-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MapaZNfyN8RFjzk0oqwzh7wp0J/AHY5g7SU6WOTbMdDea/11dNJWSkF+qcYYIHJk NP8hKwer7rkM8SB9Rjuj0Q== 0000912057-96-010285.txt : 19960520 0000912057-96-010285.hdr.sgml : 19960520 ACCESSION NUMBER: 0000912057-96-010285 CONFORMED SUBMISSION TYPE: 485APOS PUBLIC DOCUMENT COUNT: 18 FILED AS OF DATE: 19960517 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROBERTSON STEPHENS INVESTMENT TRUST CENTRAL INDEX KEY: 0000814232 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 946649069 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485APOS SEC ACT: 1933 Act SEC FILE NUMBER: 033-16439 FILM NUMBER: 96569418 FILING VALUES: FORM TYPE: 485APOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-05159 FILM NUMBER: 96569419 BUSINESS ADDRESS: STREET 1: 555 CALIFORNIA ST STE 2600 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 8007663863 MAIL ADDRESS: STREET 1: 555 CALIFORNIA ST. STREET 2: SUITE 2600 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FORMER COMPANY: FORMER CONFORMED NAME: ROBERTSON STEPHENS EMERGING GROWTH FD DATE OF NAME CHANGE: 19920315 FORMER COMPANY: FORMER CONFORMED NAME: ROBERTSON STEPHENS EMERGING GROWTH FUND DATE OF NAME CHANGE: 19920312 FORMER COMPANY: FORMER CONFORMED NAME: RCS EMERGING GROWTH FUND DATE OF NAME CHANGE: 19910502 485APOS 1 485APOS As filed with the Securities and Exchange Commission on MAY 17, 1996 Registration No. 33-16439 811-5159 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / x / PRE-EFFECTIVE AMENDMENT NO. / / POST-EFFECTIVE AMENDMENT NO. 25 / x / and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 / x / AMENDMENT NO. 27 / x / ROBERTSON STEPHENS INVESTMENT TRUST (Exact Name of Registrant as Specified in Charter) 555 California Street San Francisco, California 94104 (Address of Principal Executive Offices) Registrant's Telephone Number, including Area Code: (800) 766-3863 G. RANDY HECHT c/o Robertson, Stephens & Company, L.P. 555 California Street San Francisco, California 94104 (Name and Address of Agent for Service) Copies to: TIMOTHY W. DIGGINS, ESQUIRE ROPES & GRAY One International Place Boston, MA 02110-2624 Approximate date of proposed public offering : As soon as practicable after this Amendment becomes effective. It is proposed that this filing will become effective: (check appropriate box) / / Immediately upon filing pursuant to paragraph (b); / / On (date) pursuant to paragraph (b) / / 60 days after filing pursuant to paragraph (a)(1); / / On (date) pursuant to paragraph (a)(1); / x / 75 days after filing pursuant to paragraph (a)(2); or / / On (date) pursuant to paragraph (a)(2) of Rule 485. If appropriate, check the following box: / / This post-effective amendment designates a new effective date for a previously filed post-effective amendment. The Registrant has registered an indefinite number of its shares of beneficial interest, pursuant to Rule 24f-2 under the Investment Company Act of 1940. The Registrant filed a FORM 24F-2 ON FEBRUARY 26, 1996 for the fiscal year ended DECEMBER 31, 1995. Total Number of Pages __ Exhibit Index at __ ROBERTSON STEPHENS INVESTMENT TRUST Cross Reference Sheet
Asia, Diversified Growth, Information Required in Emerging Europe, Prospectus by Form N-1A Combined And Robertson Stephens Funds Registration Statement Part A Prospectus Caption Prospectus Caption Item 1. Cover Page . . . . . . . . . . . . . . . Prospectus Cover Prospectus Cover Item 2. Synopsis . . . . . . . . . . . . . . . . Expense Summary Expense Summary Item 3. Condensed Financial Information . . . . Financial Highlights; How Performance How Performance Is Determined; Is Determined; and see Statement Otherwise Inapplicable of Additional Information - Financial Statements Item 4. General Description of Registrant . . . Prospectus Cover; Investment Objectives Prospectus Cover; Investment and Policies; Additional Information Objectives and Policies; Additional Information Item 5. Management of the Fund . . . . . . . . . Expense Summary; Management of the Expense Summary; Investment Objective And Funds; Additional Information Policies; Management Of The Fund; Additional Information Item 5A. Management's Discussion of Fund Performance Included in Registrant's Annual Reports Inapplicable to Shareholders for Period ended December 31, 1995 Item 6. Capital Stock and Other Securities . . . Dividends, Distributions and Taxes; Dividends, Distribution and Taxes; Additional Information; Back Cover Additional Information; Back Cover Page; and see Statement of Additional Page; and See Statement of Additional Information - Management Of The Funds Information-Management of the Funds Item 7. Purchase of Securities Being Offered . . How to Purchase Shares; How How To Purchase Shares; Net Asset Value is Determined; The How Net Asset Value Is Determined; Funds' Distributor; Back Cover Page Back Cover Page Item 8. Redemption or Repurchase . . . . . . . . How to Redeem Shares How To Redeem Shares Item 9. Pending Legal Proceedings . . . . . . . Inapplicable Inapplicable
