Agilent Technologies Inc. (a)	1,100		26,015
Jabil Circuit Inc. (a) (o)	500		10,555
Linear Technology Corporation	800		25,144
Network Appliance Inc. (a) (o)	800		9,952
Symbol Technologies Inc. (o)	600		5,100
			76,766
Telecommunications — 3.97%
ADC Telecommunications Inc. (a)	2,100		4,809
Alltel Corporation	800		37,600
AT&T Corporation	9,200		98,440
Avaya Inc. (a) (o)	900		4,455
BellSouth Corporation	4,500		141,750
Centurytel Inc. (o)	400		11,800
Citizens Communications Company (a) (o)	800		6,688
Lucent Technologies Inc. (a) (o)	8,400		13,944
QUALCOMM Inc. (a) (o)	1,900		52,231

	Number of Shares or Principal Amount	Value
Qwest Communications International Inc. (a) (o)	4,100	$	11,480
SBC Communications Inc.	8,100		247,050
Scientific Atlanta Inc.	400		6,580
Sprint Corporation	2,200		23,342
Tellabs Inc. (a) (o)	1,100		6,820
Verizon Communications Inc.	6,600		264,990
			931,979
Transportation — 0.75%
AMR Corporation (a)	400		6,744
Burlington Northern Santa Fe Corporation	900		27,000
CSX Corporation	500		17,525
FedEx Corporation	700		37,380
Norfolk Southern Corporation	900		21,042
Southwest Airlines Company	1,800		29,088
Union Pacific Corporation	600		37,968
			176,747
Utilities — 1.13%
Allegheny Energy Inc. (o)	300		7,725
Ameren Corporation (o)	400		17,204
American Electric Power Inc.	800		32,016
Consolidated Edison Inc. (o)	500		20,875
Constellation Energy Group Inc. (o)	400		11,736
Edison International (a)	800		13,600
FPL Group Inc. (o)	400		23,996
NiSource Inc.	500		10,915
PG&E Corporation (a)	1,000		17,890
PPL Corporation (o)	400		13,232
Public Service Enterprise Group	500		21,650
Sempra Energy (o)	500		11,065
Southern Company (o)	1,700		46,580
Xcel Energy Inc. (o)	1,000		16,770
			265,254
Waste Management — 0.19%
Allied Waste Industries Inc. (a)	500		4,800
Waste Management Inc.	1,500		39,075
			43,875
Wireless Communications — 0.58%
AT&T Wireless Services Inc. (a)	6,600		38,610
Motorola Inc.	5,500		79,310
Nextel Communications Inc. (Class A) (a) (o)	2,100		6,741
Sprint PCS (a) (o)	2,400		10,728
			135,389
Total Domestic Common Stocks
(Identified cost $23,757,547)			21,530,346

THE ENTERPRISE Group of Funds, Inc.

88

Enterprise Strategic Allocation Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount	Value
Foreign Stocks — 2.18%
Crude & Petroleum — 1.20%
Royal Dutch Petroleum Company (ADR) (o)	5,100	$	281,877
Food, Beverages & Tobacco — 0.39%
Unilever (o)	1,400		90,720
Insurance — 0.11%
XL Capital Ltd. (Class A) (o)	300		25,410
Manufacturing — 0.28%
Tyco International Ltd.	4,900		66,199
Metals & Mining — 0.14%
Barrick Gold Corporation (a) (o)	1,300		24,687
Placer Dome Inc.	800		8,968
			33,655
Telecommunications — 0.06%
Nortel Networks Corporation (a) (o)	9,500		13,775
Total Foreign Stocks
(Identified cost $655,984)			511,636

	Number of Shares or Principal Amount		Value
U. S. Treasury Obligations — 6.03%
U.S. Treasury Note 6.125% due 08/15/07	$	1,300,000	$	1,416,926
Total U. S. Treasury Obligations
(Identified cost $1,391,692)				1,416,926
Total Investments
(Identified cost $25,805,223)			$	23,458,908
Other Assets Less Liabilities — 0.09%				20,006
Net Assets — 100%			$	23,478,914

(a) Non-income producing security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(ADR) American Depository Receipt.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

89

Enterprise Government Securities Fund

SUBADVISER’S COMMENTS

TCW Investment Management Company

Los Angeles, California

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

TCW Investment Management Company (“TCW”), a wholly owned subsidiary of TCW Group, Inc., became subadviser of the Enterprise Government Securities Fund on May 1, 1992. TCW Group, Inc. manages approximately $88.5 billion for institutional clients, and its normal investment minimum is $35 million.

Investment Objective

The objective of the Enterprise Government Securities Fund is to seek current income and safety of principal.

Investment Strategies

The Government Securities Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in securities that are obligations of the U.S. Government, its agencies or instrumentalities. The Fund’s investments may include securities issued by the U.S. Treasury, such as treasury bills, treasury notes and treasury bonds. In addition, the Fund may invest in securities that are issued or guaranteed by agencies and instrumentalities of the U.S. Government. Securities issued by agencies or instrumentalities may or may not be backed by the full faith and credit of the United States. Securities issued by the Government National Mortgage Association (‘‘GNMA Certificates’’) are examples of full faith and credit securities. Agencies or instrumentalities whose securities are not backed by the full faith and credit of the United States include Fannie Mae and Freddie Mac. To a limited extent, the Fund may invest in mortgage-backed securities, including collateralized mortgage obligations (‘‘CMOs’’). The Fund may concentrate from time to time in different U.S. Government securities in order to obtain the highest available level of current income and safety of principal. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The U.S. Treasury market appears well on its way to outperforming the equity market again this year, for the third consecutive year. The last time the treasury market outperformed equities three years in a row was 1939-1941. After rising sharply in the first quarter as the economy began to recover at a much faster rate than expected, interest rates reversed course in the second quarter as equity markets plummeted and investors sought the relative safety of the U.S. Government market. Most of the stock market decline has been attributed to the precipitous decline in investor confidence brought on by persistent concerns about corporate accounting practices, worries about domestic terrorism, and political tensions in the Middle East and Asia. The Fed has kept the overnight bank-lending rate at 1.75 percent since the beginning of the year, citing uncertainties related to the strength of the recovery.

Even though most Treasury yields were significantly above year-end levels at the end of the first quarter, the interest rate rally in the second quarter brought many Treasury yields back down below the levels observed at the end of 2001. The 10-year U.S. Treasury closed at a yield of 4.80 percent on the last day of trading in June, 0.25 percent below its close 6 months earlier. The 2-year Treasury fell 0.21 percent to 2.81 percent and the 5-year was down 0.27 percent at 4.03 percent.

The Lehman Mortgage Index earned a total rate of return of 4.51 percent in the first half of 2002, exceeding the 3.79 percent return of the Lehman Aggregate Index, the 3.26 percent return of the Lehman Government/Credit Index and the 2.63 percent return of the Lehman Credit Index by wide margins. Spreads between mortgages and treasuries tightened in the first three months of the year due to a decline in market volatility, but widened back out in the last three months reflecting the increase in prepayment rate risk that accompanied the steep decline in interest rates. Longer

THE ENTERPRISE Group of Funds, Inc.

90

Enterprise Government Securities Fund  — (Continued)

SUBADVISER’S COMMENTS

duration assets have outperformed since the beginning of the year because of the sharp decline in interest rates over the past several weeks. The discount coupons earned higher returns than the premiums and both the Freddie Mac and Fannie Mae sub-sectors have outperformed Ginnie Mae. Demand for mortgage product has been strong. Financing rates have been attractive and the new issue CMO market robust.

Future Investment Strategy

Most economists expect GDP to slow from the first quarter’s torrid pace of 5 percent to between 2.5 percent to 3.5 percent for the rest of the year. A favorable inflationary climate and moderating economy will reduce the likelihood that the Fed will have to increase interest rates significantly in the near future and supports expectations of stable bond market returns over the next few months. Many investors are calling for a rate increase from the Fed in November, although some have recently hinted at the possibility of another rate cut due to the abysmal performance of the stock market. Mortgage rates are now at 6-month lows and another 0.30 to 0.40 percent decline will result in another wave of refinancing activity. Extension concerns have been replaced with refinancing concerns and mortgage prices have adjusted recently to reflect this increased risk. TCW’s outlook for the returns of the mortgage sector of the Fund is favorable. Call protection has always been a major tenet of TCW’s investment strategy. This structural feature minimizes the negative impact of increases in prepayment rate risk on mortgage securities and enhances the Fund’s returns during periods of declining interest rates.

Although government securities may be guaranteed as to the timely payment of principal and interest, fund shares are not insured and their value will fluctuate based on market conditions.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

91

Enterprise Government Securities Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Agency Obligations — 86.74%
Fannie Mae — 12.90%
5.50%, due 01/01/09	$	867,248	$	890,113
6.50%, due 02/01/09		56,390		59,075
5.50%, due 06/01/09		1,820,169		1,876,342
7.00%, due 03/01/14		683,091		716,192
8.00%, due 11/01/16		1,431,511		1,539,454
6.50%, due 08/01/19		4,680,996		4,821,929
10.00%, due 07/01/20		80,528		90,406
9.50%, due 08/01/20		178,023		195,879
9.50%, due 10/01/20		428,180		471,126
6.00%, due 11/01/28		2,891,354		2,909,144
6.00%, due 11/01/28		5,625,057		5,659,666
7.00%, due 11/01/30		3,184,971		3,302,159
1.00%, due 06/01/32		5,000,000		5,028,125
				27,559,610
Freddie Mac Participation Certificates — 8.24%
7.00%, due 09/01/17		600,166		627,518
7.00%, due 10/01/17		833,049		871,015
10.00%, due 10/01/18		374,502		422,734
10.00%, due 07/01/20		639,397		722,923
10.00%, due 10/01/20		308,152		348,622
9.00%, due 10/01/22		555,238		610,429
6.50%, due 02/01/31		5,669,024		5,791,752
6.50%, due 03/01/31		4,637,070		4,737,457
6.50%, due 05/01/31		3,388,564		3,461,922
				17,594,372
Federal Housing Administration — 0.80%
7.18%, due 02/20/29		1,718,768		1,710,174
Federal Home Loan Banks — 7.43%
6.50%, due 07/01/21		6,195,325		6,375,451
6.00%, due 10/01/31		9,492,443		9,484,638
				15,860,089
Government National Mortgage Association — 57.37%
9.00%, due 08/15/16		2,668		2,944
7.00%, due 12/15/27		2,193,392		2,286,101
6.50%, due 08/15/28		1,009,576		1,035,346
6.50%, due 02/20/29		5,902,227		6,022,099
6.50%, due 05/15/29		3,815,116		3,908,997
7.00%, due 06/15/29		2,102,766		2,188,306
7.00%, due 10/15/29		2,797,731		2,911,541
6.50%, due 04/20/31		14,205,501		14,462,012
6.00%, due 12/15/31		9,897,475		9,906,109
6.00%, due 12/15/31		2,940,602		2,943,167
6.00%, due 12/15/31		6,905,698		6,911,722
6.00%, due 01/15/32		9,959,912		9,967,888

	Number of Shares or Principal Amount		Value
6.50%, due 01/15/32	$	9,910,685	$	10,131,353
6.50%, due 01/15/32		9,764,449		9,981,860
1.00%, due 03/20/32		4,913,895		5,001,784
6.50%, due 06/15/32		15,000,000		15,333,984
7.00%, due 10/15/33		14,431,696		15,038,211
5.95%, due 11/15/33		4,407,564		4,499,933
				122,533,357
Total Agency Obligations
(Identified cost $181,419,278)				185,257,602
Collateralized Mortgage Obligations — 6.05%
Chase Mortgage Finance Corporation 19.10%, due 05/25/28 (v)		3,386,325		4,118,265
Fannie Mae Series 1994-10 Class M 6.50%, due 06/25/23		205,562		214,404
Freddie Mac Series 1552 Class YA 17.60%, due 08/15/23 (v)		148,585		149,157
Freddie Mac Series 1634 Class SB 8.80%, due 12/15/23 (v)		2,222,727		2,326,551
PNC Mortgage Securities Corporation 6.25%, due 02/25/14		2,337,806		2,404,247
PNC Mortgage Securities Corporation Series 1998-5 6.625%, due 07/25/28		973,186		1,007,481
Structured Asset Securities Corporation 6.75%, due 03/25/29		2,636,848		2,702,505
Total Collateralized Mortgage Obligations
(Identified cost $10,808,663)				12,922,610
Commercial Paper — 2.35%
Wal Mart Stores Inc. 1.73%, due 07/02/02		$5,024,000		5,023,759
Total Commercial Paper
(Identified cost $5,023,759)				5,023,759

THE ENTERPRISE Group of Funds, Inc.

92

Enterprise Government Securities Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Repurchase Agreements — 4.46%
State Street Bank & Trust Repurchase Agreement 1.45%, due 07/01/02, Maturity Value $9,523,151 Collateral: U.S. Treasury Bond, $9,760,000, Zero Coupon due 09/26/02, Value $9,716,080	$	9,522,000	$	9,522,000
Total Repurchase Agreements
(Identified cost $9,522,000)				9,522,000

	Number of Shares or Principal Amount	Value
Total Investments
(Identified cost $206,773,700)		$	212,725,971
Other Assets Less Liabilities — 0.40%			860,865
Net Assets — 100%		$	213,586,836

(v) Inverse floater; interest rate is as of June 30, 2002.

See notes to financial statements.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

93

Enterprise High-Yield Bond Fund

SUBADVISER’S COMMENTS

Caywood-Scholl Capital Management

San Diego, California

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Caywood-Scholl Capital Management (“Caywood-Scholl”) has been subadviser to the Enterprise High-Yield Bond Fund since its inception in 1987. Caywood-Scholl manages approximately $1.5 billion for institutional clients, and its normal investment minimum is $3 million.

Investment Objective

The objective of the Enterprise High-Yield Bond Fund is to seek maximum current income.

Investment Strategies

The High-Yield Bond Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in bonds that are below investment grade. The Fund generally invests in high-yield, income producing U.S. corporate bonds that are rated B3 to Ba1 by Moody’s Investors Service, Inc. (“Moody’s”) or B– to BB+ by Standard & Poor’s Corporation (“S&P”), which are commonly known as “junk bonds.” The Fund’s investments are selected by the subadviser after examination of the economic outlook to determine those industries that appear favorable for investment. Industries going through a perceived decline generally are not candidates for selection. After the industries are selected, the subadviser identifies bonds of issuers within those industries based on their creditworthiness; their yields in relation to their credit and the relative value in relation to the high yield market. Companies near or in bankruptcy are not considered for investment. The Fund does not purchase bonds in the lowest ratings categories (rated Ca or lower by Moody’s or CC or lower by S&P or which, if unrated, in the judgment of the subadviser have characteristics of such lower-grade bonds). Should an investment be subsequently downgraded to Ca or lower or CC or lower, the subadviser has discretion to hold or liquidate the security. Subject to the restrictions described above, under normal circumstances, up to 20 percent of the Fund’s assets may include: (1) bonds rated Caa by Moody’s or CCC by S&P; (2) unrated debt securities which, in the judgment of the subadviser, have characteristics similar to those described above; (3) convertible debt securities; (4) puts, calls and futures as hedging devices; (5) foreign issuer debt securities; and (6) short-term money market instruments, including certificates of deposit, commercial paper, U.S. Government securities and other income-producing cash equivalents. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 ¹/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The macro themes of accounting integrity and corporate credibility overwhelmed the high-yield market’s positive technical characteristics resulting in a very difficult quarter. In particular, the high-yield market has been significantly impacted by the rapid collapse of Adelphia Communications Corporation and WorldCom. The magnitude of the questionable accounting practices of these companies has disillusioned many investors. The heightened level of investor distrust created by these financial implosions has caused bond investors to reassess some of the traditional metrics used to evaluate credit risk, such as, EBITDA, operating cash flow, and asset values. The impact has been a contagion effect whereby several industries have been hit hard with respect to the prices of their securities and access to capital. Included within these industries are cable, independent power producers, media, pipelines, and telecommunications. Caywood-Scholl witnessed the spread of a contagion effect whereby many traditionally asset rich, investment grade companies found their bonds trading at high-yield levels. Included in this group were AOL Time Warner Inc., AT&T, Cox Communications, El Paso Energy, Sprint, and Williams. As these high-grade issuers’ bonds depreciated in value, their high-yield brethren’s securities adjusted downward in value to reflect the appropriate risk discounts. Accordingly, the high-yield indices had their worst month ever in June. However, because the indices had such a heavy weighting in Qwest Communications and WorldCom, they were hit much harder than money managers with well-diversified portfolios.

THE ENTERPRISE Group of Funds, Inc.

94

Enterprise High-Yield Bond Fund — (Continued)

SUBADVISER’S COMMENTS

In addition to problems experienced in high-yield, the economy has seen the broader market reduce its expectations of a recovery in corporate profitability. The combination of waning confidence in corporate America and the capital markets caused investors to hem in their appetite for risk. In the high-yield market, this risk reduction trend has manifested itself in the further reinforcement of the bifurcated market. Whereby the higher quality portion of the market generally trades in a 7.5 percent to 9.0 percent range, the lower quality portion trades between 12 percent and 25 percent.

Future Investment Strategy

The consensus expectation for the second half of the year is for a modest economic pickup. Any sort of improvement should help lower the high-yield bond default rate. Moody’s expects the default rate to decline from 10.25 percent in May to 8.3 percent by year-end on a modest recovery assumption. In addition to economic expectations, The Fed’s survey of senior loan officers is known to be a statistically reliable leading indicator of default rates. In the most recent survey, April 2002, there was a decline in tightening standards from the preceding survey, thus a positive indication of lower future default rates.

As the economy improves and capital becomes more readily available, Caywood-Scholl expects high-yields to provide attractive risk adjusted returns. Extremely wide spreads for the Merrill Lynch High-Yield Index at 0.781 percent and 0.734 percent over treasuries for June 2002 and December 2001, respectively, may help provide upside potential for the second half of the year. The Fund will maintain its defensive posture, emphasizing liquidity and diversification while investing in the higher quality tiers of the market.

There are specific risks associated with the types of bonds held in the Fund, which include defaults by the issuer, market valuation, and interest rate sensitivity.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

95

Enterprise High-Yield Bond Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Domestic Corporate Bonds — 84.41%
Aerospace — 0.06%
United Air Lines Inc. 10.25%, due 07/15/21 (o)	$	200,000	$	100,000
Apparel & Textiles — 0.84%
Fruit of the Loom Inc. 8.875%, due 04/15/06 (b)		300,000		6,750
Levi Strauss & Company 7.00%, due 11/01/06 (o)		1,100,000		913,000
Levi Strauss & Company 11.625%, due 01/15/08		425,000		403,750
				1,323,500
Automotive — 3.49%
Autonation Inc. 9.00%, due 08/01/08		1,750,000		1,802,500
Avis Group Holdings Inc. 11.00%, due 05/01/09		750,000		817,500
Navistar International Corporation 9.375%, due 06/01/06		650,000		669,500
Sonic Automotive Inc. 11.00%, due 08/01/08		1,050,000		1,102,500
United Rentals Inc. (Series B) 8.80%, due 08/15/08 (o)		1,100,000		1,089,000
				5,481,000
Banking — 1.00%
Western Financial Bank 8.875%, due 08/01/07		850,000		818,682
Western Financial Bank 9.625%, due 05/15/12		750,000		750,000
				1,568,682
Broadcasting — 4.60%
Echostar DBS Corporation 9.125%, due 01/15/09 (144A)		500,000		457,500
Echostar DBS Corporation 9.375%, due 02/01/09 (o)		1,200,000		1,110,000
Fox Family Worldwide Inc. 0%/10.25%, due 11/01/07 (c)		633,409		675,372
Fox Family Worldwide Inc. 9.25%, due 11/01/07		900,000		951,750
Fox Sports Networks LLC 0%/9.75%, due 08/15/07 (c)		2,400,000		2,448,000
Sinclair Broadcast Group Inc. 8.75%, due 12/15/07		700,000		696,500
Sinclair Broadcast Group Inc. 8.75%, due 12/15/11		650,000		650,000
Sinclair Broadcast Group Inc. 8.00%, due 03/15/12		250,000		246,250
				7,235,372

	Number of Shares or Principal Amount		Value
Building & Construction — 1.47%
Building Materials Corporation America 7.75%, due 07/15/05	$	350,000	$	308,438
Integrated Electrical Services 9.375%, due 02/01/09 (o)		1,400,000		1,344,000
Nortek Inc. 8.875%, due 08/01/08		400,000		403,000
Nortek Inc. (Series B) 9.125%, due 09/01/07		250,000		253,125
				2,308,563
Business Services — 1.26%
Xerox Corporation 9.75%, due 01/15/09 (144A)		900,000		738,000
Xerox Corporation 7.20%, due 04/01/16 (o)		1,750,000		1,242,500
				1,980,500
Cable — 2.52%
Adelphia Communications Corporation 8.375%, due 02/01/08 (b) (o)		250,000		100,000
Adelphia Communications Corporation 7.875%, due 05/01/09 (b) (o)		250,000		96,250
Adelphia Communications Corporation 9.375%, due 11/15/09 (b)		600,000		243,000
Adelphia Communications Corporation 10.875%, due 10/01/10 (b)		250,000		98,750
Charter Communication Holdings 8.25%, due 04/01/07 (o)		1,100,000		737,000
Charter Communication Holdings 8.625%, due 04/01/09 (o)		1,400,000		938,000
Charter Communications Holdings 10.75%, due 10/01/09		200,000		140,500
CSC Holdings Inc. 7.625%, due 04/01/11 (o)		2,000,000		1,609,160
				3,962,660
Chemicals — 0.98%
Lyondell Chemical Company 9.875%, due 05/01/07		450,000		430,875
PCI Chemicals Canada Company 10.00%, due 12/31/08 (o)		253,742		172,862
Pioneer Americas Inc. 5.355%, due 12/31/06 (v)		84,581		55,083
Scotts Company 8.625%, due 01/15/09		500,000		515,625
Scotts Company 8.625%, due 01/15/09 (144A)		350,000		360,938
				1,535,383

THE ENTERPRISE Group of Funds, Inc.

96

Enterprise High-Yield Bond Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Communications — 0.00%
Globalstar Telecommunications (Wts) (a) (d) (144A)	$	700	$	—
Loral Space & Communication Ltd. (Wts) (a)		850		394
Loral Space & Communications (Wts) (a)		5,584		3,350
				3,744
Computer Services — 0.36%
Lucent Technologies Inc. 6.45%, due 03/15/29	$	1,100,000		566,500
Computer Software — 0.00%
Verado Holdings Inc. (Wts) (a) (144A)		500		148
Consumer Products — 2.53%
Chattem Inc. (Series B) 8.875%, due 04/01/08	$	484,000		488,840
Elizabeth Arden Inc. 11.75%, due 02/01/11 (o)		850,000		871,250
French Fragrances Inc. (Series B) 10.375%, due 05/15/07		550,000		508,750
French Fragrances Inc. (Series D) 10.375%, due 05/15/07		150,000		136,500
Sealy Mattress Company (Series B) 0%/10.875%, due 12/15/07 (c)		2,000,000		1,970,000
				3,975,340
Containers/Packaging — 0.81%
Owens Illinois Inc. 8.10%, due 05/15/07		350,000		330,750
Owens Illinois Inc. 7.35%, due 05/15/08 (o)		950,000		855,000
Owens Illinois Inc. 7.50%, due 05/15/10		100,000		89,500
				1,275,250
Electrical Equipment — 0.76%
BRL Universal Equipment 8.875%, due 02/15/08		1,200,000		1,188,000
Energy — 4.07%
Calpine Canada Energy Finance 8.50%, due 05/01/08		2,325,000		1,592,625
Calpine Corporation 7.75%, due 04/15/09 (o)		800,000		520,000
Calpine Corporation 8.625%, due 08/15/10 (o)		50,000		32,500
CMS Energy Corporation 9.875%, due 10/15/07 (o)		550,000		412,500
CMS Energy Corporation 7.50%, due 01/15/09		1,000,000		690,000
Cogentrix Energy Inc. 8.75%, due 10/15/08		1,250,000		1,240,420
El Paso Corporation 7.00%, due 05/15/11 (o)		750,000		717,770

	Number of Shares or Principal Amount		Value
El Paso Corporation 7.875%, due 06/15/12 (144A)	$	500,000	$	503,387
Ocean Energy Inc. (Series B) 8.375%, due 07/01/08		650,000		685,750
				6,394,952
Fiber Optics — 0.04%
Williams Communications Group 11.70%, due 08/01/08		750,000		58,125
Finance — 1.21%
Ford Motor Credit Company 6.50%, due 01/25/07 (o)		650,000		650,594
Pemex Project Funding Master Trust 9.125%, due 10/13/10		750,000		787,500
UCAR Finance Inc. 10.25%, due 02/15/12 (144A)		450,000		459,000
				1,897,094
Food, Beverages & Tobacco — 4.90%
Canandaigua Brands Inc. 8.625%, due 08/01/06 (o)		550,000		577,500
Canandaigua Brands Inc. 8.50%, due 03/01/09		500,000		515,000
Cott Beverages Inc. 8.00%, due 12/15/11		450,000		454,500
Dole Food Inc. 7.25%, due 05/01/09		1,400,000		1,431,469
Ingles Markets Inc. 8.875%, due 12/01/11		1,100,000		1,094,500
Land O Lakes Inc. 8.75%, due 11/15/11 (144A)		350,000		329,000
NBTY Inc. (Series B) 8.625%, due 09/15/07		750,000		744,375
Stater Brothers Holdings Inc. 10.75%, due 08/15/06		950,000		978,500
Winn-Dixie Stores Inc. 8.875%, due 04/01/08 (o)		1,575,000		1,575,000
				7,699,844
Gaming — 0.68%
Circus Circus Enterprises Inc. 9.25%, due 12/01/05 (o)		600,000		616,500
Mirage Resorts Inc. 6.75%, due 08/01/07		450,000		451,880
				1,068,380
Health Care — 3.46%
Advanced Medical Optics Inc. 9.25%, due 07/15/10 (144A)		1,650,000		1,629,375
Beverly Enterprises Inc. 9.625%, due 04/15/09 (o)		900,000		922,500
Columbia/HCA Healthcare Corporation 7.25%, due 05/20/08		150,000		157,253
Dade International Inc. (Series B) 11.125%, due 05/01/06 (b)		500,000		467,375
Healthsouth Corporation 8.50%, due 02/01/08 (o)		750,000		787,500

THE ENTERPRISE Group of Funds, Inc.

97

Enterprise High-Yield Bond Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Healthsouth Corporation 10.75%, due 10/01/08 (o)	$	500,000	$	552,500
Healthsouth Corporation 7.625%, due 06/01/12 (144A)		500,000		495,310
Vicar Operating Inc. 9.875%, due 12/01/09		400,000		420,000
				5,431,813
Hotels & Restaurants — 10.57%
Boyd Gaming Corporation 9.50%, due 07/15/07		750,000		757,500
Felcor Lodging Limited Partnership 8.50%, due 06/01/11		600,000		588,000
Foodmaker Corporation (Series B) 9.75%, due 11/01/03		200,000		202,000
Foodmaker Inc. 8.375%, due 04/15/08		1,200,000		1,231,500
Hilton Hotels Corporation 7.625%, due 05/15/08		1,600,000		1,632,705
Host Marriot 8.375%, due 02/15/06		250,000		245,000
Host Marriott 9.50%, due 01/15/07 (144A)		1,200,000		1,210,500
John Q Hammons Hotels LP 8.875%, due 05/15/12 (144A)		350,000		343,000
Mandalay Resort Group 10.25%, due 08/01/07 (o)		1,100,000		1,153,625
Meristar Hospitality Corporation 9.125%, due 01/15/11 (144A)		2,350,000		2,244,250
MGM Grand Inc. 9.75%, due 06/01/07 (o)		1,000,000		1,055,000
MGM Mirage Inc. 8.50%, due 09/15/10		1,100,000		1,147,143
Park Place Entertainment Corporation 7.875%, due 03/15/10 (144A)		850,000		843,625
Park Place Entertainment Corporation 8.125%, due 05/15/11 (o)		1,500,000		1,492,500
Starwood Hotels & Resorts 7.875%, due 05/01/12 (144A)		1,300,000		1,274,000
Station Casinos Inc. 8.875%, due 12/01/08		650,000		659,750
Station Casinos Inc. 9.875%, due 07/01/10		500,000		528,750
				16,608,848
Machinery — 2.58%
Briggs & Stratton Corporation 8.875%, due 03/15/11		1,600,000		1,680,000
Columbus McKinnon Corporation 8.50%, due 04/01/08 (o)		350,000		322,000
Flowserve Corporation 12.25%, due 08/15/10		325,000		367,250
Navistar International Corporation (Series B) 8.00%, due 02/01/08 (o)		400,000		385,000
Teekay Shipping Corporation 8.875%, due 07/15/11		1,250,000		1,300,000
				4,054,250

	Number of Shares or Principal Amount		Value
Media — 1.90%
AOL Time Warner Inc. 5.625%, due 05/01/05 (o)	$	1,000,000	$	981,212
AOL Time Warner Inc. 6.875%, due 05/01/12		500,000		461,124
Corus Entertainment Inc. 8.75%, due 03/01/12	$	1,550,000		1,550,000
				2,992,336
Medical Instruments —1.30%
Charles River Labs Inc. (Wts) (a) (144A)		350		79,348
Fisher Scientific International Inc. 9.00%, due 02/01/08	$	950,000		971,375
Fisher Scientific International Inc. 8.125%, due 05/01/12 (144A)		1,000,000		995,000
				2,045,723
Medical Services — 1.07%
Triad Hospitals Holdings Inc. 11.00%, due 05/15/09		600,000		660,000
Triad Hospitals Inc. 8.75%, due 05/01/09		150,000		156,750
Warner Chilcott Inc. 12.625%, due 02/15/08		750,000		856,875
				1,673,625
Metals & Mining — 3.66%
AK Steel Corporation 7.875%, due 02/15/09 (o)		700,000		700,000
Alaska Steel Corporation 7.75%, due 06/15/12 (144A)		500,000		495,000
Dresser Inc. 9.375%, due 04/15/11 (144A)		750,000		759,375
Panhandle Eastern Pipe Line Company 7.875%, due 08/15/04		500,000		494,796
Steel Dynamics Inc. 9.50%, due 03/15/09 (144A)		400,000		422,000
United States Steel LLC 10.75%, due 08/01/08 (144A)		1,600,000		1,664,000
Williams Companies Inc. 7.125%, due 09/01/11 (o)		1,500,000		1,214,700
				5,749,871
Misc. Financial Services — 0.42%
Ford Motor Credit Company 7.25%, due 10/25/11		650,000		653,117
Oil Services — 5.01%
Chesapeake Energy Corporation 8.375%, due 11/01/08		500,000		500,000
Chesapeake Energy Corporation 8.125%, due 04/01/11 (o)		1,000,000		982,500
EOTT Energy Partners LP 11.00%, due 10/01/09		250,000		180,000

THE ENTERPRISE Group of Funds, Inc.

98

Enterprise High-Yield Bond Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Forest Oil Corporation 7.75%, due 05/01/14 (144A)	$	250,000	$	241,250
Grant Prideco Inc 9.625%, due 12/01/07 (o)		500,000		522,500
Hanover Equipment Test 8.75%, due 09/01/11 (144A)		600,000		549,000
Key Energy Services Inc. 8.375%, due 03/01/08		250,000		256,250
Nuevo Energy Company 9.50%, due 06/01/08		800,000		806,000
Pioneer Natural Resources Company 9.625%, due 04/01/10		2,400,000		2,637,792
Tesoro Petroleum Corporation 9.625%, due 04/01/12 (144A)		1,300,000		1,189,500
				7,864,792
Paper & Forest Products — 1.18%
Buckeye Technologies Inc. 8.00%, due 10/15/10		130,000		106,600
Georgia Pacific Corporation 8.125%, due 05/15/11 (o)		1,500,000		1,435,647
Georgia Pacific Corporation 9.50%, due 12/01/11		300,000		305,352
				1,847,599
Pharmaceuticals — 1.87%
AdvancePCS 8.50%, due 04/01/08		750,000		774,375
AmerisourceBergen Corporation 8.125%, due 09/01/08		650,000		671,125
Biovail Corp 7.875%, due 04/01/10		1,550,000		1,495,750
				2,941,250
Printing & Publishing — 0.63%
Nebraska Book Company Inc. 8.75%, due 02/15/08		250,000		243,750
Primedia Inc. 8.875%, due 05/15/11 (o)		1,000,000		750,000
				993,750
Retail — 5.84%
Amerigas Partners LP / Amerigas Eagle Finance Corporation 8.875%, due 05/20/11		750,000		780,000
Buhrmann U.S. Inc. 12.25%, due 11/01/09		550,000		572,000
Cole National Group Inc. 8.625%, due 08/15/07		1,300,000		1,283,750
Gap Inc. 0%/8.8%, due 12/15/08 (c) (o)		900,000		928,436
K Mart Corporation 9.875%, due 06/15/08 (144A) (b)		800,000		316,000
Michaels Stores Inc. 9.25%, due 07/01/09 (o)		1,800,000		1,908,000
Penney (JC) Company Inc. 7.65%, due 08/15/16		500,000		425,000
Penney (JC) Company Inc. 8.25%, due 08/15/22		1,450,000		1,272,375

	Number of Shares or Principal Amount		Value
Penney (JC) Inc. 7.95%, due 04/01/17	$	100,000	$	90,500
Petco Animal Supplies Inc. 10.75%, due 11/01/11		1,050,000		1,134,000
Saks Inc. 8.25%, due 11/15/08 (o)		500,000		472,500
				9,182,561
Semiconductor — 0.76%
Amkor Technology Inc. 9.25%, due 05/01/06		1,450,000		1,189,000
Telecommunications — 4.03%
Block Communications 9.25%, due 04/15/09 (144A)		400,000		400,000
Crown Castle International Corporation 0%/10.625%, due 11/15/07 (c)		1,050,000		703,500
Crown Castle International Corporation 9.375%, due 08/01/11 (o)	$	300,000		189,000
E. Spire Communications Inc. (Wts) (a) (d) (144A)		800		—
Global Crossings Holdings Ltd. 9.625%, due 05/15/08 (b)	$	850,000		8,500
Intermedia Communications Inc. (Series B) 0%/11.25%, due 07/15/07 (c) (k)		150,000		46,500
Intermedia Communications Inc. (Series B) 8.50%, due 01/15/08 (k) (o)		300,000		93,000
Level 3 Communications Inc. 6.00%, due 09/15/09		350,000		91,000
Level 3 Communications Inc. 6.00%, due 03/15/10		1,000,000		236,250
Nextel Communications 0%/10.65%, due 09/15/07 (c) (o)		1,100,000		599,500
Nextel Communications 0%/9.75%, due 10/31/07 (c) (o)		200,000		100,000
Nextel Communications 0%/9.95%, due 02/15/08 (c) (o)		150,000		72,000
Nextlink Communications 0%/9.45%, due 04/15/08 (b) (c)		850,000		12,750
Nextlink Communications 10.75%, due 11/15/08 (b)		250,000		6,250
Panamsat Corporation 8.50%, due 02/01/12 (144A)		1,725,000		1,587,000
Pathnet Inc. 12.25%, due 04/15/08 (b)	$	250,000		2,500
Pathnet Inc. (Wts) (a) (d) (144A)		250		—
Qwest Capital Funding Inc. 7.25%, due 02/15/11 (o)	$	1,500,000		840,000
Sprint Capital Corporation 8.375%, due 03/15/12 (144A)		1,050,000		869,878
Telecorp PCS Inc. 10.625%, due 07/15/10		422,000		394,570
Worldcom Inc. 7.50%, due 05/15/11 (k) (o)		600,000		90,000
				6,342,198

THE ENTERPRISE Group of Funds, Inc.

99

Enterprise High-Yield Bond Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Textiles — 2.03%
Interface Inc. 10.375%, due 02/01/10	$	1,150,000	$	1,224,750
Phillips Van Heusen Corporation 9.50%, due 05/01/08		1,500,000		1,522,500
Polymer Group Inc. (Series B) 9.00%, due 07/01/07 (b)		700,000		140,000
Westpoint Stevens Inc. 7.875%, due 06/15/08		500,000		305,000
				3,192,250
Transportation — 0.72%
Trico Marine Services Inc. 8.875%, due 05/15/12 (144A)		1,150,000		1,138,500
Utilities — 2.92%
AES Corporation 9.50%, due 06/01/09 (o)		700,000		462,000
AES Corporation 9.375%, due 09/15/10 (o)		400,000		260,000
AES Corporation 8.875%, due 02/15/11 (o)		1,000,000		620,000
Constellation Brands Inc. 8.125%, due 01/15/12		450,000		461,812
Ferrellgas Partners LP (Series B) 9.375%, due 06/15/06		900,000		927,000
Midland Cogeneration Venture (Series C-91) 10.33%, due 07/23/02		26,212		26,212
Midland Funding Corporation (Series C-94) 10.33%, due 07/23/02		28,224		28,224
Mirant Americas Generation LLC 8.30%, due 05/01/11 (o)		2,250,000		1,800,000
				4,585,248
Waste Management — 2.33%
Allied Waste North America Inc. 7.375%, due 01/01/04		200,000		194,000
Allied Waste North America Inc. 7.625%, due 01/01/06		900,000		868,500
Allied Waste North America Inc. 8.875%, due 04/01/08		700,000		686,000
Allied Waste North America Inc. 7.875%, due 01/01/09		850,000		816,000
Allied Waste North America Inc. 10.00%, due 08/01/09 (o)		700,000		687,806
Waste Management Inc. 7.375%, due 08/01/10		400,000		415,340
				3,667,646

	Number of Shares or Principal Amount		Value
Wireless Communications — 0.55%
AT&T Wireless 8.125%, due 05/01/12 (o)	$	250,000	$	203,860
Leap Wireless International Inc. (Wts) (a) (d) (144A)		5,000		—
Voicestream Wireless Corporation 11.50%, due 09/15/09	$	500,000		455,000
Voicestream Wireless Corporation 10.375%, due 11/15/09		206,647		198,381
				857,241
Total Domestic Corporate Bonds
(Identified cost $143,578,079)				132,634,655
Convertible Corporate Bonds — 0.49%
Wireless Communications — 0.49%
Nextel Communications 5.25%, due 01/15/10		1,850,000		765,438
Total Convertible Corporate Bonds
( Identified cost $1,177,645 )				765,438
Domestic Common and Preferred Stocks — 0.02%
Chemicals — 0.02%
Pioneer Companies Inc. Common New (a)		16,408		32,816
Electronics — 0.00%
Axiohm Transaction Solutions Private Placement (a) (d)		4,056		—
Total Domestic Common and Preferred Stocks
(Identified cost $656,683)				32,816
Foreign Bonds and Stocks — 6.68%
Broadcasting — 1.95%
Grupo Televisa 8.00%, due 09/13/11	$	1,650,000		1,551,000
Rogers Communications Inc. 9.125%, due 01/15/06		800,000		736,000
Satelites Mexicanos 10.125%, due 11/01/04		1,200,000		576,000
Tv Azteca 10.50%, due 02/15/07		200,000		194,000
				3,057,000

THE ENTERPRISE Group of Funds, Inc.

100

Enterprise High-Yield Bond Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Energy — 0.10%
YPF Sociedad Anonima 9.125%, due 02/24/09 (o)	$	250,000	$	150,000
Finance — 0.31%
PDVSA Finance Ltd. 9.375%, due 11/15/07 (o)		500,000		493,750
Government Bond — 1.55%
United Mexican States 9.875%, due 01/15/07		250,000		280,000
United Mexican States 8.625%, due 03/12/08		700,000		747,950
United Mexican States 9.875%, due 02/01/10		1,250,000		1,400,000
				2,427,950
Oil Services — 0.68%
Petroleos Mexicano 9.375%, due 12/02/08		1,000,000		1,072,500
Retail — 0.37%
Tyco International Group 6.375%, due 10/15/11 (o)	$	750,000		574,132
Telecommunications — 0.85%
AT&T Canada Inc. Deposit Receipts (Class B) (a) (o)		514		16,340
Flag Ltd. 8.25%, due 01/30/08 (b)	$	500,000		45,000
Rogers Cantel Inc. 8.80%, due 10/01/07 (o)		800,000		520,000
Telewest Communications 0%/9.25%, due 04/15/09 (c) (o)		1,750,000		525,000
Telewest Communications 9.875%, due 02/01/10		350,000		136,500
Telewest PLC 11.00%, due 10/01/07		250,000		100,000
				1,342,840

	Number of Shares or Principal Amount		Value
Transportation — 0.23%
TBS Shipping International Ltd. (Wts) (a) (d) (m)		12,063	$	—
TBS Shipping International Ltd. (Wts) (a) (d) (m)		2,807		—
TBS Shipping International Ltd. (Wts) (a) (d) (m)		3,311		—
TBS Shipping International Ltd. 10.00%, due 02/08/08 (d) (m)	$	295,057		85,567
TBS Shipping International Ltd. (Common Stock) (Class C) (a) (d) (m)		6,818		—
TBS Shipping International Ltd. (Preferred Stock) (a) (d) (m)		7,305		—
TFM 10.25%, due 06/15/07 (o)	$	300,000		280,500
				366,067
Wireless Communications — 0.64%
Grupo Iusacell 14.25%, due 12/01/06		1,350,000		1,012,500
Total Foreign Bonds and Stocks
(Identified cost $14,091,009)				10,496,739
U.S. Treasury Notes — 0.78%
4.625%, due 05/15/06		500,000		515,000
4.375%, due 05/15/07		700,000		709,625
				1,224,625
Total U.S. Treasury Notes
Identified cost $1,216,569)				1,224,625

THE ENTERPRISE Group of Funds, Inc.

101

Enterprise High-Yield Bond Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Repurchase Agreement — 4.87%
State Street Bank & Trust Repurchase Agreement 1.45%, due 07/01/02, Maturity Value $7,657,925 Collateral: U.S. Treasury Bond $7,850,000, Zero Coupon due 09/26/02 Value $7,814,675	$	7,657,000	$	7,657,000
Total Repurchase Agreement
(Identified cost $7,657,000)				7,657,000

	Number of Shares or Principal Amount	Value
Total Investments
(Identified cost $168,376,985)		$	152,811,273
Other Assets Less Liabilities — 2.75%			4,314,157
Net Assets — 100%		$	157,125,430

(a) Non-income producing security.

(b) Security is in bankruptcy and/or is in default of interest payment. Fund has ceased accrual of interest.

(c) Zero Coupon or Step Bond — The interest rate on a step bond represents the rate of interest that will commence its accrual on a predetermined date. The rate shown for zero coupon bonds is the current effective yield.

(d) Security is fair valued at June 30, 2002.

(k) Declared bankruptcy since June 30, 2002. Fund has since ceased accrual of interest.

(m) Illiquid security.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(v) Variable interest rate security; interest rate is as of June 30, 2002.

(Wts) Warrants — Warrants entitle the Fund to purchase a predetermined number of shares of stock and are non-income producing. The purchase price and number of shares are subject to adjustment under certain conditions until the expiration date.

(144A) The security may only be offered and sold to “qualified institutional buyers” under Rule 144A of the Securities Act of 1933.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

102

Enterprise Tax-Exempt Income Fund

SUBADVISER’S COMMENTS

MBIA Capital Management Corp.

Armonk, New York

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

MBIA Capital Management Corp. (“MBIA”) became the subadviser to the Enterprise Tax-Exempt Income Fund on January 1, 1998. MBIA manages approximately $36 billion for institutional clients, and its normal investment minimum is $10 million.

Investment Objective

The investment objective of the Enterprise Tax-Exempt Income Fund is to seek a high level of current income exempt from federal income tax, with consideration given to preservation of principal.

Investment Strategies

As a matter of fundamental policy, the Tax-Exempt Income Fund normally invests at least 80 percent of its net assets (plus any borrowings for investment purposes) in investments the income from which is exempt from federal income tax. The issuers of these securities may be located in any state, territory or possession of the United States. In selecting investments for the Fund, the subadviser tries to limit risk as much as possible. The Fund generally invests in investment grade municipal securities. The subadviser analyzes municipalities, their credit risk, market trends and investment cycles. The subadviser attempts to identify and invest in municipal issuers with improving credit and avoid those with deteriorating credit. The Fund anticipates that its average weighted maturity will range from 10 to 25 years. The subadviser will actively manage the Fund, adjusting the average Fund maturity and utilizing futures contracts and options on futures as a defensive measure according to its judgment of anticipated interest rates. During periods of rising interest rates and falling prices, the subadviser may adopt a shorter weighted average maturity to cushion the effect of bond price declines on the Fund’s net asset value. When rates are falling and prices are rising, the subadviser may adopt a longer weighted average maturity. The Fund may also invest up to 20 percent of its net assets in cash, cash equivalents and debt securities, the interest from which may be subject to federal income tax. Investments in taxable securities will be limited to investment grade corporate debt securities and U.S. Government securities. The Fund will not invest more than 20 percent of its net assets in municipal securities, the interest on which is subject to the federal alternative minimum tax. The Fund may lend portfolio securities on a short-term or long-term basis up to 33 1/3 percent of its total assets, including collateral received for securities lent.

2002 First Half Performance Review

The Fund’s performance was due to the Fund’s over-weight in defensive premium coupons in the intermediate part of the yield curve, which outperformed the general market. The Fund also benefited from its overweight in outperforming states like Illinois, Michigan, Washington and Ohio.

Future Investment Strategy

While the Fed maintained a neutral bias and high levels of event risk existed in the taxable and equity markets, the near term outlook for tax-exempts remains solid. Offsetting these positive forces, however, is the “rate shock” of the current low level of interest rates. For the near term MBIA remains cautious by maintaining a neutral duration in the Fund as compared to the index and a defensive coupon and maturity structure.

Depending on an investor’s specific situation, distributions from this fund may, at times, be subject to ordinary income, alternative minimum and capital gains taxes. State and local taxes may apply.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

THE ENTERPRISE Group of Funds, Inc.

103

Enterprise Tax-Exempt Income Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Principal Amount		Value
Municipal Bonds — 96.89%
Alabama — 5.27%
Alabama Housing Finance Authority Single Family Mortgage Revenue Home Mortgage GNMA Collateral Series A-1 6.55% due 10/01/14	$	230,000	$	239,414
Jefferson County Alabama Sewer Revenue Capital Improvement Series A (FGIC Insured) 5.00% due 02/01/33		500,000		482,640
Mobile Alabama Water & Sewer (FGIC Insured) 5.25% due 01/01/18		1,000,000		1,040,480
				1,762,534
Arizona — 3.39%
Salt River Project Arizona Agricultural Improvement & Power District Electric Systems Series D 6.00% due 01/01/09		1,000,000		1,133,540
California — 4.48%
California State General Obligation Bonds 5.125% due 06/01/25		500,000		493,045
University California Revenues Series K 5.25% due 09/01/24		1,000,000		1,006,600
				1,499,645
Colorado — 5.20%
Colorado Department of Transportation Revenue Anticipation Notes (AMBAC Insured) 6.00% due 06/15/15		1,000,000		1,120,040
Colorado Health Facilities Authority Revenue (Catholic Health Initiatives) 5.50% due 09/01/16		600,000		618,954
				1,738,994
Florida — 5.04%
Tampa Florida Water & Sewer Revenue Refunding Series A 5.25% due 10/01/19		1,625,000		1,684,134
Georgia — 1.54%
Atlanta Downtown Development Authority Underground Atlanta Project 6.25% due 10/01/12		500,000		515,005
Illinois — 8.41%
Chicago Illinois Skyway Toll Bridge (AMBAC Insured) 5.50% due 01/01/31		1,000,000		1,022,970
Cook County Illinois Series A 5.125% due 11/15/26		1,000,000		987,030
Metropolitan Pier & Exposition Illinois McCormick Place Exploration Project 5.25% due 12/15/28		800,000		800,160
				2,810,160

	Principal Amount		Value
Indiana — 3.20%
Indiana Board Bank Common School Fund Advanced Purchase Funding (AMBAC Insured) 5.00% due 02/01/06	$	1,000,000	$	1,070,150
Massachusetts — 2.29%
Massachusetts State Housing Finance Agency Revenue Residential FNMA Collateral Series A 6.90% due 11/15/24		750,000		764,948
Michigan — 5.59%
Michigan Municipal Bond Authority Revenue Clean Water Revolving Fund 5.50% due 10/01/08		700,000		778,666
Michigan Municipal Bond Authority Revenue Clean Water Revolving Fund 5.75% due 10/01/16		1,000,000		1,089,590
				1,868,256
Missouri — 3.32%
Missouri State Health & Educational Facilities Authority St. Louis University 5.50% due 10/01/15		1,000,000		1,109,260
Nevada — 7.02%
Clark County Nevada School District Refunding (FSA Insured) 5.50% due 06/15/13		1,300,000		1,439,438
Clark County School District Series A (MBIA Insured) 7.00% due 06/01/11		750,000		908,767
				2,348,205
New York — 7.40%
New York Series B (FGIC Insured) 1.35% due 10/01/22		120,000		120,000
New York City Transitional Financial Services Future Tax Secured Series C 5.875% due 11/01/14		400,000		444,120
New York State Dormitory Authority Revenues City University Systems Consolidated Forth General Series A 5.25% due 07/01/30		1,000,000		1,000,690
Triborough Bridge & Tunnel Authority, New York General Purpose Series A 6.00% due 01/01/10		800,000		908,936
				2,473,746
Ohio — 8.51%
Cincinnati Ohio Water Systems Revenue 5.00% due 12/01/05		400,000		431,540
Hamilton County Ohio Sales Tax Hamilton County Football Project B (MBIA Insured) 5.00% due 12/01/27		1,000,000		981,750

THE ENTERPRISE Group of Funds, Inc.

104

Enterprise Tax-Exempt Income Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Principal Amount		Value
Ohio State Higher Education Capital Facilities Senior II A 5.50% due 12/01/07	$	1,000,000	$	1,114,800
Ohio State Higher Education Capital Facilities Series II A 5.50% due 12/01/10		285,000		317,715
				2,845,805
Oklahoma — 4.57%
Tulsa, Oklahoma General Obligation Bonds 6.30% due 06/01/17		1,500,000		1,526,550
South Carolina — 3.95%
South Carolina State Public Service Authority Series A (MBIA Insured) 5.75% due 01/01/15		1,200,000		1,320,120
Tennessee — 3.28%
Metro Government Nashville & Davidson Refunding Series A & B 5.25% due 10/15/09		1,000,000		1,098,200
Texas — 3.21%
Harris County Texas Health Facilities Development Christus Health Series A 5.75% due 07/01/14		1,000,000		1,072,900
Virginia — 0.76%
Virginia Commonwealth Transportation Board Federal Highway Reimbursement Anticipation Note 5.50% due 10/01/06		230,000		254,099
Washington — 7.85%
Washington State Series B 5.00% due 01/01/27		1,000,000		967,190
Washington State General Obligation Bonds Series B & AT-7 6.40% due 06/01/17		500,000		596,900
Washington State Public Power Supply Systems Nuclear Project Number 1 Revenue Refunding Series A 5.50% due 07/01/04		1,000,000		1,061,020
				2,625,110
Wisconsin — 2.61%
Milwaukee Wisconsin Series F 6.00% due 11/15/04		800,000		871,840
Total Municipal Bonds
(Identified Cost $31,051,421)				32,393,201

	Principal Amount		Value
Short-Term Municipal Securities — 1.53%
Michigan — 1.53%
University of Michigan Revenues Med Service Plan Series A 1.30% due 07/01/02 (v)	$	115,000	$	115,000
University of Michigan Revenues 1.45% due 07/01/02 (v)		65,000		65,000
University of Michigan Revenues Refunding Service Plan A 1 1.50% due 07/01/02 (v)		190,000		190,000
University of Michigan Revenues 1.55% due 07/01/02 (v)		40,000		40,000
University of Michigan Revenues 1.60% due 07/01/02 (v)		100,000		100,000
				510,000
Total Short-Term Municipal Securities
(Identified Cost $510,000)				510,000
Total Investments
(Identified cost $31,561,421)			$	32,903,201
Other Assets Less Liabilities — 1.58%				528,000
Net Assets — 100%			$	33,431,201

(v) Variable interest rate security; Interest rate is as of June 30, 2002, and is adjusted daily. Maturity date shown is the next interest reset date.

(AMBAC) American Bond Assurance Corporation

(FGIC) Financial Guaranty Insurance Corporation

(FSA) Financial Security Assurance

(MBIA) Municipal Bond Insurance Association

See notes to financial statements

THE ENTERPRISE Group of Funds, Inc.

105

Enterprise Total Return Fund

SUBADVISER’S COMMENTS

Pacific Investment Management Company, LLC

Newport Beach, California

Investment Management

Enterprise Capital Management, Inc. is the registered investment adviser for The Enterprise Group of Funds, Inc.

Founded in 1971, Pacific Investment Management Company (“PIMCO”) has grown to become a worldwide leader in fixed income money management. PIMCO is headquartered in Newport Beach, Calif. with offices in Munich, London, Tokyo, Sydney and Singapore. The firm has approximately $274 billion in assets under management, and its normal investment minimum is $75 million.

Investment Objective

The objective of the Enterprise Total Return Fund is capital appreciation.

Investment Strategies

The Total Return Fund invests primarily in a diversified portfolio of fixed income instruments of varying maturities. These instruments will be primarily investment grade debt securities, but may include high yield securities, known as “junk bonds,” rated CCC to BB by S&P, Caa to Ba by Moody’s, or, if unrated, determined by the subadviser to be of comparable quality. Junk bonds may comprise no more than 20 percent of the Fund’s total assets. In selecting fixed income securities, the subadviser will use various techniques, including economic forecasting, interest rate anticipation, credit and call risk analysis, foreign currency exchange rate forecasting and other securities selection techniques. The Fund’s performance will be measured against the Lehman Brothers U.S. Universal Index. This Index is designed to capture a broad range of fixed income securities issued in U.S. dollars, including U.S. government and investment grade debt, as well as junk bonds, Eurobonds, illiquid securities and emerging market debt. The Fund may invest in any of the components of the index. The “total return” sought by the Fund consists of income earned on the Fund’s investments, plus capital appreciation, if any, which generally arises from decreases in interest rates or improving credit fundamental for a particular sector or security. The Fund may invest up to 30 percent of its assets in securities denominated in foreign currencies and without limit in U.S. dollar denominated securities of foreign issuers. The Fund will normally hedge at least 75 percent of its exposure to foreign currency to reduce the risk of loss due to fluctuations in currency exchange rates. For risk management purposes or as part of its investment strategy, the Fund may invest all of its assets in derivative instruments, such as options, futures contracts or swap agreements, or in mortgage- or asset-backed securities. The subadviser expects a high portfolio turnover rate of 100 percent or more. The Fund may also lend portfolio securities on a short-term or long-term basis, up to 33 ¹/3 percent of its total assets.

2002 First Half Performance Review

Interest rates fell and most bonds gained as investors sought a safe haven amid turbulent financial markets. Sources of volatility were: outrage at accounting and corporate governance scandals among telecom and energy/pipeline companies, losses in Brazilian bonds amid election-related uncertainty, and a sharp fall in the dollar. Treasuries outpaced corporate bonds and non-U.S. bonds amid strong demand for safe, stable and liquid assets. Mortgages also performed well given their high yields and strong credit quality.

The Fund lagged its benchmark for the six-month period ended June 30, 2002. PIMCO sought to anticipate reflationary forces in the markets by moving toward near-index duration and increasing exposure to stable, attractively priced corporates. While positioning the Fund early for an expected turn in the economy may pay off in the long run, these strategies detracted from year-to-date returns. Near-index duration was neutral for returns. A near-index yield curve position was neutral for returns. Increased corporate exposure, especially holdings of telecom and energy/pipeline companies, was negative for returns. Asset-backed bonds were positive as investors sought their strong collateral

THE ENTERPRISE Group of Funds, Inc.

106

Enterprise Total Return Fund — (Continued)

SUBADVISER’S COMMENTS

protection and premium yields. Emerging market bonds detracted from returns as Brazil’s problems adversely affected the entire asset class. An increased allocation to developed non-U.S. bonds was modestly negative as the flight to safety caused U.S. interest rates to fall the most.

Future Investment Strategy

PIMCO believes the era of disinflation is over. Reflation may dominate over the next several years, sustaining a mild recovery with inflation peaking at 3 to 4 percent. This turning point may prove difficult for financial assets, as interest rates may trend higher in a reflationary environment. PIMCO believes that the cyclical recovery in the U.S. may slow as concerns about corporate governance and accounting issues will discourage a revival in business investment.

PIMCO will limit interest rate risk and focus the Fund on higher-yielding mortgage, corporate and emerging market bonds that provide a margin of safety. Target duration will be near or modestly below the benchmark given PIMCO’s expectations for an upward bias in rates. Focus on short/intermediate maturity issues, which are less sensitive to reflationary pressures than longer maturities. PIMCO will continue to overweight mortgages to capture premium yields with minimal credit risk, but target allocation closer to benchmark levels following the strong rally in this sector. PIMCO’s target for the Fund will be near-index weighting of corporates, focusing security selection on stable credits with sound corporate governance and transparent accounting practices. PIMCO’s outlook for telecom and energy/pipeline holdings that hurt performance in the second quarter is positive given their strong cash flow and asset coverages. Emerging market bonds with solid credit fundamentals, such as Brazil, may be an attractive source of yield going forward despite recent negative performance. The Fund will hold high quality asset-backed securities to benefit from strong collateral protection and attractive yields and increase developed non-U.S. positions, especially in the Eurozone, which continue to offer attractive relative value.

There are specific risks associated with some of the securities held in this fund. High-yield bonds are subject to defaults by the issuer, market valuation and interest rate sensitivity; investments in foreign securities are subject to currency fluctuations, foreign taxation, differences in accounting standards and political or economic instability; and investments in derivatives could subject the fund to loss of principal. In addition, this fund is expected to have a higher-than-average turnover rate, which could generate more taxable short-term gains and negatively affect performance.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

THE ENTERPRISE Group of Funds, Inc.

107

Enterprise Total Return Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Domestic Corporate Bonds and Notes — 52.67%
Aerospace — 2.80%
Martin Marietta Corporation 6.50% due 04/15/03	$	200,000	$	204,899
Raytheon Company 6.45% due 08/15/02		400,000		402,123
Raytheon Company 7.90% due 03/01/03 (o)		500,000		512,805
				1,119,827
Airlines — 1.56%
American Airlines Inc. 6.978% due 04/01/11 (144A)		99,727		103,829
American Airlines Inc. 7.024% due 04/15/11		100,000		104,698
American Airlines Inc. 7.858% due 10/01/11 (144A)		100,000		108,519
Delta Air Lines Inc. 7.111% due 03/18/13		100,000		105,743
Delta Airlines Inc. 7.57% due 11/18/10		100,000		107,284
United Airlines Inc. 7.73% due 07/01/10		100,000		94,115
				624,188
Automotive — 1.51%
Daimlerchrysler North America 2.22% due 08/16/02 (v)		150,000		149,065
Daimlerchrysler North America 2.657% due 09/16/02 (v)		250,000		250,619
Daimlerchrysler North America 6.84% due 10/15/02		200,000		202,274
				601,958
Broadcasting — 0.26%
Fox Liberty Networks 8.875% due 08/15/07		100,000		103,000
Cable — 4.32%
Cox Communications Inc. 6.50% due 11/15/02		100,000		100,287
Cox Communications Inc. 6.15% due 08/01/03 (r)		400,000		403,346
Cox Communications Inc. 6.75% due 03/15/11 (o)		300,000		267,614
CSC Holdings Inc. 8.125% due 07/15/09		100,000		82,649
CSC Holdings Inc. 7.625% due 04/01/11 (o)		200,000		160,916
Tele Communications Inc. 8.25% due 01/15/03		300,000		304,416
Tele Communications Inc. 6.375% due 05/01/03		400,000		408,505
				1,727,733

	Number of Shares or Principal Amount		Value
Electrical Equipment — 1.78%
Dominion Resources Inc. 2.537% due 09/16/02 (r) (v)	$	100,000	$	100,053
Dominion Resources Inc. 7.40% due 09/16/02		200,000		201,658
Toledo Edison Company 8.70% due 09/01/02		200,000		201,521
Toledo Edison Company 7.82% due 03/31/03 (o)		200,000		206,639
				709,871
Energy — 6.69%
Dynegy Holdings Inc. 8.75% due 02/15/12 (o)		300,000		223,500
Dynegy Inc. 6.875% due 07/15/02		250,000		242,500
El Paso Natural Gas Company 8.375% due 06/15/32 (144A)		300,000		308,530
Entergy Mississippi Inc. 7.75% due 02/15/03		200,000		205,550
Illinois Power Company 6.25% due 07/15/02		200,000		199,730
Indiana Michigan Power Company 2.523% due 09/03/02 (v)		200,000		200,075
Midwest Generation 8.56% due 01/02/16		100,000		100,026
Niagara Mohawk Power Corporation 5.875% due 09/01/02		500,000		502,206
Niagara Mohawk Power Corporation 7.25% due 10/01/02		151,220		152,905
Niagara Mohawk Power Corporation 7.75% due 05/15/06		100,000		109,036
PSEG Energy Holdings Inc. 8.50% due 06/15/11		100,000		93,342
South Point Energy Center 8.40% due 05/30/12 (144A)		181,782		141,790
Teco Energy Inc. 7.00% due 10/01/15 (r)		100,000		100,967
WCG Corporation Inc. 8.25% due 03/15/04 (144A)		100,000		92,532
				2,672,689
Entertainment & Leisure — 2.21%
MGM Mirage Inc. 6.625% due 02/01/05		270,000		272,729
MGM Mirage Inc. 6.95% due 02/01/05		400,000		405,662
Station Casinos Inc. 8.375% due 02/15/08 (o)		200,000		204,250
				882,641

THE ENTERPRISE Group of Funds, Inc.

108

Enterprise Total Return Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Food, Beverages & Tobacco — 1.66%
Kroger Company 2.65% due 08/16/02 (r) (v)	$	150,000	$	150,028
Reynolds (R J) Tobacco Holdings Inc. 7.375% due 05/15/03		300,000		308,527
RJR Nabisco Inc. 7.375% due 05/15/03 (144A)		200,000		206,176
				664,731
Forest Products — 0.50%
Weyerhaeuser Company 3.012% due 09/16/02 (144A) (v)		200,000		200,059
Health Care — 1.75%
Beverly Enterprises 9.00% due 02/15/06		100,000		100,125
HCA Healthcare Company 3.379% due 09/19/02 (v)		600,000		600,200
				700,325
Hotels & Restaurants — 3.00%
Hilton Hotels Corporation 7.70% due 07/15/02		500,000		500,394
Host Marriot 8.375% due 02/15/06		200,000		196,000
ITT Corporation 6.75% due 11/15/03		50,000		50,607
ITT Corporation 6.75% due 11/15/05		150,000		148,210
Park Place Entertainment Corporation 7.95% due 08/01/03		200,000		204,453
Starwood Hotels & Resorts 7.875% due 05/01/12 (144A)		100,000		98,000
				1,197,664
Media — 0.69%
AOL Time Warner Inc. 6.875% due 05/01/12		300,000		276,675
Medical Instruments — 0.51%
Beckman Instruments Inc. 7.10% due 03/04/03		100,000		102,173
Bergen Brunswig Corporation 7.375% due 01/15/03		100,000		99,750
				201,923
Misc. Financial Services — 8.92%
Chrysler Financial Corporation 1.98% due 07/17/02 (v)		100,000		99,996
CIT Group Inc. 2.01% due 07/13/02 (v)		300,000		297,450
CIT Group Inc. 2.04% due 09/13/02 (v)		200,000		198,300
CIT Group Inc. 6.375% due 11/15/02		70,000		69,439

	Number of Shares or Principal Amount		Value
CIT Group Inc. 5.92% due 01/15/03	$	100,000	$	98,549
Ford Motor Credit Company 2.04% due 08/13/02 (v)		200,000		198,846
Ford Motor Credit Company 2.168% due 09/03/02 (v)		50,000		49,574
Ford Motor Credit Company 6.55% due 09/10/02		100,000		100,614
Ford Motor Credit Company 7.75% due 11/15/02		140,000		142,286
Ford Motor Credit Company 7.25% due 01/15/03		86,000		87,703
Ford Motor Credit Company 7.50% due 01/15/03		200,000		204,223
Ford Motor Credit Company 7.25% due 10/25/11		40,000		40,192
Gemstone Investor Limited 7.71% due 10/31/04 (144A)		100,000		97,465
General Motors Acceptance Corporation 2.229% due 07/23/02 (v)		90,681		90,909
General Motors Acceptance Corporation 2.06% due 08/14/02 (v)		200,000		199,522
General Motors Acceptance Corporation 5.875% due 01/22/03		100,000		101,515
General Motors Acceptance Corporation 6.125% due 09/15/06 (o)		100,000		101,415
Household Finance Corporation 3.14% due 09/11/02 (v)		150,000		150,991
Household Finance Corporation 5.875% due 11/01/02		200,000		202,354
HSBC Capital Funding 10.176% due 06/30/30 (144A) (o) (v)		150,000		191,991
Qwest Capital Funding Inc. 2.463% due 07/08/02 (v)		100,000		98,000
Qwest Capital Funding Inc. 7.75% due 02/15/31 (o)		200,000		104,000
Sprint Capital Corporation 5.70% due 11/15/03		100,000		88,862
Sprint Capital Corporation 7.625% due 01/30/11 (o)		200,000		159,126
Sprint Capital Corporation 6.875% due 11/15/28 (o)		200,000		125,186
Sprint Capital Corporation 8.75% due 03/15/32 (144A)		90,000		67,686
United States West Capital Funding Inc. 6.125% due 07/15/02		200,000		196,000
				3,562,194
Oil Services — 2.97%
CMS Panhandle Holding Company 6.50% due 07/15/09		70,000		59,319
Coastal Corporation 8.125% due 09/15/02		700,000		701,724

THE ENTERPRISE Group of Funds, Inc.

109

Enterprise Total Return Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Williams Companies Inc. 6.20% due 08/01/02	$	200,000	$	198,098
Williams Companies Inc. 6.50% due 11/15/02		150,000		144,248
Williams Companies Inc. 8.75% due 03/15/32 (144A)		100,000		81,459
				1,184,848
Other — 1.77%
GS Escrow Corporation 2.913% due 08/01/02 (v)		170,000		169,134
GS Escrow Corporation 7.00% due 08/01/03		520,000		539,459
				708,593
Paper & Forest Products — 0.78%
International Paper Company 8.99% due 03/21/03		300,000		313,059
Real Estate — 0.77%
EOP Operating Limited Partnership 6.375% due 02/15/03 (o)		300,000		306,196
Telecommunications — 3.79%
AT & T Corporation 3.72% due 07/18/02 (144A) (v)		300,000		291,000
AT & T Corporation 8.00% due 11/15/31 (144A)		150,000		117,750
Centurytel Inc. 7.75% due 10/15/02 (r)		100,000		101,057
Panamsat Corporation 6.00% due 01/15/03 (o)		200,000		197,970
Qwest Corporation 7.625% due 06/09/03 (o)		150,000		138,000
Sprint Corporation 8.125% due 07/15/02		150,000		149,770
U.S. West Communications Inc., 6.375% due 10/15/02		275,000		261,250
United Telecommunications 9.50% due 04/01/03		200,000		209,322
Worldcom Inc. 7.375% due 01/15/03 (144A) (r) (t)		240,000		46,800
				1,512,919
Transportation — 1.00%
Norfolk Southern Corporation 2.621% due 07/30/02 (v)		400,000		399,909
Travel/Entertainment/ Leisure — 0.52%
International Game Technology 7.875% due 05/15/04		200,000		206,000
Utilities — 1.25%
National Rural Utilities 2.94% due 07/26/02 (v)		500,000		499,954

	Number of Shares or Principal Amount		Value
Waste Management — 1.25%
Allied Waste North America Inc. 7.375% due 01/01/04 (o)	$	100,000	$	97,000
USA Waste Services Inc. 6.50% due 12/15/02		200,000		202,271
Waste Management Inc. 6.625% due 07/15/02		200,000		200,315
				499,586
Wireless Communications — 0.41%
AT&T Wireless 8.125% due 05/01/12 (o)		200,000		163,088
Total Domestic Corporate Bonds and Notes
(Identified cost $21,661,133)				21,039,630
Foreign Bonds — 3.77%
Broadcasting — 0.74%
British Sky Broadcasting Group 8.20% due 07/15/09		300,000		294,905
Cable — 0.52%
Rogers Cablesystems Ltd. 10.00% due 03/15/05		200,000		208,000
Misc. Financial Services — 0.24%
Pemex Project Funding Master Trust 8.00% due 11/15/11 (144A)		100,000		98,500
Telecommunications — 2.27%
British Telecom 3.182% due 09/16/02 (v)		300,000		300,568
Deutsche Telekom International 8.00% due 06/15/10 (o)		190,000		189,175
France Telecom 9.00% due 09/01/02		300,000		265,355
France Telecom 3.637% due 09/16/02 (v)		100,000		100,153
KPN 7.50% due 10/01/05 (o)		50,000		50,909
				906,160
Total Foreign Bonds
(Identified cost $1,584,558)				1,507,565
Asset-Backed Securities — 5.88%
Finance — 0.61%
Merrill Lynch Mortgage Inc. 2.198% due 07/25/02 (v)		244,023		244,628
Misc. Financial Services — 5.27%
Asset Backed Securities Corporation, 2.26% due 07/15/02 (v)		319,615		320,636
Bear Stearns Arm Trust, Series 2001-3, Class A2, 2.24% due 06/25/02 (v)		237,234		237,888

THE ENTERPRISE Group of Funds, Inc.

110

Enterprise Total Return Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
Bear Stearns Arm Trust, Series 2001-A, Class AII, 2.02% due 07/15/02 (v)	$	178,631	$	178,631
Chase Funding Loan Acquisition Trust, 2.08% due 06/25/02 (v)		427,113		424,022
First Alliance Mortgage Trust, Series 1999-4, Class A2, 2.219% due 07/20/02 (v)		66,535		66,600
Structured Asset Securities Corporation, 2.11% due 07/25/02 (v)		497,005		496,850
Structured Asset Securities Corporation, 2.13% due 07/25/02 (v)		296,437		296,505
Structured Asset Securities Corporation, 2.32% due 07/25/02 (v)		83,451		84,183
				2,105,315
Total Asset-Backed Securities
(Identified cost $2,349,586)				2,349,943
Mortgage-Backed Securities — 8.18%
Banking — 0.09%
Countrywide Home Loans Inc. Pass Through Certificates, Series 1999-3, Class A1, 6.05% due 04/25/29		37,453		37,751
Finance — 1.20%
Credit Suisse First Boston Mortgage, 2.24% due 06/25/02 (v)		370,773		369,866
Credit Suisse First Boston Mortgage, Series 1999-1, Class A1, 6.75% due 01/15/08		105,330		107,558
				477,424
Misc. Financial Services — 6.89%
Bear Stearns Arm Trust 6.952% due 06/25/31		120,141		122,694
Bear Stearns Arm Trust, Series 2001-10, Class IA, 6.184% due 12/25/31		306,593		312,418
Bear Stearns Arm Trust, Series 2001-10, Class VA, 6.195% due 02/25/32		230,756		235,660
Bear Stearns Arm Trust, Series 2001-9, Class IA, 6.299% due 01/25/32 (v)		350,980		360,708
C Bass Trust 2.18% due 06/25/02 (v)		90,410		90,576
Chase Mortgage Finance Trust 7.25% due 02/25/31		380,472		384,138
First Horizon Asset Securities 7.00% due 05/25/30		91,658		94,437

	Number of Shares or Principal Amount		Value
GE Capital Mortgage Services Inc., Series 1998-14, Class A1, 6.25% due 10/25/28	$	82,506	$	82,921
Impac CMB Trust, Series 2001-4, Class A, 2.26% due 06/25/02 (v)		186,114		186,740
Impac Secured Assets Common Owner Trust, Series 1999-2, Class A3, 2.54% due 06/25/02 (v)		21,268		21,281
Impac Secured Assets Common Owner Trust, Series 2001-7, Class AI1, 2.06% due 06/25/02 (v)		188,547		188,312
Structured Asset Securities Corporation, Series 2001-21A, Class 1A1, 6.25% due 01/25/32 (v)		264,918		272,901
Vanderbilt Acquisition Loan Trust, 3.28% due 01/07/13 (v)		400,000		399,972
				2,752,758
Total Mortgage-Backed Securities
(Identified cost $3,254,681)				3,267,933
U. S. Government Obligations — 49.50%
Fannie Mae — 29.05%
6.50% due 12/01/99 (TBA)		1,000,000		1,018,750
5.50% due 12/31/99 (TBA)		5,000,000		5,004,700
6.00% due 12/31/99 (TBA)		3,000,000		3,059,070
6.00% due 12/31/99 (TBA)		1,000,000		1,015,940
7.00% due 12/31/99 (TBA)		1,000,000		1,035,000
Remic 6.00% due 09/25/11		300,000		309,420
Remic 6.50% due 09/25/19		161,366		162,375
				11,605,255
Freddie Mac — 7.15%
2.19% due 07/15/02 (v)		125,786		125,841
5.25% due 07/15/11		458,167		467,588
6.25% due 08/25/22		200,000		209,216
6.50% due 04/15/29		242,934		237,751
6.50% due 12/31/99 (TBA)		500,000		518,280
Discount Notes 1.75% due 07/24/02		1,300,000		1,298,547
				2,857,223
Ginnie Mae — 11.46%
6.375% due 08/01/02		106,051		108,028
6.75% due 11/01/02		123,698		128,272
6.75% due 11/01/02		41,515		42,912
6.625% due 02/02/03		61,009		63,416
5.875% due 05/01/03		73,208		75,416
6.50% due 12/15/99 (TBA)		1,000,000		1,020,000
6.00% due 12/31/99 (TBA)		2,000,000		1,996,240
7.50% due 12/31/99 (TBA)		1,000,000		1,054,060
Remic 6.50% due 06/01/32		100,000		90,251
				4,578,595

THE ENTERPRISE Group of Funds, Inc.

111

Enterprise Total Return Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares or Principal Amount		Value
U. S. Treasury Bills — 0.78%
0%/1.71% due 08/15/02 (c) (p)	$	310,000	$	309,364
U. S. Treasury Bonds — 0.81%
6.25% due 08/15/23 (o)		200,000		214,285
3.375% due 04/15/32 (o)		101,033		106,764
				321,049
U. S. Treasury Notes — 0.25%
4.875% due 02/15/12 (o)		100,000		100,375
Total U. S. Government Obligations
(Identified cost $19,694,267)				19,771,861
Foreign Government Obligations — 3.68%
Brazil Federative Republic 3.063% due 10/15/02 (q) (v)		224,000		176,400
Brazil Federative Republic 11.50% due 03/12/08		170,000		115,600
Peru Republic 9.125% due 02/21/12		100,000		90,550
Republic of Croatia 2.875% due 07/31/02 (v)		60,974		60,898
Republic of Panama 8.25% due 04/22/08 (o)		300,000		288,000
Republic of Peru 9.125% due 02/21/12		170,000		152,775
South Africa Republic 9.125% due 05/19/09		100,000		112,000
South Africa Republic 7.375% due 04/25/12		75,000		74,156
United Mexican States 8.50% due 02/01/06		100,000		106,555
United Mexican States 7.50% due 01/14/12		200,000		197,700
United Mexican States 8.30% due 08/15/31 (o)		100,000		97,250
				1,471,884
Total Foreign Government Obligations
(Identified cost $1,562,456)				1,471,884

	Number of Shares, Contracts, Notional or Principal Amount		Value
Commercial Paper — 10.25%
National Australia Funding Delaware Inc. 1.76% due 08/08/02	$	1,100,000	$	1,097,956
Nestle Australia 1.76% due 07/05/02		600,000		599,883
UBS Finance Inc. 1.76% due 08/08/02		900,000		898,328
UBS Finance Inc. 1.77% due 08/13/02		700,000		698,520
Halifax 1.79% due 07/29/02		800,000		798,887
Total Commercial Paper
(Identified cost $4,093,573)				4,093,574
Repurchase Agreement — 2.16%
State Street Bank & Trust Repurchase Agreement, 1.45% due 07/01/02 Maturity Value $863,104 Collateral: U.S. Treasury Bond $885,000, Zero Coupon due 09/26/02 Value $881,018		863,000		863,000
Total Repurchase Agreement
(Identified cost $863,000)				863,000
Put Options — 0.00%
Eurodollar Futures, Strike Price 92.75, Expires 09/19/02		77,500		194
Eurodollar Futures, Strike Price 95.75, Expires 12/19/02		42,500		212
Eurodollar Futures, Strike Price 95.5, Expires 12/19/02		80,000		400
GNMA, Strike Price 90.15, Expires 7/18/02		100,000,000		—
				806
Total Put Options
(Identified cost $1,225)				806

THE ENTERPRISE Group of Funds, Inc.

112

Enterprise Total Return Fund — (Continued)

PORTFOLIO OF INVESTMENTS (UNAUDITED)

June 30, 2002

	Number of Shares, Contracts, Notional or Principal Amount		Value
Total Investments
(Identified cost $55,064,479)			$	54,366,196
Call Options Written — (0.08)%
Swap Option 3 Month LIBOR, Strike Price 5.13, Expires 11/10/03	$	400,000	$	(6,321)
United States Treasury Notes 10 Yr Futures, Strike Price 109, Expires 9/19/02		1,500,000		(9,141)
United States Treasury Notes 10 Yr Futures, Strike Price 108, Expires 9/19/02		1,500,000		(12,890)
United States Treasury Notes 10 Yr Futures, Strike Price 110, Expires 9/19/02		1,500,000		(5,625)
				(33,977)
Total Call Options Written
(Premiums Received $(26,428))				(33,977)
Put Options Written — (0.12)%
Eurodollar Futures, Strike Price 96.5, Expires 12/19/02		25,000,000		(937)
Eurodollar Futures, Strike Price 96.75, Expires 3/20/02		36,000,000		(18,000)
Eurodollar Futures, Strike Price 96.5, Expires 3/20/02		15,000,000		(5,625)
Swap Option 3 Month LIBOR, Strike Price 6.13, Expires 11/10/03		400,000		(14,997)
Swap Option, Strike Price 6, Expires 11/21/03		1,500,000		(8,865)
United States Treasury Notes 10 Yr Futures, Strike Price 100, Expires 9/19/02		1,500,000		(469)
				(48,893)
Total Put Options Written
(Premiums Received $(90,060))				(48,893)
Other Assets Less Liabilities — (35.89)%				(14,336,626)
Net Assets — 100%			$	39,946,700

(144A) The security may only be offered and sold to “qualified institutional buyers” under rule 144A of the Securities Act of 1933.

(c) Zero Coupon or Step Bond — The interest rate on a step bond represents the rate of interest that will commence its accrual on a predetermined date. The rate shown for zero coupon bonds is the current effective yield.

(k) Declared bankruptcy since June 30, 2002. Fund has since ceased accrual of interest.

(o) Security, or portion thereof, out on loan at June 30, 2002.

(p) Security segregated at the custodian as collateral for open futures contracts.

(q) Represents a Brady Bond. Brady Bonds are securities which have been issued to refinance commercial bank loans and other debt. The risk associated with these instruments is the amount of any uncollateralized principal or interest payments since there is a high default rate of commercial bank loans by countries issuing these securities.

(r) Remarketable Security. With remarketable securities the remarking dealer or lead manager may opt to either redeem or remarket the security during a specified period of time.

(v) Variable rate of security; interest rate is as of June 30, 2002.

LIBOR — London Interbank Offering Rate.

(TBA) To Be Announced — certain specific security details such as final par amount and maturity date have not yet been determined.

Interest rate swap agreements outstanding at June 30, 2002 are as follows:

Description	Termination Date	Notional Amount (000)	Unrealized Appreciation/ (Depreciation)
Receive variable rate payments on the six month LIBOR-BBA floating rate and pay fixed rate of 5.00%	12/15/02	1,000		(4,137)
Receive variable rate payments on the six month LIBOR-BBA floating rate and pay fixed rate of 5.50%	12/15/04	1,000		10,849
			$	6,712
Open Futures contracts as of June 30, 2002 are as follows:
Description	Expiration Month	Notional Amount (000s)	Unrealized Appreciation/ (Depreciation)
Short U.S. Treasury 5 Year Notes	09/02	1,200	$	(17,812)
Long Germany
Federative Republic 5 Year Bonds	09/02	3,600		11,902
Long Eurodollar	12/02	11,750		115,362
Long U.S. Treasury 10 Year Notes	09/02	2,400		2,219
Long U.S. Treasury Bonds	09/02	1,600		19,125
			$	130,796

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

113

Enterprise Money Market Fund

MANAGER’S COMMENTS

Enterprise Capital Management, Inc.