Information Required in Statement of Statement of Additional Additional Information by Form N-1A Information Caption For Registration Statement Part B Each Series Item 10. Cover Page . . . . . . . . . . . . . . . . Cover Page Item 11. Table of Contents Cover Page Item 12. General Information and History . . . . . Additional Information Item 13. Investment Objectives and Policies . . . . Investment Objectives and Policies; The Funds' Investment Limitations Item 14. Management of the Fund . . . . . . . . . . Management of the Funds Item 15. Control Persons and Principal Holders of Securities . . . . . . . . . . . . . . . Management of the Funds Item 16. Investment Advisory and Other Services . . Management of the Funds; The Funds' Distributor; Additional Information Item 17. Brokerage Allocation and Other Services . . Management of the Funds; The Funds' Distributor Item 18. Capital Stock and Other Securities . . . . See Prospectus - Additional Information Item 19. Purchase, Redemption and Pricing of Securities Being Offered. . . . . . . . . . . . How Net Asset Value is Determined; and see Prospectus - How to Purchase Shares; Prospectus - How to Redeem Shares Item 20. Tax Status . . . . . . . . . . . . . . . . Taxes; and see Prospectus - Dividends, Distributions and Taxes Item 21. Underwriter . . . . . . . . . . . . . . . The Funds' Distributor; and see Prospectus - The Funds' Distributor Item 22. Calculations of Performance Data . . . . . How Performance is Determined Item 23. Financial Statements . . . . . . . . . . . Financial Statements
The information required to be included in Part C is set forth under the appropriate item, so numbered, in Part C to this Registration Statement. ROBERTSON STEPHENS INVESTMENT TRUST (The Robertson Stephens Contrarian Fund) (The Robertson Stephens Developing Countries Fund) (The Robertson Stephens Diversified Growth Fund) (The Robertson Stephens Emerging Growth Fund) (The Robertson Stephens Global Low-Priced Stock Fund) (The Robertson Stephens Global Natural Resources Fund) (The Robertson Stephens Growth & Income Fund) (The Robertson Stephens Information Age Fund) (The Robertson Stephens Partners Fund) (The Robertson Stephens Value + Growth Fund) ____________________________________________ FORM N-1A PART A Combined Prospectus ____________________________________________ ROBERTSON STEPHENS MUTUAL FUNDS 555 California Street San Francisco, CA 94104 PROSPECTUS 800-766-FUND August __, 1996 Robertson Stephens Investment Trust is offering shares of ten mutual funds by this prospectus. The Funds make available the expertise of the investment professionals at Robertson Stephens Investment Management: THE ROBERTSON STEPHENS CONTRARIAN FUND seeks maximum long-term growth by investing in growing companies worldwide that have been overlooked by other investors. The Contrarian Fund also seeks to take advantage of both rising and, to a lesser degree, declining markets. The Fund may borrow money in an attempt to increase its investment return. THE ROBERTSON STEPHENS DEVELOPING COUNTRIES FUND seeks long-term capital appreciation by investing primarily in developing country equity securities. The Fund may borrow money in an attempt to increase its investment return. THE ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND seeks long-term capital growth by investing primarily in equity securities, focusing on small- and mid-cap companies, to create a portfolio broadly diversified over industries and companies. THE ROBERTSON STEPHENS EMERGING GROWTH FUND seeks capital appreciation by investing primarily in common stocks of emerging growth companies with above- average growth prospects. THE ROBERTSON STEPHENS GLOBAL LOW-PRICED STOCK FUND seeks long-term growth of capital by investing in low-priced stocks of companies around the world. THE ROBERTSON STEPHENS GLOBAL NATURAL RESOURCES FUND seeks long-term capital appreciation by investing in securities of issuers located anywhere in the world in the natural resources industries. THE ROBERTSON STEPHENS GROWTH & INCOME FUND seeks long-term total return by investing in equity securities and debt securities, focusing on small- and mid- cap companies that offer potential for capital appreciation, current income, or both. THE ROBERTSON STEPHENS INFORMATION AGE FUND seeks long-term capital appreciation by aggressive investing primarily in companies within the information technology sector. THE ROBERTSON STEPHENS PARTNERS FUND seeks long-term growth by investing primarily in equity securities of U.S. small-cap companies, using a value methodology combining Graham & Dodd balance sheet analysis with cash flow analysis. THE ROBERTSON STEPHENS VALUE + GROWTH FUND seeks capital appreciation by investing primarily in growth companies with favorable relationships between price/earnings ratios and growth rates, in sectors offering the potential for above-average returns. THIS PROSPECTUS EXPLAINS CONCISELY THE INFORMATION ABOUT THE TRUST THAT A PROSPECTIVE INVESTOR SHOULD KNOW BEFORE INVESTING IN THE FUNDS. Please read it carefully and keep it for future reference. Investors can find more detailed information about the Funds in the August __, 1996 Statement of Additional Information, as amended from time to time. For a free copy of the Statement of Additional Information, please call 1-800-766-FUND. The Statement of Additional Information has been filed with the Securities and Exchange Commission and is incorporated into this Prospectus by reference. ------------------------- THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESEN- TATION TO THE CONTRARY IS A CRIMINAL OFFENSE. EXPENSE SUMMARY The following table summarizes an investor's maximum transaction costs from investing in shares of each of the Funds and expenses incurred by each of the Funds based on its most recent fiscal year (except in the case of Funds which have only recently commenced operations, where the table shows the expenses those Funds expect to incur in their first full year of operations). The Example shows the cumulative expenses attributable to a hypothetical $1,000 investment in the Funds over specified periods. SHAREHOLDER TRANSACTION EXPENSES: Maximum Sales Load Imposed on Purchases None Maximum Sales Load Imposed on Reinvested Dividends None Deferred Sales Load None Redemption Fee* None Exchange Fee None * A $9.00 FEE IS CHARGED FOR REDEMPTIONS MADE BY BANK WIRE.