Atlanta, Georgia

Investment Management

Enterprise Capital Management, Inc. (“ECM”), which provides mutual fund investment advisory services for The Enterprise Group of Funds, is a member of The MONY Group Inc. (NYSE: MNY) and has been Fund Manager to the Enterprise Money Market Fund since May 1, 1992.

Investment Objective

The objective of the Enterprise Money Market Fund is the highest possible level of current income consistent with the preservation of capital and liquidity.

Investment Strategies

The Money Market Fund invests in a diversified portfolio of high quality dollar-denominated money market instruments, which present minimal credit risks in the judgment of the Subadviser. The Subadviser actively manages the Fund’s average maturity based on current interest rates and its outlook of the market.

2002 First Half Performance Review

The Fund continues to be invested in high quality short-term instruments, principally commercial paper. The 30-day and 7-day effective yields of the portfolio were 1.44 percent and 1.42 percent, respectively, as of June 30, 2002.

While consumer spending and the housing markets maintained their resilience, other indicators of economic health began to flag as the first half ended. The labor markets remain soft. Consumer confidence has fallen to levels not seen since last September. The U.S. dollar’s relative strength has disappeared. Projections for U.S. Government deficits grow by the week. In addition, whatever the causes, the U.S. equity markets’ marked weakness has also been added to the mix.

Given little inflationary pressure, the Fed can afford to bide its time and delay the inevitable upward ratcheting of the overnight Fed Funds rate. With such a gloomy atmosphere prevailing over the first part of the summer, it appears the Fed may indeed be on hold until well after the November election perhaps waiting until 2003 to tighten monetary policy. Over the past few weeks the money market has begun pricing in a Fed increase in the fourth quarter at the earliest. Based on ECM’s view of the behavior of the equity and corporate bond markets recently, we cannot rule out a possible ease by the Fed. Certainly, money market rates in the one-year area have fallen dramatically in the past 1½ months. In hindsight, ECM should have been more aggressive in extending into one-year fixed-rate money market instruments, but ECM does not think anyone predicted such a rapid retrenchment in short-term rates. The average maturity of the Fund increased during the first half to capture selective opportunities for yield pick-up for investments extending into the second half of 2002 and into 2003.

Future Investment Strategy

Going forward, ECM will likely maintain a high degree of liquidity in the Fund by keeping a healthy portion of the Fund short and in floating-rate securities while seizing on opportunities to extend into longer maturing / attractive yielding investments. ECM believes such a strategy best positions the Fund in the current environment. The average maturity of the Fund will be adjusted selectively to capitalize on opportunities where the Fund will be rewarded for duration extension. Presently, the yield curve in the money market is fairly flat out through six months with only a modest yield pick-up extending into the one-year area. The average maturity of the Fund at quarter end was 62 days, longer than the 52 days at the end of the first quarter. The Fund is being managed to react quickly to the change of investor expectations. Short maturity investments allow flexibility, while some longer maturity investments lock in yields.

THE ENTERPRISE Group of Funds, Inc.

114

Enterprise Money Market Fund — (Continued)

MANAGER’S COMMENTS

An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

The views expressed in this report reflect those of the subadviser only through the end of the period of the report as stated on the cover. The subadviser’s views are subject to change at any time based on market and other conditions.

www.enterprisefunds.com

THE ENTERPRISE Group of Funds, Inc.

115

Enterprise Money Market Fund

PORTFOLIO OF INVESTMENTS (UNAUDITED)

JUNE 30, 2002

	Number of Shares or Principal Amount		Value
Commercial Paper — 63.91%
Abbey National 1.80% due 07/03/02	$	14,000,000	$	13,998,600
Bank Of Ireland 1.86% due 12/17/02		7,592,000		7,525,709
Baxter International Inc. 1.80% due 07/17/02		11,165,000		11,156,068
Citicorp 1.80% due 07/16/02		14,000,000		13,989,500
Daimlerchrysler Holding Corporation 1.95% due 07/18/02		1,000,000		999,079
Deere John Credit Inc. 2.02% due 07/15/02		1,500,000		1,498,822
Duke Capital Corporation 1.88% due 07/09/02		14,000,000		13,994,151
General Motors Acceptance Corporation 2.01% due 07/23/02		2,500,000		2,496,929
Golden Funding Corporation 1.82% due 08/27/02		3,454,000		3,444,047
Golden Funding Corporation 1.80% due 09/24/02		8,189,000		8,154,197
Household International Inc. 1.85% due 08/05/02		3,106,000		3,100,414
Lockhart Funding L.L.C. 1.94% due 09/04/02		14,000,000		13,950,961
National Rural Utilities Cooperative Finance, 1.82% due 07/23/02		10,550,000		10,538,266
Omnicom Capital Inc. 1.85% due 07/15/02		14,000,000		13,989,928
Progress Energy 2.15% due 07/16/02		1,939,000		1,937,263
Sears Roebuck Acceptance Corporation 2.02% due 07/22/02		2,750,000		2,746,760
Starfish Global Funding 1.78% due 07/11/02		13,399,000		13,392,375
Tannehill Capital Company 1.83% due 08/22/02		3,387,000		3,378,047
Tannehill Capital Company 1.84% due 08/22/02		5,761,000		5,745,689
Textron Financial Corporation 2.10% due 07/01/02		11,594,000		11,594,000
Trident Capital Finance Inc. 1.80% due 07/09/02		13,941,000		13,935,424
Verizon Network Fund 1.82% due 07/31/02		14,600,000		14,577,855
Wyeth 1.86% due 09/25/02		4,500,000		4,480,005
Total Commercial Paper
(Identified cost $190,624,089)				190,624,089
Variable Rate Securities — 17.22%
American Express Credit Corporation 1.85% due 03/25/03 (v)		6,000,000		6,000,000
Capital One Funding Corporation 6.20% due 03/01/17 (v)		511,000		511,000

	Number of Shares or Principal Amount		Value
Goldman Sachs Group 6.923% due 04/11/08 (v)	$	4,000,000	$	4,000,000
International Lease Finance Corporation 2.10% due 02/11/03 (v)		10,000,000		10,000,000
Lehman Brothers Holdings Inc. 5.124% due 07/08/02 (v)		11,400,000		11,400,745
National Rural Utilities Cooperative 2.036% due 12/02/02 (v)		3,450,000		3,447,403
Syndicated Loan Funding Trust 2.00% due 12/09/02 (144A) (v)		6,000,000		6,000,100
Wyeth 1.889% due 12/20/02 (v)		10,000,000		10,000,000
Total Variable Rate Securities
(Identified cost $51,359,248)				51,359,248
Short-Term Corporate Notes — 13.72%
Central Fidelity Banks Inc. 8.15% due 11/15/02		4,000,000		4,077,926
Dow Capital 7.375% due 07/15/02		1,500,000		1,501,814
Goldman Sachs Group 3.15% due 05/02/03		8,000,000		8,000,000
Household Finance Corporation 6.125% due 07/15/02		3,100,000		3,103,417
Household Finance Corporation 6.875% due 03/01/03		7,000,000		7,143,704
Rockwell International Corporation, 6.75% due 09/15/02		4,700,000		4,738,137
SBC Communications Inc. 4.295% due 06/05/03		4,100,000		4,157,652
Summit Bancorp 8.625% due 12/10/02		8,000,000		8,213,251
Total Short-Term Corporate Notes
(Identified cost $40,935,901)				40,935,901
U. S. Government Obligations — 5.20%
Federal Home Loan Bank 2.00% due 02/14/03		7,000,000		7,000,000
Freddie Mac, 2.25% due 02/14/03		8,500,000		8,500,000
Total U. S. Government Obligations
(Identified cost $15,500,000)				15,500,000
Total Investments
(Identified cost $298,419,238)			$	298,419,238
Other Assets Less Liabilities — (0.05)%				(157,105)
Net Assets — 100%			$	298,262,133

(144A) The security may only be offered and sold to qualified institutional buyers under Rule 144A of the Securities Act of 1933.

(v) Variable rate security; interest rate is as of June 30, 2002.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

116

[This Page Intentionally Left Blank]

Statements of Assets and Liabilities

June 30, 2002 (Unaudited)

	AGGRESSIVE STOCK
	Mid-Cap Growth Fund			Multi-Cap Growth Fund			Small Company Growth Fund			Small Company Value Fund			Capital Appreciation Fund
Assets:
Investments at value	$	12,372,578		$	101,694,895		$	89,456,393		$	528,346,351		$	197,637,786
Foreign currency at value (cost — $558 and $533,333)		—			—			—			—			610
Investment of collateral received for securities lent		3,316,091			—			23,161,973			89,183,522			42,035,010
Receivable for fund shares sold		104,048			34,133			390,402			1,975,281			205,732
Receivable for investments sold		579,593			3,668,804			2,271,008			571,821			722,570
Dividends and interest receivable		464			21,531			8,635			374,779			50,446
Receivable for securities lending income		690			—			7,870			9,902			6,241
Receivable for margin variation on open futures		—			—			—			65,250			—
Due from investment adviser		10,920			36,378			32,478			—			—
Cash and other assets		64,006			44,831			44,782			60,428			140,321
Total assets	$	16,448,390		$	105,500,572		$	115,373,541		$	620,587,334		$	240,798,716
Liabilities:
Payable for fund shares redeemed		50,349			588,800			589,361			1,964,780			688,518
Options written, at market value (premiums received $8,140)		—			—			—			—			—
Payable due upon return of securities loaned		3,316,091			—			23,161,973			89,183,522			42,035,010
Payable for investments purchased		228,695			1,723,325			389,448			798,806			1,951,351
Dividends and distributions payable		—			—			—			—			—
Investment advisory fees payable		8,359			89,741			77,473			327,229			123,907
Distribution fees payable		8,461			70,828			53,931			318,713			106,645
Accrued expenses and other liabilities		12,656			137,709			55,179			145,072			117,758
Total liabilities	$	3,624,611		$	2,610,403		$	24,327,365		$	92,738,122		$	45,023,189
Net assets	$	12,823,779		$	102,890,169		$	91,046,176		$	527,849,212		$	195,775,527
Analysis of net assets
Paid-in capital		21,565,567			239,189,626			103,300,426			529,508,867			236,774,746
Undistributed (accumulated) net investment income (loss)		(125,314	)		(1,131,325	)		(853,825	)		(1,974,967	)		(980,962	)
Undistributed (accumulated) net realized gain (loss) on investments and foreign currency transactions		(8,660,326	)		(129,475,262	)		534,834			8,175,184			(61,282,084	)
Unrealized appreciation (depreciation) on investments and foreign currency denominated amounts		43,852			(5,692,870	)		(11,935,259	)		(7,859,872	)		21,263,827
Net assets	$	12,823,779		$	102,890,169		$	91,046,176		$	527,849,212		$	195,775,527
Class A: Net assets	$	5,051,918		$	38,539,923		$	34,095,725		$	242,434,557		$	124,711,878
Shares outstanding		1,239,766			6,189,878			1,387,016			30,100,805			4,604,806
Net asset value and redemption price per share		$4.07			$6.23			$24.58			$8.05			$27.08
Maximum sales charge per share		$0.20			$0.31			$1.23			$0.40			$1.35
Maximum offering price per share, including sales charge of 4.75%		$4.27			$6.54			$25.81			$8.45			$28.43
Class B: Net assets	$	5,227,827		$	49,712,640		$	38,443,575		$	184,845,257		$	53,984,128
Shares outstanding		1,294,843			8,115,359			1,616,921			24,140,065			2,117,970
Net asset value per share		$4.04			$6.13			$23.78			$7.66			$25.49
Class C: Net assets	$	2,250,883		$	14,271,732		$	9,893,569		$	92,679,249		$	16,491,989
Shares outstanding		557,251			2,332,583			414,788			11,808,701			628,894
Net asset value per share		$4.04			$6.12			$23.85			$7.85			$26.22
Maximum sales charge per share		$0.04			$0.06			$0.24			$0.08			$0.26
Maximum offering price per share, including sales charge of 1.00%		$4.08			$6.18			$24.09			$7.93			$26.48
Class Y: Net assets	$	293,151		$	365,874		$	8,613,307		$	7,890,149		$	587,532
Shares outstanding		71,423			58,021			342,344			942,674			21,162
Net asset value, offering and redemption price per share		$4.10			$6.31			$25.16			$8.37			$27.76
Investments at cost	$	12,328,726		$	107,387,765		$	101,391,652		$	536,357,598		$	176,374,697

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

118

STOCK															INTERNATIONAL
Deep Value Fund			Equity Fund			Equity Income Fund			Growth Fund			Growth and Income Fund			International Growth Fund
$	15,140,619		$	109,277,977		$	119,539,779		$	1,490,645,583		$	188,542,933		$	72,584,797
	—			—			—			—			—			540,261
	3,660,024			25,309,824			15,387,198			37,254,645			32,530,591			—
	49,189			202,170			66,583			4,582,340			118,071			210,979
	—			815,457			256,270			—			787,879			—
	19,176			28,692			130,650			530,801			113,745			149,116
	385			2,681			2,673			8,267			1,839			—
	—			—			—			—			—			—
	9,301			26,120			15,784			—			33,606			20,576
	46,107			51,589			53,783			92,245			46,689			1,054,044
$	18,924,801		$	135,714,510		$	135,452,720		$	1,533,113,881		$	222,175,353		$	74,559,773
	58,373			511,283			1,066,194			4,776,063			637,801			697,783
	—			—			—			—			1,000			—
	3,660,024			25,309,824			15,387,198			37,254,645			32,530,591			—
	232,551			—			—			—			—			—
	—			—			—			—			—			—
	9,282			70,962			75,301			949,763			121,746			51,858
	9,525			74,299			66,150			883,639			122,000			35,884
	9,847			571,049			64,826			651,951			143,956			147,056
$	3,979,602		$	26,537,417		$	16,659,669		$	44,516,061		$	33,557,094		$	932,581
$	14,945,199		$	109,177,093		$	118,793,051		$	1,488,597,820		$	188,618,259		$	73,627,192
	16,195,850			194,555,005			117,238,191			1,713,034,237			228,687,562			101,067,044
	11,200			(1,126,974	)		(17,114	)		(4,811,577	)		(361,966	)		387,047
	(678,235	)		(22,186,751	)		(743,802	)		(142,601,392	)		(6,213,948	)		(27,832,345	)
	(583,616	)		(62,064,187	)		2,315,776			(77,023,448	)		(33,493,389	)		5,446
$	14,945,199		$	109,177,093		$	118,793,051		$	1,488,597,820		$	188,618,259		$	73,627,192
$	5,693,980		$	40,730,718		$	72,888,567		$	739,416,659		$	65,705,891		$	30,146,488
	635,838			9,511,051			3,448,582			48,375,860			2,390,928			2,336,038
	$8.96			$4.28			$21.14			$15.28			$27.48			$12.90
	$0.45			$0.21			$1.05			$0.76			$1.37			$0.64
	$9.41			$4.49			$22.19			$16.04			$28.85			$13.54
$	6,471,657		$	39,479,427		$	37,562,153		$	511,463,009		$	95,615,830		$	21,653,220
	726,501			9,448,581			1,806,037			35,021,723			3,560,246			1,739,084
	$8.91			$4.18			$20.80			$14.60			$26.86			$12.45
$	2,486,856		$	27,874,494		$	8,031,706		$	192,039,565		$	16,710,816		$	8,072,534
	279,128			6,664,869			383,579			12,969,111			621,529			642,977
	$8.91			$4.18			$20.94			$14.81			$26.89			$12.55
	$0.09			$0.04			$0.21			$0.15			$0.27			$0.13
	$9.00			$4.22			$21.15			$14.96			$27.16			$12.68
$	292,706		$	1, 092,454		$	310,625		$	45,678,587		$	10,585,722		$	13,754,950
	32,528			251,291			14,706			2,886,696			377,228			1,056,854
	$9.00			$4.35			$21.12			$15.82			$28.06			$13.01
$	15,724,235		$	171,342,164		$	117,224,003		$	1,567,669,031		$	222,043,462		$	72,601,604

THE ENTERPRISE Group of Funds, Inc.

119

Statement of Assets and Liabilities — (Continued)

June 30, 2002 (Unaudited)

	SECTOR/SPECIALTY
	Global Financial Services Fund		Global Health Care Fund			Global Socially Responsive Fund			Global Technology Fund			Internet Fund
Assets:
Investments at value	$	31,161,467	$	14,256,383		$	4,352,463		$	5,040,123		$	63,258,851
Foreign currency at value (cost — $235,487, $34, $679, $844 and $126,484)		249,050		35			681			845			—
Investment of collateral received for securities lent		4,876,337		363,169			—			—			—
Receivable for fund shares sold		13,365		3,954			787			1,341			24,896
Receivable for investments sold		—		1,450,136			46,726			80,079			1,101,321
Dividends and interest receivable		92,278		1,949			3,170			1,016			2,345
Receivable for securities lending income		271		623			—			—			—
Receivable for margin variation on open futures		—		—			—			—			—
Due from investment adviser		4,000		9,667			5,286			7,160			48,769
Cash and other assets		33,148		33,357			32,365			89,795			42,758
Total assets	$	36,429,916	$	16,119,273		$	4,441,478		$	5,220,359		$	64,478,940
Liabilities:
Payable for fund shares redeemed		99,138		74,160			38,971			35,416			291,709
Options written, at market value (premiums received $116,605)		—		—			—			—			—
Payable due upon return of securities loaned		4,876,337		363,169			—			—			—
Payable for investments purchased		—		1,508,301			105,662			41,228			490,195
Dividends and distributions payable		—		—			—			—			—
Investment advisory fees payable		22,220		12,259			3,235			4,524			56,612
Distribution fees payable		14,685		9,422			2,354			3,227			44,608
Accrued expenses and other liabilities		177,300		25,708			6,937			15,854			154,196
Total liabilities	$	5,189,680	$	1,993,019		$	157,159		$	100,249		$	1,037,320
Net assets	$	31,240,236	$	14,126,254		$	4,284,319		$	5,120,110		$	63,441,620
Analysis of net assets
Paid-in capital		28,535,571		20,949,124			5,021,373			31,424,417			347,521,773
Undistributed (accumulated) net investment income (loss)		285,045		(159,650	)		2,095			(69,038	)		(983,780	)
Undistributed (accumulated) net realized gain (loss) on investments and foreign currency transactions		528,107		(5,644,848	)		(388,962	)		(24,979,496	)		(268,468,371	)
Unrealized appreciation (depreciation) on investments and foreign currency denominated amounts		1,891,513		(1,018,372	)		(350,187	)		(1,255,773	)		(14,628,002	)
Net assets	$	31,240,236	$	14,126,254		$	4,284,319		$	5,120,110		$	63,441,620
Class A: Net assets	$	12,842,351	$	5,416,270		$	2,434,558		$	2,467,831		$	23,900,045
Shares outstanding		2,080,314		910,217			301,763			1,198,917			3,819,713
Net asset value and redemption price per share		$6.17		$5.95			$8.07			$2.06			$6.26
Maximum sales charge per share		$0.31		$0.30			$0.40			$0.10			$0.31
Maximum offering price per share, including sales charge of 4.75%		$6.48		$6.25			$8.47			$2.16			$6.57
Class B: Net assets	$	9,729,635	$	6,368,688		$	1,142,658		$	2,057,101		$	31,354,084
Shares outstanding		1,590,150		1,082,434			143,194			1,012,526			5,085,557
Net asset value and offering price per share		$6.12		$5.88			$7.98			$2.03			$6.17
Class C: Net assets	$	1,983,050	$	2,130,417		$	569,799		$	484,830		$	7,919,182
Shares outstanding		324,465		362,102			71,424			238,578			1,284,872
Net asset value per share		$6.11		$5.88			$7.98			$2.03			$6.16
Maximum sales charge per share		$0.06		$0.06			$0.08			$0.02			$0.06
Maximum offering price per share, including sales charge of 1.00%		$6.17		$5.94			$8.06			$2.05			$6.22
Class Y: Net assets	$	6,685,200	$	210,879		$	137,304		$	110,348		$	268,309
Shares outstanding		1,077,215		35,229			16,886			52,971			42,217
Net asset value, offering and redemption price per share		$6.21		$5.99			$8.13			$2.08			$6.36
Investments at cost	$	29,286,428	$	15,274,823		$	4,703,134		$	6,295,969		$	77,886,853

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

120

			DOMESTIC HYBRID						INCOME											MONEY MARKET
Mergers & Acquisitions Fund			Managed Fund			Strategic Allocation Fund			Government Securities Fund			High-Yield Bond Fund			Tax-Exempt Income Fund		Total Return Fund			Money Market Fund
$	74,476,221		$	138,491,501		$	23,458,908		$	212,725,971		$	152,811,273		$	32,903,201	$	54,366,196		$	298,419,238
	—			—			—			—			—			—		129,603			—
	18,930,152			22,522,109			5,531,508			—			33,142,771			—		3,694,650			—
	256,641			18,574			124,085			735,054			855,485			9,677		446,370			915,186
	—			326,805			—			—			796,232			—		1,435,139			—
	18,548			201,858			55,892			1,066,644			3,807,531			452,890		507,860			814,605
	1,524			2,338			441			—			2,379			—		356			—
	—			—			—			—			—			—		41			—
	—			39,054			13,781			24,187			21,680			5,450		8,292			—
	47,018			41,433			116,115			45,439			50,712			133,203		45,272			91,437
$	93,730,104		$	161,643,672		$	29,300,730		$	214,597,295		$	191,488,063		$	33,504,421	$	60,633,779		$	300,240,466
	190,612			1,062,513			231,014			609,560			447,815			3,121		72,777			1,684,415
	—			—			—			—			—			—		82,870			—
	18,930,152			22,522,109			5,531,508			—			33,142,771			—		3,694,650			—
	195,500			—			—			—			247,466			—		16,760,695			—
	—			—			—			130,489			320,259			28,699		13,572			3,099
	55,356			90,161			14,808			101,848			79,315			13,647		19,525			85,813
	46,172			90,387			14,279			117,384			91,103			16,969		21,865			—
	16,463			144,207			30,207			51,178			33,904			10,784		21,125			205,006
$	19,434,255		$	23,909,377		$	5,821,816		$	1,010,459		$	34,362,633		$	73,220	$	20,687,079		$	1,978,333
$	74,295,849		$	137,734,295		$	23,478,914		$	213,586,836		$	157,125,430		$	33,431,201	$	39,946,700		$	298,262,133
	76,120,709			178,229,688			26,142,727			210,177,403			193,968,977			32,014,496		40,155,720			298,262,133
	(169,713	)		(287,987	)		(15,994	)		139,886			(219	)		—		(14,929	)		—
	1,098,491			(21,289,332	)		(301,504	)		(2,682,724	)		(21,277,616	)		74,925		327,901			—
	(2,753,638	)		(18,918,074	)		(2,346,315	)		5,952,271			(15,565,712	)		1,341,780		(521,992	)		—
$	74,295,849		$	137,734,295		$	23,478,914		$	213,586,836		$	157,125,430		$	33,431,201	$	39,946,700		$	298,262,133
$	31,663,875		$	60,112,642		$	8,816,457		$	105,580,155		$	77,880,850		$	22,552,851	$	16,552,403		$	239,200,806
	3,199,318			10,159,027			999,204			8,380,798			8,795,121			1,633,917		1,651,923			239,200,806
	$9.90			$5.92			$8.82			$12.60			$8.86			$13.80		$10.02			$1.00
	$0.49			$0.30			$0.44			$0.63			$0.44			$0.69		$0.50			—
	$10.39			$6.22			$9.26			$13.23			$9.30			$14.49		$10.52			$1.00
$	23,994,246		$	72,447,504		$	8,648,650		$	78,514,286		$	53,158,549		$	7,986,052	$	13,144,386		$	44,725,809
	2,443,335			12,488,495			983,508			6,238,451			6,010,011			578,468		1,312,310			44,725,809
	$9.82			$5.80			$8.79			$12.59			$8.85			$13.81		$10.02			$1.00
$	17,493,013		$	4,228,159		$	4,546,490		$	21,777,929		$	20,454,080		$	2,809,732	$	8,840,883		$	11,308,785
	1,780,978			729,812			517,264			1,730,383			2,311,535			203,556		882,730			11,308,785
	$9.82			$5.79			$8.79			$12.59			$8.85			$13.80		$10.02			$1.00
	$0.10			$0.06			$0.09			$0.13			$0.09			$0.14		$0.10			—
	$9.92			$5.85			$8.88			$12.72			$8.94			$13.94		$10.12			$1.00
$	1,144,715		$	945,990		$	1,467,317		$	7,714,466		$	5,631,951		$	82,566	$	1,409,028		$	3,026,733
	115,004			159,724			165,534			612,941			635,283			5,982		140,683			3,026,733
	$9.95			$5.92			$8.86			$12.59			$8.87			$13.80		$10.02			$1.00
$	77,229,859		$	157,381,691		$	25,805,223		$	206,773,700		$	168,376,985		$	31,561,421	$	55,064,479		$	298,419,238

THE ENTERPRISE Group of Funds, Inc.

121

Statements of Operations

For the Six Months Ended June 30, 2002 (Unaudited)

	AGGRESSIVE STOCK
	Mid-Cap Growth Fund			Multi-Cap Growth Fund			Small Company Growth Fund			Small Company Value Fund			Capital Appreciation Fund
Investment income:
Dividends	$	16,339		$	212,599	(1)	$	83,029		$	1,973,722	(1)	$	806,099	(1)
Interest		2,582			37,052			59,907			676,263			71,089
Securities lending		1,068			—			12,186			15,332			9,663
Total investment income		19,989			249,651			155,122			2,665,317			886,851
Expenses:
Investment Advisory fees		56,895			630,939			493,619			1,898,172			768,192
Distribution fees, Class A		13,392			107,494			85,268			528,770			295,281
Distribution fees, Class B		30,800			300,901			208,350			878,110			280,626
Distribution fees, Class C		13,873			89,266			48,770			440,065			85,008
Transfer agent fees		41,977			354,208			193,323			631,259			321,056
Custodian and accounting fees		17,314			32,450			18,172			90,035			44,205	(2)
Audit and legal fees		1,171			12,573			8,247			40,145			18,338
Reports to shareholders		3,971			29,366			24,013			105,732			44,978
Registration fees		17,047			9,586			10,453			14,180			10,341
Directors’ fees		101			974			675			3,287			1,460
Other expenses		713			3,540			2,810			10,529			4,578
Total expenses		197,254			1,571,297			1,093,700			4,640,284			1,874,063
Less: Expense reimbursement		(51,951	)		(190,321	)		(84,753	)		—			(6,046	)(2)
Total expenses, net of reimbursement		145,303			1,380,976			1,008,947			4,640,284			1,868,017
Net investment income (loss)		(125,314	)		(1,131,325	)		(853,825	)		(1,974,967	)		(981,166	)
Net realized and unrealized gain (loss) on investments:
Net realized gain (loss) on investments		(2,639,346	)		(17,059,439	)		2,841,858			11,570,000			(5,861,715	)
Net realized gain (loss) on foreign currency transactions		—			—			—			—			(6,047	)
Net realized gain (loss) on futures transactions		—			—			—			(339,224	)		—
Net realized gain (loss) on options transactions		—			—			—			—			—
Net change in unrealized gain (loss) on investments and foreign currency denominated amounts		(658,213	)		(11,279,077	)		(18,109,225	)		(19,059,459	)		5,697,299
Net realized and unrealized gain (loss) on investments		(3,297,559	)		(28,338,516	)		(15,267,367	)		(7,828,683	)		(170,463	)
Increase (decrease) in net assets resulting from operations	$	(3,422,873	)	$	(29,469,841	)	$	(16,121,192	)	$	(9,803,650	)	$	(1,151,629	)

(1) Net of foreign taxes withheld of $1,100 for Multi-Cap Growth, $2,767 for Small Company Value, $32,137 for Capital Appreciation, $432 for Deep Value, $3,914 for Equity Income, $80,558 for Growth, $22,918 for Growth and Income and $112,722 for International Growth.

(2) Includes amounts earned under an expense offset arrangement of $6,046.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

122

STOCK															INTERNATIONAL
Deep Value Fund			Equity Fund			Equity Income Fund			Growth Fund			Growth and Income Fund			International Growth Fund
$	134,988	(1)	$	161,495		$	1,218,045	(1)	$	9,274,935	(1)	$	1,545,228	(1)	$	1,089,935	(1)
	2,645			13,145			143,474			434,298			91,406			22,713
	596			4,151			4,138			12,801			2,848			8,178
	138,229			178,791			1,365,657			9,722,034			1,639,482			1,120,826
	52,395			506,781			469,481			6,113,647			834,320			313,991
	12,388			115,657			175,104			1,791,744			176,091			69,521
	29,700			242,814			193,776			2,875,551			554,174			105,927
	11,587			170,230			41,461			1,044,245			103,135			41,169
	27,900			255,198			179,552			1,848,660			358,446			181,345
	14,980			24,804			27,739			233,609			42,366			82,725
	947			12,191			11,136			143,786			20,359			6,679
	2,881			31,233			27,597			426,801			58,352			16,250
	15,371			15,695			10,760			12,176			13,436			11,427
	81			996			882			11,592			1,609			525
	887			8,060			3,295			31,800			5,223			1,119
	169,117			1,383,659			1,140,783			14,533,611			2,167,511			830,678
	(42,088	)		(77,894	)		(73,170	)		—			(166,063	)		(96,899	)
	127,029			1,305,765			1,067,613			14,533,611			2,001,448			733,779
	11,200			(1,126,974	)		298,044			(4,811,577	)		(361,966	)		387,047
	(677,123	)		(2,358,662	)		(1,091,407	)		(28,431,375	)		(4,498,453	)		(3,029,346	)
	—			—			—			—			—			(1,229,099	)
	—			—			—			—			—			—
	—			—			—			—			3,340			—
	(893,553	)		(29,152,335	)		(4,497,333	)		(210,317,278	)		(33,860,165	)		4,243,298
	(1,570,676	)		(31,510,997	)		(5,588,740	)		(238,748,653	)		(38,355,278	)		(15,147	)
$	(1,559,476	)	$	(32,637,971	)	$	(5,290,696	)	$	(243,560,230	)	$	(38,717,244	)	$	371,900

THE ENTERPRISE Group of Funds, Inc.

123

Statements of Operations — (Continued)

For the Six Months Ended June 30, 2002 (Unaudited)

	SECTOR/SPECIALTY
	Global Financial Services Fund			Global Health Care Fund			Global Socially Responsive Fund			Global Technology Fund			Internet Fund			Mergers & Acquisitions Fund
Investment income:
Dividends	$	577,207	(1)	$	28,573	(1)	$	39,549	(1)	$	5,514	(1)	$	27,912	(1)	$	253,279
Interest		686			3,620			2,628			1,250			29,688			264,571
Securities lending		420			1,763			—			—			—			2,360
Total investment income		578,313			33,956			42,177			6,764			57,600			520,210
Expenses:
Investment Advisory fees		133,978			89,371			18,372			33,931			466,036			305,636
Distribution fees, Class A		30,302			16,094			5,207			7,360			80,712			63,891
Distribution fees, Class B		47,702			38,414			5,594			13,456			226,653			115,204
Distribution fees, Class C		10,355			13,977			2,636			3,441			58,263			77,458
Transfer agent fees		57,720			48,985			11,200			33,531			407,383			76,625
Custodian and accounting fees		16,830			20,047			7,310			8,213			24,372			16,718
Audit and legal fees		2,814			1,575			324			772			10,790			4,653
Reports to shareholders		7,132			4,403			1,807			2,952			23,351			14,542
Registration fees		12,485			17,818			16,891			14,760			9,094			12,985
Directors’ fees		224			129			27			57			793			413
Other expenses		1,479			1,138			737			895			2,885			1,798
Total expenses		321,021			251,951			70,105			119,368			1,310,332			689,923
Less: Expense reimbursement		(27,753	)		(58,345	)		(30,129	)		(45,911	)		(268,952	)		—
Total expenses, net of reimbursement		293,268			193,606			39,976			73,457			1,041,380			689,923
Net investment income (loss)		285,045			(159,650	)		2,201			(66,693	)		(983,780	)		(169,713	)
Net realized and unrealized gain (loss) on investments:
Net realized gain (loss) on investments		160,639			(4,006,566	)		(131,724	)		(2,034,017	)		(22,012,418	)		791,948
Net realized gain (loss) on foreign currency transactions		(4,215	)		38,527			(6,160	)		(55,902	)		—			(3,925	)
Net realized gain (loss) on futures transactions		—			—			—			—			—			—
Net realized gain (loss) on options transactions		—			—			—			—			—			—
Net change in unrealized gain (loss) on investments and foreign currency denominated amounts		1,386,069			(2,231,621	)		(201,843	)		(529,698	)		(20,580,211	)		(2,299,950	)
Net realized and unrealized gain (loss) on investments		1,542,493			(6,199,660	)		(339,727	)		(2,619,617	)		(42,592,629	)		(1,511,927	)
Increase (decrease) in net assets resulting from operations	$	1,827,538		$	(6,359,310	)	$	(337,526	)	$	(2,686,310	)	$	(43,576,409	)	$	(1,681,640	)

(1) Net of foreign taxes withheld of $49,267 for Global Financial Services, $674 for Global Health Care, $4,008 for Global Socially Responsive, $592 for Global Technology, $3,083 for Internet, $3,405 for Managed and $909 for Strategic Allocation.

(2) Includes $500 of credits earned under a custodian fee arrangement.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

124

DOMESTIC HYBRID						INCOME												MONEY MARKET
Managed Fund			Strategic Allocation Fund			Government Securities Fund			High-Yield Bond Fund			Tax-Exempt Income Fund			Total Return Fund			Money Market Fund
$	1,336,097	(1)	$	156,223	(1)	$	—		$	—		$	—		$	—		$	—
	15,905			29,981			6,225,532			6,663,411			771,949			649,338			3,069,969
	3,620			683			—			3,684			—			551			—
	1,355,622			186,887			6,225,532			6,667,095			771,949			649,889			3,069,969
	733,044			86,373			581,643			452,484			78,464			87,562			524,410
	163,707			21,508			218,829			172,166			49,372			26,496			—
	427,851			37,243			349,977			257,145			36,844			46,978			—
	25,789			22,591			94,405			89,108			9,968			21,810			—
	310,053			26,696			200,464			163,185			25,066			26,744			290,534
	63,098			56,184			35,510			42,136			8,764	(2)		22,136			28,925
	19,107			1,626			16,092			11,986			2,779			1,694			33,960
	54,821			4,628			42,137			32,082			7,239			4,773			71,269
	10,665			20,241			12,775			10,880			11,045			20,466			14,136
	1,501			131			1,317			992			61			141			2,159
	5,157			1,888			6,034			14,404			1,443			1,459			21,022
	1,814,793			279,109			1,559,183			1,246,568			231,045			260,259			986,415
	(171,184	)		(76,228	)		(84,853	)		(87,131	)		(32,857	)(2)		(43,735	)		—
	1,643,609			202,881			1,474,330			1,159,437			198,188			216,524			986,415
	(287,987	)		(15,994	)		4,751,202			5,507,658			573,761			433,365			2,083,554
	(12,033,275	)		(152,808	)		46,457			(6,636,896	)		113,006			359,121			—
	—			—			—			—			—			(262	)		—
	(69,546	)		—			—			—			—			47,327			—
	—			—			—			—			—			32,404			—
	(18,027,387	)		(3,209,179	)		3,291,310			(4,220,186	)		615,674			(594,088	)		—
	(30,130,208	)		(3,361,987	)		3,337,767			(10,857,082	)		728,680			(155,498	)		—
$	(30,418,195	)	$	(3,377,981	)	$	8,088,969		$	(5,349,424	)	$	1,302,441		$	277,867		$	2,083,554

THE ENTERPRISE Group of Funds, Inc.

125

Statements of Changes In Net Assets

	AGGRESSIVE STOCK
	Mid-Cap Growth Fund						Multi-Cap Growth Fund						Small Company Growth Fund
	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001
From operations:
Net investment income (loss)	$	(125,314	)	$	(119,020	)	$	(1,131,325	)	$	(2,159,094	)	$	(853,825	)	$	(1,447,092	)
Net realized gain (loss) on investments and foreign currency transactions		(2,639,346	)		(4,029,814	)		(17,059,439	)		(66,777,024	)		2,841,858			(2,308,235	)
Net realized gain (loss) on futures and options		—			—			—			—			—			—
Net change in unrealized gain (loss) on investments and foreign currency denominated amounts		(658,213	)		776,918			(11,279,077	)		32,069,189			(18,109,225	)		(888,392	)
Increase (decrease) in net assets resulting from operations		(3,422,873	)		(3,371,916	)		(29,469,841	)		(36,866,929	)		(16,121,192	)		(4,643,719	)
Distributions to shareholders from:
Net investment income, Class A		—			—			—			—			—			—
Net investment income, Class B		—			—			—			—			—			—
Net investment income, Class C		—			—			—			—			—			—
Net investment income, Class Y		—			—			—			—			—			—
Net realized gains on investments Class A		—			—			—			—			—			(285,637	)
Net realized gains on investments Class B		—			—			—			—			—			(325,016	)
Net realized gains on investments Class C		—			—			—			—			—			(72,446	)
Net realized gains on investments Class Y		—			—			—			—			—			(67,297	)
Total distributions to shareholders		—			—			—			—			—			(750,396	)
From capital share transactions:
Class A
Shares sold		1,653,493			4,334,303			5,033,165			76,519,695			13,605,157			41,589,544
Shares exchanged due to merger		—			2,806,272			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			313,704
Shares redeemed		(1,989,369	)		(1,359,346	)		(10,508,552	)		(87,703,987	)		(10,794,283	)		(38,456,997	)
Net increase (decrease) — Class A		(335,876	)		5,781,229			(5,475,387	)		(11,184,292	)		2,810,874			3,446,251
Class B
Shares sold		1,111,191			3,570,153			5,243,205			14,100,119			9,115,559			12,423,173
Shares exchanged due to merger		—			3,435,246			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			305,225
Shares redeemed		(1,374,199	)		(421,525	)		(9,563,866	)		(17,282,833	)		(5,616,156	)		(6,535,674	)
Net increase (decrease) — Class B		(263,008	)		6,583,874			(4,320,661	)		(3,182,714	)		3,499,403			6,192,724
Class C
Shares sold		641,696			2,024,937			1,548,074			4,256,609			4,601,027			3,054,401
Shares exchanged due to merger		—			1,043,941			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			64,419
Shares redeemed		(906,392	)		(249,658	)		(3,764,487	)		(8,784,797	)		(2,353,850	)		(1,830,370	)
Net increase (decrease) — Class C		(264,696	)		2,819,220			(2,216,413	)		(4,528,188	)		2,247,177			1,288,450
Class Y
Shares sold		148,845			94,887			297,807			217,184			1,581,678			2,051,879
Shares exchanged due to merger		—			112,112			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			59,632
Shares redeemed		(30,015	)		(21,405	)		(242,363	)		(309,978	)		(758,166	)		(1,809,003	)
Net increase (decrease) — Class Y		118,830			185,594			55,444			(92,794	)		823,512			302,508
Total increase (decrease) in net assets resulting from capital share transactions		(744,750	)		15,369,917			(11,957,017	)		(18,987,988	)		9,380,966			11,229,933
Total increase (decrease) in net assets		(4,167,623	)		11,998,001			(41,426,858	)		(55,854,917	)		(6,740,226	)		5,835,818
Net assets:
Beginning of period	$	16,991,402		$	4,993,401		$	144,317,027		$	200,171,944		$	97,786,402		$	91,950,584
End of period	$	12,823,779		$	16,991,402		$	102,890,169		$	144,317,027		$	91,046,176		$	97,786,402

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

126

						STOCK
Small Company Value Fund						Capital Appreciation Fund						Deep Value Fund						Equity Fund
(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			For the Period May 31, 2001 through December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001
$	(1,974,967	)	$	(1,952,919	)	$	(981,166	)	$	(2,281,209	)	$	11,200		$	(1,896	)	$	(1,126,974	)	$	(2,084,035	)
	11,570,000			1,455,964			(5,867,762	)		(50,945,445	)		(677,123	)		24,969			(2,358,662	)		(16,843,291	)
	(339,224	)		—			—			—			—			—			—			—
	(19,059,459	)		17,567,659			5,697,299			(3,353,811	)		(893,553	)		309,937			(29,152,335	)		(11,981,965	)
	(9,803,650	)		17,070,704			(1,151,629	)		(56,580,465	)		(1,559,476	)		333,010			(32,637,971	)		(30,909,291	)
	—			—			—			—			—			—			—			—
	—			—			—			—			—			—			—			—
	—			—			—			—			—			—			—			—
	—			—			—			—			—			—			—			—
	—			(851,440	)		—			—			—			(11,477	)		—			(332,216	)
	—			(650,999	)		—			—			—			(13,426	)		—			(316,513	)
	—			(310,302	)		—			—			—			(5,581	)		—			(217,646	)
	—			(26,391	)		—			—			—			(468	)		—			(5,690	)
	—			(1,839,132	)		—			—			—			(30,952	)		—			(872,065	)
	62,808,148			166,399,437			28,928,776			56,463,766			3,259,344			4,157,142			8,777,316			29,318,561
	—			—			—			—			—			—			—			3,874,405
	—			789,960			—			—			—			10,082			—			306,550
	(34,959,666	)		(130,586,033	)		(32,566,242	)		(67,981,075	)		(1,049,866	)		(211,141	)		(11,416,090	)		(20,111,203	)
	27,848,482			36,603,364			(3,637,466	)		(11,517,309	)		2,209,478			3,956,083			(2,638,774	)		13,388,313
	43,245,270			56,406,892			8,018,359			11,969,659			2,658,862			4,851,155			5,485,147			17,987,269
	—			—			—			—			—			—			—			3,329,945
	—			602,349			—			—			—			11,259			—			296,274
	(16,230,857	)		(17,308,753	)		(9,863,035	)		(14,975,990	)		(369,673	)		(122,482	)		(6,726,476	)		(12,296,582	)
	27,014,413			39,700,488			(1,844,676	)		(3,006,331	)		2,289,189			4,739,932			(1,241,329	)		9,316,906
	26,020,421			35,642,466			3,082,752			4,735,978			989,657			2,030,452			5,989,161			18,307,791
	—			—			—			—			—			—			—			1,221,444
	—			271,635			—			—			—			4,535			—			173,046
	(10,168,467	)		(14,096,383	)		(3,621,872	)		(6,217,165	)		(283,587	)		(51,884	)		(5,787,430	)		(8,536,292	)
	15,851,954			21,817,718			(539,120	)		(1,481,187	)		706,070			1,983,103			201,731			11,165,989
	4,342,815			6,735,245			305,052			229,606			237,219			165,932			710,669			778,212
	—			—			—			—			—			—			—			109,021
	—			16,830			—			—			—			179			—			2,824
	(3,414,455	)		(753,001	)		(145,264	)		(225,175	)		(83,553	)		(1,015	)		(333,810	)		(199,440	)
	928,360			5,999,074			159,788			4,431			153,666			165,096			376,859			690,617
	71,643,209			104,120,644			(5,861,474	)		(16,000,396	)		5,358,403			10,844,214			(3,301,513	)		34,561,825
	61,839,559			119,352,216			(7,013,103	)		(72,580,861	)		3,798,927			11,146,272			(35,939,484	)		2,780,469
$	466,009,653		$	346,657,437		$	202,788,630		$	275,369,491		$	11,146,272		$	—		$	145,116,577		$	142,336,108
$	527,849,212		$	466,009,653		$	195,775,527		$	202,788,630		$	14,945,199		$	11,146,272		$	109,177,093		$	145,116,577

THE ENTERPRISE Group of Funds, Inc.

127

Statements of Changes In Net Assets — (Continued)

	Equity Income Fund						Growth Fund						Growth and Income Fund
	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001
From operations:
Net investment income (loss)	$	298,044		$	870,265		$	(4,811,577	)	$	(10,703,877	)	$	(361,966	)	$	(214,072	)
Net realized gain (loss) on investments and foreign currency transactions		(1,091,407	)		1,388,294			(28,431,375	)		(83,193,650	)		(4,498,453	)		(1,691,388	)
Net realized gain (loss) on futures and options		—			—			—			—			3,340			17,280
Net change in unrealized gain (loss) on investments and foreign currency denominated amounts		(4,497,333	)		(19,976,569	)		(210,317,278	)		(190,734,496	)		(33,860,165	)		(39,386,910	)
Increase (decrease) in net assets resulting from operations		(5,290,696	)		(17,718,010	)		(243,560,230	)		(284,632,023	)		(38,717,244	)		(41,275,090	)
Distributions to shareholders from:
Net investment income, Class A		(280,896	)		(666,580	)		—			—			—			—
Net investment income, Class B		(50,827	)		(103,693	)		—			—			—			—
Net investment income, Class C		(10,634	)		(24,488	)		—			—			—			—
Net investment income, Class Y		(1,877	)		(3,792	)		—			—			—			—
Net realized gains on investments Class A		—			(1,329,955	)		—			—			—			(371,461	)
Net realized gains on investments Class B		—			(653,291	)		—			—			—			(534,874	)
Net realized gains on investments Class C		—			(138,603	)		—			—			—			(99,868	)
Net realized gains on investments Class Y		—			(5,412	)		—			—			—			(57,472	)
Total distributions to shareholders		(344,234	)		(2,925,814	)		—			—			—			(1,063,675	)
From capital share transactions:
Class A
Shares sold		6,999,012			53,228,657			146,485,453			440,866,174			11,069,626			42,279,289
Shares exchanged due to merger		—			—			7,363,678			—			—			—
Reinvestment of distributions		262,823			1,897,220			—			—			—			361,200
Shares redeemed		(10,143,167	)		(57,533,572	)		(116,936,443	)		(511,525,534	)		(16,029,312	)		(38,286,400	)
Net increase (decrease) — Class A		(2,881,332	)		(2,407,695	)		36,912,688			(70,659,360	)		(4,959,686	)		4,354,089
Class B
Shares sold		6,495,857			10,403,060			43,450,549			72,136,450			10,625,047			36,639,870
Shares exchanged due to merger		—			—			7,296,375			—			—			—
Reinvestment of distributions		46,010			692,097			—			—			—			500,105
Shares redeemed		(5,455,057	)		(7,100,781	)		(58,703,987	)		(100,359,502	)		(14,356,155	)		(21,262,123	)
Net increase (decrease) — Class B		1,086,810			3,994,376			(7,957,063	)		(28,223,052	)		(3,731,108	)		15,877,852
Class C
Shares sold		1,965,052			3,299,676			31,188,539			42,836,772			3,266,736			10,037,575
Shares exchanged due to merger		—			—			2,196,313			—			—			—
Reinvestment of distributions		9,264			148,140			—			—			—			90,762
Shares redeemed		(1,658,246	)		(2,463,018	)		(23,805,781	)		(46,996,427	)		(5,250,797	)		(6,297,999	)
Net increase (decrease) — Class C		316,070			984,798			9,579,071			(4,159,655	)		(1,984,061	)		3,830,338
Class Y
Shares sold		34,869			247,787			8,305,311			10,293,880			1,382,985			1,338,106
Shares exchanged due to merger		—			—			108,538			—			—			—
Reinvestment of distributions		958			4,708			—			—			—			67,413
Shares redeemed		(31,191	)		(24,185	)		(8,094,555	)		(15,911,406	)		(1,878,294	)		(2,766,168	)
Net increase (decrease) — Class Y		4,636			228,310			319,294			(5,617,526	)		(495,309	)		(1,360,649	)
Total increase (decrease) in net assets resulting from capital share transactions		(1,473,816	)		2,799,789			38,853,990			(108,659,593	)		(11,170,164	)		22,701,630
Total increase (decrease) in net assets		(7,108,746	)		(17,844,035	)		(204,706,240	)		(393,291,616	)		(49,887,408	)		(19,637,135	)
Net assets:
Beginning of period	$	125,901,797		$	143,745,832		$	1,693,304,060		$	2,086,595,676		$	238,505,667		$	258,142,802
End of period	$	118,793,051		$	125,901,797		$	1,488,597,820		$	1,693,304,060		$	188,618,259		$	238,505,667

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

128

INTERNATIONAL						SECTOR/SPECIALTY
International Growth Fund						Global Financial Services Fund						Global Health Care Fund						Global Socially Responsive Fund
(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001
$	387,047		$	(532,304	)	$	285,045		$	186,404		$	(159,650	)	$	(233,543	)	$	2,201		$	(3,549	)
	(4,258,445	)		(18,579,407	)		156,424			1,518,667			(3,968,039	)		(1,322,229	)		(137,884	)		(252,576	)
	—			—			—			—			—			—			—			—
	4,243,298			(10,117,281	)		1,386,069			(4,755,691	)		(2,231,621	)		1,018,753			(201,843	)		(107,742	)
	371,900			(29,228,992	)		1,827,538			(3,050,620	)		(6,359,310	)		(537,019	)		(337,526	)		(363,867	)
	—			—			—			(118,443	)		—			—			—			—
	—			—			—			(26,013	)		—			—			—			—
	—			—			—			(7,872	)		—			—			—			—
	—			—			—			(83,421	)		—			—			—			—
	—			—			—			(428,249	)		—			—			—			(3,829	)
	—			—			—			(298,315	)		—			—			—			(1,981	)
	—			—			—			(64,776	)		—			—			—			(901	)
	—			—			—			(193,710	)		—			—			—			(225	)
	—			—			—			(1,220,799	)		—			—			—			(6,936	)
	17,643,274			340,854,188			4,578,294			3,787,716			1,436,939			5,981,355			725,568			1,198,911
	—			4,946,620			—			—			—			—			—			—
	—			—			—			525,890			—			—			—			3,049
	(22,176,808	)		(348,025,095	)		(6,241,183	)		(4,381,526	)		(1,382,685	)		(2,278,764	)		(148,052	)		(55,498	)
	(4,533,534	)		(2,224,287	)		(1,662,889	)		(67,920	)		54,254			3,702,591			577,516			1,146,462
	4,523,736			4,772,914			1,190,062			3,958,614			1,272,312			6,194,321			250,474			655,716
	—			3,180,237			—			—			—			—			—			—
	—			—			—			301,024			—			—			—			1,457
	(4,688,626	)		(4,684,158	)		(1,408,925	)		(3,796,062	)		(775,268	)		(1,109,056	)		(54,812	)		(97,737	)
	(164,890	)		3,268,993			(218,863	)		463,576			497,044			5,085,265			195,662			559,436
	2,407,606			14,874,824			174,946			1,152,921			405,610			2,116,660			158,787			208,911
	—			2,893,979			—			—			—			—			—			—
	—			—			—			68,385			—			—			—			269
	(2,883,093	)		(14,649,080	)		(368,296	)		(792,028	)		(520,636	)		(667,212	)		(20,188	)		(42,575	)
	(475,487	)		3,119,723			(193,350	)		429,278			(115,026	)		1,449,448			138,599			166,605
	12,798,710			21,179,793			134,647			56,004			158,187			98,756			35,403			34,273
	—			298,492			—			—			—			—			—			—
	—			—			—			276,909			—			(85,642	)		—			62
	(13,005,811	)		(22,381,247	)		(104,482	)		(27,554	)		(130,459	)		—			(9,505	)		(1,434	)
	(207,101	)		(902,962	)		30,165			305,359			27,728			13,114			25,898			32,901
	(5,381,012	)		3,261,467			(2,044,937	)		1,130,293			464,000			10,250,418			937,675			1,905,404
	(5,009,112	)		(25,967,525	)		(217,399	)		(3,141,126	)		(5,895,310	)		9,713,399			600,149			1,534,601
$	78,636,304		$	104,603,829		$	31,457,635		$	34,598,761		$	20,021,564		$	10,308,165		$	3,684,170		$	2,149,569
$	73,627,192		$	78,636,304		$	31,240,236		$	31,457,635		$	14,126,254		$	20,021,564		$	4,284,319		$	3,684,170

THE ENTERPRISE Group of Funds, Inc.

129

Statements of Changes In Net Assets — (Continued)

	Global Technology						Internet Fund						Mergers & Acquisitions Fund
	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			For the Period February 28, 2001 through December 31, 2001
From operations:
Net investment income (loss)	$	(66,693	)	$	(216,042	)	$	(983,780	)	$	(2,761,533	)	$	(169,713	)	$	(36,010	)
Net realized gain (loss) on investments and foreign currency transactions		(2,089,919	)		(16,051,061	)		(22,012,418	)		(170,702,027	)		788,023			1,019,481
Net realized gain (loss) on futures and options		—			—			—			—			—			—
Net change in unrealized gain (loss) on investments and foreign currency denominated amounts		(529,698	)		7,174,573			(20,580,211	)		98,493,577			(2,299,950	)		(453,688	)
Increase (decrease) in net assets resulting from operations		(2,686,310	)		(9,092,530	)		(43,576,409	)		(74,969,983	)		(1,681,640	)		529,783
Distributions to shareholders from:
Net investment income, Class A		—			—			—			—			—			—
Net investment income, Class B		—			—			—			—			—			—
Net investment income, Class C		—			—			—			—			—			—
Net investment income, Class Y		—			—			—			—			—			—
Net realized gains on investments Class A		—			—			—			—			—			(278,747	)
Net realized gains on investments Class B		—			—			—			—			—			(245,144	)
Net realized gains on investments Class C		—			—			—			—			—			(133,997	)
Net realized gains on investments Class Y		—			—			—			—			—			(8,331	)
Total distributions to shareholders		—			—			—			—			—			(666,219	)
From capital share transactions:
Class A
Shares sold		259,575			682,728			3,880,635			115,726,611			11,325,113			26,200,997
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			235,061
Shares redeemed		(511,672	)		(2,106,487	)		(12,292,117	)		(126,881,239	)		(2,849,741	)		(2,519,959	)
Net increase (decrease) — Class A		(252,097	)		(1,423,759	)		(8,411,482	)		(11,154,628	)		8,475,372			23,916,099
Class B
Shares sold		176,576			896,440			3,187,328			13,857,227			5,706,821			22,270,189
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			215,716
Shares redeemed		(334,387	)		(1,357,326	)		(7,936,381	)		(20,836,122	)		(2,343,717	)		(1,217,243	)
Net increase (decrease) — Class B		(157,811	)		(460,886	)		(4,749,053	)		(6,978,895	)		3,363,104			21,268,662
Class C
Shares sold		31,614			178,840			750,205			3,527,676			7,767,255			12,541,890
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			106,467
Shares redeemed		(164,053	)		(589,549	)		(2,409,898	)		(9,270,956	)		(1,409,391	)		(1,076,719	)
Net increase (decrease) — Class C		(132,439	)		(410,709	)		(1,659,693	)		(5,743,280	)		6,357,864			11,571,638
Class Y
Shares sold		117,360			39,611			203,138			409,366			733,440			802,740
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		—			—			—			—			—			2,097
Shares redeemed		(111,417	)		(87,245	)		(199,742	)		(343,992	)		(290,009	)		(87,082	)
Net increase (decrease) — Class Y		5,943			(47,634	)		3,396			65,374			443,431			717,755
Total increase (decrease) in net assets resulting from capital share transactions		(536,404	)		(2,342,988	)		(14,816,832	)		(23,811,429	)		18,639,771			57,474,154
Total increase (decrease) in net assets		(3,222,714	)		(11,435,518	)		(58,393,241	)		(98,781,412	)		16,958,131			57,337,718
Net assets:
Beginning of period	$	8,342,824		$	19,778,342		$	121,834,861		$	220,616,273		$	57,337,718		$	—
End of period	$	5,120,110		$	8,342,824		$	63,441,620		$	121,834,861		$	74,295,849		$	57,337,718

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

130

DOMESTIC HYBRID												INCOME
Managed Fund						Strategic Allocation Fund						Government Securities Fund						High-Yield Bond Fund
(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			For the Period August 31, 2001 through December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001
$	(287,987	)	$	(569,223	)	$	(15,994	)	$	(5,484	)	$	4,751,202		$	8,222,735		$	5,507,658		$	9,175,241
	(12,033,275	)		(7,004,455	)		(152,808	)		(123,648	)		46,457			925,139			(6,636,896	)		(6,816,815	)
	(69,546	)		(107,989	)		—			—			—			—			—			(9,788	)
	(18,027,387	)		(24,988,250	)		(3,209,179	)		862,864			3,291,310			1,993,794			(4,220,186	)		3,113,821
	(30,418,195	)		(32,669,917	)		(3,377,981	)		733,732			8,088,969			11,141,668			(5,349,424	)		5,462,459
	—			—			—			—			(2,425,696	)		(4,727,725	)		(2,882,309	)		(5,008,569	)
	—			—			—			—			(1,556,257	)		(2,487,346	)		(1,803,057	)		(3,154,670	)
	—			—			—			—			(418,405	)		(580,096	)		(619,597	)		(771,235	)
	—			—			—			—			(210,958	)		(427,568	)		(202,695	)		(240,767	)
	—			—			—			(17,236	)		—			—			—			—
	—			—			—			(10,952	)		—			—			—			—
	—			—			—			(6,385	)		—			—			—			—
	—			—			—			(2,661	)		—			—			—			—
	—			—			—			(37,234	)		(4,611,316	)		(8,222,735	)		(5,507,658	)		(9,175,241	)
	6,368,980			14,379,140			4,253,309			9,970,028			29,620,740			120,147,474			29,561,726			57,013,831
	—			—			—			—			—			—			—			—
	—			—			—			12,356			2,016,518			3,760,875			1,976,095			4,204,557
	(15,873,531	)		(24,304,583	)		(2,323,141	)		(2,243,788	)		(21,899,349	)		(112,500,346	)		(12,162,134	)		(50,028,663	)
	(9,504,551	)		(9,925,443	)		1,930,168			7,738,596			9,737,909			11,408,003			19,375,687			11,189,725
	5,538,268			11,242,700			5,204,806			5,191,519			17,513,106			35,380,077			12,776,812			22,041,854
	—			—			—			—			—			—			—			—
	—			—			—			9,122			1,283,352			2,061,517			1,211,764			2,290,018
	(11,356,741	)		(16,262,285	)		(721,281	)		(40,486	)		(8,457,160	)		(12,749,327	)		(4,704,145	)		(8,015,037	)
	(5,818,473	)		(5,019,585	)		4,483,525			5,160,155			10,339,298			24,692,267			9,284,431			16,316,835
	672,348			1,588,220			2,644,164			3,081,957			7,968,790			14,365,713			11,378,308			13,432,682
	—			—			—			—			—			—			—			—
	—			—			—			4,079			314,594			444,998			358,992			537,765
	(1,139,731	)		(2,471,671	)		(541,417	)		(10,607	)		(3,653,787	)		(6,880,496	)		(3,814,262	)		(6,756,056	)
	(467,383	)		(883,451	)		2,102,747			3,075,429			4,629,597			7,930,215			7,923,038			7,214,391
	2,002,386			4,228,267			805,372			1,198,910			1,033,207			779,165			1,813,861			3,727,721
	—			—			—			—			—			—			—			—
	—			—			—			2,340			204,867			418,871			164,196			205,386
	(42,430,443	)		(9,407,066	)		(336,739	)		(106	)		(1,330,461	)		(853,854	)		(161,322	)		(444,439	)
	(40,428,057	)		(5,178,799	)		468,633			1,201,144			(92,387	)		344,182			1,816,735			3,488,668
	(56,218,464	)		(21,007,278	)		8,985,073			17,175,324			24,614,417			44,374,667			38,399,891			38,209,619
	(86,636,659	)		(53,677,195	)		5,607,092			17,871,822			28,092,070			47,293,600			27,542,809			34,496,837
$	224,370,954		$	278,048,149		$	17,871,822		$	—		$	185,494,766		$	138,201,166		$	129,582,621		$	95,085,784
$	137,734,295		$	224,370,954		$	23,478,914		$	17,871,822		$	213,586,836		$	185,494,766		$	157,125,430		$	129,582,621

THE ENTERPRISE Group of Funds, Inc.

131

Statements of Changes In Net Assets — (Continued)

													MONEY MARKET
	Tax-Exempt Income Fund						Total Return Fund						Money Market Fund
	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			For the Period August 31, 2001 through December 31, 2001			(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001
From operations:
Net investment income (loss)	$	573,761		$	1,120,586		$	433,365		$	121,329		$	2,083,554		$	11,617,616
Net realized gain (loss) on investments and foreign currency transactions		113,006			168,756			358,859			(8,556	)		—			—
Net realized gain (loss) on futures and options		—			—			79,731			—			—			—
Net change in unrealized gain (loss) on investments and foreign currency denominated amounts		615,674			(422,611	)		(594,088	)		72,096			—			—
Increase (decrease) in net assets resulting from operations		1,302,441			866,731			277,867			184,869			2,083,554			11,617,616
Distributions to shareholders from:
Net investment income, Class A		(419,255	)		(846,427	)		(209,647	)		(51,206	)		(1,706,059	)		(9,936,204	)
Net investment income, Class B		(120,454	)		(217,400	)		(142,362	)		(35,606	)		(290,192	)		(1,255,866	)
Net investment income, Class C		(32,345	)		(53,389	)		(64,338	)		(17,391	)		(66,248	)		(316,995	)
Net investment income, Class Y		(1,707	)		(3,370	)		(28,720	)		(17,126	)		(21,055	)		(108,551	)
Net realized gains on investments Class A		—			—			—			(49,985	)		—			—
Net realized gains on investments Class B		—			—			—			(43,431	)		—			—
Net realized gains on investments Class C		—			—			—			(18,771	)		—			—
Net realized gains on investments Class Y		—			—			—			(10,851	)		—			—
Total distributions to shareholders		(573,761	)		(1,120,586	)		(445,067	)		(244,367	)		(2,083,554	)		(11,617,616	)
From capital share transactions:
Class A
Shares sold		2,038,486			27,523,028			10,084,594			7,774,478			111,806,769			1,080,795,303
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		301,903			614,698			189,359			91,602			1,684,970			9,276,295
Shares redeemed		(2,291,338	)		(28,206,457	)		(639,156	)		(846,487	)		(125,793,478	)		(1,110,793,783	)
Net increase (decrease) — Class A		49,051			(68,731	)		9,634,797			7,019,593			(12,301,739	)		(20,722,185	)
Class B
Shares sold		1,285,425			3,219,217			7,535,950			6,286,486			21,078,882			61,258,138
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		79,052			134,027			120,221			69,101			270,464			1,173,030
Shares redeemed		(487,325	)		(3,003,840	)		(607,543	)		(185,673	)		(20,668,403	)		(46,482,551	)
Net increase (decrease) — Class B		877,152			349,404			7,048,628			6,169,914			680,943			15,948,617
Class C
Shares sold		1,308,424			688,463			6,517,980			3,015,705			10,380,084			39,136,728
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		27,686			47,302			46,547			27,715			61,922			304,784
Shares redeemed		(392,306	)		(478,936	)		(659,702	)		(54,539	)		(9,765,652	)		(37,518,407	)
Net increase (decrease) — Class C		943,804			256,829			5,904,825			2,988,881			676,354			1,923,105
Class Y
Shares sold		2,011			226,155			217,407			1,509,663			373,998			2,534,486
Shares exchanged due to merger		—			—			—			—			—			—
Reinvestment of distributions		679			1,198			23,257			24,296			20,961			108,490
Shares redeemed		(252	)		(196,928	)		(325,261	)		(42,602	)		(528,134	)		(2,148,428	)
Net increase (decrease) — Class Y		2,438			30,425			(84,597	)		1,491,357			(133,175	)		494,548
Total increase (decrease) in net assets resulting from capital share transactions		1,872,445			567,927			22,503,653			17,669,745			(11,077,617	)		(2,355,915	)
Total increase (decrease) in net assets		2,601,125			314,072			22,336,453			17,610,247			(11,077,617	)		(2,355,915	)
Net assets:
Beginning of period	$	30,830,076		$	30,516,004		$	17,610,247		$	—		$	309,339,750		$	311,695,667
End of period	$	33,431,201		$	30,830,076		$	39,946,700		$	17,610,247		$	298,262,133		$	309,339,750

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

132

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THE ENTERPRISE Group of Funds, Inc.

133

Enterprise Mid-Cap Growth Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Mid-Cap Growth Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	5.12		$	8.73		$	10.00
Net Investment Income (Loss)		(0.03	)F		(0.07	)F		(0.04	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.02	)		(3.54	)		(1.23	)
Total from Investment Operations		(1.05	)		(3.61	)		(1.27	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	4.07		$	5.12		$	8.73
Total ReturnC		(20.51	)%B		(41.35	)%		(12.70	)%B
Net Assets End of Period (in thousands)	$	5,052		$	6,749		$	2,336
Ratio of Expenses to Average Net Assets		1.60	%A		1.60	%		1.60	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.28	%A		3.06	%		15.21	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.34	)%A		(1.26	)%		(0.74	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.02	)%A		(2.73	)%		(14.35	)%A
Portfolio Turnover Rate		102	%		174	%		17	%

Enterprise Mid-Cap Growth Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	5.09		$	8.73		$	10.00
Net Investment Income (Loss)		(0.04	)F		(0.10	)F		(0.09	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.01	)		(3.54	)		(1.18	)
Total from Investment Operations		(1.05	)		(3.64	)		(1.27	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	4.04		$	5.09		$	8.73
Total ReturnD		(20.63	)%B		(41.70	)%		(12.70	)%B
Net Assets End of Period (in thousands)	$	5,228		$	6,870		$	1,429
Ratio of Expenses to Average Net Assets		2.15	%A		2.15	%		2.15	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.83	%A		3.61	%		15.76	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.89	)%A		(1.81	)%		(1.30	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.57	)%A		(3.28	)%		(14.91	)%A
Portfolio Turnover Rate		102	%		174	%		17	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

134

Enterprise Mid-Cap Growth Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Mid-Cap Growth Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	5.09		$	8.71		$	10.00
Net Investment Income (Loss)		(0.04	)F		(0.10	)F		(0.08	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.01	)		(3.52	)		(1.21	)
Total from Investment Operations		(1.05	)		(3.62	)		(1.29	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	4.04		$	5.09		$	8.71
Total ReturnD		(20.63	)%B,C		(41.56	)%		(12.90	)%B
Net Assets End of Period (in thousands)	$	2,251		$	3,131		$	1,111
Ratio of Expenses to Average Net Assets		2.15	%A		2.15	%		2.15	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.83	%A		3.61	%		15.76	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.89	)%A		(1.81	)%		(1.31	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.57	)%A		(3.28	)%		(14.92	)A
Portfolio Turnover Rate		102	%		174	%		17	%

Enterprise Mid-Cap Growth Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	5.15		$	8.74		$	10.00
Net Investment Income (Loss)		(0.02	)F		(0.04	)F		(0.02	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.03	)		(3.55	)		(1.24	)
Total from Investment Operations		(1.05	)		(3.59	)		(1.26	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	4.10		$	5.15		$	8.74
Total Return		(20.39	)%B		(41.08	)%		(12.60	)%B
Net Assets End of Period (in thousands)	$	293		$	241		$	117
Ratio of Expenses to Average Net Assets		1.15	%A		1.15	%		1.15	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.87	%A		2.61	%		14.76	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.88	)%A		(0.81	)%		(0.32	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.60	)%A		(2.28	)%		(13.93	)%A
Portfolio Turnover Rate		102	%		174	%		17	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

135

Enterprise Multi-Cap Growth Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
Enterprise Multi-Cap Growth Fund (Class A)				2001			2000
Net Asset Value Beginning of Period	$	7.90		$	9.56		$	13.74		$	5.00
Net Investment Income (Loss)		(0.05	)F		(0.08	)F		(0.14	)F		(0.05	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.62	)		(1.58	)		(4.04	)		9.00
Total from Investment Operations		(1.67	)		(1.66	)		(4.18	)		8.95
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			—			(0.21	)
Total Distributions		—			—			—			(0.21	)
Net Asset Value End of Period	$	6.23		$	7.90		$	9.56		$	13.74
Total ReturnC		(21.14	)%B		(17.36	)%		(30.42	)%		179.26	%B
Net Assets End of Period (in thousands)	$	38,540		$	55,095		$	81,279		$	49,206
Ratio of Expenses to Average Net Assets		1.85	%A		1.85	%		1.85	%		1.85	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.15	%A		2.02	%		1.92	%		2.43	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.45	)%A		(0.98	)%		(1.10	)%		(1.06	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.76	)%A		(1.15	)%		(1.16	)%		(1.64	)%A
Portfolio Turnover Rate		98	%		105	%		127	%		32	%

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
Enterprise Multi-Cap Growth Fund (Class B)				2001			2000
Net Asset Value Beginning of Period	$	7.79		$	9.49		$	13.70		$	5.00
Net Investment Income (Loss)		(0.07	)F		(0.12	)F		(0.21	)F		(0.07	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.59	)		(1.58	)		(4.00	)		8.98
Total from Investment Operations		(1.66	)		(1.70	)		(4.21	)		8.91
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			—			(0.21	)
Total Distributions		—			—			—			(0.21	)
Net Asset Value End of Period	$	6.13		$	7.79		$	9.49		$	13.70
Total ReturnD		(21.31	)%B		(17.91	)%		(30.73	)%		178.45	%B
Net Assets End of Period (in thousands)	$	49,712		$	68,173		$	87,458		$	39,854
Ratio of Expenses to Average Net Assets		2.40	%A		2.40	%		2.40	%		2.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.70	%A		2.57	%		2.47	%		2.90	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.00	)%A		(1.54	)%		(1.63	)%		(1.64	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.31	)%A		(1.71	)%		(1.70	)%		(2.14	)%A
Portfolio Turnover Rate		98	%		105	%		127	%		32	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

136

Enterprise Multi-Cap Growth Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
Enterprise Multi-Cap Growth Fund (Class C)				2001			2000
Net Asset Value Beginning of Period	$	7.78		$	9.48		$	13.70		$	5.00
Net Investment Income (Loss)		(0.07	)F		(0.12	)F		(0.21	)F		(0.07	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.59	)		(1.58	)		(4.01	)		8.98
Total from Investment Operations		(1.66	)		(1.70	)		(4.22	)		8.91
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			—			(0.21	)
Total Distributions		—			—			—			(0.21	)
Net Asset Value End of Period	$	6.12		$	7.78		$	9.48		$	13.70
Total ReturnD		(21.34	)%B,C		(17.93	)%		(30.80	)%		178.46	%B
Net Assets End of Period (in thousands)	$	14,272		$	20,646		$	30,826		$	13,864
Ratio of Expenses to Average Net Assets		2.40	%A		2.40	%		2.40	%		2.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.70	%A		2.57	%		2.47	%		2.92	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.00	)%A		(1.53	)%		(1.63	)%		(1.62	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.30	)%A		(1.70	)%		(1.70	)%		(2.14	)%A
Portfolio Turnover Rate		98	%		105	%		127	%		32	%

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
Enterprise Multi-Cap Growth Fund (Class Y)				2001			2000
Net Asset Value Beginning of Period	$	7.98			$9.62		$	13.76		$	5.00
Net Investment Income (Loss)		(0.04	)F		(0.04	)F		(0.09	)F		(0.02	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.63	)		(1.60	)		(4.05	)		8.99
Total from Investment Operations		(1.67	)		(1.64	)		(4.14	)		8.97
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			—			(0.21	)
Total Distributions		—			—			—			(0.21	)
Net Asset Value End of Period	$	6.31			$    7.98		$	9.62		$	13.76
Total Return		(20.93	)%B		(17.05	)%		(30.09	)%		179.66	%B
Net Assets End of Period (in thousands)	$	366		$	403		$	609		$	641
Ratio of Expenses to Average Net Assets		1.40	%A		1.40	%		1.40	%		1.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.71	%A		1.57	%		1.46	%		2.42	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.00	)%A		(0.53	)%		(0.67	)%		(0.51	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.31	)%A		(0.70	)%		(0.73	)%		(1.54	)%A
Portfolio Turnover Rate		98	%		105	%		127	%		32	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

137

Enterprise Small Company Growth Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Small Company Growth Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 10/1/97 through 12/31/97			For the Period 7/17/97 through 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	28.90		$	30.90		$	33.26		$	22.44		$	23.39		$	26.61		$	24.54
Net Investment Income (Loss)		(0.21	)F		(0.39	)F		(0.43	)F		(0.35	)F		(0.32	)F		(0.40	)		(0.05	)
Net Realized and Unrealized Gain (Loss) on Investments		(4.11	)		(1.40	)		0.44			11.17			(0.63	)		(2.27	)		2.12
Total from Investment Operations		(4.32	)		(1.79	)		0.01			10.82			(0.95	)		(2.67	)		2.07
Dividends from Net Investment Income		—			—			—			—			—			—			—
Distributions from Capital Gains		—			(0.22	)		(2.37	)		—			—			(0.55	)		—
Total Distributions		—			(0.22	)		(2.37	)		—			—			(0.55	)		—
Redemption Fees		—			0.01			—			—			—			—			—
Net Asset Value End of Period	$	24.58		$	28.90		$	30.90		$	33.26		$	22.44		$	23.39		$	26.61
Total ReturnC		(14.95	)%B		(5.72	)%		0.55	%		48.22	%		(4.06	)%		(10.04	)%B		8.44	%B
Net Assets End of Period (in thousands)	$	34,096		$	37,413		$	35,921		$	19,024		$	8,194		$	4,861		$	2,102
Ratio of Expenses to Average Net Assets		1.80	%A		1.85	%		1.85	%		1.85	%		1.85	%		1.85	%A		1.85	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.97	%A		2.01	%		1.98	%		2.29	%		2.66	%		2.38	%A		4.48	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.49	)%A		(1.40	)%		(1.26	)%		(1.38	)%		(1.43	)%		(1.56	)%A		(1.61	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.66	)%A		(1.56	)%		(1.39	)%		(1.82	)%		(2.24	)%		(2.09	)%A		(4.25	)%A
Portfolio Turnover Rate		20	%		42	%		53	%		62	%		151	%		24	%A		158	%A

Enterprise Small Company Growth Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 10/1/97 through 12/31/97			For the Period 7/17/97 through 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	28.02		$	30.11		$	32.62		$	22.13		$	23.33		$	26.58		$	24.54
Net Investment Income (Loss)		(0.27	)F		(0.53	)F		(0.61	)F		(0.48	)F		(0.41	)F		(0.47	)		(0.05	)
Net Realized and Unrealized Gain (Loss) on Investments		(3.97	)		(1.34	)		0.47			10.97			(0.79	)		(2.23	)		2.09
Total from Investment Operations		(4.24	)		(1.87	)		(0.14	)		10.49			(1.20	)		(2.70	)		2.04
Dividends from Net Investment Income		—			—			—			—			—			—			—
Distributions from Capital Gains		—			(0.22	)		(2.37	)		—			—			(0.55	)		—
Total Distributions		—			(0.22	)		(2.37	)		—			—			(0.55	)		—
Net Asset Value End of Period	$	23.78		$	28.02		$	30.11		$	32.62		$	22.13		$	23.33		$	26.58
Total ReturnD		(15.13	)%B		(6.17	)%		0.10	%		47.40	%		(5.14	)%		(10.16	)%B		8.31	%B
Net Assets End of Period (in thousands)	$	38,443		$	41,749		$	38,084		$	19,798		$	8,760		$	2,842		$	1,099
Ratio of Expenses to Average Net Assets		2.35	%A		2.40	%		2.40	%		2.40	%		2.40	%		2.40	%A		2.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.52	%A		2.56	%		2.53	%		2.84	%		3.24	%		2.93	%A		5.52	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.04	)%A		(1.95	)%		(1.81	)%		(1.93	)%		(1.94	)%		(2.11	)%A		(2.18	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.21	)%A		(2.11	)%		(1.94	)%		(2.37	)%		(2.78	)%		(2.64	)%A		(5.29	)%A
Portfolio Turnover Rate		20	%		42	%		53	%		62	%		151	%		24	%A		158	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

138

Enterprise Small Company Growth Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Small Company Growth Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 10/1/97 through 12/31/97			For the Period 7/17/97 through 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	28.11		$	30.21		$	32.73		$	22.21		$	23.32		$	26.57		$	24.54
Net Investment Income (Loss)		(0.27	)F		(0.53	)F		(0.62	)F		(0.47	)F		(0.41	)F		(0.62	)		(0.07	)
Net Realized and Unrealized Gain (Loss) on Investments		(3.99	)		(1.35	)		0.47			10.99			(0.70	)		(2.08	)		2.10
Total from Investment Operations		(4.26	)		(1.88	)		(0.15	)		10.52			(1.11	)		(2.70	)		2.03
Dividends from Net Investment Income		—			—			—			—			—			—			—
Distributions from Capital Gains		—			(0.22	)		(2.37	)		—			—			(0.55	)		—
Total Distributions		—			(0.22	)		(2.37	)		—			—			(0.55	)		—
Net Asset Value End of Period	$	23.85		$	28.11		$	30.21		$	32.73		$	22.21		$	23.32		$	26.57
Total ReturnD		(15.15	)%B,C		(6.18	)%		0.07	%		47.37	%		(4.76	)%		(10.16	)%B		8.27	%B
Net Assets End of Period (in thousands)	$	9,894		$	9,367		$	8,596		$	4,654		$	2,481		$	795		$	201
Ratio of Expenses to Average Net Assets		2.35	%A		2.40	%		2.40	%		2.40	%		2.40	%		2.40	%A		2.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.53	%A		2.56	%		2.53	%		2.84	%		3.24	%		2.93	%A		5.91	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.03	)%A		(1.95	)%		(1.81	)%		(1.93	)%		(1.93	)%		(2.11	)%A		(2.15	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.21	)%A		(2.11	)%		(1.94	)%		(2.37	)%		(2.77	)%		(2.64	)%A		(5.65	)%A
Portfolio Turnover Rate		20	%		42	%		53	%		62	%		151	%		24	%A		158	%A
Enterprise Small Company Growth Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 10/1/97 through 12/31/97			Year Ended 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	29.51		$	31.39		$	33.56		$	22.55		$	23.43		$	26.62		$	25.08
Net Investment Income (Loss)		(0.17	)F		(0.27	)F		(0.28	)F		(0.23	)F		(0.23	)F		(0.07	)		(0.13	)
Net Realized and Unrealized Gain (Loss) on Investments		(4.18	)		(1.39	)		0.48			11.24			(0.65	)		(2.57	)		3.73
Total from Investment Operations		(4.35	)		(1.66	)		0.20			11.01			(0.88	)		(2.64	)		3.60
Dividends from Net Investment Income		—			—			—			—			—			—			—
Distributions from Capital Gains		—			(0.22	)		(2.37	)		—			—			(0.55	)		(2.06	)
Total Distributions		—			(0.22	)		(2.37	)		—			—			(0.55	)		(2.06	)
Net Asset Value End of Period	$	25.16		$	29.51		$	31.39		$	33.56		$	22.55		$	23.43		$	26.62
Total Return		(14.74	)%B		(5.25	)%		1.12	%		48.82	%		(3.76	)%		(9.92	)%B		16.24	%
Net Assets End of Period (in thousands)	$	8,613		$	9,257		$	9,350		$	9,296		$	9,084		$	13,540		$	15,355
Ratio of Expenses to Average Net Assets		1.35	%A		1.40	%		1.40	%		1.40	%		1.40	%		1.40	%A		1.84	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.52	%A		1.56	%		1.52	%		1.84	%		2.15	%		1.96	%A		3.08	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.04	)%A		(0.95	)%		(0.82	)%		(0.93	)%		(1.03	)%		(1.12	)%A		(1.30	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.21	)%A		(1.11	)%		(0.94	)%		(1.37	)%		(1.78	)%		(1.68	)%A		(2.54	)%
Portfolio Turnover Rate		20	%		42	%		53	%		62	%		151	%		24	%A		158	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