ANNUAL FUND OPERATING EXPENSES: (as a percentage of average net assets) Global* Low- Global* Developing Diversified* Emerging Priced Natural Growth &* Information* Value+ Contrarian Countries Growth Growth Stock Resources Income Age Partners* Growth Management Fees 1.50% 1.25% 1.00% 1.00% 1.00% 1.00% 1.00% 1.00% 1.25% 1.00% Rule 12b-1 Expenses 0.75% 0.25%(1) 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% 0.25% Other Expenses 0.29% 0.33%(1) 0.60% 0.39% 0.70%(1) 0.70%(1) 0.60% 0.95% 0.45%(1) 0.43% Total Fund Operating 2.54% 1.83%(1) 1.85% 1.64% 1.95%(1) 1.95%(1) 1.85% 2.20% 1.95%(1) 1.68% Expenses
- --------------------------------------------- (1)Reflecting voluntary expense limitations. *ESTIMATED BASED ON EXPECTED EXPENSES DURING FIRST FULL YEAR OF OPERATIONS. EXAMPLE An investment of $1,000 in the Fund would incur the following expenses, assuming 5% annual return and redemption at the end of each period:
1 YEAR 3 YEARS 5 YEARS 10 YEARS THE CONTRARIAN FUND $25 $77 $131 $280 THE DEVELOPING COUNTRIES FUND $19 $56 $99 $215 THE DIVERSIFIED GROWTH FUND $19 $58 N/A N/A THE EMERGING GROWTH FUND $16 $49 $85 $186 THE GLOBAL LOW-PRICED STOCK FUND $20 $61 N/A N/A THE GLOBAL NATURAL RESOURCES FUND $20 $61 N/A N/A THE GROWTH & INCOME FUND $19 $58 N/A N/A THE INFORMATION AGE FUND $22 $69 N/A N/A THE PARTNERS FUND $20 $61 N/A N/A THE VALUE + GROWTH FUND $17 $53 $91 $199
This information is provided to help investors understand the operating expenses of the Funds. The Example should not be considered a representation of future performance. Actual expenses may be more or less than those shown. Other Expenses and Total Fund Operating Expenses for some of the Funds reflect voluntary expense limitations currently in effect. in the absence of those limitations, other Expenses and Total Fund Operating Expenses, respectively, of those Funds would be as follows: Developing Countries Fund 2.74% and 4.24%; Global Low-Priced Stock Fund, 5.65% and 6.90%; Global Natural Resources Fund, 4.95% and 6.20%; Partners Fund, 2.70% and 4.20%. In addition, Rule 12b-1 Expenses for the Developing Countries Fund have been restated to reflect a reduction in such Expenses. In the absence of that reduction, that Fund's Rule 12b-1 Expenses would be 0.50%. The Management Fees paid by the Funds are higher than those paid by most other mutual funds. Because of Rule 12b-1 fees paid by certain of the Funds, long-term shareholders of those Funds may pay more than the economic equivalent of the maximum front-end sales load permitted under applicable broker-dealer sales rules. -3- FINANCIAL HIGHLIGHTS THE CONTRARIAN FUND AND THE DEVELOPING COUNTRIES FUND The financial highlights presented below, covering the life of each Fund, have been audited by Price Waterhouse LLP, independent accountants. The audited financial statements for these periods are contained in the Statement of Additional Information.
THE CONTRARIAN FUND THE DEVELOPING COUNTRIES FUND --------------------------------------------- --------------------------------- Nine Year Period Nine Period Months ended ended 6/3/93 through Months ended 5/2/94 through 12/31/95 3/31/95 3/31/94 12/31/95 3/31/95 Net asset value, beginning of period. . . . $10.70 $12.34 $10.00 $8.57 $10.00 Income From Investment Operations: Net investment income/(loss) . . . . . (0.01) (0.04) (0.02) (0.03) 0.06 Net realized gain/(loss) and unrealized appreciation/(depreciation) on investments. . . . . . . . . . . . 3.09 (1.35) 2.36 (0.52) (1.36) ------ ------ ------ ------ ------ Total from investment operations . . . 3.08 (1.39) 2.34 (0.55) (1.30) Distributions: Dividends from net investment income . - - - - (0.04) Distribution from net realized capital gain - (0.25) - - (0.09) ------ ------ ------ ------ ------ Total from investment operations. . . . - (0.25) - - (0.13) Net asset value, end of period . . . . . . . $13.78 $10.70 $12.34 $8.02 $8.57 Total Return. . . . . . . . . . . . . . . . 28.79% (11.23)% 23.40% (6.42)% (13.14)% Ratios/Supplemental Data: Net assets, end of period (thousands) . . . $507,477 $397,646 $484,951 $14,343 $8,345 Ratio of net operating expenses to average net assets . . . . . . . . . . . . 2.54% * 2.46%(1) 2.22% * 1.83%(2) * 3.15%(2)* Ratio of net investment income/(loss) to average net assets. . . . . . . . . . . (0.20)%* (0.27)%(1) (0.77)%* (0.51)%(2)* 0.72%(2)* Portfolio turnover rate . . . . . . . . . . 29% 79% 14% 103% 124%
Per share data is determined by using the average number of shares outstanding throughout the period. * ANNUALIZED. (1) IF THE CONTRARIAN FUND HAD PAID ALL OF ITS EXPENSES AND THERE HAD BEEN NO REIMBURSEMENT BY ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. ("RSIM, L.P."), THE RATIO OF EXPENSES TO AVERAGE NET ASSETS FOR THE YEAR ENDED MARCH 31, 1995 WOULD HAVE BEEN 2.58%, AND THE RATIO OF NET INVESTMENT LOSS TO AVERAGE NET ASSETS WOULD HAVE BEEN (0.42)%. (2) IF THE DEVELOPING COUNTRIES FUND HAD PAID ALL OF ITS EXPENSES AND THERE HAD BEEN NO REIMBURSEMENT BY RSIM, L.P., THE RATIO OF EXPENSES TO AVERAGE NET ASSETS FOR THE NINE MONTHS ENDED DECEMBER 31, 1995 AND THE PERIOD ENDED MARCH 31, 1995 WOULD HAVE BEEN 4.24% AND 3.46%, RESPECTIVELY, AND THE RATIO OF NET INVESTMENT (LOSS)/INCOME TO AVERAGE NET ASSETS WOULD HAVE BEEN (2.92)% AND 0.41%, RESPECTIVELY. -4- FINANCIAL HIGHLIGHTS (CONTINUED) THE EMERGING GROWTH FUND The financial highlights presented below, covering the life of the Fund, have been audited by Price Waterhouse LLP, independent accountants, for the years ended after December 31, 1990. The audited financial statements of the Fund for these periods are contained in the Statement of Additional Information.
Year Ended December 31, --------------------------------------------- Nine Three One Month Months Year Year Months Ended Ended Ended Ended Ended 12/31/87 12/31/95 3/31/95 3/31/94 3/31/93 1992 1991 1990 1989 1988 (1) - ----------------------------------------------------------------------------------------------------------------------------------- Net asset value, beginning of period. . . . . . . $18.36 $18.37 $14.71 $16.77 $17.50 $11.67 $11.46 $ 9.09 $7.97 $6.32 Income from Investment Operations: Net investment income/ (loss). . . . . . . . . (0.15) (0.17) (0.40) (0.02) (0.15) (0.09) 0.00 (0.09) (0.21) (0.02) Net realized and unrealized appreciation/ (depreciation) on investments. . . . . 2.58 2.26 4.06 (2.04) (0.31) 6.82 1.07 4.06 1.33 1.67 Total from investment operations. . . . . . . 2.43 2.09 3.66 (2.06) (0.46) 6.73 1.07 3.97 1.12 1.65 - ----------------------------------------------------------------------------------------------------------------------------------- Distributions: Dividends from net investment income . . . --- --- --- --- --- --- --- --- --- Distributions from net realized capital gain . (1.58) (2.10) 0.00 0.00 (0.27) (0.90) (0.86) (1.60) --- --- Total Distributions. . . (1.58) (2.10) 0.00 0.00 (0.27) (0.90) (0.86) (1.60) --- --- - ----------------------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $19.21 $18.36 $18.37 $14.71 $16.77 $17.50 $11.67 $11.46 $9.09 $7.97 - ----------------------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Total Return. . . . . . . 13.50% 12.01% 24.88% (12.28)% (2.55)% 58.70% 9.57% 44.45% 14.05% 26.11% - ----------------------------------------------------------------------------------------------------------------------------------- Ratios/Supplemental Data: Net assets, end of period (thousands). . . . . . . $167,728 $182,275 $168,192 $228,893 $277,531 $141,929 $22,931 $12,830 $7,583 $7,396 Ratio of net operating expenses to average net assets . . . . . . . . . 1.64%* 1.56% 1.60% 1.54%* 1.49% 1.59% 1.88% 2.15% 2.85% 0.25% Ratio of net investment income/(loss) to average net assets . . . . . . . (0.99)%* (0.96)% (1.27)% (0.61)%* (0.92)% (0.68)% (0.02)% (0.75)% (2.44)% (0.21)% Portfolio turnover rate . 147% 280% 274% 43% 124% 147% 272% 236% 139% 8%
Per share data is determined by using the average number of shares outstanding throughout the period. * ANNUALIZED. (1) DATA FOR 1987 IS LIMITED TO THE ONE MONTH AFTER THE EMERGING GROWTH FUND'S SHARES WERE FIRST OFFERED TO THE PUBLIC ON NOVEMBER 30, 1987. THE RATIOS AND PORTFOLIO TURNOVER RATE ARE NOT ANNUALIZED FOR THIS ONE MONTH. -5- FINANCIAL HIGHLIGHTS (CONTINUED) THE GLOBAL LOW-PRICED STOCK FUND, THE GLOBAL NATURAL RESOURCES FUND AND THE GROWTH & INCOME FUND The financial highlights presented below, covering the life of each Fund, have been audited by Price Waterhouse LLP, independent accountants. The audited financial statements for these periods are contained in the Statement of Additional Information.