139

Enterprise Small Company Value Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Small Company Value Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	8.17		$	7.84		$	8.53		$	7.92		$	7.75		$	5.74
Net Investment Income (Loss)		(0.02	)F		(0.02	)F		(0.01	)F		(0.02	)F		(0.03	)F		0.01
Net Realized and Unrealized Gain (Loss) on Investments		(0.10	)		0.38			0.51			1.28			0.42			2.53
Total from Investment Operations		(0.12	)		0.36			0.50			1.26			0.39			2.54
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Total Distributions		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Redemption Fees		0.00G			0.00	G		—			—			—			—
Net Asset Value End of Period	$	8.05		$	8.17		$	7.84		$	8.53		$	7.92		$	7.75
Total ReturnC		(1.47	)%B		4.63	%		6.52	%		16.13	%		5.15	%		44.24	%
Net Assets End of Period (in thousands)	$	242,435		$	218,905		$	174,043		$	135,222		$	79,867		$	45,310
Ratio of Expenses to Average Net Assets		1.55	%A		1.57	%		1.55	%		1.63	%		1.75	%		1.75	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.55	%A		1.57	%		1.55	%		1.63	%		1.85	%		1.95	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.50	)%A		(0.21	)%		(0.12	)%		(0.22	)%		(0.37	)%		0.05	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.50	)%A		(0.21	)%		(0.12	)%		(0.22	)%		(0.48	)%		(0.15	)%
Portfolio Turnover Rate		11	%		32	%		71	%		46	%		33	%		63	%

Enterprise Small Company Value Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	7.78		$	7.52		$	8.27		$	7.74		$	7.63		$	5.69
Net Investment Income (Loss)		(0.04	)F		(0.06	)F		(0.06	)F		(0.06	)F		(0.07	)F		—
Net Realized and Unrealized Gain (Loss) on Investments		(0.08	)		0.35			0.50			1.24			0.40			2.47
Total from Investment Operations		(0.12	)		0.29			0.44			1.18			0.33			2.47
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Total Distributions		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Net Asset Value End of Period	$	7.66		$	7.78		$	7.52		$	8.27		$	7.74		$	7.63
Total ReturnD		(1.54	)%B		3.89	%		6.00	%		15.47	%		4.44	%		43.40	%
Net Assets End of Period (in thousands)	$	184,845		$	161,373		$	117,125		$	98,472		$	61,929		$	22,013
Ratio of Expenses to Average Net Assets		2.10	%A		2.12	%		2.10	%		2.18	%		2.30	%		2.30	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.10	%A		2.12	%		2.10	%		2.18	%		2.41	%		2.44	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.05	)%A		(0.76	)%		(0.66	)%		(0.78	)%		(0.93	)%		(0.67	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.05	)%A		(0.76	)%		(0.66	)%		(0.78	)%		(1.04	)%		(0.81	)%
Portfolio Turnover Rate		11	%		32	%		71	%		46	%		33	%		63	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

140

Enterprise Small Company Value Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Small Company Value Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	7.98		$	7.71		$	8.45		$	7.90		$	7.74		$	6.14
Net Investment Income (Loss)		(0.04	)F		(0.06	)F		(0.06	)F		(0.06	)F		(0.07	)F		(0.02	)
Net Realized and Unrealized Gain (Loss) on Investments		(0.09	)		0.36			0.51			1.26			0.45			2.15
Total from Investment Operations		(0.13	)		0.30			0.45			1.20			0.38			2.13
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Total Distributions		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Net Asset Value End of Period	$	7.85		$	7.98		$	7.71		$	8.45		$	7.90		$	7.74
Total ReturnD		(1.63)	%B,C		3.93	%		6.00	%		15.42	%		5.03	%		34.68	%B
Net Assets End of Period (in thousands)	$	92,679		$	78,665		$	54,638		$	35,265		$	14,239		$	2,684
Ratio of Expenses to Average Net Assets		2.10	%A		2.13	%		2.10	%		2.19	%		2.30	%		2.30	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.10	%A		2.13	%		2.10	%		2.19	%		2.40	%		2.38	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.05	)%A		(0.76	)%		(0.65	)%		(0.76	)%		(0.94	)%		(0.88	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.05	)%A		(0.76	)%		(0.65	)%		(0.76	)%		(1.04	)%		(0.95	)%A
Portfolio Turnover Rate		11	%		32	%		71	%		46	%		33	%		63	%A

Enterprise Small Company Value Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	8.47		$	8.09		$	8.73		$	8.06		$	7.81		$	5.77
Net Investment Income (Loss)		0.00	F,G		0.01	F		0.03	F		0.02	F		0.01	F		1.45
Net Realized and Unrealized Gain (Loss) on Investments		(0.10	)		0.40			0.52			1.30			0.46			1.12
Total from Investment Operations		(0.10	)		0.41			0.55			1.32			0.47			2.57
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Total Distributions		—			(0.03	)		(1.19	)		(0.65	)		(0.22	)		(0.53	)
Net Asset Value End of Period	$	8.37		$	8.47		$	8.09		$	8.73		$	8.06		$	7.81
Total Return		(1.18	)%B		5.10	%		6.95	%		16.60	%		6.13	%		44.53	%
Net Assets End of Period (in thousands)	$	7,890		$	7,067		$	851		$	619		$	277		$	119
Ratio of Expenses to Average Net Assets		1.10	%A		1.15	%		1.10	%		1.18	%		1.30	%		1.30	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.10	%A		1.15	%		1.10	%		1.18	%		1.39	%		1.85	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.04	)%A		0.18	%		0.31	%		0.23	%		0.06	%		2.74	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.04	)%A		0.18	%		0.31	%		0.23	%		(0.02	)%		2.19	%
Portfolio Turnover Rate		11	%		32	%		71	%		46	%		33	%		63	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

141

Enterprise Capital Appreciation Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
Enterprise Capital Appreciation Fund (Class A)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	27.23		$	34.21		$	46.61		$	38.59		$	35.54		$	34.21
Net Investment Income (Loss)		(0.10	)F		(0.24	)F		(0.25	)F		(0.47	)F		(0.39	)F		(0.37	)
Net Realized and Unrealized Gain (Loss) on Investments		(0.05	)		(6.75	)		(5.44	)		15.43			10.55			7.31
Total from Investment Operations		(0.15			(6.99	)		(5.69	)		14.96			10.16			6.94
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			—			(6.71	)		(6.94	)		(7.11	)		(5.61	)
Total Distributions		—			—			(6.71	)		(6.94	)		(7.11	)		(5.61	)
Redemption Fees		0.00G			.01			—			—			—			—
Net Asset Value End of Period	$	27.08		$	27.23		$	34.21		$	46.61		$	38.59		$	35.54
Total ReturnC		(0.55	)%B		(20.40	)%		(14.19	)%		39.39	%		30.15	%		20.27	%
Net Assets End of Period (in thousands)	$	124,712		$	128,957		$	176,467		$	181,232		$	131,605		$	112,738
Ratio of Expenses to Average Net Assets		1.63	%A		1.61	%H		1.52	%		1.52	%		1.52	%		1.65	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.63	%A		1.61	%H		1.52	%		1.52	%		1.52	%		1.65	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.76	)%A		(0.84	)%H		(0.64	)%		(1.15	)%		(1.01	)%		(1.06	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.76	)%A		(0.84	)%H		(0.64	)%		(1.15	)%		(1.01	)%		(1.06	)%
Portfolio Turnover Rate		60	%		111	%		140	%		170	%		76	%		61	%

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
Enterprise Capital Appreciation Fund (Class B)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	25.70		$	32.47		$	44.80		$	37.50		$	34.89		$	33.86
Net Investment Income (Loss)		(0.17	)F		(0.37	)F		(0.43	)F		(0.68	)F		(0.58	)F		(0.45	)
Net Realized and Unrealized Gain (Loss) on Investments		(0.04	)		(6.40	)		(5.19	)		14.92			10.30			7.09
Total from Investment Operations		(0.21	)		(6.77	)		(5.62	)		14.24			9.72			6.64
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			—			(6.71	)		(6.94	)		(7.11	)		(5.61	)
Total Distributions		—			—			(6.71	)		(6.94	)		(7.11	)		(5.61	)
Net Asset Value End of Period	$	25.49		$	25.70		$	32.47		$	44.80		$	37.50		$	34.89
Total ReturnD		(0.82	)%B		(20.85	)%		(14.65	)%		38.62	%		29.44	%		19.60	%
Net Assets End of Period (in thousands)	$	53,984		$	56,243		$	74,887		$	40,276		$	14,663		$	7,862
Ratio of Expenses to Average Net Assets		2.18	%A		2.16	%H		2.08	%		2.08	%		2.08	%		2.21	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.18	%A		2.16	%H		2.08	%		2.08	%		2.08	%		2.21	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.32	)%A		(1.40	)%H		(1.17	)%		(1.69	)%		(1.56	)%		(1.61	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.32	)%A		(1.40	)%H		(1.17	)%		(1.69	)%		(1.56	)%		(1.61	)%
Portfolio Turnover Rate		60	%		111	%		140	%		170	%		76	%		61	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

142

Enterprise Capital Appreciation Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
Enterprise Capital Appreciation Fund (Class C)				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	26.43		$	33.40		$	45.85		$	38.25		$	35.43		$	33.54
Net Investment Income (Loss)		(0.18	)F		(0.38	)F		(0.44	)F		(0.68	)F		(0.57	)F		(0.19	)
Net Realized and Unrealized Gain (Loss) on Investments		(0.03	)		(6.59	)		(5.30	)		15.22			10.50			7.69
Total from Investment Operations		(0.21	)		(6.97	)		(5.74	)		14.54			9.93			7.50
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			—			(6.71	)		(6.94	)		(7.11	)		(5.61	)
Total Distributions		—			—			(6.71	)		(6.94	)		(7.11	)		(5.61	)
Net Asset Value End of Period	$	26.22		$	26.43		$	33.40		$	45.85		$	38.25		$	35.43
Total ReturnD		(0.79	)%B,C		(20.87	)%		(14.57	)%		38.64	%		29.60	%		22.35	%B
Net Assets End of Period (in thousands)	$	16,492		$	17,156		$	23,483		$	6,918		$	1,040		$	126
Ratio of Expenses to Average Net Assets		2.18	%A		2.16	%H		2.08	%		2.11	%		2.11	%		2.21	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.18	%A		2.16	%H		2.08	%		2.11	%		2.11	%		2.21	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.32	)%A		(1.39	)%H		(1.17	)%		(1.69	)%		(1.53	)%		(1.88	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.32	)%A		(1.39	)%H		(1.17	)%		(1.69	)%		(1.53	)%		(1.88	)%A
Portfolio Turnover Rate		60	%		111	%		140	%		170	%		76	%		61	%A

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 5/14/98 through 12/31/98
Enterprise Capital Appreciation Fund (Class Y)				2001			2000			1999
Net Asset Value Beginning of Period	$	27.85		$	34.84		$	47.14		$	38.79		$	40.71
Net Investment Income (Loss)		(0.04	)F		(0.11	)F		(0.07	)F		(0.28	)F		(0.15	)F
Net Realized and Unrealized Gain (Loss) on Investments		(0.05	)		(6.88	)		(5.52	)		15.57			5.34
Total from Investment Operations		(0.09	)		(6.99	)		(5.59	)		15.29			5.19
Dividends from Net Investment Income		—			—			—			—			—
Distributions from Capital Gains		—			—			(6.71	)		(6.94	)		(7.11	)
Total Distributions		—			—			(6.71	)		(6.94	)		(7.11	)
Net Asset Value End of Period	$	27.76		$	27.85		$	34.84		$	47.14		$	38.79
Total Return		(0.32	)%B		(20.06	)%		(13.77	)%		40.04	%		14.08	%B
Net Assets End of Period (in thousands)	$	588		$	433		$	532		$	428		$	204
Ratio of Expenses to Average Net Assets		1.18	%A		1.16	%H		1.08	%		1.07	%		1.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.18	%A		1.16	%H		1.08	%		1.07	%		1.05	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.31	)%A		(0.40	)%H		(0.19	)%		(0.69	)%		(0.51	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.31	)%A		(0.40	)%H		(0.19	)%		(0.69	)%		(0.51	)%A
Portfolio Turnover Rate		60	%		111	%		140	%		170	%		76	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

143

Enterprise Deep Value Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Deep Value Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			For the Period 5/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	9.93		$	10.00
Net Investment Income (Loss)		0.02	F		0.02	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.99	)		(0.06	)
Total from Investment Operations		(0.97	)		(0.04	)
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.03	)
Total Distributions		—			(0.03	)
Net Asset Value End of Period	$	8.96		$	9.93
Total ReturnC		(9.77	)%B		(0.41	)%B
Net Assets End of Period (in thousands)	$	5,694		$	4,085
Ratio of Expenses to Average Net Assets		1.50	%A		1.50	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.10	%A		4.31	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.48	%A		0.28	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.12	)%A		(2.53	)%A
Portfolio Turnover Rate		21	%		16	%

Enterprise Deep Value Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			For the Period 5/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	9.90		$	10.00
Net Investment Income (Loss)		0.00	F,G		(0.02	)F
Net Realized and Unrealized Gain (Loss) on Investments		(0.99	)		(0.05	)
Total from Investment Operations		(0.99	)		(0.07	)
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.03	)
Total Distributions		—			(0.03	)
Net Asset Value End of Period	$	8.91		$	9.90
Total ReturnD		(10.00	)%B		(0.71	)%B
Net Assets End of Period (in thousands)	$	6,471		$	4,856
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.65	%A		4.87	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.07	)%A		(0.28	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.68	)%A		(3.09	)%A
Portfolio Turnover Rate		21	%		16	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

144

Enterprise Deep Value Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Deep Value Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			For the Period 05/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	9.90		$	10.00
Net Investment Income (Loss)		0.00	F,G		(0.01	)F
Net Realized and Unrealized Gain (Loss) on Investments		(0.99	)		(0.06	)
Total from Investment Operations		(0.99	)		(0.07	)
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.03	)
Total Distributions		—			(0.03	)
Net Asset Value End of Period	$	8.91		$	9.90
Total ReturnD		(10.00	)%B,C		(0.71	)%B
Net Assets End of Period (in thousands)	$	2,487		$	2,039
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.65	%A		4.88	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.07	)%A		(0.26	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.67	)%A		(3.08	)%A
Portfolio Turnover Rate		21	%		16	%

Enterprise Deep Value Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			For the Period 05/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	9.95		$	10.00
Net Investment Income (Loss)		0.04	F		0.04F
Net Realized and Unrealized Gain (Loss) on Investments		(0.99	)		(0.06	)
Total from Investment Operations		(0.95	)		(0.02	)
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.03	)
Total Distributions		—			(0.03	)
Net Asset Value End of Period	$	9.00		$	9.95
Total Return		(9.55	)%B		(0.21	)%B
Net Assets End of Period (in thousands)	$	293		$	166
Ratio of Expenses to Average Net Assets		1.05	%A		1.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.67	%A		3.90	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.92	%A		0.71	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.30	%A		(2.14	)%A
Portfolio Turnover Rate		21	%		16	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

145

Enterprise Equity Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Equity Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	5.50		$	6.81		$	7.26		$	6.47		$	5.96		$	5.00
Net Investment Income (Loss)		(0.03	)F		(0.07	)F		(0.07	)F		(0.01	)F		0.03			0.01
Net Realized and Unrealized Gain (Loss) on Investments		(1.19	)		(1.21	)		(0.26	)		1.11			0.53			1.05
Total from Investment Operations		(1.22	)		(1.28	)		(0.33	)		1.10			0.56			1.06
Dividends from Net Investment Income		—			—			—			—			(0.02	)		—
Distributions from Capital Gains		—			(0.03	)		(0.12	)		(0.31	)		(0.03	)		(0.10	)
Total Distributions		—			(0.03	)		(0.12	)		(0.31	)		(0.05	)		(0.10	)
Net Asset Value End of Period	$	4.28		$	5.50		$	6.81		$	7.26		$	6.47		$	5.96
Total ReturnC		(22.18	)%B		(18.75	)%		(4.82	)%		17.15	%		9.38	%		21.30	%B
Net Assets End of Period (in thousands)	$	40,731		$	55,677		$	54,319		$	8,139		$	6,741		$	3,196
Ratio of Expenses to Average Net Assets		1.60	%A		1.60	%		1.60	%		1.60	%		1.60	%		1.60	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.71	%A		1.70	%		1.79	%		2.55	%		2.73	%		6.52	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.34	)%A		(1.21	)%		(0.89	)%		(0.11	)%		0.59	%		0.26	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.45	)%		(1.31	)%		(1.08	)%		(1.06	)%		(0.54	)%		(4.66	)%A
Portfolio Turnover Rate		6	%		19	%		27	%		176	%		35	%		69	%A

Enterprise Equity Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	5.38		$	6.69		$	7.17		$	6.43		$	5.94		$	5.00
Net Investment Income (Loss)		(0.05	)F		(0.10	)F		(0.11	)F		(0.04	)F		—			—
Net Realized and Unrealized Gain (Loss) on Investments		(1.15	)		(1.18	)		(0.25	)		1.09			0.53			1.04
Total from Investment Operations		(1.20	)		(1.28	)		(0.36	)		1.05			0.53			1.04
Dividends from Net Investment Income		—			—			—			—			(0.01	)		—
Distributions from Capital Gains		—			(0.03	)		(0.12	)		(0.31	)		(0.03	)		(0.10	)
Total Distributions		—			(0.03	)		(0.12	)		(0.31	)		(0.04	)		(0.10	)
Net Asset Value End of Period	$	4.18		$	5.38		$	6.69		$	7.17		$	6.43		$	5.94
Total ReturnD		(22.30	)%B		(19.09	)%		(5.30	)%		16.49	%		8.82	%		20.80	%B
Net Assets End of Period (in thousands)	$	39,479		$	52,441		$	55,021		$	11,431		$	8,731		$	1,820
Ratio of Expenses to Average Net Assets		2.15	%A		2.15	%		2.15	%		2.15	%		2.15	%		2.15	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.27	%A		2.25	%		2.35	%		3.10	%		3.29	%		6.21	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.89	)%A		(1.76	)%		(1.44	)%		(0.66	)%		0.07	%		(0.23	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.00	)%A		(1.86	)%		(1.64	)%		(1.61	)%		(1.07	)%		(4.29	)%A
Portfolio Turnover Rate		6	%		19	%		27	%		176	%		35	%		69	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

146

Enterprise Equity Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Equity Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	5.39		$	6.69		$	7.17		$	6.44		$	5.94		$	5.00
Net Investment Income (Loss)		(0.05	)F		(0.10	)F		(0.10	)F		(0.04	)F		0.01			—
Net Realized and Unrealized Gain (Loss) on Investments		(1.16	)		(1.17	)		(0.26	)		1.08			0.53			1.04
Total from Investment Operations		(1.21	)		(1.27	)		(0.36	)		1.04			0.54			1.04
Dividends from Net Investment Income		—			—			—			—			(0.01	)		—
Distributions from Capital Gains		—			(0.03	)		(0.12	)		(0.31	)		(0.03	)		(0.10	)
Total Distributions		—			(0.03	)		(0.12	)		(0.31	)		(0.04	)		(0.10	)
Net Asset Value End of Period	$	4.18		$	5.39		$	6.69		$	7.17		$	6.44		$	5.94
Total ReturnD		(22.45	)%B,C		(18.94	)%		(5.30	)%		16.30	%		8.98	%		20.89	%B
Net Assets End of Period (in thousands)	$	27,875		$	35,995		$	32,620		$	2,144		$	1,504		$	283
Ratio of Expenses to Average Net Assets		2.15	%A		2.15	%		2.15	%		2.15	%		2.15	%		2.15	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.27	%A		2.25	%		2.33	%		3.09	%		3.28	%		6.01	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.88	)%A		(1.76	)%		(1.46	)%		(0.64	)%		0.09	%		(0.21	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.00	)%A		(1.86	)%		(1.64	)%		(1.58	)%		(1.03	)%		(4.07	)%A
Portfolio Turnover Rate		6	%		19	%		27	%		176	%		35	%		69	%A

Enterprise Equity Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 10/14/98 through 12/31/98
				2001			2000			1999
Net Asset Value Beginning of Period	$	5.57		$	6.85		$	7.26		$	6.43		$	5.86
Net Investment Income (Loss)		(0.02	)F		(0.04	)F		(0.03	)F		0.01	F		0.01
Net Realized and Unrealized Gain (Loss) on Investments		(1.20	)		(1.21	)		(0.26	)		1.13			0.63
Total from Investment Operations		(1.22	)		(1.25	)		(0.29	)		1.14			0.64
Dividends from Net Investment Income		—			—			—			—			(0.04	)
Distributions from Capital Gains		—			(0.03	)		(0.12	)		(0.31	)		(0.03	)
Total Distributions		—			(0.03	)		(0.12	)		(0.31	)		(0.07	)
Net Asset Value End of Period	$	4.35		$	5.57		$	6.85		$	7.26		$	6.43
Total Return		(21.90	)%B		(18.21	)%		(4.26	)%		17.89	%		10.93	%B
Net Assets End of Period (in thousands)	$	1,092		$	1,004		$	376		$	161		$	57
Ratio of Expenses to Average Net Assets		1.15	%A		1.15	%		1.15	%		1.15	%		1.13	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.28	%A		1.24	%		1.37	%		2.15	%		2.26	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.88	)%A		(0.77	)%		(0.43	)%		0.21	%		1.04	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.01	)%A		(0.86	)%		(0.65	)%		(0.79	)%		(0.11	)%A
Portfolio Turnover Rate		6	%		19	%		27	%		176	%		35	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

147

Enterprise Equity Income Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Equity Income Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	22.12		$	25.72		$	27.48		$	26.89		$	26.42		$	22.44
Net Investment Income (Loss)		0.08	F		0.20	F		0.22	F		0.22	F		0.36			0.17
Net Realized and Unrealized Gain (Loss) on Investments		(0.98	)		(3.24	)		1.10			1.69			2.52			5.95
Total from Investment Operations		(0.90	)		(3.04	)		1.32			1.91			2.88			6.12
Dividends from Net Investment Income		(0.08	)		(0.18	)		(0.22	)		(0.20	)		(0.35	)		(0.15	)
Distributions from Capital Gains		—			(0.38	)		(2.86	)		(1.12	)		(2.06	)		(1.99	)
Total Distributions		(0.08	)		(0.56	)		(3.08	)		(1.32	)		(2.41	)		(2.14	)
Net Asset Value End of Period	$	21.14		$	22.12		$	25.72		$	27.48		$	26.89		$	26.42
Total ReturnC		(4.07	)%B		(11.83	)%		5.44	%		7.20	%		11.13	%		28.08	%
Net Assets End of Period (in thousands)	$	72,888		$	79,215		$	95,009		$	111,395		$	111,275		$	97,932
Ratio of Expenses to Average Net Assets		1.50	%A		1.50	%		1.50	%		1.50	%		1.50	%		1.50	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.62	%A		1.58	%		1.52	%		1.51	%		1.58	%		1.62	%
Ratio of Net Investment Income (Loss) to Average Net Assets		0.68	%A		0.84	%		0.83	%		0.76	%		1.32	%		1.35	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.56	%A		0.76	%		0.81	%		0.74	%		1.25	%		1.23	%
Portfolio Turnover Rate		18	%		48	%		33	%		32	%		31	%		33	%
Enterprise Equity Income Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	21.77		$	25.32		$	27.10		$	26.57		$	26.17		$	22.30
Net Investment Income (Loss)		0.01	F		0.07	F		0.07	F		0.06	F		0.20			0.12
Net Realized and Unrealized Gain (Loss) on Investments		(0.95	)		(3.18	)		1.09			1.65			2.49			5.83
Total from Investment Operations		(0.94	)		(3.11	)		1.16			1.71			2.69			5.95
Dividends from Net Investment Income		(0.03	)		(0.06	)		(0.08	)		(0.06	)		(0.23	)		(0.09	)
Distributions from Capital Gains		—			(0.38	)		(2.86	)		(1.12	)		(2.06	)		(1.99	)
Total Distributions		(0.03	)		(0.44	)		(2.94	)		(1.18	)		(2.29	)		(2.08	)
Net Asset Value End of Period	$	20.80		$	21.77		$	25.32		$	27.10		$	26.57		$	26.17
Total ReturnD		(4.33	)%B		(12.28	)%		4.88	%		6.55	%		10.49	%		27.35	%
Net Assets End of Period (in thousands)	$	37,562		$	38,273		$	40,221		$	44,574		$	33,807		$	19,055
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%		2.05	%		2.05	%		2.05	%		2.05	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.17	%A		2.13	%		2.07	%		2.07	%		2.13	%		2.17	%
Ratio of Net Investment Income (Loss) to Average Net Assets		0.13	%A		0.29	%		0.28	%		0.20	%		0.78	%		0.77	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.01	%A		0.21	%		0.26	%		0.18	%		0.71	%		0.65	%
Portfolio Turnover Rate		18	%		48	%		33	%		32	%		31	%		33	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

148

Enterprise Equity Income Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Equity Income Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	21.92		$	25.49		$	27.26		$	26.70		$	26.31		$	24.26
Net Investment Income (Loss)		0.01	F		0.07	F		0.07	F		0.06	F		0.21			0.04
Net Realized and Unrealized Gain (Loss) on Investments		(0.96	)		(3.20	)		1.10			1.69			2.49			4.14
Total from Investment Operations		(0.95	)		(3.13	)		1.17			1.75			2.70			4.18
Dividends from Net Investment Income		(0.03	)		(0.06	)		(0.08	)		(0.07	)		(0.25	)		(0.14	)
Distributions from Capital Gains		—			(0.38	)		(2.86	)		(1.12	)		(2.06	)		(1.99	)
Total Distributions		(0.03	)		(0.44	)		(2.94	)		(1.19	)		(2.31	)		(2.13	)
Net Asset Value End of Period	$	20.94		$	21.92		$	25.49		$	27.26		$	26.70		$	26.31
Total ReturnD		(4.35	)%B,C		(12.28	)%		4.89	%		6.64	%		10.47	%		18.21	%B
Net Assets End of Period (in thousands)	$	8,032		$	8,093		$	8,391		$	9,338		$	5,639		$	1,857
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%		2.05	%		2.05	%		2.05	%		2.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.17	%A		2.13	%		2.07	%		2.07	%		2.13	%		2.20	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.13	%A		0.29	%		0.28	%		0.20	%		0.81	%		0.69	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.02	%A		0.21	%		0.26	%		0.18	%		0.73	%		0.54	%A
Portfolio Turnover Rate		18	%		48	%		33	%		32	%		31	%		33	%A

Enterprise Equity Income Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 1/22/98 through 12/31/98
				2001			2000			1999
Net Asset Value Beginning of Period	$	22.10		$	25.70		$	27.46		$	26.87		$	26.25
Net Investment Income (Loss)		0.13	F		0.30	F		0.33	F		0.34	F		0.47
Net Realized and Unrealized Gain (Loss) on Investments		(0.98	)		(3.23	)		1.11			1.70			2.69
Total from Investment Operations		(0.85	)		(2.93	)		1.44			2.04			3.16
Dividends from Net Investment Income		(0.13	)		(0.29	)		(0.34	)		(0.33	)		(0.48	)
Distributions from Capital Gains		—			(0.38	)		(2.86	)		(1.12	)		(2.06	)
Total Distributions		(0.13	)		(0.67	)		(3.20	)		(1.45	)		(2.54	)
Net Asset Value End of Period	$	21.12		$	22.10		$	25.70		$	27.46		$	26.87
Total Return		(3.86	)%B		(11.44	)%		5.94	%		7.69	%		12.26	%B
Net Assets End of Period (in thousands)	$	311		$	321		$	125		$	153		$	112
Ratio of Expenses to Average Net Assets		1.05	%A		1.05	%		1.05	%		1.05	%		1.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.17	%A		1.15	%		1.07	%		1.07	%		1.13	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		1.13	%A		1.28	%		1.28	%		1.20	%		1.79	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.01	%A		1.18	%		1.26	%		1.18	%		1.72	%A
Portfolio Turnover Rate		18	%		48	%		33	%		32	%		31	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

149

Enterprise Growth Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
Enterprise Growth Fund (Class A)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	17.78		$	20.52		$	24.55		$	21.07		$	16.91		$	13.10
Net Investment Income (Loss)		(0.03	)F		(0.06	)F		(0.09	)F		(0.12	)F		(0.11	)F		(0.07	)
Net Realized and Unrealized Gain (Loss) on Investments		(2.47	)		(2.68	)		(1.88	)		4.73			5.31			4.23
Total from Investment Operations		(2.50	)		(2.74	)		(1.97	)		4.61			5.20			4.16
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Total Distributions		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Redemption Fees		0.00G			—			—			—			—			—
Net Asset Value End of Period	$	15.28		$	17.78		$	20.52		$	24.55		$	21.07		$	16.91
Total ReturnC		(14.06	)%B		(13.35	)%		(7.94	)%		22.08	%		30.94	%		31.76	%
Net Assets End of Period (in thousands)	$	739,417		$	820,971		$	1,029,590		$	1,268,022		$	827,567		$	424,280
Ratio of Expenses to Average Net Assets		1.53	%A		1.49	%		1.41	%		1.40	%		1.48	%		1.43	%E
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.53	%A		1.49	%		1.41	%		1.40	%		1.48	%		1.43	%E
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.34	)%A		(0.36	)%		(0.41	)%		(0.51	)%		(0.58	)%		(0.55	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.34	)%A		(0.36	)%		(0.41	)%		(0.51	)%		(0.58	)%		(0.55	)%
Portfolio Turnover Rate		19	%		52	%		65	%		38	%		28	%		22	%
	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
Enterprise Growth Fund (Class B)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	17.04		$	19.76		$	23.84		$	20.62		$	16.66		$	12.97
Net Investment Income (Loss)		(0.07	)F		(0.16	)F		(0.21	)F		(0.24	)F		(0.21	)F		(0.11	)
Net Realized and Unrealized Gain (Loss) on Investments		(2.37	)		(2.56	)		(1.81	)		4.59			5.21			4.15
Total from Investment Operations		(2.44	)		(2.72	)		(2.02	)		4.35			5.00			4.04
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Total Distributions		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Net Asset Value End of Period	$	14.60		$	17.04		$	19.76		$	23.84		$	20.62		$	16.66
Total ReturnD		(14.32	)%B		(13.77	)%		(8.40	)%		21.30	%		30.20	%		31.15	%
Net Assets End of Period (in thousands)	$	511,463		$	605,432		$	736,423		$	811,706		$	446,473		$	166,932
Ratio of Expenses to Average Net Assets		2.08	%A		2.04	%		1.96	%		1.95	%		2.03	%		1.98	%E
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.08	%A		2.04	%		1.96	%		1.95	%		2.03	%		1.98	%E
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.89	)%A		(0.91	)%		(0.95	)%		(1.06	)%		(1.13	)%		(1.10	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.89	)%A		(0.91	)%		(0.95	)%		(1.06	)%		(1.13	)%		(1.10	)%
Portfolio Turnover Rate		19	%		52	%		65	%		38	%		28	%		22	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

150

Enterprise Growth Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Growth Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	17.27		$	20.04		$	24.14		$	20.87		$	16.85		$	14.11
Net Investment Income (Loss)		(0.07	)F		(0.16	)F		(0.21	)F		(0.24	)F		(0.21	)F		(0.06	)
Net Realized and Unrealized Gain (Loss) on Investments		(2.39	)		(2.61	)		(1.83	)		4.64			5.27			3.15
Total from Investment Operations		(2.46	)		(2.77	)		(2.04	)		4.40			5.06			3.09
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Total Distributions		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Net Asset Value End of Period	$	14.81		$	17.27		$	20.04		$	24.14		$	20.87		$	16.85
Total ReturnD		(14.24	)%B,C		(13.82	)%		(8.38	)%		21.28	%		30.22	%		21.91	%B
Net Assets End of Period (in thousands)	$	192,039		$	214,230		$	253,834		$	294,683		$	133,194		$	26,601
Ratio of Expenses to Average Net Assets		2.08	%A		2.04	%		1.96	%		1.95	%		2.04	%		1.97	%A,E
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.08	%A		2.04	%		1.96	%		1.95	%		2.04	%		1.97	%A,E
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.89	)%A		(0.91	)%		(0.96	)%		(1.07	)%		(1.13	)%		(1.10	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.89	)%A		(0.91	)%		(0.96	)%		(1.07	)%		(1.13	)%		(1.10	)%A
Portfolio Turnover Rate		19	%		52	%		65	%		38	%		28	%		22	%A
Enterprise Growth Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	18.37		$	21.10		$	25.06		$	21.41		$	17.02		$	13.12
Net Investment Income (Loss)		0.01	F		0.02	F		0.01F			(0.02	)F		(0.02	)F		(0.02	)
Net Realized and Unrealized Gain (Loss) on Investments		(2.56	)		(2.75	)		(1.91	)		4.80			5.45			4.27
Total from Investment Operations		(2.55	)		(2.73	)		(1.90	)		4.78			5.43			4.25
Dividends from Net Investment Income		—			—			—			—			—			—
Distributions from Capital Gains		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Total Distributions		—			—			(2.06	)		(1.13	)		(1.04	)		(0.35	)
Net Asset Value End of Period	$	15.82		$	18.37		$	21.10		$	25.06		$	21.41		$	17.02
Total Return		(13.88	)%B		(12.94	)%		(7.49	)%		22.52	%		32.09	%		32.40	%
Net Assets End of Period (in thousands)	$	45,679		$	52,671		$	66,749		$	86,826		$	60,640		$	44,596
Ratio of Expenses to Average Net Assets		1.08	%A		1.04	%		0.96	%		0.95	%		1.03	%		0.97	%E
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.08	%A		1.04	%		0.96	%		0.95	%		1.03	%		0.97	%E
Ratio of Net Investment Income (Loss) to Average Net Assets		0.11	%A		0.09	%		0.03	%		(0.07	)%		(0.13	)%		(0.10	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.11	%A		0.09	%		0.03	%		(0.07	)%		(0.13	)%		(0.10	)%
Portfolio Turnover Rate		19	%		52	%		65	%		38	%		28	%		22	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

151

Enterprise Growth and Income Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Growth and Income Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 10/1/97 through 12/31/97			For the Period 7/17/97 through 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	32.88		$	38.55		$	38.57		$	29.01		$	25.19		$	25.71		$	25.05
Net Investment Income (Loss)		0.00	F,G		0.07	F		0.06	F		0.00	F,G		0.14			0.01			0.00	G
Net Realized and Unrealized Gain (Loss) on Investments		(5.40	)		(5.59	)		(0.08	)		9.57			4.00			0.04			0.66
Total from Investment Operations		(5.40	)		(5.52	)		(0.02	)		9.57			4.14			0.05			0.66
Dividends from Net Investment Income		—			—			—			—			(0.09	)		(0.11	)		—
Distributions from Capital Gains		—			(0.15	)		—			(0.01	)		(0.23	)		(0.46	)		—
Total Distributions		—			(0.15	)		—			(0.01	)		(0.32	)		(0.57	)		—
Net Asset Value End of Period	$	27.48		$	32.88		$	38.55		$	38.57		$	29.01		$	25.19		$	25.71
Total ReturnC		(16.42	)%B		(14.32	)%		(0.05	)%		32.97	%		16.50	%		0.20	%B		2.63	%B
Net Assets End of Period (in thousands)	$	65,706		$	84,159		$	94,885		$	65,759		$	16,664		$	4,032		$	1,109
Ratio of Expenses to Average Net Assets		1.50	%A		1.50	%		1.50	%		1.50	%		1.50	%		1.50	%A		1.50	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.65	%A		1.59	%		1.54	%		1.64	%		1.93	%		2.11	%A		4.47	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.03	)%A		0.21	%		0.15	%		0.00	%		0.41	%		0.56	%A		0.07	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.18	)%A		0.12	%		0.11	%		(0.15	)%		(0.03	)%		(0.04	)%A		(2.90	)%A
Portfolio Turnover Rate		4	%		3	%		10	%		3	%		5	%		1	%A		16	%A

Enterprise Growth and Income Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2002												For the Period 10/1/97 through 12/31/97			For the Period 7/17/97 through 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	32.22		$	37.99		$	38.20		$	28.90		$	25.15		$	25.68		$	25.05
Net Investment Income (Loss)		(0.09	)F		(0.12	)F		(0.16	)F		(0.18	)F		0.05			(0.01	)		(0.01	)
Net Realized and Unrealized Gain (Loss) on Investments		(5.27	)		(5.50	)		(0.05	)		9.49			3.95			0.03			0.64
Total from Investment Operations		(5.36	)		(5.62	)		(0.21	)		9.31			4.00			0.02			0.63
Dividends from Net Investment Income		—			—			—			—			(0.02	)		(0.09	)		—
Distributions from Capital Gains		—			(0.15	)		—			(0.01	)		(0.23	)		(0.46	)		—
Total Distributions		—			(0.15	)		—			(0.01	)		(0.25	)		(0.55	)		—
Net Asset Value End of Period	$	26.86		$	32.22		$	37.99		$	38.20		$	28.90		$	25.15		$	25.68
Total ReturnD		(16.64	)%B		(14.80	)%		(0.55	)%		32.20	%		15.95	%		0.07	%B		2.51	%B
Net Assets End of Period (in thousands)	$	95,616		$	118,866		$	124,127		$	74,597		$	21,891		$	3,257		$	992
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%		2.05	%		2.05	%		2.05	%		2.05	%A		2.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.20	%A		2.14	%		2.09	%		2.19	%		2.48	%		2.66	%A		4.59	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.57	)%A		(0.35	)%		(0.40	)%		(0.56	)%		(0.17	)%		(0.02	)%A		(0.34	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.72	)%A		(0.44	)%		(0.44	)%		(0.70	)%		(0.60	)%		(0.63	)%A		(2.87	)%A
Portfolio Turnover Rate		4	%		3	%		10	%		3	%		5	%		1	%A		16	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

152

Enterprise Growth and Income Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Growth and Income Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 10/1/97 through 12/31/97			For the Period 7/17/97 through 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	32.25		$	38.03		$	38.24		$	28.91		$	25.15		$	25.68		$	25.05
Net Investment Income (Loss)		(0.09	)F		(0.12	)F		(0.16	)F		(0.19	)F		0.06			(0.02	)		(0.01	)
Net Realized and Unrealized Gain (Loss) on Investments		(5.27	)		(5.51	)		(0.05	)		9.53			3.94			0.05			0.64
Total from Investment Operations		(5.36	)		(5.63	)		(0.21	)		9.34			4.00			0.03			0.63
Dividends from Net Investment Income		—			—			—			—			(0.01	)		(0.10	)		—
Distributions from Capital Gains		—			(0.15	)		—			(0.01	)		(0.23	)		(0.46	)		—
Total Distributions		—			(0.15	)		—			(0.01	)		(0.24	)		(0.56	)		—
Net Asset Value End of Period	$	26.89		$	32.25		$	38.03		$	38.24		$	28.91		$	25.15		$	25.68
Total ReturnD		(16.62	)%B,C		(14.81	)%		(0.55	)%		32.29	%		15.95	%		0.10	%B		2.51	%B
Net Assets End of Period (in thousands)	$	16,711		$	22,263		$	22,239		$	13,710		$	4,654		$	561		$	99
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%		2.05	%		2.05	%		2.05	%		2.05	%A		2.05	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.20	%A		2.14	%		2.09	%		2.20	%		2.49	%		2.64	%A		4.60	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.57	)%A		(0.35	)%		(0.40	)%		(0.58	)%		(0.16	)%		0.03	%A		(0.39	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.72	)%A		(0.44	)%		(0.43	)%		(0.72	)%		(0.60	)%		(0.56	)%A		(2.94	)%A
Portfolio Turnover Rate		4	%		3	%		10	%		3	%		5	%		1	%A		16	%A

Enterprise Growth and Income Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 10/1/97 through 12/31/97			Year Ended 9/30/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	33.50		$	39.08		$	38.91		$	29.13		$	25.24		$	25.73		$	20.11
Net Investment Income (Loss)		0.07	F		0.23	F		0.23	F		0.14	F		0.29			0.06			0.35
Net Realized and Unrealized Gain (Loss) on Investments		(5.51	)		(5.66	)		(0.06	)		9.65			4.00			0.02			6.18
Total from Investment Operations		(5.44	)		(5.43	)		0.17			9.79			4.29			0.08			6.53
Dividends from Net Investment Income		—			—			—			—			(0.17	)		(0.11	)		(0.20	)
Distributions from Capital Gains		—			(0.15	)		—			(0.01	)		(0.23	)		(0.46	)		(0.71	)
Total Distributions		—			(0.15	)		—			(0.01	)		(0.40	)		(0.57	)		(0.91	)
Net Asset Value End of Period	$	28.06		$	33.50		$	39.08		$	38.91		$	29.13		$	25.24		$	25.73
Total Return		(16.24	)%B		(13.90	)%		0.44	%		33.59	%		17.08	%		0.31	%B		33.55	%
Net Assets End of Period (in thousands)	$	10,585		$	13,217		$	16,892		$	17,116		$	18,310		$	15,542		$	15,428
Ratio of Expenses to Average Net Assets		1.05	%A		1.05	%		1.05	%		1.05	%		1.05	%		1.05	%A		0.99	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.20	%A		1.14	%		1.09	%		1.18	%		1.48	%		1.68	%A		2.20	%
Ratio of Net Investment Income (Loss) to Average Net Assets		0.42	%A		0.66	%		0.58	%		0.41	%		0.89	%		0.96	%A		0.88	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.27	%A		0.57	%		0.54	%		0.29	%		0.45	%		0.33	%A		(0.33	)%
Portfolio Turnover Rate		4	%		3	%		10	%		3	%		5	%		1	%A		16	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

153

Enterprise International Growth Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise International Growth Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	12.82		$	18.35		$	23.81		$	18.89		$	16.71		$	17.10
Net Investment Income (Loss)		0.07	F		(0.07	)F		(0.16	)F		(0.11	)F		0.06			0.08
Net Realized and Unrealized Gain (Loss) on Investments		0.01			(5.49	)		(4.53	)		7.37			2.32			0.73
Total from Investment Operations		0.08			(5.56	)		(4.69	)		7.26			2.38			0.81
Dividends from Net Investment Income		—			—			—			(0.16	)		(0.05	)		(0.07	)
Distributions from Capital Gains		—			—			(0.77	)		(2.18	)		(0.15	)		(1.13	)
Total Distributions		—			—			(0.77	)		(2.34	)		(0.20	)		(1.20	)
Redemption Fees		0.00	G		0.03			—			—			—			—
Net Asset Value End of Period	$	12.90		$	12.82		$	18.35		$	23.81		$	18.89		$	16.71
Total ReturnC		0.62	%B		(30.14	)%		(19.75	)%		39.76	%		14.28	%		4.75	%
Net Assets End of Period (in thousands)	$	30,146		$	34,589		$	49,770		$	55,426		$	41,458		$	38,020
Ratio of Expenses to Average Net Assets		1.85	%A		1.96	%		1.85	%		1.94	%		2.00	%		2.00	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.11	%A		1.96	%		1.85	%		1.94	%		2.11	%		2.11	%
Ratio of Net Investment Income (Loss) to Average Net Assets		1.16	%A		(0.50	)%		(0.76	)%		(0.53	)%		0.30	%		0.50	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.89	%A		(0.50	)%		(0.76	)%		(0.53	)%		0.19	%		0.39	%
Portfolio Turnover Rate		148	%		99	%		66	%		131	%		52	%		27	%

Enterprise International Growth Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	12.40		$	17.89		$	23.40		$	18.62		$	16.53		$	16.97
Net Investment Income (Loss)		0.04	F		(0.16	)F		(0.27	)F		(0.21	)F		(0.04	)		0.01
Net Realized and Unrealized Gain (Loss) on Investments		0.01			(5.33	)		(4.47	)		7.23			2.28			0.69
Total from Investment Operations		0.05			(5.49	)		(4.74	)		7.02			2.24			0.70
Dividends from Net Investment Income		—			—			—			(0.06	)		—			(0.01	)
Distributions from Capital Gains		—			—			(0.77	)		(2.18	)		(0.15	)		(1.13	)
Total Distributions		—			—			(0.77	)		(2.24	)		(0.15	)		(1.14	)
Net Asset Value End of Period	$	12.45		$	12.40		$	17.89		$	23.40		$	18.62		$	16.53
Total ReturnD		0.40	%B		(30.69	)%B		(20.32	)%		39.02	%		13.57	%		4.17	%
Net Assets End of Period (in thousands)	$	21,653		$	21,738		$	26,569		$	23,475		$	16,008		$	9,878
Ratio of Expenses to Average Net Assets		2.40	%A		2.53	%		2.40	%		2.48	%		2.55	%		2.55	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.66	%A		2.53	%		2.40	%		2.48	%		2.66	%		2.67	%
Ratio of Net Investment Income (Loss) to Average Net Assets		0.63	%A		(1.13	)%		(1.32	)%		(1.10	)%		(0.28	)%		(0.06	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.37	%A		(1.13	)%		(1.32	)%		(1.10	)%		(0.39	)%		(0.18	)%
Portfolio Turnover Rate		148	%		99	%		66	%		131	%		52	%		27	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

154

Enterprise International Growth Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise International Growth Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	12.50		$	18.04		$	23.59		$	18.77		$	16.66		$	17.51
Net Investment Income (Loss)		0.04	F		(0.15	)F		(0.27	)F		(0.22	)F		(0.04	)		(0.03	)
Net Realized and Unrealized Gain (Loss) on Investments		0.01			(5.39	)		(4.51	)		7.29			2.31			0.39
Total from Investment Operations		0.05			(5.54	)		(4.78	)		7.07			2.27			0.36
Dividends from Net Investment Income		—			—			—			(0.07	)		(0.01	)		(0.08	)
Distributions from Capital Gains		—			—			(0.77	)		(2.18	)		(0.15	)		(1.13	)
Total Distributions		—			—			(0.77	)		(2.25	)		(0.16	)		(1.21	)
Redemption Fees		0.01			—			—			—			—			—
Net Asset Value End of Period	$	12.55		$	12.50		$	18.04		$	23.59		$	18.77		$	16.66
Total ReturnD		0.40	%B,C		(30.71	)%		(20.33	)%		38.95	%		13.64	%		2.07	%B
Net Assets End of Period (in thousands)	$	8,073		$	8,512		$	7,750		$	5,771		$	3,498		$	1,113
Ratio of Expenses to Average Net Assets		2.40	%A		2.52	%		2.40	%		2.48	%		2.55	%		2.55	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.66	%A		2.52	%		2.40	%		2.48	%		2.67	%		2.75	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.63	%A		(1.12	)%		(1.32	)%		(1.12	)%		(0.35	)%		(0.51	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.37	%A		(1.12	)%		(1.32	)%		(1.12	)%		(0.47	)%		(0.71	)%A
Portfolio Turnover Rate		148	%		99	%		66	%		131	%		52	%		27	%A

Enterprise International Growth Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	12.90		$	18.41		$	23.82		$	18.88		$	16.71		$	17.10
Net Investment Income (Loss)		0.10F			(0.02	)F		(0.06	)F		(0.03	)F		0.14			0.17
Net Realized and Unrealized Gain (Loss) on Investments		0.01			(5.49	)		(4.58	)		7.40			2.32			0.72
Total from Investment Operations		0.11			(5.51	)		(4.64	)		7.37			2.46			0.89
Dividends from Net Investment Income		—			—			—			(0.25	)		(0.14	)		(0.15	)
Distributions from Capital Gains		—			—			(0.77	)		(2.18	)		(0.15	)		(1.13	)
Total Distributions		—			—			(0.77	)		(2.25	)		(0.16	)		(1.21	)
Redemption Fees		0.00	G		—			—			—			—			—
Net Asset Value End of Period	$	13.01		$	12.90		$	18.41		$	23.82		$	18.88		$	16.71
Total Return		0.85	%B		(29.93	)%		(19.53	)%		40.39	%		14.73	%		5.21	%
Net Assets End of Period (in thousands)	$	13,755		$	13,797		$	20,515		$	20,738		$	13,379		$	10,986
Ratio of Expenses to Average Net Assets		1.40	%A		1.53	%		1.39	%		1.48	%		1.55	%		1.55	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.66	%A		1.53	%		1.39	%		1.48	%		1.66	%		1.66	%
Ratio of Net Investment Income (Loss) to Average Net Assets		1.64	%A		(0.12	)%		0.30	%		(0.14	)%		0.75	%		0.95	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.38	%A		(0.12	)%		0.30	%		(0.14	)%		0.64	%		0.84	%
Portfolio Turnover Rate		148	%		99	%		66	%		131	%		52	%		27	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

155

Enterprise Global Financial Services Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Financial Services Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 10/1/98 through 12/31/98
				2001			2000			1999
Net Asset Value Beginning of Period	$	5.82		$	6.62		$	5.58		$	6.05		$	5.00
Net Investment Income (Loss)		0.06	F		0.04	F		0.05	F		0.06	F		0.01
Net Realized and Unrealized Gain (Loss) on Investments		0.29			(0.60	)		1.17			(0.37	)		1.04
Total from Investment Operations		0.35			(0.56	)		1.22			(0.31	)		1.05
Dividends from Net Investment Income		—			(0.05	)		(0.05	)		(0.04	)		—
Distributions from Capital Gains		—			(0.19	)		(0.13	)		(0.12	)		—
Total Distributions		—			(0.24	)		(0.18	)		(0.16	)		—
Net Asset Value End of Period	$	6.17		$	5.82		$	6.62		$	5.58		$	6.05
Total ReturnC		6.01	%B		(8.37	)%		21.90	%		(5.01	)%		21.00	%B
Net Assets End of Period (in thousands)	$	12,842		$	13,715		$	15,674		$	5,179		$	1,426
Ratio of Expenses to Average Net Assets		1.75	%A		1.75	%		1.75	%		1.75	%		1.75	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.93	%A		1.92	%		2.03	%		2.92	%		6.58	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		1.90	%A		0.67	%		0.90	%		1.00	%		0.16	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.73	%A		0.50	%		0.62	%		(0.17	)%		(4.68	)%A
Portfolio Turnover Rate		3	%		56	%		26	%		16	%		2	%

Enterprise Global Financial Services Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 10/1/98 through 12/31/98
				2001			2000			1999
Net Asset Value Beginning of Period	$	5.78		$	6.57		$	5.55		$	6.03		$	5.00
Net Investment Income (Loss)		0.04	F		0.01	F		0.02	F		0.03	F		0.01
Net Realized and Unrealized Gain (Loss) on Investments		0.30			(0.59	)		1.15			(0.37	)		1.02
Total from Investment Operations		0.34			(0.58	)		1.17			(0.34	)		1.03
Dividends from Net Investment Income		—			(0.02	)		(0.02	)		(0.02	)		—
Distributions from Capital Gains		—			(0.19	)		(0.13	)		(0.12	)		—
Total Distributions		—			(0.21	)		(0.15	)		(0.14	)		—
Net Asset Value End of Period	$	6.12		$	5.78		$	6.57		$	5.55		$	6.03
Total ReturnD		5.88	%B		(8.84	)%		21.18	%		(5.50	)%		20.60	%B
Net Assets End of Period (in thousands)	$	9,730		$	9,429		$	10,252		$	4,661		$	1,023
Ratio of Expenses to Average Net Assets		2.30	%A		2.30	%		2.30	%		2.30	%		2.30	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.48	%A		2.47	%		2.61	%		3.49	%		7.50	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		1.37	%A		0.14	%		0.31	%		0.44	%		(0.49	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.19	%A		(0.04	)%		0.00	%		(0.75	)%		(5.69	)%A
Portfolio Turnover Rate		3	%		56	%		26	%		16	%		2	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

156

Enterprise Global Financial Services Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Financial Services Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 10/1/98 through 12/31/98
				2001			2000			1999
Net Asset Value Beginning of Period	$	5.78		$	6.57		$	5.56		$	6.03		$	5.00
Net Investment Income (Loss)		0.04	F		0.01	F		0.02	F		0.02	F		0.01
Net Realized and Unrealized Gain (Loss) on Investments		0.29			(0.59	)		1.15			(0.34	)		1.02
Total from Investment Operations		0.33			(0.58	)		1.17			(0.32	)		1.03
Dividends from Net Investment Income		—			(0.02	)		(0.03	)		(0.03	)		—
Distributions from Capital Gains		—			(0.19	)		(0.13	)		(0.12	)		—
Total Distributions		—			(0.21	)		(0.16	)		(0.15	)		—
Net Asset Value End of Period	$	6.11		$	5.78		$	6.57		$	5.56		$	6.03
Total ReturnD		5.71	%B,C		(8.73	)%		21.07	%		(5.31	)%		20.60	%B
Net Assets End of Period (in thousands)	$	1,983		$	2,056		$	1,903		$	718		$	218
Ratio of Expenses to Average Net Assets		2.30	%A		2.30	%		2.30	%		2.30	%		2.30	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.48	%A		2.47	%		2.59	%		3.50	%		6.42	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		1.37	%A		0.10	%		0.27	%		0.39	%		(0.33	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.19	%A		(0.07	)%		(0.02	)%		(0.81	)%		(4.45	)%A
Portfolio Turnover Rate		3	%		56	%		26	%		16	%		2	%

Enterprise Global Financial Services Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 10/1/98 through 12/31/98
				2001			2000			1999
Net Asset Value Beginning of Period	$	5.84		$	6.64		$	5.59		$	6.05		$	5.00
Net Investment Income (Loss)		0.07	F		0.07	F		0.08	F		0.10	F		0.01
Net Realized and Unrealized Gain (Loss) on Investments		0.30			(0.60	)		1.17			(0.38	)		1.04
Total from Investment Operations		0.37			(0.53	)		1.25			(0.28	)		1.05
Dividends from Net Investment Income		—			(0.08	)		(0.07	)		(0.06	)		—
Distributions from Capital Gains		—			(0.19	)		(0.13	)		(0.12	)		—
Total Distributions		—			(0.27	)		(0.20	)		(0.18	)		—
Net Asset Value End of Period	$	6.21		$	5.84		$	6.64		$	5.59		$	6.05
Total Return		6.34	%B		(7.89	)%		22.39	%		(4.51	)%		21.00	%B
Net Assets End of Period (in thousands)	$	6,685		$	6,258		$	6,770		$	5,477		$	5,697
Ratio of Expenses to Average Net Assets		1.30	%A		1.30	%		1.30	%		1.30	%		1.30	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.48	%A		1.47	%		1.65	%		2.57	%		5.09	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		2.39	%A		1.12	%		1.36	%		1.63	%		0.61	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		2.21	%A		0.94	%		1.01	%		0.36	%		(3.18	)%A
Portfolio Turnover Rate		3	%		56	%		26	%		16	%		2	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

157

Enterprise Global Health Care Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Health Care Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.54		$	9.32		$	10.00
Net Investment Income (Loss)		(0.05	)F		(0.09	)F		(0.04	)F
Net Realized and Unrealized Gain (Loss) on Investments		(2.54	)		(0.69	)		(0.64	)
Total from Investment Operations		(2.59	)		(0.78	)		(0.68	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	5.95		$	8.54		$	9.32
Total ReturnC		(30.33	)%B		(8.37	)%		(6.80	)%B
Net Assets End of Period (in thousands)	$	5,416		$	7,903		$	4,480
Ratio of Expenses to Average Net Assets		1.85	%A		1.85	%		1.85	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.50	%A		2.60	%		8.65	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.47	)%A		(1.15	)%		(0.47	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.12	)%A		(1.90	)%		(7.27	)%A
Portfolio Turnover Rate		171	%		418	%		34	%

Enterprise Global Health Care Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.46		$	9.30		$	10.00
Net Investment Income (Loss)		(0.07	)F		(0.14	)F		(0.07	)F
Net Realized and Unrealized Gain (Loss) on Investments		(2.51	)		(0.70	)		(0.63	)
Total from Investment Operations		(2.58	)		(0.84	)		(0.70	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	5.88		$	8.46		$	9.30
Total ReturnD		(30.50	)%B		(9.03	)%		(7.00	)%B
Net Assets End of Period (in thousands)	$	6,369		$	8,619		$	3,662
Ratio of Expenses to Average Net Assets		2.40	%A		2.40	%		2.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.05	%A		3.13	%		9.20	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.02	)%A		(1.71	)%		(1.02	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.68	)%A		(2.44	)%		(7.82	)%A
Portfolio Turnover Rate		171	%		418	%		34	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

158

Enterprise Global Health Care Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Health Care Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.47		$	9.30		$	10.00
Net Investment Income (Loss)		(0.07	)F		(0.14	)F		(0.07	)F
Net Realized and Unrealized Gain (Loss) on Investments		(2.52	)		(0.69	)		(0.63	)
Total from Investment Operations		(2.59	)		(0.83	)		(0.70	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	5.88		$	8.47		$	9.30
Total ReturnD		(30.58	)%B,C		(8.92	)%		(7.00	)%B
Net Assets End of Period (in thousands)	$	2,130		$	3,231		$	1,885
Ratio of Expenses to Average Net Assets		2.40	%A		2.40	%		2.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.05	%A		3.16	%		9.20	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.02	)%A		(1.70	)%		(1.02	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.67	)%A		(2.46	)%		(7.82	)%A
Portfolio Turnover Rate		171	%		418	%		34	%

Enterprise Global Health Care Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 10/31/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.57		$	9.33		$	10.00
Net Investment Income (Loss)		(0.04	)F		(0.06	)F		0.00	F
Net Realized and Unrealized Gain (Loss) on Investments		(2.54	)		(0.70	)		(0.67	)
Total from Investment Operations		(2.58	)		(0.76	)		(0.67	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	5.99		$	8.57		$	9.33
Total Return		(30.11	)%B		(8.15	)%		(6.70	)%B
Net Assets End of Period (in thousands)	$	211		$	269		$	281
Ratio of Expenses to Average Net Assets		1.40	%A		1.40	%		1.40	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.06	%A		2.18	%		8.20	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.02	)%A		(0.68	)%		(0.03	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.68	)%A		(1.46	)%		(6.83	)%A
Portfolio Turnover Rate		171	%		418	%		34	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

159

Enterprise Global Socially Responsive Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Socially Responsive Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 9/29/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.69		$	9.75		$	10.00
Net Investment Income (Loss)		0.01	F		0.01	F		0.08	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.63	)		(1.05	)		(0.33	)
Total from Investment Operations		(0.62	)		(1.04	)		(0.25	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			(0.02	)		—
Total Distributions		—			(0.02	)		—
Net Asset Value End of Period	$	8.07		$	8.69		$	9.75
Total ReturnC		(7.13	)%B		(10.70	)%		(2.50	)%B
Net Assets End of Period (in thousands)	$	2,434		$	2,053		$	1,103
Ratio of Expenses to Average Net Assets		1.75	%A		1.75	%		1.75	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.23	%A		4.05	%		13.03	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.31	%A		0.10	%		0.88	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.16	)%A		(2.20	)%		(10.40	)%A
Portfolio Turnover Rate		21	%		44	%		16	%

Enterprise Global Socially Responsive Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 9/29/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.62		$	9.74		$	10.00
Net Investment Income (Loss)		(0.01	)F		(0.04	)F		0.03	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.63	)		(1.06	)		(0.29	)
Total from Investment Operations		(0.64	)		(1.10	)		(0.26	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			(0.02	)		—
Total Distributions		—			(0.02	)		—
Net Asset Value End of Period	$	7.98		$	8.62		$	9.74
Total ReturnD		(7.42	)%B		(11.33	)%		(2.60	)%B
Net Assets End of Period (in thousands)	$	1,143		$	1,036		$	588
Ratio of Expenses to Average Net Assets		2.30	%A		2.30	%		2.30	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.77	%A		4.61	%		13.58	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.23	)%A		(0.43	)%		0.33	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.71	)%A		(2.74	)%		(10.95	)%A
Portfolio Turnover Rate		21	%		44	%		16	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

160

Enterprise Global Socially Responsive Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Socially Responsive Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 9/29/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.62		$	9.74		$	10.00
Net Investment Income (Loss)		(0.01	)F		(0.04	)F		0.04F
Net Realized and Unrealized Gain (Loss) on Investments		(0.63	)		(1.06	)		(0.30	)
Total from Investment Operations		(0.64	)		(1.10	)		(0.26	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			(0.02	)		—
Total Distributions		—			(0.02	)		—
Net Asset Value End of Period	$	7.98		$	8.62		$	9.74
Total ReturnD		(7.42	)%B,C		(11.33	)%		(2.60	)%B
Net Assets End of Period (in thousands)	$	570		$	475		$	361
Ratio of Expenses to Average Net Assets		2.30	%A		2.30	%		2.30	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.78	%A		4.63	%		13.58	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.24	)%A		(0.43	)%		0.45	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.71	)%A		(2.76	)%		(10.83	)%A
Portfolio Turnover Rate		21	%		44	%		16	%

Enterprise Global Socially Responsive Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31, 2001			For the Period 9/29/00 through 12/31/00
Net Asset Value Beginning of Period	$	8.74		$	9.76		$	10.00
Net Investment Income (Loss)		0.03	F		0.05	F		0.12F
Net Realized and Unrealized Gain (Loss) on Investments		(0.64	)		(1.05	)		(0.36	)
Total from Investment Operations		(0.61	)		(1.00	)		(0.24	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			(0.02	)		—
Total Distributions		—			(0.02	)		—
Net Asset Value End of Period	$	8.13		$	8.74		$	9.76
Total Return		(6.98	)%B		(10.28	)%		(2.40	)%B
Net Assets End of Period (in thousands)	$	137		$	120		$	98
Ratio of Expenses to Average Net Assets		1.30	%A		1.30	%		1.30	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.78	%A		3.63	%		12.58	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.74	%A		0.57	%		1.59	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.74	)%A		(1.76	)%		(9.70	)%A
Portfolio Turnover Rate		21	%		44	%		16	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

161

Enterprise Global Technology Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Technology Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			For Year Ended December 31, 2001			For the Period 6/30/00 through 12/31/00
Net Asset Value Beginning of Period	$	3.08		$	5.85		$	10.00
Net Investment Income (Loss)		(0.02	)F		(0.06	)F		(0.13	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.00	)		(2.71	)		(4.02	)
Total from Investment Operations		(1.02	)		(2.77	)		(4.15	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	2.06		$	3.08		$	5.85
Total ReturnC		(33.12	)%B		(47.35	)%		(41.50	)%B
Net Assets End of Period (in thousands)	$	2,468		$	4,009		$	10,093
Ratio of Expenses to Average Net Assets		1.90	%A		1.90	%		1.90	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.25	%A		2.65	%		2.28	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.70	)%A		(1.50	)%		(1.51	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(3.06	)%A		(2.25	)%		(1.88	)%A
Portfolio Turnover Rate		153	%		195	%		105	%

Enterprise Global Technology Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			For Year Ended December 31, 2001			For the Period 6/30/00 through 12/31/00
Net Asset Value Beginning of Period	$	3.05		$	5.82		$	10.00
Net Investment Income (Loss)		(0.03	)F		(0.08	)F		(0.18	)F
Net Realized and Unrealized Gain (Loss) on Investments		(0.99	)		(2.69	)		(4.00	)
Total from Investment Operations		(1.02	)		(2.77	)		(4.18	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	2.03		$	3.05		$	5.82
Total ReturnD		(33.44	)%B		(47.59	)%		(41.80	)%B
Net Assets End of Period (in thousands)	$	2,057		$	3,284		$	7,011
Ratio of Expenses to Average Net Assets		2.45	%A		2.45	%		2.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.80	%A		3.20	%		2.82	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.25	)%A		(2.05	)%		(2.06	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(3.61	)%A		(2.80	)%		(2.42	)%A
Portfolio Turnover Rate		153	%		195	%		105	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

162

Enterprise Global Technology Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Global Technology Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			For Year Ended December 31, 2001			For the Period 6/30/00 through 12/31/00
Net Asset Value Beginning of Period	$	3.05		$	5.82		$	10.00
Net Investment Income (Loss)		(0.03	)F		(0.08	)F		(0.18	)F
Net Realized and Unrealized Gain (Loss) on Investments		(0.99	)		(2.69	)		(4.00	)
Total from Investment Operations		(1.02	)		(2.77	)		(4.18	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	2.03		$	3.05		$	5.82
Total ReturnD		(33.44	)%B,C		(47.59	)%		(41.80	)%B
Net Assets End of Period (in thousands)	$	485		$	892		$	2,308
Ratio of Expenses to Average Net Assets		2.45	%A		2.45	%		2.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.79	%A		3.19	%		2.82	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.25	)%A		(2.04	)%		(2.06	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(3.60	)%A		(2.78	)%		(2.42	)%A
Portfolio Turnover Rate		153	%		195	%		105	%

Enterprise Global Technology Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			For Year Ended December 31, 2001			For the Period 6/30/00 through 12/31/00
Net Asset Value Beginning of Period	$	3.11		$	5.87		$	10.00
Net Investment Income (Loss)		(0.02	)F		(0.04	)F		(0.09	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.01	)		(2.72	)		(4.04	)
Total from Investment Operations		(1.03	)		(2.76	)		(4.13	)
Dividends from Net Investment Income		—			—			—
Distributions from Capital Gains		—			—			—
Total Distributions		—			—			—
Net Asset Value End of Period	$	2.08		$	3.11		$	5.87
Total Return		(33.12	)%B		(47.02	)%		(41.30	)%B
Net Assets End of Period (in thousands)	$	110		$	158		$	367
Ratio of Expenses to Average Net Assets		1.45	%A		1.45	%		1.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.81	%A		2.20	%		1.89	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.25	)%A		(1.05	)%		(0.97	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.61	)%A		(1.80	)%		(1.41	)%A
Portfolio Turnover Rate		153	%		195	%		105	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

163

Enterprise Internet Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Internet Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
				2001			2000
Net Asset Value Beginning of Period	$	10.22		$	15.47		$	31.72		$	10.00
Net Investment Income (Loss)		(0.08	)F		(0.17	)F		(0.47	)F		(0.12	)F
Net Realized and Unrealized Gain (Loss) on Investments		(3.88	)		(5.08	)		(15.68	)		22.19
Total from Investment Operations		(3.96	)		(5.25	)		(16.15	)		22.07
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			(0.10	)		(0.35	)
Total Distributions		—			—			(0.10	)		(0.35	)
Redemption Fees		0.00	G		0.00	G		—			—
Net Asset Value End of Period	$	6.26		$	10.22		$	15.47		$	31.72
Total ReturnC		(38.75	)B		(33.94	)%		(51.10	)%		220.79	%B
Net Assets End of Period (in thousands)	$	23,900		$	49,028		$	90,800		$	119,283
Ratio of Expenses to Average Net Assets		1.90	%A		1.90	%		1.86	%		1.90	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.47	%A		2.11	%		1.86	%		2.04	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.78	)%A		(1.36	)%		(1.64	)%		(1.28	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.35	)%A		(1.57	)%		(1.64	)%		(1.42	)%A
Portfolio Turnover Rate		157	%		331	%		256	%		31	%

Enterprise Internet Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
				2001			2000
Net Asset Value Beginning of Period	$	10.10		$	15.36		$	31.65		$	10.00
Net Investment Income (Loss)		(0.10	)F		(0.23	)F		(0.62	)F		(0.18	)F
Net Realized and Unrealized Gain (Loss) on Investments		(3.83	)		(5.03	)		(15.57	)		22.18
Total from Investment Operations		(3.93	)		(5.26	)		(16.19	)		22.00
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			(0.10	)		(0.35	)
Total Distributions		—			—			(0.10	)		(0.35	)
Redemption Fees		—			—			—			—
Net Asset Value End of Period	$	6.17		$	10.10		$	15.36		$	31.65
Total ReturnD		(38.91	)%B		(34.24	)%		(51.34	)%		220.09	%B
Net Assets End of Period (in thousands)	$	31,354		$	57,356		$	98,049		$	107,176
Ratio of Expenses to Average Net Assets		2.45	%A		2.45	%		2.41	%		2.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.03	%A		2.66	%		2.41	%		2.56	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.33	)%A		(1.91	)%		(2.20	)%		(1.85	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.91	)%A		(2.12	)%		(2.20	)%		(1.96	)%A
Portfolio Turnover Rate		157	%		331	%		256	%		31	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

164

Enterprise Internet Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
Enterprise Internet Fund (Class C)				2001			2000
Net Asset Value Beginning of Period	$	10.09		$	15.35		$	31.65		$	10.00
Net Investment Income (Loss)		(0.10	)F		(0.23	)F		(0.63	)F		(0.17	)F
Net Realized and Unrealized Gain (Loss) on Investments		(3.83	)		(5.03	)		(15.57	)		22.17
Total from Investment Operations		(3.93	)		(5.26	)		(16.20	)		22.00
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			(0.10	)		(0.35	)
Total Distributions		—			—			(0.10	)		(0.35	)
Redemption Fees		—			—			—			—
Net Asset Value End of Period	$	6.16		$	10.09		$	15.35		$	31.65
Total ReturnD		(38.95	)%B,C		(34.27	)%		(51.37	)%		220.09	%B
Net Assets End of Period (in thousands)	$	7,919		$	15,021		$	31,162		$	35,448
Ratio of Expenses to Average Net Assets		2.45	%A		2.45	%		2.41	%		2.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		3.03	%A		2.66	%		2.41	%		2.57	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(2.33	)%A		(1.90	)%		(2.20	)%		(1.84	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(2.90	)%A		(2.11	)%		(2.20	)%		(1.96	)%A
Portfolio Turnover Rate		157	%		331	%		256	%		31	%
	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,						For the Period 7/1/99 through 12/31/99
Enterprise Internet Fund (Class Y)				2001			2000
Net Asset Value Beginning of Period	$	10.35		$	15.60		$	31.82		$	10.00
Net Investment Income (Loss)		(0.06	)F		(0.11	)F		(0.34	)F		(0.06	)F
Net Realized and Unrealized Gain (Loss) on Investments		(3.93	)		(5.14	)		(15.78	)		22.23
Total from Investment Operations		(3.99	)		(5.25	)		(16.12	)		22.17
Dividends from Net Investment Income		—			—			—			—
Distributions from Capital Gains		—			—			(0.10	)		(0.35	)
Total Distributions		—			—			(0.10	)		(0.35	)
Redemption Fees		—			—			—			—
Net Asset Value End of Period	$	6.36		$	10.35		$	15.60		$	31.82
Total Return		(38.55	)%B		(33.65	)%		(50.84	)%		221.79	%B
Net Assets End of Period (in thousands)	$	269		$	430		$	605		$	1,381
Ratio of Expenses to Average Net Assets		1.45	%A		1.45	%		1.39	%		1.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.04	%A		1.66	%		1.39	%		1.79	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(1.33	)A		(0.93	)%		(1.16	)%		(0.68	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(1.91	)A		(1.14	)%		(1.16	)%		(1.02	)%A
Portfolio Turnover Rate		157	%		331	%		256	%		31	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

165

Enterprise Mergers and Acquisitions Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Mergers and Acquisitions Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			For the Period 02/28/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.10		$	10.00
Net Investment Income (Loss)		(0.01	)F		0.01	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.19	)		0.21
Total from Investment Operations		(0.20	)		0.22
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.12	)
Total Distributions		—			(0.12	)
Net Asset Value End of Period	$	9.90		$	10.10
Total ReturnC		(1.98	)%B		2.22	%B
Net Assets End of Period (in thousands)	$	31,664		$	23,876
Ratio of Expenses to Average Net Assets		1.73	%A		1.90	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.73	%A		2.11	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.20	)%A		0.16	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.20	)%A		(0.05	)%A
Portfolio Turnover Rate		106	%		238	%
Enterprise Mergers and Acquisitions Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			For the Period 02/28/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.05		$	10.00
Net Investment Income (Loss)		(0.04	)F		(0.03	)F
Net Realized and Unrealized Gain (Loss) on Investments		(0.19	)		0.20
Total from Investment Operations		(0.23	)		0.17
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.12	)
Total Distributions		—			(0.12	)
Net Asset Value End of Period	$	9.82		$	10.05
Total ReturnD		(2.29	)%B		1.72	%B
Net Assets End of Period (in thousands)	$	23,994		$	21,195
Ratio of Expenses to Average Net Assets		2.27	%A		2.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.27	%A		2.66	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.74	)%A		(0.37	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.74	)%A		(0.58	)%A
Portfolio Turnover Rate		106	%		238	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

166

Enterprise Mergers and Acquisitions Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Mergers and Acquisitions Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			For the Period 02/28/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.05		$	10.00
Net Investment Income (Loss)		(0.04	)F		(0.03	)F
Net Realized and Unrealized Gain (Loss) on Investments		(0.19	)		0.20
Total from Investment Operations		(0.23	)		0.17
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.12	)
Total Distributions		—			(0.12	)
Net Asset Value End of Period	$	9.82		$	10.05
Total ReturnD		(2.29	)%B,C		1.72	%B
Net Assets End of Period (in thousands)	$	17,493		$	11,543
Ratio of Expenses to Average Net Assets		2.28	%A		2.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.28	%A		2.66	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.75	)%A		(0.37	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.75	)%A		(0.58	)%A
Portfolio Turnover Rate		106	%		238	%

Enterprise Mergers and Acquisitions Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			For the Period 02/28/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.13		$	10.00
Net Investment Income (Loss)		0.01	F		0.06	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.19	)		0.19
Total from Investment Operations		(0.18	)		0.25
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.12	)
Total Distributions		—			(0.12	)
Net Asset Value End of Period	$	9.95		$	10.13
Total Return		(1.78	)%B		2.52	%B
Net Assets End of Period (in thousands)	$	1,145		$	724
Ratio of Expenses to Average Net Assets		1.28	%A		1.45	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.28	%A		1.66	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.26	%A		0.68	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.26	%A		0.48	%A
Portfolio Turnover Rate		106	%		238	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

167

Enterprise Managed Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Managed Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	7.08		$	8.03		$	9.06		$	9.26		$	9.25		$	7.97
Net Investment Income (Loss)		0.00	F,G		(0.01	)F		0.06	F		0.06	F		0.06			0.04
Net Realized and Unrealized Gain (Loss) on Investments		(1.16	)		(0.94	)		(0.03	)		0.61			0.58			1.64
Total from Investment Operations		(1.16	)		(0.95	)		0.03			0.67			0.64			1.68
Dividends from Net Investment Income		—			—			(0.07	)		(0.06	)		(0.05	)		(0.04	)
Distributions from Capital Gains		—			—			(0.99	)		(0.81	)		(0.58	)		(0.36	)
Total Distributions		—			—			(1.06	)		(0.87	)		(0.63	)		(0.40	)
Net Asset Value End of Period	$	5.92		$	7.08		$	8.03		$	9.06		$	9.26		$	9.25
Total ReturnC		(16.38	)%B		(11.83	)%		0.46	%		7.40	%		7.05	%		21.05	%
Net Assets End of Period (in thousands)	$	60,113		$	82,109		$	104,057		$	144,519		$	175,084		$	156,608
Ratio of Expenses to Average Net Assets		1.50	%A		1.50	%		1.51	%		1.48	%		1.50	%		1.49	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.68	%A		1.58	%		1.52	%		1.48	%		1.50	%		1.49	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.10	)%A		(0.08	)%		0.77	%		0.60	%		0.57	%		0.47	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.28	)%A		(0.16	)%		0.77	%		0.60	%		0.57	%		0.47	%
Portfolio Turnover Rate		34	%		130	%		22	%		95	%		43	%		28	%

Enterprise Managed Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	6.96		$	7.93		$	8.96		$	9.17		$	9.19		$	7.93
Net Investment Income (Loss)		(0.02	)F		(0.05	)F		0.02	F		0.00	F,G		0.00	G		(0.01	)
Net Realized and Unrealized Gain (Loss) on Investments		(1.14	)		(0.92	)		(0.04	)		0.61			0.57			1.63
Total from Investment Operations		(1.16	)		(0.97	)		(0.02	)		0.61			0.57			1.62
Dividends from Net Investment Income		—			—			(0.02	)		(0.01	)		(0.01	)		—
Distributions from Capital Gains		—			—			(0.99	)		(0.81	)		(0.58	)		(0.36	)
Total Distributions		—			—			(1.01	)		(0.82	)		(0.59	)		(0.36	)
Net Asset Value End of Period	$	5.80		$	6.96		$	7.93		$	8.96		$	9.17		$	9.19
Total ReturnD		(16.67	)%B		(12.23	)%		(0.12	)%		6.75	%		6.31	%		20.45	%
Net Assets End of Period (in thousands)	$	72,447		$	93,248		$	111,848		$	149,098		$	161,552		$	110,213
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%		2.06	%		2.03	%		2.05	%		2.04	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.23	%A		2.13	%		2.07	%		2.03	%		2.05	%		2.04	%
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.65	)%A		(0.63	)%		0.23	%		0.04	%		0.02	%		(0.09	)%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.83	)%A		(0.71	)%		0.22	%		0.04	%		0.02	%		(0.09	)%
Portfolio Turnover Rate		34	%		130	%		22	%		95	%		43	%		28	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

168

Enterprise Managed Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Managed Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	6.96		$	7.93		$	8.96		$	9.09		$	9.21		$	8.24
Net Investment Income (Loss)		(0.02	)F		(0.05	)F		0.02	F		0.00	F,G		(0.01	)		—
Net Realized and Unrealized Gain (Loss) on Investments		(1.15	)		(0.92	)		(0.04	)		0.68			0.49			1.38
Total from Investment Operations		(1.17	)		(0.97	)		(0.02	)		0.68			0.48			1.38
Dividends from Net Investment Income		—			—			(0.02	)		—			(0.02	)		(0.05	)
Distributions from Capital Gains		—			—			(0.99	)		(0.81	)		(0.58	)		(0.36	)
Total Distributions		—			—			(1.01	)		(0.81	)		(0.60	)		(0.41	)
Net Asset Value End of Period	$	5.79		$	6.96		$	7.93		$	8.96		$	9.09		$	9.21
Total ReturnD		(16.81	)%B,C		(12.23	)%		(0.15	)%		7.64	%		5.36	%		16.74	%B
Net Assets End of Period (in thousands)	$	4,228		$	5,597		$	7,382		$	9,957		$	11,654		$	3,614
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%		2.06	%		2.03	%		2.05	%		2.06	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.23	%A		2.13	%		2.07	%		2.03	%		2.05	%		2.06	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.65	)%A		(0.63	)%		0.23	%		0.05	%		0.02	%		(0.18	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		(0.83	)%A		(0.71	)%		0.22	%		0.05	%		0.02	%		(0.18	)%A
Portfolio Turnover Rate		34	%		130	%		22	%		95	%		43	%		28	%A

Enterprise Managed Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	7.10		$	8.01		$	9.05		$	9.25		$	9.27		$	7.98
Net Investment Income (Loss)		0.01F			0.03	F		0.10	F		0.10	F		0.10			0.08
Net Realized and Unrealized Gain (Loss) on Investments		(1.19	)		(0.94	)		(0.04	)		0.62			0.55			1.64
Total from Investment Operations		(1.18	)		(0.91	)		0.06			0.72			0.65			1.72
Dividends from Net Investment Income		—			—			(0.11	)		(0.11	)		(0.09	)		(0.07	)
Distributions from Capital Gains		—			—			(0.99	)		(0.81	)		(0.58	)		(0.36	)
Total Distributions		—			—			(1.10	)		(0.92	)		(0.67	)		(0.43	)
Net Asset Value End of Period	$	5.92		$	7.10		$	8.01		$	9.05		$	9.25		$	9.27
Total Return		(16.62	)%B		(11.36	)%		0.83	%		7.94	%		7.20	%		21.60	%
Net Assets End of Period (in thousands)	$	946		$	43,417		$	54,761		$	81,090		$	89,084		$	80,879
Ratio of Expenses to Average Net Assets		1.05	%A		1.05	%		1.06	%		1.03	%		1.05	%		1.04	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.20	%A		1.13	%		1.07	%		1.03	%		1.05	%		1.04	%
Ratio of Net Investment Income (Loss) to Average Net Assets		0.28	%A		0.37	%		1.23	%		1.04	%		1.01	%		0.92	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		0.13	%A		0.29	%		1.22	%		1.04	%		1.01	%		0.92	%
Portfolio Turnover Rate		34	%		130	%		22	%		95	%		43	%		28	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

169

Enterprise Strategic Allocation Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Strategic Allocation Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			For the Period 8/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	10.15		$	10.00
Net Investment Income (Loss)		0.01	F		0.00	F,G
Net Realized and Unrealized Gain (Loss) on Investments		(1.34	)		0.17
Total From Investment Operations		(1.33	)		0.17
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.02	)
Total Distributions		—			(0.02	)
Net Asset Value End of Period	$	8.82		$	10.15
Total ReturnC		(13.10	)%B		1.72	%B
Net Assets End of Period (in Thousands)	$	8,816		$	8,182
Ratio of Expenses to Average Net Assets		1.50	%A		1.50	%A
Ratio of Expenses to Average Net Assets (Excluding Waivers)		2.17	%A		4.00	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.11	%A		0.06	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Waivers)		(0.55	)%A		(2.44	)%A
Portfolio Turnover Rate		11	%		18	%