The Global Low-Priced The Global Natural Stock Fund Resources Fund The Growth & Income Fund Period Period Period 11/15/95 through 11/15/95 through 7/12/95 through 12/31/95 12/31/95 12/31/95 Net asset value, beginning of period . . . . . . . $10.00 $10.00 $10.00 Income From Investment Operations: Net Investment income/(loss). . . . . . . . . 0.03 0.02 0.00 Net realized gain/(loss) and unrealized appreciation/(depreciation) on investments . . . . . . . . . . . . . . . 0.42 0.10 1.24 Total from investment operations. . . . . . . 0.45 0.12 1.24 Distributions: Dividends from net investment income. . . . . - - - Distribution from net realized capital gain . - - - Total from investment operations. . . . . . . - - - Net asset value, end of period . . . . . . . . . . $10.45 $10.12 $11.24 Total Return . . . . . . . . . . . . . . . . . . . 4.50% 1.20% 12.40% Ratios/Supplemental Data: Net assets, end of period (thousands). . . . . . . $1,643 $792 $136,902 Ratio of net operating expenses to average net assets. . . . . . . . . . . . . . . . 1.91%(1)* 2.60%(2)* 1.94%* Ratio of net investment income/(loss) to average net assets . . . . . . . . . . . . . . 2.06%(1)* 1.84%(2)* (0.01)%* Portfolio turnover rate. . . . . . . . . . . . . . 0% 0% 97%
Per share data is determined by using the average number of shares outstanding throughout the period. *Annualized. (1) IF THE GLOBAL LOW-PRICED STOCK FUND HAD PAID ALL OF ITS EXPENSES AND HAD RECEIVED NO REIMBURSEMENT FROM ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. ("RSIM, L.P."), THE RATIO OF EXPENSES TO AVERAGE NET ASSETS FOR THE PERIOD ENDED DECEMBER 31, 1995 WOULD HAVE BEEN 9.04%, AND THE RATIO OF NET INVESTMENT LOSS TO AVERAGE NET ASSETS WOULD HAVE BEEN (5.07)%. (2) IF THE GLOBAL NATURAL RESOURCES FUND HAD PAID ALL OF ITS EXPENSES AND HAD RECEIVED NO REIMBURSEMENT FROM RSIM, L.P., THE RATIO OF EXPENSES TO AVERAGE NET ASSETS FOR THE PERIOD ENDED DECEMBER 31, 1995 WOULD HAVE BEEN 14.25%, AND THE RATIO OF NET INVESTMENT LOSS TO AVERAGE NET ASSETS WOULD HAVE BEEN (9.81)%. -6- FINANCIAL HIGHLIGHTS (CONTINUED) THE INFORMATION AGE FUND, THE PARTNERS FUND, AND THE VALUE + GROWTH FUND The financial highlights presented below, covering the life of each Fund, have been audited by Price Waterhouse LLP, independent accountants. The audited financial statements for these periods are contained in the Statement of Additional Information.
The Information The Partners Age Fund Fund The Value + Growth Fund --------------------------------------------- Period Period Nine Period 11/15/95 7/12/95 Months Year Year 4/21/92 through through Ended Ended Ended through 12/31/95 12/31/95 12/31/95 3/31/95 3/31/94 3/31/93 Net asset value, beginning of period . . . . . . . $10.00 $10.00 $18.25 $13.56 $11.94 $10.00 Income From Investment Operations: Net Investment Income/(loss). . . . . . . . . (0.01) 0.06 (0.16) (0.18) (0.04) 0.12 Net realized gain/(loss) and unrealized appreciation/(depreciation) on Investments . . . . . . . . . . . . . . . (0.69) 0.33 4.57 5.07 1.99 1.88 Total from investment operations. . . . . . . (0.70) 0.39 4.41 4.89 1.95 2.00 Distributions: Dividends from net investment income. . . . . - - - - (0.03) (0.06) Distribution from net realized capital gain . - - - (0.20) (0.30) - Total from investment operations. . . . . . . - - - (0.20) (0.33) (0.06) Net asset value, end of period . . . . . . . . . . $9.30 $10.39 $22.66 $18.25 13.56 $11.94 Total Return . . . . . . . . . . . . . . . . . . . (7.00)% 3.90% 24.16% 36.27% 16.32% 20.05% Ratios/Supplemental Data: Net assets, end of period (thousands). . . . . . . $32,826 $7,480 $1,140,151 $428,903 $44,500 $17,833 Ratio of net operating expenses to average net assets. . . . . . . . . . . . . . . . 2.13%* 2.41%(1)* 1.45%* 1.68% 1.55%(2) 1.33%(2)* Ratio of net investment income/(loss) to average net assets . . . . . . . . . . . . . . (0.89)%* 1.34%(1)* (1.04)%* (1.09)% (0.51)%(2) 1.26%(2)* Portfolio turnover rate. . . . . . . . . . . . . . 89% 71% 104% 232% 250% 210%
Per share data is determined by using the average number of shares outstanding throughout the period. * ANNUALIZED. (1) IF THE PARTNERS FUND HAD PAID ALL OF ITS EXPENSES AND THERE HAD BEEN NO REIMBURSEMENT BY ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. ("RSIM, L.P."), THE RATIO OF EXPENSES TO AVERAGE NET ASSETS FOR THE PERIOD ENDED DECEMBER 31, 1995 WOULD HAVE BEEN 5.12%, AND THE RATIO OF NET INVESTMENT LOSS TO AVERAGE NET ASSETS WOULD HAVE BEEN (1.37)%. (2) IF THE VALUE + GROWTH FUND HAD PAID ALL OF ITS EXPENSES AND HAD RECEIVED NO REIMBURSEMENT FROM RSIM, L.P., THE RATIO OF EXPENSES TO AVERAGE NET ASSETS FOR THE PERIODS ENDED MARCH 31, 1994 AND MARCH 31, 1993 WOULD HAVE BEEN 2.35% AND 2.71%, RESPECTIVELY, AND THE RATIO OF NET INVESTMENT INCOME/(LOSS) TO AVERAGE NET ASSETS WOULD HAVE BEEN (1.31)% AND (0.12)%, RESPECTIVELY. -7- INVESTMENT OBJECTIVES AND POLICIES The Robertson Stephens Mutual Funds are designed to make available to mutual fund investors the expertise of the investment professionals at Robertson, Stephens & Company Investment Management, L.P. and Robertson Stephens Investment Management, Inc. (Robertson, Stephens & Company Investment Management, L.P. and Robertson Stephens Investment Management, Inc. are referred to collectively in this Prospectus as "Robertson Stephens Investment Management"). THE FUNDS' INVESTMENT STRATEGIES AND PORTFOLIO INVESTMENTS WILL DIFFER FROM THOSE OF MOST OTHER MUTUAL FUNDS. ROBERTSON STEPHENS INVESTMENT MANAGEMENT SEEKS AGGRESSIVELY TO IDENTIFY FAVORABLE SECURITIES, ECONOMIC AND MARKET SECTORS, AND INVESTMENT OPPORTUNITIES THAT OTHER INVESTORS AND INVESTMENT ADVISERS MAY NOT HAVE IDENTIFIED. WHEN ROBERTSON STEPHENS INVESTMENT MANAGEMENT IDENTIFIES SUCH AN INVESTMENT OPPORTUNITY, IT MAY DEVOTE MORE OF A FUND'S ASSETS TO PURSUING THAT OPPORTUNITY, OR AT DIFFERENT TIMES, THAN MANY OTHER MUTUAL FUNDS, AND MAY SELECT INVESTMENTS FOR THE FUND THAT WOULD BE INAPPROPRIATE FOR LESS AGGRESSIVE MUTUAL FUNDS. IN ADDITION, UNLIKE MOST OTHER MUTUAL FUNDS, MANY OF THE FUNDS MAY ENGAGE IN SHORT SALES OF SECURITIES WHICH INVOLVE SPECIAL RISKS. None of the Funds, other than the Growth & Income Fund, invests for current income. Each of the Funds may hold a portion of its assets in cash or money market investments. The investment objectives and policies of each Fund may, unless otherwise specifically stated, be changed by the Trustees of the Trust without shareholder approval. All percentage limitations on investments will apply at the time of investment and will not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of the investment. There can, of course, be no assurance that a Fund will achieve its investment objective. For a description of certain risks associated with the Funds' investment practices, see "Other investment practices and risk considerations," below. THE CONTRARIAN FUND - -------------------------------------------------------------------------------- THE CONTRARIAN FUND'S INVESTMENT OBJECTIVE IS MAXIMUM LONG-TERM GROWTH. Normally, the Contrarian Fund seeks this growth by aggressive yet flexible investing worldwide in growing companies that are attractively priced. The Contrarian Fund focuses its investments primarily on equity securities of domestic, multinational, and foreign companies whose potential values generally have been overlooked by other investors. Such companies include attractively priced businesses that have not yet been discovered or become popular, previously unpopular companies with growth potential due to changed circumstances, companies that have declined in value and no longer command an investor following, and previously popular companies temporarily out of favor due to short-term factors. In implementing its "contrarian" investment strategy, the Fund may take positions that are different from those taken by other mutual funds. For example, the Fund may sell the stocks of some issuers short, and may take positions in options and futures contracts in anticipation of a market decline. The Fund is a non-diversified mutual fund. THE DEVELOPING COUNTRIES FUND - -------------------------------------------------------------------------------- THE DEVELOPING COUNTRIES FUND'S INVESTMENT OBJECTIVE IS LONG-TERM CAPITAL APPRECIATION. The Fund invests primarily in a non-diversified portfolio of publicly traded developing country equity securities. The Fund may also, to a lesser degree, invest in private placements of developing country equity securities. Developing country equity securities are securities which are principally traded in the capital markets of a developing country; securities of companies that derive at least 50% of their total revenues from either goods produced or services performed in developing countries or from sales made in developing countries, regardless of where the securities of such companies are principally traded; securities of companies organized under the laws of, and with a principal office in, a developing country; securities of investment companies (such as country funds) that principally invest in developing country securities; and American Depository -8- Receipts (ADRs) and Global Depository Receipts (GDRs) with respect to the securities of such companies. Developing countries are countries that in the opinion of Robertson Stephens Investment Management are generally considered to be developing countries by the international financial community. The Fund will normally invest at least 65% of its assets in developing country equity securities. The Fund is a non-diversified mutual fund. The Developing Countries Fund may invest up to 10% of its total assets in shares of other investment companies. Such other investment companies would likely pay expenses similar to those paid by the Fund, including, for example, advisory and administrative fees. Robertson Stephens Investment Management will waive its investment advisory fees on the Fund's assets invested in other open- end investment companies, to the extent of the advisory fees of those investment companies attributable to the Fund's investment. In selecting investments for the Fund, Robertson Stephens Investment Management may consider a number of factors in evaluating potential investments, including political risks, classic macroeconomic variables, and equity market valuations. Robertson Stephens Investment Management may also focus on the quality of a company's management, the company's growth prospects, and the financial well being of the company. The Developing Countries Fund's investments generally will reflect a broad cross-section of countries, industries, and companies in order to minimize risk. In situations where the market for a particular security is determined by Robertson Stephens Investment Management to be sufficiently liquid, the Fund may engage in short sales. Prior to July 1995, the Developing Countries Fund was known as the "Robertson Stephens Emerging Markets Fund." THE DIVERSIFIED GROWTH FUND - -------------------------------------------------------------------------------- The Diversified Growth Fund's investment objective is to seek long-term capital growth. In selecting investments for the Fund, Robertson Stephens Investment Management focuses on small-and mid-cap companies, to create a portfolio of investments broadly diversified over industry sectors and companies. The Fund invests principally in common and preferred stocks and warrants. Although the Fund will focus on companies with market capitalizations of up to $3 billion, the Fund intends to remain flexible and may invest in securities of larger companies. The Fund may also purchase debt securities Robertson Stephens Investment Management believes are consistent with the Fund's investment objective, and may engage in short sales of securities it expects to decline in price. Small- and mid-cap companies may present greater opportunities for investment return, but also involve greater risks. They may have limited product lines, markets, or financial resources, or may depend on a limited management group. Their securities may trade less frequently and in limited volume. As a result, the prices of these securities may fluctuate more than prices of securities of larger, widely traded companies. See "Investments in smaller companies," below. THE EMERGING GROWTH FUND - -------------------------------------------------------------------------------- THE EMERGING GROWTH FUND'S INVESTMENT OBJECTIVE IS CAPITAL APPRECIATION. The Fund invests in an actively managed diversified portfolio of equity securities (principally common stocks) of emerging growth companies. Emerging growth companies are companies that, in the opinion of Robertson Stephens Investment Management, have the potential, based on superior products or services, operating characteristics, and financing capabilities, for more rapid growth than the overall economy. The Emerging Growth Fund's investments generally are held in a portfolio of securities of companies in industry segments that are experiencing rapid growth such as segments of high technology, environmental and health