Strategic Allocation Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			For the Period 8/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	10.14		$	10.00
Net Investment Income (Loss)		(0.02	)F		(0.02	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.33	)		0.18
Total From Investment Operations		(1.35	)		0.16
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.02	)
Total Distributions		—			(0.02	)
Net Asset Value End of Period	$	8.79		$	10.14
Total ReturnD		(13.31	)%B		1.62	%B
Net Assets End of Period (in Thousands)	$	8,649		$	5,318
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%A
Ratio of Expenses to Average Net Assets (Excluding Waivers)		2.72	%A		4.54	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.42	)%A		(0.47	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Waivers)		(1.08	)%A		(2.96	)%A
Portfolio Turnover Rate		11	%		18	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

170

Enterprise Strategic Allocation Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Strategic Allocation Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			For the Period 8/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	10.14		$	10.00
Net Investment Income (Loss)		(0.02	)F		(0.02	)F
Net Realized and Unrealized Gain (Loss) on Investments		(1.33	)		0.18
Total From Investment Operations		(1.35	)		0.16
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.02	)
Total Distributions		—			(0.02	)
Net Asset Value End of Period	$	8.79		$	10.14
Total ReturnD		(13.31	)%B,C		1.62	%B
Net Assets End of Period (in Thousands)	$	4,547		$	3,148
Ratio of Expenses to Average Net Assets		2.05	%A		2.05	%A
Ratio of Expenses to Average Net Assets (Excluding Waivers)		2.71	%A		4.55	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		(0.43	)%A		(0.48	)%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Waivers)		(1.09	)%A		(2.98	)%A
Portfolio Turnover Rate		11	%		18	%

Strategic Allocation Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			For the Period 8/31/01 through 12/31/01
Net Asset Value Beginning of Period	$	10.17		$	10.00
Net Investment Income (Loss)		0.03	F		0.02	F
Net Realized and Unrealized Gain (Loss) on Investments		(1.34	)		0.17
Total From Investment Operations		(1.31	)		0.19
Dividends from Net Investment Income		—			—
Distributions from Capital Gains		—			(0.02	)
Total Distributions		—			(0.02	)
Net Asset Value End of Period	$	8.86		$	10.17
Total Return		(12.88	)%B		1.92	%B
Net Assets End of Period (in Thousands)	$	1,467		$	1,224
Ratio of Expenses to Average Net Assets		1.05	%A		1.05	%A
Ratio of Expenses to Average Net Assets (Excluding Waivers)		1.73	%A		3.59	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		0.56	%A		0.50	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Waivers)		(0.11	)%A		(2.04	)%A
Portfolio Turnover Rate		11	%		18	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

171

Enterprise Government Securities Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
Enterprise Government Securities Fund (Class A)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	12.38		$	12.11		$	11.57		$	12.15		$	12.03		$	11.80
Net Investment Income (Loss)		0.32	F,I		0.66	F,I		0.65	F		0.65	F		0.68			0.73
Net Realized and Unrealized Gain (Loss) on Investments		0.21			0.24			0.54			(0.58	)		0.12			0.23
Total from Investment Operations		0.53			0.90			1.19			0.07			0.80			0.96
Dividends from Net Investment Income		(0.31	)		(0.64	)		(0.65	)		(0.65	)		(0.68	)		(0.73	)
Distributions from Capital Gains		0.00			—			—			—			—			—
Total Distributions		(0.31	)		(0.64	)		(0.65	)		(0.65	)		(0.68	)		(0.73	)
Redemption Fees		0.00	G		0.01			—			—			—			—
Net Asset Value End of Period	$	12.60		$	12.38		$	12.11		$	11.57		$	12.15		$	12.03
Total ReturnC		4.32	%B		7.67	%		10.69	%		0.58	%		6.82	%		8.39	%
Net Assets End of Period (in thousands)	$	105,580		$	94,130		$	80,994		$	73,706		$	71,609		$	68,639
Ratio of Expenses to Average Net Assets		1.29	%A		1.30	%		1.30	%		1.30	%		1.30	%		1.30	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.37	%A		1.37	%		1.36	%		1.39	%		1.38	%		1.46	%
Ratio of Net Investment Income (Loss) to Average Net Assets		5.13	%A,I		5.32	%I		5.58	%		5.46	%		5.61	%		6.16	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		5.04	%A,I		5.25	%I		5.53	%		5.37	%		5.53	%		6.00	%
Portfolio Turnover Rate		4	%		15	%		7	%		11	%		8	%		10	%

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
Enterprise Government Securities Fund (Class B)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	12.37		$	12.11		$	11.57		$	12.14		$	12.02		$	11.79
Net Investment Income (Loss)		0.28	F,I		0.59	F,I		0.59	F		0.58	F		0.61			0.66
Net Realized and Unrealized Gain (Loss) on Investments		0.21			0.24			0.54			(0.57	)		0.12			0.23
Total from Investment Operations		0.49			0.83			1.13			0.01			0.73			0.89
Dividends from Net Investment Income		(0.27	)		(0.57	)		(0.59	)		(0.58	)		(0.61	)		(0.66	)
Distributions from Capital Gains		—			—			—			—			—			—
Total Distributions		(0.27	)		(0.57	)		(0.59	)		(0.58	)		(0.61	)		(0.66	)
Net Asset Value End of Period	$	12.59		$	12.37		$	12.11		$	11.57		$	12.14		$	12.02
Total ReturnD		4.04	%B		7.00	%		10.09	%		0.12	%		6.24	%		7.81	%
Net Assets End of Period (in thousands)	$	78,514		$	66,898		$	41,344		$	36,876		$	27,134		$	12,285
Ratio of Expenses to Average Net Assets		1.84	%A		1.85	%		1.85	%		1.85	%		1.85	%		1.85	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.93	%A		1.92	%		1.91	%		1.95	%		1.93	%		2.01	%
Ratio of Net Investment Income (Loss) to Average Net Assets		4.59	%A,I		4.75	%I		5.06	%		4.92	%		5.00	%		5.55	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		4.50	%A,I		4.67	%I		4.99	%		4.82	%		4.91	%		5.39	%
Portfolio Turnover Rate		4	%		15	%		7	%		11	%		8	%		10	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

172

Enterprise Government Securities Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Government Securities Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	12.37		$	12.11		$	11.57		$	12.14		$	12.03		$	11.63
Net Investment Income (Loss)		0.28	F,I		0.59	F,I		0.59	F		0.58	F		0.62			0.46
Net Realized and Unrealized Gain (Loss) on Investments		0.21			0.24			0.54			(0.57	)		0.11			0.40
Total from Investment Operations		0.49			0.83			1.13			0.01			0.73			0.86
Dividends from Net Investment Income		(0.27	)		(0.57	)		(0.59	)		(0.58	)		(0.62	)		(0.46	)
Distributions from Capital Gains		—			—			—			—			—			—
Total Distributions		(0.27	)		(0.57	)		(0.59	)		(0.58	)		(0.62	)		(0.46	)
Redemption Fees		—			—			—			—			—			—
Net Asset Value End of Period	$	12.59		$	12.37		$	12.11		$	11.57		$	12.14		$	12.03
Total ReturnD		4.04	%B,C		6.99	%		10.08	%		0.12	%		6.15	%		7.49	%B
Net Assets End of Period (in thousands)	$	21,778		$	16,798		$	8,692		$	5,516		$	3,089		$	498
Ratio of Expenses to Average Net Assets		1.84	%A		1.85	%		1.85	%		1.85	%		1.85	%		1.85	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.92	%A		1.92	%		1.90	%		1.95	%		1.94	%		2.03	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		4.57	%A,I		4.72	%I		5.02	%		4.92	%		4.97	%		5.39	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		4.48	%A,I		4.65	%I		4.97	%		4.82	%		4.88	%		5.21	%A
Portfolio Turnover Rate		4	%		15	%		7	%		11	%		8	%		10	%A

Enterprise Government Securities Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 7/17/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	12.37		$	12.11		$	11.56		$	12.14		$	12.02		$	11.87
Net Investment Income (Loss)		0.35	F,I		0.72	F,I		0.71	F		0.70	F		0.74			0.35
Net Realized and Unrealized Gain (Loss) on Investments		0.21			0.24			0.55			(0.58	)		0.12			0.15
Total from Investment Operations		0.56			0.96			1.26			0.12			0.86			0.50
Dividends from Net Investment Income		(0.34	)		(0.70	)		(0.71	)		(0.70	)		(0.74	)		(0.35	)
Distributions from Capital Gains		—			—			—			—			—			—
Total Distributions		(0.34	)		(0.70	)		(0.71	)		(0.70	)		(0.74	)		(0.35	)
Redemption Fee		—			—			—			—			—			—
Net Asset Value End of Period	$	12.59		$	12.37		$	12.11		$	11.56		$	12.14		$	12.02
Total Return		4.56	%B		8.07	%		11.28	%		1.04	%		7.30	%		4.02	%B
Net Assets End of Period (in thousands)	$	7,715		$	7,669		$	7,171		$	6,212		$	7,281		$	7,569
Ratio of Expenses to Average Net Assets		0.84	%A		0.85	%		0.85	%		0.85	%		0.85	%		0.85	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		0.92	%A		0.92	%		0.91	%		0.94	%		0.93	%		1.02	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		5.59	%A,I		5.78	%I		6.06	%		5.92	%		6.06	%		6.40	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		5.50	%A,I		5.72	%I		6.00	%		5.83	%		5.98	%		6.23	%A
Portfolio Turnover Rate		4	%		15	%		7	%		11	%		8	%		10	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

173

Enterprise High-Yield Bond Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise High-Yield Bond Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	9.48		$	9.74		$	10.99		$	11.53		$	12.35		$	11.84
Net Investment Income (Loss)		0.35	F		0.81	F		0.94	F		0.94	F		0.94			0.99
Net Realized and Unrealized Gain (Loss) on Investments		(0.62	)		(0.26	)		(1.25	)		(0.53	)		(0.66	)		0.51
Total from Investment Operations		(0.27	)		(0.55	)		(0.31	)		0.41			0.28			1.50
Dividends from Net Investment Income		(0.35	)		(0.81	)		(0.94	)		(0.94	)		(0.94	)		(0.99	)
Distributions from Capital Gains		—			—			—			(0.01	)		(0.16	)		—
Total Distributions		(0.35	)		(0.81	)		(0.94	)		(0.95	)		(1.10	)		(0.99	)
Redemption Fees		0.00	G		—			—			—			—			—
Net Asset Value End of Period	$	8.86		$	9.48		$	9.74		$	10.99		$	11.53		$	12.35
Total ReturnC		(2.94	)%B		5.73	%		(2.96	)%		3.64	%		2.29	%		13.18	%
Net Assets End of Period (in thousands)	$	77,881		$	63,928		$	54,612		$	64,038		$	72,637		$	66,422
Ratio of Expenses to Average Net Assets		1.30	%A		1.30	%		1.30	%		1.30	%		1.30	%		1.30	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.41	%A		1.45	%		1.42	%		1.41	%		1.44	%		1.47	%
Ratio of Net Investment Income (Loss) to Average Net Assets		7.53	%A		8.27	%		9.01	%		8.30	%		7.72	%		8.20	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		7.42	%A		8.12	%		8.90	%		8.18	%		7.58	%		8.03	%
Portfolio Turnover Rate		39	%		75	%		61	%		84	%		114	%		175	%
Enterprise High-Yield Bond Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	9.48		$	9.74		$	10.99		$	11.52		$	12.35		$	11.84
Net Investment Income (Loss)		0.33	F		0.76	F		0.88	F		0.88	F		0.87			0.77
Net Realized and Unrealized Gain (Loss) on Investments		(0.63	)		(0.26	)		(1.25	)		(0.52	)		(0.67	)		0.51
Total from Investment Operations		(0.30	)		0.50			(0.37	)		0.36			0.20			1.28
Dividends from Net Investment Income		(0.33	)		(0.76	)		(0.88	)		(0.88	)		(0.87	)		(0.77	)
Distributions from Capital Gains		—			—			—			(0.01	)		(0.16	)		—
Total Distributions		(0.33	)		(0.76	)		(0.88	)		(0.89	)		(1.03	)		(0.77	)
Net Asset Value End of Period	$	8.85		$	9.48		$	9.74		$	10.99		$	11.52		$	12.35
Total ReturnD		(3.31	)%B		5.15	%		(3.49	)%		3.18	%		1.64	%		12.59	%
Net Assets End of Period (in thousands)	$	53,158		$	47,564		$	32,631		$	36,673		$	35,495		$	19,898
Ratio of Expenses to Average Net Assets		1.85	%A		1.85	%		1.85	%		1.85	%		1.85	%		1.85	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.97	%A		2.00	%		1.97	%		1.96	%		1.99	%		2.02	%
Ratio of Net Investment Income (Loss) to Average Net Assets		7.01	%A		7.71	%		8.47	%		7.75	%		7.20	%		7.51	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		6.89	%A		7.56	%		8.35	%		7.64	%		7.06	%		7.35	%
Portfolio Turnover Rate		39	%		75	%		61	%		84	%		114	%		175	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

174

Enterprise High-Yield Bond Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise High-Yield Bond Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	9.48		$	9.74		$	10.99		$	11.53		$	12.35		$	11.71
Net Investment Income (Loss)		0.33	F		0.76	F		0.88	F		0.88	F		0.87			0.61
Net Realized and Unrealized Gain (Loss) on Investments		(0.63	)		(0.26	)		(1.25	)		(0.53	)		(0.66	)		0.64
Total from Investment Operations		(0.30	)		0.50			(0.37	)		0.35			0.21			1.25
Dividends from Net Investment Income		(0.33	)		(0.76	)		(0.88	)		(0.88	)		(0.87	)		(0.61	)
Distributions from Capital Gains		—			—			—			(0.01	)		(0.16	)		—
Total Distributions		(0.33	)		(0.76	)		(0.88	)		(0.89	)		(1.03	)		(0.61	)
Redemption Fees		0.00G			—			—			—			—			—
Net Asset Value End of Period	$	8.85		$	9.48		$	9.74		$	10.99		$	11.53		$	12.35
Total ReturnD		(3.32	)%B,C		5.15	%		(3.49	)%		3.09	%		1.72	%		10.87	%B
Net Assets End of Period (in thousands)	$	20,454		$	13,902		$	7,035		$	6,841		$	5,392		$	1,463
Ratio of Expenses to Average Net Assets		1.85	%A		1.85	%		1.85	%		1.85	%		1.85	%		1.85	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.96	%A		1.99	%		1.96	%		1.96	%		1.99	%		2.01	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		6.95	%A		7.64	%		8.47	%		7.73	%		7.27	%		6.84	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		6.84	%A		7.50	%		8.36	%		7.62	%		7.13	%		6.68	%A
Portfolio Turnover Rate		39	%A		75	%		61	%		84	%		114	%		175	%A

Enterprise High-Yield Bond Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 7/25/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	9.49		$	9.74		$	10.99		$	11.51		$	12.35		$	12.17
Net Investment Income (Loss)		0.37	F		0.86	F		0.99	F		0.99	F		0.99			0.67
Net Realized and Unrealized Gain (Loss) on Investments		(0.62	)		(0.25	)		(1.25	)		(0.51	)		(0.68	)		0.18
Total from Investment Operations		(0.25	)		0.61			(0.26	)		0.48			0.31			0.85
Dividends from Net Investment Income		(0.37	)		(0.86	)		(0.99	)		(0.99	)		(0.99	)		(0.67	)
Distributions from Capital Gains		—			—			—			(0.01	)		(0.16	)		—
Total Distributions		(0.37	)		(0.86	)		(0.99	)		(1.00	)		(1.15	)		(0.67	)
Net Asset Value End of Period	$	8.87		$	9.49		$	9.74		$	10.99		$	11.51		$	12.35
Total Return		(2.71	)%B		6.32	%		(2.52	)%		4.30	%		2.49	%		5.24	%B
Net Assets End of Period (in thousands)	$	5,632		$	4,189		$	808		$	1,179		$	2,032		$	809
Ratio of Expenses to Average Net Assets		0.85	%A		0.85	%		0.85	%		0.85	%		0.85	%		0.85	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		0.97	%A		1.00	%		0.97	%		0.96	%		1.00	%		1.02	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		8.01	%A		8.72	%		9.48	%		8.73	%		8.30	%		8.26	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		7.89	%A		8.57	%		9.36	%		8.62	%		8.16	%		8.09	%A
Portfolio Turnover Rate		39	%A		75	%		61	%		84	%		114	%		175	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

175

Enterprise Tax-Exempt Income Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Tax-Exempt Income Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	13.49		$	13.60		$	12.82		$	13.84		$	13.95		$	13.83
Net Investment Income (Loss)		0.26	F		0.53	F		0.55	F		0.54	F		0.60			0.63
Net Realized and Unrealized Gain (Loss) on Investments		0.31			(0.11	)		0.78			(0.92	)		0.20			0.31
Total from Investment Operations		0.57			0.42			1.33			(0.38	)		0.80			0.94
Dividends from Net Investment Income		(0.26	)		(0.53	)		(0.55	)		(0.54	)		(0.60	)		(0.63	)
Distributions from Capital Gains		—			—			—			(0.10	)		(0.31	)		(0.19	)
Total Distributions		(0.26	)		(0.53	)		(0.55	)		(0.64	)		(0.91	)		(0.82	)
Net Asset Value End of Period	$	13.80		$	13.49		$	13.60		$	12.82		$	13.84		$	13.95
Total ReturnC		4.25	%B		3.09	%		10.65	%		(2.76	)%		5.92	%		6.96	%
Net Assets End of Period (in thousands)	$	22,553		$	21,992		$	22,240		$	21,703		$	23,710		$	23,695
Ratio of Expenses to Average Net Assets		1.10	%A		1.10	%		1.10	%		1.10	%		1.10	%		1.22	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement and Custody Credits)		1.31	%A		1.33	%		1.36	%		1.44	%		1.40	%		1.60	%
Ratio of Net Investment Income (Loss) to Average Net Assets		3.82	%A		3.86	%		4.23	%		4.05	%		4.30	%		4.50	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		3.61	%A		3.64	%		3.97	%		3.71	%		4.00	%		4.12	%
Portfolio Turnover Rate		11	%		34	%		41	%		110	%		100	%		1	%

Enterprise Tax-Exempt Income Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	13.50		$	13.60		$	12.82		$	13.84		$	13.95		$	13.83
Net Investment Income (Loss)		0.22	F		0.45	F		0.48	F		0.47	F		0.53			0.55
Net Realized and Unrealized Gain (Loss) on Investments		0.31			(0.10	)		0.78			(0.92	)		0.20			0.31
Total from Investment Operations		0.53			0.35			1.26			(0.45	)		0.73			0.86
Dividends from Net Investment Income		(0.22	)		(0.45	)		(0.48	)		(0.47	)		(0.53	)		(0.55	)
Distributions from Capital Gains		—			—			—			(0.10	)		(0.31	)		(0.19	)
Total Distributions		(0.22	)		(0.45	)		(0.48	)		(0.57	)		(0.84	)		(0.74	)
Net Asset Value End of Period	$	13.81		$	13.50		$	13.60		$	12.82		$	13.84		$	13.95
Total ReturnD		3.97	%B		2.60	%		10.05	%		(3.29	)%		5.33	%		6.36	%
Net Assets End of Period (in thousands)	$	7,986		$	6,939		$	6,650		$	5,640		$	4,451		$	2,883
Ratio of Expenses to Average Net Assets		1.65	%A		1.65	%		1.65	%		1.65	%		1.65	%		1.76	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement and Custody Credits)		1.86	%A		1.87	%		1.91	%		1.99	%		1.96	%		2.16	%
Ratio of Net Investment Income (Loss) to Average Net Assets		3.27	%A		3.29	%		3.68	%		3.51	%		3.71	%		3.94	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		3.06	%A		3.08	%		3.42	%		3.16	%		3.41	%		3.54	%
Portfolio Turnover Rate		11	%		34	%		41	%		110	%		100	%		1	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

176

Enterprise Tax-Exempt Income Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Tax-Exempt Income Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	13.49		$	13.60		$	12.82		$	13.84		$	13.95		$	13.68
Net Investment Income (Loss)		0.22	F		0.45	F		0.48	F		0.47	F		0.53			0.36
Net Realized and Unrealized Gain (Loss) on Investments		0.31			(0.11	)		0.78			(0.92	)		0.20			0.46
Total from Investment Operations		0.53			0.34			1.26			(0.45	)		0.73			0.82
Dividends from Net Investment Income		(0.22	)		(0.45	)		(0.48	)		(0.47	)		(0.53	)		(0.36	)
Distributions from Capital Gains		—			—			—			(0.10	)		(0.31	)		(0.19	)
Total Distributions		(0.22	)		(0.45	)		(0.48	)		(0.57	)		(0.84	)		(0.55	)
Net Asset Value End of Period	$	13.80		$	13.49		$	13.60		$	12.82		$	13.84		$	13.95
Total ReturnD		3.96	%B,C		2.52	%		9.96	%		(3.23	)%		5.34	%		6.14	%B
Net Assets End of Period (in thousands)	$	2,810		$	1,821		$	1,577		$	1,706		$	777		$	184
Ratio of Expenses to Average Net Assets		1.65	%B		1.65	%		1.65	%		1.65	%		1.65	%		1.67	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement and Custody Credits)		1.85	%A		1.87	%		1.91	%		1.97	%		1.93	%		2.34	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		3.24	%A		3.28	%		3.68	%		3.54	%		3.71	%		3.99	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		3.04	%A		3.07	%		3.42	%		3.22	%		3.43	%		3.32	%A
Portfolio Turnover Rate		11	%		34	%		41	%		110	%		100	%		1	%A

Enterprise Tax-Exempt Income Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,									For the Period 11/17/98 through 12/31/98
				2001			2000			1999
Net Asset Value Beginning of Period	$	13.49		$	13.60		$	12.82		$	13.84		$	14.12
Net Investment Income (Loss)		0.29	F		0.59	F		0.61	F		0.61	F		0.07
Net Realized and Unrealized Gain (Loss) on Investments		0.31			(0.11	)		0.78			(0.92	)		0.03
Total from Investment Operations		0.60			0.48			1.39			(0.31	)		0.10
Dividends from Net Investment Income		(0.29	)		(0.59	)		(0.61	)		(0.61	)		(0.07	)
Distributions from Capital Gains		—			—			—			(0.10	)		(0.31	)
Total Distributions		(0.29	)		(0.59	)		(0.61	)		(0.71	)		(0.38	)
Net Asset Value End of Period	$	13.80		$	13.49		$	13.60		$	12.82		$	13.84
Total Return		4.48	%B		3.56	%		11.15	%		(2.32	)%		0.75	%B
Net Assets End of Period (in thousands)	$	82		$	78		$	49		$	61		$	65
Ratio of Expenses to Average Net Assets		0.65	%A		0.65	%		0.65	%		0.65	%		0.65	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement and Custody Credits)		0.85	%A		0.88	%		0.91	%		0.99	%		0.95	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		4.27	%A		4.31	%		4.68	%		4.51	%		4.75	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		4.07	%A		4.09	%		4.42	%		4.18	%		4.45	%A
Portfolio Turnover Rate		11	%		34	%		41	%		110	%		100	%A

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

177

Enterprise Total Return Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Total Return Fund (Class A)	(Unaudited) Six Months Ended June 30, 2002			For the Period 08/31/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.04		$	10.00
Net Investment Income (Loss)		0.18	F		0.10	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.02	)		0.11
Total from Investment Operations		0.16			0.21
Dividends from Net Investment Income		(0.18	)		(0.10	)
Distributions from Capital Gains		—			(0.07	)
Total Distributions		(0.18	)		(0.17	)
Net Asset Value End of Period	$	10.02		$	10.04
Total ReturnC		1.60	%B		2.18	%B
Net Assets End of Period (in thousands)	$	16,553		$	6,991
Ratio of Expenses to Average Net Assets		1.35	%A		1.35	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.67	%A		2.98	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		3.47	%A		3.17	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		3.15	%A		1.55	%A
Portfolio Turnover Rate		215	%		160	%

Enterprise Total Return Fund (Class B)	(Unaudited) Six Months Ended June 30, 2002			For the Period 08/31/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.03		$	10.00
Net Investment Income (Loss)		0.15	F		0.09	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.01	)		0.10
Total from Investment Operations		0.14			0.19
Dividends from Net Investment Income		(0.15	)		(0.09	)
Distributions from Capital Gains		—			(0.07	)
Total Distributions		(0.15	)		(0.16	)
Net Asset Value End of Period	$	10.02		$	10.03
Total ReturnD		1.42	%B		1.90	%B
Net Assets End of Period (in thousands)	$	13,144		$	6,143
Ratio of Expenses to Average Net Assets		1.90	%A		1.90	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.23	%A		3.50	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		2.94	%A		2.65	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		2.61	%A		1.05	%A
Portfolio Turnover Rate		215	%		160	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

178

Enterprise Total Return Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Total Return Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			For the Period 08/31/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.03		$	10.00
Net Investment Income (Loss)		0.15	F		0.09	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.01	)		0.10
Total from Investment Operations		0.14			0.19
Dividends from Net Investment Income		(0.15	)		(0.09	)
Distributions from Capital Gains		—			(0.07	)
Total Distributions		(0.15	)		(0.16	)
Net Asset Value End of Period	$	10.02		$	10.03
Total ReturnD		1.41	%B,C		1.90	%B
Net Assets End of Period (in thousands)	$	8,841		$	2,981
Ratio of Expenses to Average Net Assets		1.90	%A		1.90	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		2.21	%A		3.55	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		2.86	%A		2.59	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		2.55	%A		0.94	%A
Portfolio Turnover Rate		215	%		160	%

Enterprise Total Return Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			For the Period 08/31/01 through 12/31/2001
Net Asset Value Beginning of Period	$	10.03		$	10.00
Net Investment Income (Loss)		0.20	F		0.12	F
Net Realized and Unrealized Gain (Loss) on Investments		(0.01	)		0.10
Total from Investment Operations		0.19			0.22
Dividends from Net Investment Income		(0.20	)		(0.12	)
Distributions from Capital Gains		—			(0.07	)
Total Distributions		(0.20	)		(0.19	)
Net Asset Value End of Period	$	10.02		$	10.03
Total Return		1.93	%B		2.24	%B
Net Assets End of Period (in thousands)	$	1,409		$	1,495
Ratio of Expenses to Average Net Assets		0.90	%A		0.90	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		1.26	%A		2.68	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		3.99	%A		3.56	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		3.63	%A		1.79	%A
Portfolio Turnover Rate		215	%		160	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

179

Enterprise Money Market Fund

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

	(Unaudited) Six Months Ended June 30, 2002			For the Year Ended December 31,
Enterprise Money Market Fund (Class A)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Net Investment Income (Loss)		0.01F			0.04	F		0.06	F		0.05	F		0.05			0.05
Total from Investment Operations		0.01			0.04			0.06			0.05			0.05			0.05
Dividends from Net Investment Income		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.05	)
Total Distributions		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.05	)
Net Asset Value End of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total Return		0.69	%B		3.71	%		6.05	%		4.80	%		5.04	%		4.69	%
Net Assets End of Period (in thousands)	$	239,201		$	251,503		$	272,225		$	204,403		$	140,490		$	68,466
Ratio of Expenses to Average Net Assets		0.66	%A		0.62	%		0.56	%		0.59	%		0.64	%		1.00	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		0.66	%A		0.62	%		0.56	%		0.59	%		0.64	%		1.24	%
Ratio of Net Investment Income (Loss) to Average Net Assets		1.39	%A		3.65	%		5.91	%		4.74	%		4.91	%		4.59	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.39	%A		3.65	%		5.91	%		4.74	%		4.91	%		4.35	%

	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,
Enterprise Money Market Fund (Class B)				2001			2000			1999			1998			1997
Net Asset Value Beginning of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Net Investment Income (Loss)		0.01F			0.04	F		0.06	F		0.05	F		0.05			0.04
Total from Investment Operations		0.01			0.04			0.06			0.05			0.05			0.04
Dividends from Net Investment Income		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.04	)
Total Distributions		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.04	)
Net Asset Value End of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total ReturnD		0.69	%		3.71	%		6.05	%		4.80	%		5.04	%		4.11	%
Net Assets End of Period (in thousands)	$	44,726		$	44,045		$	28,096		$	32,863		$	10,147		$	5,980
Ratio of Expenses to Average Net Assets		0.66	%A		0.62	%		0.56	%		0.60	%		0.64	%		1.55	%
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		0.66	%A		0.62	%		0.56	%		0.60	%		0.64	%		1.79	%
Ratio of Net Investment Income (Loss) to Average Net Assets		1.39	%A		3.65	%		5.91	%		4.86	%		4.91	%		4.09	%
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.39	%A		3.65	%		5.91	%		4.86	%		4.91	%		3.85	%

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

180

Enterprise Money Market Fund — (Continued)

FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:

Enterprise Money Market Fund (Class C)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 5/1/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Net Investment Income (Loss)		0.01F			0.04	F		0.06	F		0.05	F		0.05			0.02
Total from Investment Operations		0.01			0.04			0.06			0.05			0.05			0.02
Dividends from Net Investment Income		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.02	)
Total Distributions		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.02	)
Net Asset Value End of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total ReturnD		0.69	B		3.71	%		6.05	%		4.80	%		5.04	%		2.86	%B
Net Assets End of Period (in thousands)	$	11,309		$	10,632		$	8,709		$	7,296		$	4,680		$	1,021
Ratio of Expenses to Average Net Assets		0.66	%A		0.62	%		0.56	%		0.59	%		0.63	%		1.55	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		0.66	%A		0.62	%		0.56	%		0.59	%		0.63	%		1.85	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		1.39	%A		3.65	%		5.91	%		4.76	%		4.90	%		4.15	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.39	%A		3.65	%		5.91	%		4.76	%		4.90	%		3.85	%A

Enterprise Money Market Fund (Class Y)	(Unaudited) Six Months Ended June 30, 2002			Year Ended December 31,												For the Period 7/17/97 through 12/31/97
				2001			2000			1999			1998
Net Asset Value Beginning of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Net Investment Income (Loss)		0.01F			0.04	F		0.06	F		0.05	F		0.05			0.02
Total from Investment Operations		0.01			0.04			0.06			0.05			0.05			0.02
Dividends from Net Investment Income		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.02	)
Total Distributions		(0.01	)		(0.04	)		(0.06	)		(0.05	)		(0.05	)		(0.02	)
Net Asset Value End of Period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total Return		0.69	%B		3.71	%		6.05	%		4.80	%		5.04	%		2.31	%B
Net Assets End of Period (in thousands)	$	3,026		$	3,160		$	2,666		$	3,477		$	3,413		$	2,700
Ratio of Expenses to Average Net Assets		0.66	%A		0.62	%		0.56	%		0.59	%		0.65	%		0.70	%A
Ratio of Expenses to Average Net Assets (Excluding Reimbursement)		0.66	%A		0.62	%		0.56	%		0.59	%		0.65	%		0.95	%A
Ratio of Net Investment Income (Loss) to Average Net Assets		1.39	%A		3.65	%		5.91	%		4.72	%		4.92	%		4.96	%A
Ratio of Net Investment Income (Loss) to Average Net Assets (Excluding Reimbursement)		1.39	%A		3.65	%		5.91	%		4.72	%		4.92	%		4.71	%A

^A Annualized.

^B Not annualized.

^C Total return does not include one time front-end sales charge.

^D Total return does not include contingent deferred sales charge.

^E Ratio includes expenses paid indirectly.

^F Based on average monthly shares outstanding for the period.

^G Less than $0.01 per share.

^H Does not reflect 0.02% of expense reduction due to an expense offset arrangement.

^I As required, effective January 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies. Per share ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation.

See notes to financial statements.

THE ENTERPRISE Group of Funds, Inc.

181

Notes to Financial Statements

June 30, 2002 (Unaudited)

1. Organization

The Enterprise Group of Funds, Inc. (“EGF”) is registered under The Investment Company Act of 1940 as an open-end management investment company and consists of the Mid-Cap Growth, Multi-Cap Growth, Small Company Growth, Small Company Value, Capital Appreciation, Deep Value, Equity, Equity Income, Growth, Growth and Income, International Growth, Global Financial Services, Global Health Care, Global Socially Responsive, Global Technology, Internet, Mergers and Acquisitions, Managed, Strategic Allocation, Government Securities, High-Yield Bond, Tax-Exempt Income, Total Return and Money Market Funds.

Effective March 22, 2002, pursuant to the acquired fund’s shareholders’ approval, the Growth Fund acquired all of the net assets of the Balanced Fund in a tax-free exchange of shares. The aggregate net assets and unrealized appreciation/(depreciation) of the funds immediately before and after the merger were as follows:

	Net Assets				Unrealized Appreciation/(Depreciation)
Fund	Before Merger		After Merger		Before Merger		After Merger
Growth	$	1,719,920,758	$	1,736,885,663	$	167,994,416	$	169,014,525
Balanced		16,964,905				1,020,109

EGF offers Class A, B, C and Y shares. Shares of each class represent an identical interest in the investments of their respective funds and generally have the same rights, but are offered with different sales charge and distribution fee arrangements. Class A shares (except for the Money Market Fund) are subject to a maximum front-end sales charge of 4.75 percent. Class B shares are subject to a maximum contingent deferred sales charge of 5 percent, which declines to zero after six years and which is based on the lesser of net asset value at the time of purchase or redemption. Class B shares automatically convert to Class A shares of the same fund eight years after purchase. Class C shares are subject to a maximum front-end sales charge of 1 percent as well as a maximum contingent deferred sales charge of 1 percent, which declines to zero after one year and which is based on the lesser of net asset value at the time of purchase or redemption. Class Y shares are not subject to any sales charges.

2. Significant Accounting Policies

Valuation of Investments — Except with respect to the Money Market Fund, investment securities, other than debt securities, listed on either a national or foreign securities exchange or traded in the over-the-counter National Market System are generally valued each business day at the last reported sale price on the exchange on which the security is primarily traded. In certain instances fair values will be assigned when ECM believes that a significant event has occurred after the close of an exchange or market, but before the net asset value calculation. If there are no current day sales, the securities are valued at their last quoted bid price. Other securities traded over-the-counter and not part of the National Market System are valued at their last quoted bid price. Debt securities (other than certain short-term obligations) are valued each business day by an independent pricing service or broker approved by the Board of Directors. Any securities for which market quotations are not readily available are valued at their fair value as determined in good faith by the Board of Directors.

Short-term debt securities with 61 days or more to maturity at time of purchase are valued at market value through the 61^st day prior to maturity, based on quotations received from market makers or other appropriate sources; thereafter, any unrealized appreciation or depreciation existing on the 61^st day is amortized to par on a straight-line basis over the remaining number of days to maturity. Short-term securities with 60 days or less to maturity at time of purchase are valued at amortized cost, which approximates market value. Securities held by the Money Market Fund are valued on an amortized cost basis. Under the amortized cost method, a security is valued at its cost and any discount or premium is amortized to par over the period until maturity without taking into account the impact of fluctuating interest rates on the market value of the security unless the aggregate deviation from net asset value as calculated by using available market quotations exceeds ½ of 1 percent.

Special Valuation Risks — Foreign denominated assets, if any, held by the funds, may involve risks not typically associated with domestic transactions including, but not limited to, unanticipated movements in exchange rates, the degree of government supervision and regulation of security markets and the possibility of economic instability.

THE ENTERPRISE Group of Funds, Inc.

182

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

As part of their investment programs, certain funds may invest in collateralized mortgage obligations (“CMOs”). Payments of principal and interest on the mortgages are passed through to the holders of the CMOs on the same schedule as they are received, although certain classes of CMOs have priority over others with respect to the receipt of prepayments on the mortgages. Therefore, depending on the type of CMOs in which the fund invests, the investment may be subject to a greater valuation risk due to prepayment than other types of mortgage-related securities.

The high-yield securities in which certain funds may invest may be considered speculative in regard to the issuer’s continuing ability to meet principal and interest payments. The value of the lower rated securities in which the funds may invest will be affected by the creditworthiness of individual issuers, general economic and specific industry conditions, and will fluctuate inversely with changes in interest rates. In addition, the secondary trading market for. lower quality bonds may be less active and less liquid than the trading market for higher quality bonds.

Certain funds invest a high percentage of their assets in specific sectors of the market in their pursuit of a greater investment return. Fluctuations in these sectors of concentration may have a greater impact to the fund, positive or negative, than if the fund did not concentrate its investments in such sectors.

Illiquid Securities — At times, the funds may hold, up to their SEC or prospectus defined limitations, illiquid securities that they may not be able to sell at their current fair value price. Although it is expected that the fair value currently represents the current realizable value on disposition of such securities, there is no guarantee that the funds will be able to do so. In addition, the funds may incur certain costs related to the disposition of such securities. Any securities that have been deemed to be illiquid have been denoted as such in the portfolio of investments.

Repurchase Agreements — Each fund may acquire securities subject to repurchase agreements. Under a typical repurchase agreement, a fund would acquire a debt security for a relatively short period (usually for one day and not more than one week) subject to an obligation of the seller to repurchase and of the fund to resell the debt security at an agreed-upon higher price, thereby establishing a fixed investment return during the fund’s holding period. Under each repurchase agreement, the fund receives, as collateral, U.S. Government securities whose market value is at least equal to the repurchase price.

Written Options — When a fund writes an option, an amount equal to the premium received by the fund is recorded as a liability and is subsequently adjusted to the current market value of the option written. Premiums received from writing options that expire unexercised are treated as realized gains. The difference between the premium and the amount paid on effecting a closing purchase transaction is also treated as a realized gain. If the premium is less than the amount paid for the closing purchase transaction, a realized loss is recorded. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the fund has realized a gain or loss. If a put option is exercised, the fund purchases the security, the cost of the security is reduced by the premium originally received, and no gain or loss is recognized. The risk associated with writing call options is that the fund may forego the opportunity for a profit if the market value of the underlying security increases and the significantly higher than its current market price.

When a fund writes a swaption, an amount equal to the premium received by the fund is recorded as a liability and is subsequently adjusted to the current market value of the swaption written. If a call swaption is exercised, the fund becomes obligated to pay a fixed interest rate (noted as the strike price) and receive a variable interest rate on a notional amount. If a put swaption is exercised, the fund becomes obligated to pay a variable interest rate and receive a fixed interest rate (noted as the strike price) on a notional amount. Premiums received from writing swaptions that expire or are exercised are treated as realized gains upon the expiration or exercise of such swaptions. The risk associated with writing put and call swaptions is that the fund will be obligated to be party to a swap agreement if a swaption is exercised.

Futures Contracts — A futures contract is an agreement between two parties to buy and sell a financial instrument at a set price on a future date. Upon entering into such a contract, a fund is required to pledge to the broker an amount of cash or securities equal to the minimum “initial margin” requirements of the exchange. Pursuant to the contract, the fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in value of the contract. Such receipts or payments are known as “variation margin” and are recorded by the fund as unrealized

THE ENTERPRISE Group of Funds, Inc.

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June 30, 2002 (Unaudited)

appreciation or depreciation. When the contract is closed the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

As part of their investment program, the funds may enter into futures contracts (up to their prospectus defined limitations) to hedge against anticipated future price and interest rate changes. Risks of entering into futures contracts include: (1) the risk that the price of the futures contracts may not move in the same direction as the price of the securities in the various markets; (2) the risk that there will be no liquid secondary market when the fund attempts to enter into a closing position, (3) the risk that the fund will lose an amount in excess of the initial margin deposit; and (4) risk that the Fund Manager may be incorrect in its prediction of movements in stock, bond, currency prices and interest rates.

Foreign Currency Translation — Securities, other assets and liabilities of the funds whose values are initially expressed in foreign currencies are translated to U.S. dollars at the bid price of such currency against U.S. dollars last quoted by a major bank on the valuation date. Dividend and interest income and certain expenses denominated in foreign currencies are translated to U.S. dollars based on the exchange rates in effect on the date the income is earned and the expense is incurred; and exchange gains and losses are realized upon ultimate receipt or disbursement. These funds do not isolate that portion of their realized and unrealized gains on investments from changes in foreign exchange rates from fluctuations arising from changes in the market prices of the investments.

Forward Foreign Currency Contracts — As part of their investment programs, certain funds may utilize forward currency exchange contracts to manage exposure to currency fluctuations and hedge against adverse changes in connection with purchases and sales of securities. The funds will enter into forward contracts only for hedging purposes. Risks arise from the possible inability of counter-parties to meet the terms of their contracts and from movements in currency values.

Swap Agreements — A swap agreement is a two-party contract under which an agreement is made to exchange returns from predetermined investments or instruments, including a particular interest rate, foreign currency, or “basket” of securities representing a particular index. The gross returns to be exchanged or “swapped” between the parties are calculated based on a “notional amount”, which, each business day, is valued to determine each party’s obligation under the contract. Fluctuations in market values are reflected as unrealized gains or losses during the term of the contract.

Risks could arise from entering into swap agreements from the potential inability of counterparties to meet the terms of their contracts, and from the potential inability to enter into a closing transaction. It is possible that developments in the swaps market could affect a fund’s ability to terminate existing swap agreements or to realize amounts to be received under such agreements.

Short sales — If a fund engages in a short sale, an amount equal to the proceeds received by the fund is reflected as an asset and an equivalent liability. The amount of the liability is subsequently marked to market daily to reflect the market value of the short sale. The fund maintains a segregated account of securities as collateral for the securities as collateral for the liability related to the short sale.

Security Transactions and Investment Income — Security transactions are accounted for on the trade date. Securities purchased or sold on a when-issued or delayed delivery basis, if any, may be settled a month or more after the trade date. Realized gains and losses from security transactions are determined on the basis of identified cost and realized gains and losses from currency transactions are determined on the basis of average cost. Dividend income received and distributions to shareholders are recognized on the ex-dividend date, and interest income is recognized on the accrual basis. Premiums and discounts on securities are amortized daily for both financial and tax purposes using the effective interest method.

Federal Income Taxes — No provision for Federal income or excise taxes is required, because EGF intends to continue to qualify as a regulated investment company and distribute its taxable income to shareholders.

Use of Estimates in Preparation of Financial Statements — Preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and

THE ENTERPRISE Group of Funds, Inc.

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June 30, 2002 (Unaudited)

assumptions that may affect the reported amounts of 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.

Dividends and Distributions — Distributions of capital gains, if any, from each of the funds, other than the Money Market Fund, are made at least annually. Dividends from net investment income, if any, for all funds other than the Fixed Income Funds, are declared and paid at least annually. Dividends from net investment income for the Government Securities, High-Yield Bond, Tax-Exempt Income and Total Return Funds are declared daily and paid monthly. Dividends from net investment income and any net realized capital gains for the Money Market Fund are declared daily and reinvested monthly in additional shares of the Money Market Fund at net asset value. Dividends and distributions are recorded on the ex-dividend date.

3. Transactions with Affiliates

The funds are charged investment advisory fees by ECM for furnishing advisory and administrative services. ECM has contractually agreed to limit the funds’ expenses through May 1, 2003, to the expense ratios noted below. Enterprise Fund Distributors, Inc. (“EFD”), a wholly-owned subsidiary of ECM, serves as principal underwriter for shares of EGF. The Directors of EGF have adopted a Distributor’s Agreement and Plan of Distribution (the “Plan”) pursuant to rule 12b-1 under the Investment Company Act of 1940. The Plan provides that each fund will pay EFD a distribution fee, accrued daily and payable monthly. The advisory fee, distribution fee, and maximum expense amounts are currently equal to the following annual percentage of average daily net assets for each class of shares:

	Advisory Fee	Distribution Fee				Maximum Expense Amount
Fund		A	B	C	Y	A	B	C	Y
Mid-Cap Growth	0.75%	0.45%	1.00%	1.00%	None	1.60%	2.15%	2.15%	1.15%
Multi-Cap Growth	1.00%	0.45%	1.00%	1.00%	None	1.85%	2.40%	2.40%	1.40%
Small Company Growth	1.00%	0.45%	1.00%	1.00%	None	1.65%	2.20%	2.20%	1.20%
Small Company Value	0.75%	0.45%	1.00%	1.00%	None	1.75%	2.30%	2.30%	1.30%
Capital Appreciation	0.75%	0.45%	1.00%	1.00%	None	1.75%	2.30%	2.30%	1.30%
Deep Value	0.75%	0.45%	1.00%	1.00%	None	1.50%	2.05%	2.05%	1.05%
Equity	0.75%	0.45%	1.00%	1.00%	None	1.60%	2.15%	2.15%	1.15%
Equity Income	0.75%	0.45%	1.00%	1.00%	None	1.50%	2.05%	2.05%	1.05%
Growth	0.75%	0.45%	1.00%	1.00%	None	1.60%	2.15%	2.15%	1.15%
Growth and Income	0.75%	0.45%	1.00%	1.00%	None	1.50%	2.05%	2.05%	1.05%
International Growth	0.85%	0.45%	1.00%	1.00%	None	1.85%	2.40%	2.40%	1.40%
Global Financial Services	0.85%	0.45%	1.00%	1.00%	None	1.75%	2.30%	2.30%	1.30%
Global Health Care	1.00%	0.45%	1.00%	1.00%	None	1.85%	2.40%	2.40%	1.40%
Global Socially Responsive	0.90%	0.45%	1.00%	1.00%	None	1.75%	2.30%	2.30%	1.30%
Global Technology	1.00%	0.45%	1.00%	1.00%	None	1.90%	2.45%	2.45%	1.45%
Internet	1.00%	0.45%	1.00%	1.00%	None	1.90%	2.45%	2.45%	1.45%
Mergers and Acquisitions	0.90%	0.45%	1.00%	1.00%	None	1.90%	2.45%	2.45%	1.45%
Managed	0.75%	0.45%	1.00%	1.00%	None	1.50%	2.05%	2.05%	1.05%
Strategic Allocation	0.75%	0.45%	1.00%	1.00%	None	1.50%	2.05%	2.05%	1.05%
Government Securities	0.60%	0.45%	1.00%	1.00%	None	1.25%	1.80%	1.80%	0.80%
High-Yield Bond	0.60%	0.45%	1.00%	1.00%	None	1.30%	1.85%	1.85%	0.85%
Tax-Exempt Income	0.50%	0.45%	1.00%	1.00%	None	1.10%	1.65%	1.65%	0.65%
Total Return	0.65%	0.45%	1.00%	1.00%	None	1.35%	1.90%	1.90%	0.90%
Money Market	0.35%	None	None	None	None	1.70%	0.70%	0.70%	0.70%

THE ENTERPRISE Group of Funds, Inc.

185

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

Prior to May 16, 2002, the maximum expense amounts for each class of the Small Company Growth Fund were as follows: A) 1.85% B) 2.40% C) 2.40% and Y) 1.40%, and for the Government Securities Fund the maximum expense amounts for each class were as follows: A) 1.30% B) 1.85% C) 1.85% and Y) 0.85%.

ECM is a wholly-owned subsidiary of The MONY Life Insurance Company, which is wholly-owned by The MONY Group Inc. (NYSE:MNY). The MONY Group Inc. and its subsidiaries and affiliates had the following investments in EGF as of June 30, 2002:

Fund	A		B		C		Y
Mid-Cap Growth	$	320,780	$	318,420	$	318,082	$	144,962
Multi-Cap Growth		—		—		—		165,295
Small Company Growth		—		—		—		106,155
Small Company Value		—		—		—		376,601
Capital Appreciation		179,552		—		—		214,015
Deep Value		268,800		267,300		267,300		193,669
Equity		112,568		111,645		111,644		267,519
Equity Income		161,450		—		—		104,537
Growth		770,573		83,356		83,216		19,047,608
Growth and Income		—		—		—		128,159
International Growth		2,566,572		617,127		616,949		13,723,580
Global Financial Services		13,611		—		—		6,625,548
Global Health Care		178,500		176,400		176,400		186,569
Global Socially Responsive		242,100		239,400		239,400		109,219
Global Technology		82,400		60,900		60,900		105,764
Internet		36,340		—		—		204,675
Mergers and Acquisitions		297,000		294,600		294,600		290,693
Managed		159,462		—		—		27,787
Strategic Allocation		1,148,541		1,144,636		1,144,638		1,074,933
Government Securities		359,407		—		—		59,091
High-Yield Bond		73,246		—		—		26,638
Tax-Exempt Income		—		—		1,051		48,867
Total Return		1,339,725		1,334,076		1,334,001		1,208,051
Money Market		877,447		—		—		326,954

ECM has subadvisory agreements with various investment advisors as subadvisers for the funds of EGF. The management fee, as a percentage of average daily net assets of a fund, is paid to ECM, which pays a portion of the fee to the subadviser. 1740 Advisers, Inc., a wholly-owned subsidiary of The MONY Group Inc., is the subadviser for the Equity Income Fund. For the six months ended June 30, 2002, ECM incurred subadvisory fees payable to 1740 Advisers, Inc. related to the Equity Income Fund of $181,288 with a related payable balance of $29,210 at June 30, 2002.

For the six months ended June 30, 2002, the portion of sales charges paid to MONY Securities Corporation, a wholly-owned subsidiary of The MONY Group Inc., was $3,771,475. The portion of sales charges paid to Trusted Advisors, also a wholly-owned subsidiary of The MONY Group Inc., was $195,656. The portion of sales charges paid to The Advest Group Inc., another wholly-owned subsidiary of The MONY Group Inc., was $460,809. The portion of sales charges paid to EFD was $491,195.

EFD uses its distribution fee from EGF to pay expenses on behalf of EGF related to the distribution and servicing of its shares. These expenses include a service fee to securities dealers that enter into a sales agreement with EFD. For the six months ended June 30, 2002, EFD incurred service fees of $1,213,427 payable to MONY Securities Corporation.

THE ENTERPRISE Group of Funds, Inc.

186

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

For the six months ended June 30, 2002, the fund paid brokerage commissions to affiliates, including affiliates of the advisor and subadvisers, as follows:

Fund	Commissions
Mid-Cap Growth	$    5,366
Multi-Cap Growth	248,872
Small Company Value	312,972
Capital Appreciation	31,255
Deep Value	495
Equity	1,020
Equity Income	14,400
Growth	128,402
Growth & Income	210
International Growth	29,867
Global Financial Services	2,275
Global Health Care	11,314
Global Socially Responsive	914
Global Technology	17,849
Internet	250,312
Mergers and Acquisitions	69,657
Managed	70,087

4. Investment Transactions

For the six months ended June 30, 2002, purchases and sales proceeds of investments, other than short-term investments, were as follows:

	U.S.Government Obligations				Other Investment Securities
Fund	Purchases		Sales		Purchases		Sales
Mid-Cap Growth		—		—	$	15,238,313	$	16,453,043
Multi-Cap Growth		—		—		120,302,446		131,735,219
Small Company Growth		—		—		27,254,718		18,408,093
Small Company Value		—		—		118,947,262		45,663,853
Capital Appreciation		—		—		117,416,152		121,380,530
Deep Value		—		—		8,309,102		2,790,270
Equity		—		—		7,427,836		8,844,087
Equity Income		—		—		22,294,189		20,870,154
Growth		—		—		328,762,251		299,352,124
Growth and Income		—		—		14,111,363		7,633,842
International Growth		—		—		106,037,057		109,239,760
Global Financial Services		—		—		1,090,723		2,795,590
Global Health Care		—		—		30,274,099		29,639,063
Global Socially Responsive		—		—		1,560,919		786,314
Global Technology		—		—		10,084,548		10,736,070
Internet		—		—		139,674,423		159,960,416
Mergers and Acquisitions		—		—		50,538,803		38,753,528
Managed		—		—		65,384,982		119,165,767
Strategic Allocation	$	1,603,891	$	1,014,497		10,085,510		1,518,749
Government Securities		55,349,990		8,026,016		—		—
High-Yield Bond		2,882,785		2,112,945		83,884,360		52,190,399
Tax-Exempt Income		—		—		5,021,685		3,273,010
Total Return		80,076,680		72,537,277		28,454,893		9,873,215

THE ENTERPRISE Group of Funds, Inc.

187

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

Transactions in options written for the six months ended June 30, 2002, were as follows:

	Number of Contracts/Notional Amounts			Premiums
Growth and Income Fund
Outstanding call options written at December 31, 2001		—		$	—
Options written		116			11,480
Options expired		(34	)		(3,340	)
Outstanding call options written at June 30, 2002		82		$	8,140
Total Return Fund
Outstanding put and call options written at December 31, 2001	$	8,000,000		$	58,151
Call options written		13,500,000			37,228
Put options written		93,500,000			82,534
Call options expired		(6,000,000	)		(12,900	)
Call options closed		(3,000,000	)		(10,903	)
Put options exercised		(700,000	)		(10,063	)
Put options expired		(21,000,000	)		(27,442	)
Outstanding put and call options written at June 30, 2002	$	84,300,000		$	116,605

5. Securities Lending

Certain funds may lend portfolio securities to qualified institutions. Loans are required to be secured at all times by collateral at least equal to 102% (105% for foreign securities) of the market value of securities loaned. The fund receives a portion of the income earned on the collateral and also continues to earn income on the loaned securities. Any gain or loss in the market price of the securities loaned that may occur during the term of the loan will be for the account of the fund. Security loans are subject to the risk of failure by the borrower to return the loaned securities in which case a fund could incur a loss. Securities currently out on loan have been denoted in the Portfolios of Investments.

THE ENTERPRISE Group of Funds, Inc.

188

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

The portfolio receives cash as collateral for securities lending. The cash is invested in the State Street Navigator Securities Lending Prime Portfolio, a money market fund registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company. The following summarizes the securities lending activity, if any, for each fund for the period ended June 30, 2002:

Fund	Current Value of Securities on Loan at June 30, 2002		Current Value of Collateral Held at June 30, 2002		Income Earned
Mid-Cap Growth	$	3,236,199	$	3,316,091	$	1,068
Multi-Cap Growth		—		—		—
Small Company Growth		22,373,936		23,161,973		12,186
Small Company Value		85,598,152		89,183,522		15,332
Capital Appreciation		39,475,677		42,035,010		9,663
Deep Value		3,559,099		3,660,024		596
Equity		24,246,091		25,309,824		4,151
Equity Income		14,923,976		15,387,198		4,138
Growth		36,232,529		37,254,645		12,801
Growth and Income		31,117,179		32,530,591		2,848
International Growth		—		—		8,178
Global Financial Services		4,717,422		4,876,337		420
Global Health Care		355,233		363,139		1,763
Global Socially Responsive		—		—		—
Global Technology		—		—		—
Internet		—		—		—
Mergers and Acquisitions		18,445,926		18,930,152		2,360
Managed		21,758,761		22,522,109		3,620
Strategic Allocation		5,338,548		5,531,508		683
Government Securities		—		—		—
High-Yield Bond		32,373,522		33,142,771		3,684
Tax-Exempt Income		—		—		—
Total Return		3,589,315		3,694,650		551
Money Market		—		—		—

6. Borrowings

EGF and another mutual fund under common control are parties to a $40 million redemption line of credit with State Street Bank and Trust Co. whereby each fund may borrow up to its prospectus defined limitation. EGF pays an allocated portion of an annual commitment fee equal to 0.10% of the committed amount. At June 30, 2002, there were no loans outstanding. Additionally, there were no funds that had outstanding balances at any time during the six months ended June 30, 2002.

THE ENTERPRISE Group of Funds, Inc.

189

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

7. Capital Share Transactions

At June 30, 2002, each fund has 13,700,000 authorized shares at $0.001 par value. The following tables summarize the capital share activity by fund:

	Mid-Cap Growth Fund				Multi-Cap Growth Fund				Small Company Growth Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001
Class A
Shares sold	347,792		759,384		690,809		8,944,594		482,006		1,461,445
Shares exchanged due to merger	—		522,416		—		—		—		—
Reinvestment of distributions	—		—		—		—		—		11,214
Shares redeemed	(426,414	)	(230,862	)	(1,474,415	)	(10,477,504	)	(389,734	)	(1,340,275	)
Net increase (decrease)	(78,622	)	1,050,938		(783,606	)	(1,532,910	)	92,272		132,384
Class B
Shares sold	237,700		582,276		732,084		1,727,958		335,278		458,208
Shares exchanged due to merger	—		680,247		—		—		—		—
Reinvestment of distributions	—		—		—		—		—		11,441
Shares redeemed	(293,494	)	(75,581	)	(1,362,840	)	(2,201,976	)	(208,220	)	(244,481	)
Net increase (decrease)	(55,794	)	1,186,942		(630,756	)	(474,018	)	127,058		225,168
Class C
Shares sold	134,478		327,494		216,868		519,196		169,215		113,876
Shares exchanged due to merger	—		206,721		—		—		—		—
Reinvestment of distributions	—		—		—		—		—		2,407
Shares redeemed	(192,924	)	(46,172	)	(536,241	)	(1,120,379	)	(87,605	)	(67,629	)
Net increase (decrease)	(58,446	)	488,043		(319,373	)	(601,183	)	81,610		48,654
Class Y
Shares sold	30,959		15,613		40,611		25,995		55,018		73,849
Shares exchanged due to merger	—		21,940		—		—		—		—
Reinvestment of distributions	—		—		—		—		—		2,124
Shares redeemed	(6,317	)	(4,167	)	(33,103	)	(38,728	)	(26,422	)	(60,127	)
Net increase (decrease)	24,642		33,386		7,508		(12,733	)	28,596		15,846
Total net increase (decrease)	(168,220	)	2,759,309		(1,726,227	)	(2,620,844	)	329,536		422,052

THE ENTERPRISE Group of Funds, Inc.

190

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

	Small Company Value Fund				Capital Appreciation Fund				Deep Value Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		For the period May 31, 2001 to Dec. 31, 2001
Class A
Shares sold	7,499,070		20,715,417		1,038,493		1,868,833		334,643		432,004
Reinvestment of distributions	—		99,261		—		—		—		1,304
Shares redeemed	(4,207,273	)	(16,206,039	)	(1,170,159	)	(2,291,171	)	(110,240	)	(21,883	)
Net increase (decrease)	3,291,797		4,608,639		(131,666	)	(422,338	)	224,403		411,435
Class B
Shares sold	5,451,231		7,393,249		305,642		434,769		274,962		502,713
Reinvestment of distributions	—		79,439		—		—		—		1,158
Shares redeemed	(2,044,685	)	(2,317,364	)	(376,413	)	(552,109	)	(39,067	)	(13,265	)
Net increase (decrease)	3,406,546		5,155,324		(70,771	)	(117,340	)	235,895		490,606
Class C
Shares sold	3,196,890		4,555,804		114,061		171,796		102,752		210,749
Reinvestment of distributions	—		34,976		—		—		—		466
Shares redeemed	(1,248,084	)	(1,821,264	)	(134,192	)	(225,790	)	(29,588	)	(5,251	)
Net increase (decrease)	1,948,806		2,769,516		(20,131	)	(53,994	)	73,164		205,964
Class Y
Shares sold	496,789		821,442		10,684		7,754		24,332		16,767
Reinvestment of distributions	—		2,042		—		—		—		18
Shares redeemed	(388,728	)	(94,094	)	(5,062	)	(7,498	)	(8,486	)	(103	)
Net increase (decrease)	108,061		729,390		5,622		256		15,846		16,682
Total net increase (decrease)	8,755,210		13,262,869		(216,946	)	(593,416	)	549,308		1,124,957
	Equity Fund				Equity Income Fund				Growth Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001
Class A
Shares sold	1,676,208		5,003,281		309,594		2,192,462		8,691,860		24,111,796
Shares exchanged due to merger	—		682,114		—		—		411,379		—
Reinvestment of distributions	—		55,892		12,281		84,781		—		—
Shares redeemed	(2,283,225	)	(3,603,179	)	(455,038	)	(2,388,877	)	(6,897,850	)	(28,113,482	)
Net increase (decrease)	(607,017	)	2,138,108		(133,163	)	(111,634	)	2,205,389		(4,001,686	)
Class B
Shares sold	1,076,270		3,145,331		293,917		450,598		2,673,389		4,177,385
Shares exchanged due to merger	—		598,911		—		—		425,941		—
Reinvestment of distributions	—		55,266		2,184		31,715		—		—
Shares redeemed	(1,368,128	)	(2,286,586	)	(248,208	)	(312,525	)	(3,615,255	)	(5,900,701	)
Net increase (decrease)	(291,858	)	1,512,922		47,893		169,788		(515,925	)	(1,723,316	)
Class C
Shares sold	1,176,089		3,173,182		88,488		139,436		1,886,445		2,464,296
Shares exchanged due to merger	—		219,684		—		—		126,443		—
Reinvestment of distributions	—		32,228		437		6,729		—		—
Shares redeemed	(1,191,282	)	(1,619,397	)	(74,611	)	(106,072	)	(1,446,261	)	(2,728,127	)
Net increase (decrease)	(15,193	)	1,805,697		14,314		40,093		566,627		(263,831	)
Class Y
Shares sold	134,409		142,883		1,529		10,436		471,294		564,575
Shares exchanged due to merger	—		18,960		—		—		5,864		—
Reinvestment of distributions	—		509		44		210		—		—
Shares redeemed	(63,319	)	(37,086	)	(1,373	)	(1,017	)	(458,247	)	(860,053	)
Net increase (decrease)	71,090		125,266		200		9,629		18,911		(295,478	)
Total net increase (decrease)	(842,978	)	10,065,268		(70,756	)	107,876		2,275,002		(6,284,311	)

THE ENTERPRISE Group of Funds, Inc.

191

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

	Growth and Income Fund				International Growth Fund				Global Financial Services Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001
Class A
Shares sold	347,550		1,184,227		1,406,189		22,458,681		751,337		596,263
Shares exchanged due to merger	—		—		—		389,804		—		—
Reinvestment of distributions	—		10,987		—		—		—		92,100
Shares redeemed	(516,232	)	(1,097,147	)	(1,768,161	)	(22,863,445	)	(1,028,335	)	(699,715	)
Net increase (decrease)	(168,682	)	98,067		(361,972	)	(14,960	)	(276,998	)	(11,352	)
Class B
Shares sold	344,181		1,051,827		367,925		339,632		196,225		630,761
Shares exchanged due to merger	—		—		—		258,980		—		—
Reinvestment of distributions	—		15,753		—		—		—		52,999
Shares redeemed	(473,326	)	(645,810	)	(381,399	)	(331,049	)	(236,733	)	(612,844	)
Net increase (decrease)	(129,145	)	421,770		(13,474	)	267,563		(40,508	)	70,916
Class C
Shares sold	106,135		291,393		196,615		968,513		29,296		183,791
Shares exchanged due to merger	—		—		—		233,951		—		—
Reinvestment of distributions	—		2,857		—		—		—		12,061
Shares redeemed	(174,856	)	(188,752	)	(234,784	)	(950,861	)	(60,707	)	(129,472	)
Net increase (decrease)	(68,721	)	105,498		(38,169	)	251,603		(31,411	)	66,380
Class Y
Shares sold	43,719		38,457		1,013,092		1,500,327		21,865		8,839
Shares exchanged due to merger	—		—		—		23,393		—		—
Reinvestment of distributions	—		2,025		—		—		—		48,326
Shares redeemed	(61,070	)	(78,100	)	(1,026,069	)	(1,568,469	)	(17,048	)	(4,539	)
Net increase (decrease)	(17,351	)	(37,618	)	(12,977	)	(44,749	)	4,817		52,626
Total net increase (decrease)	(383,899	)	1,865,033		(426,592	)	459,457		(344,100	)	178,570
	Global Health Care Fund				Global Socially Responsive Fund				Global Technology Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001
Class A
Shares sold	190,527		730,321		83,208		128,996		102,056		155,934
Reinvestment of distributions	—		—		—		355		—		—
Shares redeemed	(206,053	)	(285,326	)	(17,616	)	(6,216	)	(204,442	)	(580,235	)
Net increase (decrease)	(15,526	)	444,995		65,592		123,135		(102,386	)	(424,301	)
Class B
Shares sold	174,260		764,472		29,404		70,414		67,716		212,214
Reinvestment of distributions	—		—		—		171		—		—
Shares redeemed	(109,972	)	(140,072	)	(6,413	)	(10,774	)	(132,423	)	(340,158	)
Net increase (decrease)	64,288		624,400		22,991		59,811		(64,707	)	(127,944	)
Class C
Shares sold	54,676		262,035		18,590		22,855		11,750		49,281
Reinvestment of distributions	—		—		—		32		—		—
Shares redeemed	(74,206	)	(83,077	)	(2,337	)	(4,793	)	(65,509	)	(153,426	)
Net increase (decrease)	(19,530	)	178,958		16,253		18,094		(53,759	)	(104,145	)
Class Y
Shares sold	21,213		12,064		4,201		3,876		44,254		9,922
Reinvestment of distributions	—		—		—		7		—		—
Shares redeemed	(17,412	)	(10,752	)	(1,097	)	(153	)	(42,061	)	(21,696	)
Net increase (decrease)	3,801		1,312		3,104		3,730		2,193		(11,774	)
Total net increase (decrease)	33,033		1,249,665		107,940		204,770		(218,659	)	(668,164	)

THE ENTERPRISE Group of Funds, Inc.

192

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

	Internet Fund				Mergers and Acquisitions Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		For the period Feb. 28, 2001 to Dec. 31, 2001
Class A
Shares sold	447,838		8,744,434		1,117,428		2,590,957
Reinvestment of distributions	—		—		—		23,412
Shares redeemed	(1,427,044	)	(9,816,659	)	(282,479	)	(250,000	)
Net increase (decrease)	(979,206	)	(1,072,225	)	834,949		2,364,369
Class B
Shares sold	375,592		1,103,173		567,837		2,210,305
Reinvestment of distributions	—		—		—		21,593
Shares redeemed	(970,789	)	(1,803,859	)	(234,011	)	(122,389	)
Net increase (decrease)	(595,197	)	(700,686	)	333,826		2,109,509
Class C
Shares sold	88,744		281,139		772,934		1,245,976
Reinvestment of distributions	—		—		—		10,657
Shares redeemed	(292,152	)	(822,633	)	(140,586	)	(108,003	)
Net increase (decrease)	(203,408	)	(541,494	)	632,348		1,148,630
Class Y
Shares sold	23,507		26,227		71,929		79,946
Reinvestment of distributions	—		—		—		208
Shares redeemed	(22,852	)	(23,483	)	(28,352	)	(8,727	)
Net increase (decrease)	655		2,744		43,577		71,427
Total net increase (decrease)	(1,777,156	)	(2,311,661	)	1,844,700		5,693,935

	Managed Fund				Strategic Allocation Fund				Government Securities Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		For the Period Aug. 31, 2001 to Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001
Class A
Shares sold	933,346		1,916,979		431,724		1,042,242		2,376,703		9,766,147
Reinvestment of distributions	—		—		—		1,225		161,836		304,166
Shares redeemed	(2,364,347	)	(3,291,298	)	(238,523	)	(237,464	)	(1,762,039	)	(9,153,357	)
Net increase (decrease)	(1,431,001	)	(1,374,319	)	193,201		806,003		776,500		916,956
Class B
Shares sold	826,477		1,556,585		534,419		527,508		1,408,044		2,859,890
Reinvestment of distributions	—		—		—		905		103,066		166,705
Shares redeemed	(1,727,538	)	(2,263,923	)	(75,228	)	(4,096	)	(682,262	)	(1,032,287	)
Net increase (decrease)	(901,061	)	(707,338	)	459,191		524,317		828,848		1,994,308
Class C
Shares sold	101,187		217,825		265,786		311,187		641,572		1,162,007
Reinvestment of distributions	—		—		—		405		25,261		35,967
Shares redeemed	(175,680	)	(344,296	)	(59,026	)	(1,088	)	(294,667	)	(557,688	)
Net increase (decrease)	(74,493	)	(126,471	)	206,760		310,504		372,166		640,286
Class Y
Shares sold	296,758		585,660		81,148		120,100		83,572		63,018
Reinvestment of distributions	—		—		—		231		16,457		33,905
Shares redeemed	(6,253,578	)	(1,307,339	)	(35,936	)	(10	)	(107,249	)	(69,104	)
Net increase (decrease)	(5,956,820	)	(2,125,809	)	45,212		120,321		(7,220	)	27,819
Total net increase (decrease)	(8,363,375	)	(7,833,388	)	904,364		1,761,145		1,970,294		3,579,369

THE ENTERPRISE Group of Funds, Inc.

193

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

	High-Yield Bond Fund				Tax-Exempt Income Fund
	Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001
Class A
Shares sold	3,135,446		5,761,681		149,434		2,020,594
Reinvestment of distributions	212,412		430,468		22,071		44,997
Shares redeemed	(1,296,797	)	(5,053,094	)	(167,483	)	(2,071,218	)
Net increase (decrease)	2,051,061		1,139,055		4,022		(5,627	)
Class B
Shares sold	1,362,255		2,259,027		94,157		234,845
Reinvestment of distributions	130,293		235,420		5,776		9,807
Shares redeemed	(502,086	)	(824,603	)	(35,606	)	(219,542	)
Net increase (decrease)	990,462		1,669,844		64,327		25,110
Class C
Shares sold	1,212,302		1,385,018		95,445		50,454
Reinvestment of distributions	38,626		55,338		2,023		3,462
Shares redeemed	(406,312	)	(695,531	)	(28,846	)	(35,014	)
Net increase (decrease)	844,616		744,825		68,622		18,902
Class Y
Shares sold	193,481		381,670		150		16,613
Reinvestment of distributions	17,633		21,123		50		88
Shares redeemed	(17,084	)	(44,451	)	(19	)	(14,485	)
Net increase (decrease)	194,030		358,342		181		2,216
Total net increase (decrease)	4,080,169		3,912,066		137,152		40,601
	Total Return Fund				Money Market Fund
	Six Months Ended June 30, 2002		For the Period Aug. 31, 2001 to Dec. 31, 2001		Six Months Ended June 30, 2002		Year Ended Dec. 31, 2001
Class A
Shares sold	1,000,108		770,250		111,806,769		1,080,795,303
Reinvestment of distributions	18,812		9,090		1,684,970		9,276,295
Shares redeemed	(63,544	)	(82,793	)	(125,793,478	)	(1,110,793,783	)
Net increase (decrease)	955,376		696,547		(12,301,739	)	(20,722,185	)
Class B
Shares sold	748,476		623,629		21,078,882		61,258,138
Reinvestment of distributions	11,947		6,865		270,464		1,173,030
Shares redeemed	(60,337	)	(18,269	)	(20,668,403	)	(46,482,551	)
Net increase (decrease)	700,086		612,225		680,943		15,948,617
Class C
Shares sold	646,565		299,826		10,380,084		39,136,728
Reinvestment of distributions	4,626		2,751		61,922		304,784
Shares redeemed	(65,603	)	(5,435	)	(9,765,652	)	(37,518,407	)
Net increase (decrease)	585,588		297,142		676,354		1,923,105
Class Y
Shares sold	21,640		150,853		373,998		2,534,486
Reinvestment of distributions	2,310		2,406		20,961		108,490
Shares redeemed	(32,319	)	(4,207	)	(528,134	)	(2,148,428	)
Net increase (decrease)	(8,369	)	149,052		(133,175	)	494,548
Total net increase (decrease)	2,232,681		1,754,966		(11,077,617	)	(2,355,915	)

THE ENTERPRISE Group of Funds, Inc.

194

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

8. Redemption Fees

EGF charges a 2% redemption fee on non-Money Market Fund exchanges or redemptions done within 30 days or less for accounts in excess of $25,000. These redemption fees are collected and retained by the affected fund for the benefit of the remaining shareholders and are recorded by the fund as paid in capital. For the six months ended June 30, 2002 redemption fees charged and collected by the funds were as follows:

Fund	Amount
Small Company Value	$15,842
Capital Appreciation	13,609
Growth	15,038
International Growth	3,090
Internet	6,725
Government Securities	1,869
High-Yield Bond	7,020

9. Federal Income Tax Information

Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America. These differences are primarily due to differing treatments for net operating losses, futures and options transactions, foreign currency transactions, paydowns, losses deferred due to wash sales, excise tax regulations, investments in passive foreign investment companies and the utilization of earnings and profits distributed to shareholders on redemption of shares as part of the dividends paid deduction for income tax purposes.

Permanent book and tax basis differences, if any, relating to shareholder distributions will result in reclassifications to paid in capital. These reclassifications have no effect on net assets or net asset values per share. Any taxable gain remaining at fiscal year end is distributed in the following year.

THE ENTERPRISE Group of Funds, Inc.

195

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

The tax character of distributable earnings/(accumulated losses) at December 31, 2001 was as follows:

Fund	Undistributed Ordinary Income		Undistributed Long-Term Gain		Capital Loss Carryforward
Mid-Cap Growth		—		—	$	3,786,0591
Multi-Cap Growth		—		—		110,362,5651
Small Company Growth		—		—		2,307,0242
Small Company Value		—		—		—
Capital Appreciation		—		—		48,048,1572
Deep Value	$	19,931		—		—
Equity		—		—		15,780,9451
Equity Income		9,396	$	917,583		—
Growth		—		—		92,031,7902
Growth and Income		—		—		908,9402
International Growth		—		—		20,804,5451
Global Financial Services		1,953		408,784		—
Global Health Care		—		—		1,432,8322
Global Socially Responsive		—		—		247,1932
Global Technology		—		—		21,987,7281
Internet		—		—		238,233,3781
Mergers & Acquisitions		520,963		—		—
Managed		—		—		4,498,8052
Strategic Allocation		392		—		—
Government Securities		—		—		2,729,1813
High-Yield Bond		244,751		—		13,017,7354
Tax-Exempt Income		—		—		36,7715
Total Return		—		—		—
Money Market		26,992		—		26,9946

1 Expires in 2008-9

2 Expires in 2009

3 Expires in 2003-4

4 Expires in 2007-9

5 Expires in 2008

6 Expires in 2004-8

Included in the Mid-Cap Growth, Equity and International Growth Funds are capital loss carryforward amounts acquired in connection with the respective mergers that occurred in 2001. Utilization of these losses (as shown below) may be limited in accordance with Federal Tax regulations.

Fund	Capital Loss Carryforward Acquired*
Mid-Cap Growth	$1,790,871
Equity	2,847,367
International Growth	3,574,630

* These losses may be further limited due to IRS regulations

THE ENTERPRISE Group of Funds, Inc.

196

Notes to Financial Statements — (Continued)

June 30, 2002 (Unaudited)

Tax Basis Unrealized Gain (Loss) on Investments

At June 30, 2002, the cost of securities for federal income tax purposes, the aggregate gross unrealized gain for all securities for which there was an excess of value over tax cost and the aggregate gross unrealized loss for all securities for which there was an excess of tax cost over value were as follows:

Fund	Tax Cost		Tax Unrealized Gain		Tax Unrealized (Loss)			Net Unrealized Gain (Loss)
Mid-Cap Growth	$	12,328,726	$	831,547	$	(787,695	)	$	43,852
Multi-Cap Growth		107,387,765		5,567,249		(11,260,119	)		(5,692,870	)
Small Company Growth		101,391,652		8,060,740		(19,995,999	)		(11,935,259	)
Small Company Value		536,357,598		66,828,541		(74,688,413	)		(7,859,872	)
Capital Appreciation		176,374,697		27,709,427		(6,445,600	)		21,263,141
Deep Value		15,724,235		484,502		(1,068,118	)		(583,616	)
Equity		171,342,164		10,622,212		(72,686,399	)		(62,064,187	)
Equity Income		117,224,003		9,959,878		(7,644,102	)		2,315,776
Growth		1,567,669,031		98,812,672		(176,836,120	)		(77,023,448	)
Growth and Income		222,043,462		16,912,161		(50,405,550	)		(33,493,389	)
International Growth		72,601,604		1,841,954		(1,851,832	)		(9,878	)
Global Financial Services		29,286,428		4,174,921		(2,286,319	)		1,888,602
Global Health Care		15,274,823		334,726		(1,353,165	)		(1,018,440	)
Global Socially Responsive		4,703,134		281,796		(632,464	)		(350,668	)
Global Technology		6,295,969		174,035		(1,429,881	)		(1,282,846	)
Internet		77,886,853		1,402,672		(16,030,674	)		(14,628,002	)
Mergers & Acquisitions		77,229,859		1,840,161		(4,593,799	)		(2,753,638	)
Managed		157,381,691		9,180,168		(28,098,242	)		(18,918,074	)
Strategic Allocation		25,805,223		910,831		(3,257,146	)		(2,346,315	)
Government Securities		206,773,700		6,108,425		(156,154	)		5,952,271
High-Yield Bond		168,376,985		2,552,121		(18,065,833	)		(15,513,712	)
Tax-Exempt Income		31,561,421		1,341,786		(6	)		1,341,780
Total Return		55,064,479		721,005		(1,150,296	)		(429,291	)

10. Subsequent Events

On May 16, 2002, the EGF Board approved a tax-free exchange of shares between the Global Technology Fund and the Internet Fund, wherein the Internet Fund (which simultaneously would be changing its name to the Technology Fund) would acquire all of the net assets of the Global Technology Fund on or around August 23, 2002, provided that the Global Technology Fund shareholders approve the exchange.

Effective August 23, 2002 the adviser lowered the voluntary maximum expense amounts on the Managed Fund to the following amounts: A) 1.45%     B) 2.00%     C) 2.00% and     Y) 1.00%.

Shareholder Proxy Voting Information (Unaudited)

On March 15, 2002, shareholders of the Balanced Fund voted and approved their Agreement and Plan of Reorganization as follows:

	No. of Shares	% of Outstanding Voting Shares		% of Shares Voted
Affirmative	1,971,419.670	52.646	%	88.044	%
Against	160,184.308	4.278	%	7.153	%
Abstain	107,538.375	2.871	%	4.803	%
Total	2,239,142.353	59.795	%	100.000	%

THE ENTERPRISE Group of Funds, Inc.

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DIRECTORS AND OFFICERS

NAME, AGE AND ADDRESS	POSITIONS HELD	LENGTH OF SERVICE (YEARS)	PRINCIPAL OCCUPATIONS PAST FIVE YEARS	NUMBER OF PORTFOLIOS IN EGF	OTHER DIRECTORSHIPS
NON-INTERESTED PARTIES:
Arthur T. Dietz (78) Atlanta, GA	Director and Audit Committee Member	29	President, ATD Advisory Corp.	24	EAT - 17 Portfolios
Arthur Howell, Esquire (83) Highlands, NC	Director and Audit Committee Chairman	33	Of Counsel, Alston & Bird LLP	24	EAT - 17 Portfolios
William A. Mitchell, Jr. (62) Atlanta, GA	Director	14	Chairman/CEO, Carter & Associates (real estate development)	24	EAT - 17 Portfolios
Lonnie H. Pope (68) Macon, GA	Director and Audit Committee Member	16	CEO, Longleaf Industries, Inc., (chemical manufacturing)	24	EAT - 17 Portfolios
INTERESTED PARTIES:
Victor Ugolyn (54) Atlanta, GA	Chairman, President & Chief Executive Officer, Director	10	Chairman, President & CEO, ECM, EFD, EGF and EAT	24	EAT - 17 Portfolios, EGF plc. - 14 Portfolios
Michael L. Roth (56) New York, NY	Director	10	Chairman and CEO, The MONY Group, Inc.	24	EAT - 17 Portfolios, EGF plc. - 14 Portfolios
Samuel J. Foti (50) New York, NY	Director	6	President and COO, The MONY Group Inc.	24	EAT - 17 Portfolios, EGF plc. - 14 Portfolios
Phillip G. Goff (38) Atlanta, GA	Vice President and Chief Financial Officer	6	Senior Vice President and CFO, EFD; Vice President and CFO, EAT and ECM	24	EGF plc. - 14 Portfolios
Herbert M. Williamson (50) Atlanta, GA	Treasurer and Assistant Secretary	13	Assistant Secretary and Treasurer, EAT, ECM and EFD	24	—
Catherine R. McClellan (46) Atlanta, GA	Secretary	11	Senior Vice President, Secretary and Chief Counsel, ECM and EFD; Secretary, EAT	24	EGF plc. - 14 Portfolios

Footnotes:

EGF - The Enterprise Group of Funds, Inc.	EFD - Enterprise Fund Distributors, Inc.
EAT - Enterprise Accumulation Trust	EGF plc - Enterprise Global Funds plc
ECM - Enterprise Capital Management, Inc.

The Enterprise Group of Funds Statement of Additional Information (SAI) includes additional information about Fund directors and is available, without charge, upon request by calling 1-800-368-4320 or 1-800-368-3527.

THE ENTERPRISE Group of Funds, Inc.

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