care-related industries and in companies with proprietary manufacturing or service businesses. Robertson Stephens Investment Management may consider a number of factors in evaluating potential investments, including the quality of management, the state of development of the technology involved, the market for the company's products, and the financial condition of the company. Among the aspects of a company's financial condition which may be considered by Robertson Stephens Investment Management are -9- the company's earnings growth prospects, the availability of cash flow and assets to finance research and product development, and the company's return on capital. Small- and mid-cap companies may present greater opportunities for investment return, but may also involve greater risks. They may have limited product lines, markets, or financial resources, or may depend on a limited management group. Their securities may trade less frequently and in limited volume. As a result, the prices of these securities may fluctuate more than prices of securities of larger, widely traded companies. See "Investments in smaller companies," below. THE GLOBAL LOW-PRICED STOCK FUND - -------------------------------------------------------------------------------- THE GLOBAL LOW-PRICED STOCK FUND'S INVESTMENT OBJECTIVE IS LONG-TERM GROWTH. The Fund intends to invest in "low-priced" stocks (prices no greater than $10 per share) of companies worldwide that have future growth potential, but are overlooked or underappreciated by other investors. Robertson Stephens Investment Management believes there are substantial opportunities to discover and invest in undervalued companies that have long- term growth prospects. Such companies include attractively priced businesses that have not yet been discovered by other investors, previously out-of-favor companies with growth potential due to changing circumstances, companies that have declined in value and no longer command an investor following, and companies temporarily out of favor due to short-term factors. In most cases there will be little coverage by Wall Street analysts of the companies in which the Fund invests. Institutional ownership will also usually be limited. It has been the experience of Robertson Stephens Investment Management that attractive investment opportunities often exist in companies whose stock price is $10 or less per share. For many reasons, including limits on purchasing the stocks "on margin" (with borrowed money), many investors do not buy low-priced stocks. The result is less competition from other investors, and the potential that a company's value may not be reflected fully in its stock price. In selecting securities for the Fund's portfolio, Robertson Stephens Investment Management uses a "bottom-up" analysis, looking at companies of all sizes, and in all industries and geographical markets. Robertson Stephens Investment Management focuses on a company's financial condition, profitability prospects, and capital needs going forward. Robertson Stephens Investment Management will likely invest in certain stocks before other investors recognize their value. The result could be a lack of stock price movement in the near term. Investors should therefore have a long-term investment horizon when investing in the Fund. Although the Fund will seek to invest principally in common stocks, it may also invest any portion of its assets in preferred stocks, warrants, and debt securities if Robertson Stephens Investment Management believes they would help achieve the Fund's objective. The Fund will normally invest substantially all of its assets in low-priced stocks, and will normally invest in securities of issuers located in at least three countries, one of which may be the United States. Smaller companies may present greater opportunities for investment return, but may also involve greater risks. They may have limited product lines, markets, or financial resources, or may depend on a limited management group. Their securities may trade less frequently and in limited volume. As a result, the prices of these securities may fluctuate more than prices of securities of larger, more widely traded companies. See "Investments in smaller companies," below. THE GLOBAL NATURAL RESOURCES FUND - -------------------------------------------------------------------------------- THE GLOBAL NATURAL RESOURCES FUND'S INVESTMENT OBJECTIVE IS LONG-TERM CAPITAL APPRECIATION. The Fund will invest primarily in securities of issuers in the natural resources industries. The Fund is designed for investors who believe that investment in securities of such companies provides the opportunity for capital appreciation, while offering the potential over the long term to limit the adverse effects of inflation. The Fund may invest in securities of issuers located anywhere in the world if Robertson Stephens Investment Management believes they offer the potential for capital appreciation. Although the Fund will seek to invest principally in common stocks, it may also invest in preferred stocks, securities convertible into common stocks or preferred stocks, and warrants to purchase common stocks or preferred stocks. The Fund will seek to invest in companies with strong potential for earnings growth, and whose earnings and tangible assets could benefit from accelerating inflation. Robertson Stephens Investment Management believes that companies in the natural resources industries with the -10- flexibility to adjust prices or control operating costs offer attractive opportunities for capital growth when inflation is rising. Companies in the NATURAL RESOURCES INDUSTRIES include companies that Robertson Stephens Investment Management considers to be principally engaged in the discovery, development, production, or distribution of natural resources, the development of technologies for the production or efficient use of natural resources, or the furnishing of related supplies or services. Natural resources include, for example, energy sources, precious metals, forest products, real estate, nonferrous metals, and other basic commodities. Companies in the natural resources industries may include, for example: - COMPANIES THAT PARTICIPATE IN THE DISCOVERY AND DEVELOPMENT OF NATURAL RESOURCES from new or conventional sources. - COMPANIES THAT OWN OR PRODUCE NATURAL RESOURCES such as oil, natural gas, precious metals, and other commodities. - COMPANIES THAT ENGAGE IN THE TRANSPORTATION, DISTRIBUTION, OR PROCESSING of natural resources. - COMPANIES THAT CONTRIBUTE NEW TECHNOLOGIES FOR THE PRODUCTION OR EFFICIENT USE OF NATURAL RESOURCES, such as systems for energy conversion, conservation, and pollution control. - COMPANIES THAT PROVIDE RELATED SERVICES such as mining, drilling, chemicals, and related parts and equipment. A particular company will be considered to be principally engaged in the natural resources industries if at the time of investment Robertson Stephens Investment Management determines that at least 50% of the company's assets, gross income, or net profits are committed to, or derived from, those industries. A company will also be considered to be principally engaged in the natural resources industries if Robertson Stephens Investment Management considers that the company has the potential for capital appreciation primarily as a result of particular products, technology, patents, or other market advantages in those industries. The Fund will normally invest at least 65% of its assets in securities of companies in the natural resources industries. The Fund may invest the remainder of its assets in securities of companies in any industry if Robertson Stephens Investment Management believes they would help achieve the Fund's objective of long-term capital appreciation. The portion of the Fund's assets invested in such securities will vary depending on Robertson Stephens Investment Management's evaluation of economic conditions, inflationary expectations, and other factors affecting companies in the natural resources industries and other sectors. The Fund may also sell securities short if it expects their market price to decline. The Fund will normally invest in securities of issuers located in at least three countries, one of which may be the United States. Because the Fund's investments are concentrated in the natural resources industries, the value of its shares will be especially affected by factors peculiar to those industries and may fluctuate more widely than the value of shares of a portfolio which invests in a broader range of industries. For example, changes in commodity prices may affect both the industries which produce, refine, and distribute them and industries which supply alternate sources of commodities. In addition, certain of these industries are generally subject to greater government regulation than many other industries; therefore, changes in regulatory policies may have a material effect on the business of companies in these industries. THE GROWTH & INCOME FUND - -------------------------------------------------------------------------------- THE GROWTH & INCOME FUND'S INVESTMENT OBJECTIVE IS LONG-TERM TOTAL RETURN. The Fund will pursue this objective primarily by investing in equity and debt securities, focusing on small- and mid-cap companies that offer the potential for capital appreciation, current income, or both. The Fund will normally invest the majority of its assets in common and preferred stocks, convertible securities, bonds, and notes. Although the Fund will focus on companies with market capitalizations of up to $3 billion, the Fund intends to remain flexible and may invest in securities of larger companies. The Fund may also engage in short sales of securities it expects to decline in price. The Fund intends to pay dividends quarterly; the amount of any dividends will fluctuate. -11- Small- and mid-cap companies may present greater opportunities for investment return, but may also involve greater risks. They may have limited product lines, markets, or financial resources, or may depend on a limited management group. Their securities may trade less frequently and in limited volume. As a result, the prices of these securities may fluctuate more than prices of securities of larger, widely traded companies. See "Investments in smaller companies," below. THE INFORMATION AGE FUND - -------------------------------------------------------------------------------- THE INFORMATION AGE FUND'S INVESTMENT OBJECTIVE IS LONG-TERM CAPITAL APPRECIATION. The Fund is designed for investors who believe that aggressive investment in common stocks of companies in the information technology industries provides significant opportunities for capital appreciation. While ordinary mutual funds may place some of their portfolios in securities of companies in the information technology sector, the Robertson Stephens Information Age Fund focuses its investments in that sector. Although the Fund will seek to invest principally in common stocks, it may also invest any portion of its assets in preferred stocks and warrants if Robertson Stephens Investment Management believes they would help achieve the Fund's objective. The Fund may also engage in short sales of securities it expects to decline in price. Companies in the INFORMATION TECHNOLOGY INDUSTRIES include companies that Robertson Stephens Investment Management considers to be principally engaged in the development, production, or distribution of products or services related to the processing, storage, transmission, or presentation of information or data. The following examples illustrate the wide range of products and services provided by these industries: - COMPUTER HARDWARE AND SOFTWARE of any kind, including, for example, semiconductors, minicomputers, and peripheral equipment. - TELECOMMUNICATIONS products and services. - MULTIMEDIA products and services, including, for example, goods and services used in the broadcast and media industries. - DATA PROCESSING products and services. - FINANCIAL SERVICES companies that collect or disseminate market, economic, and financial information. A particular company will be considered to be principally engaged in the information technology industries if at the time of investment Robertson Stephens Investment Management determines that at least 50% of the company's assets, gross income, or net profits are committed to, or derived from, those industries. A company will also be considered to be principally engaged in the information technology industries if Robertson Stephens Investment Management considers that the company has the potential for capital appreciation primarily as a result of particular products, technology, patents, or other market advantages in those industries. The Fund will normally invest at least 65% of its assets in securities of companies in the information technology industries. Because the Fund's investments are concentrated in the information technology industries, the value of its shares will be especially affected by factors peculiar to those industries and may fluctuate more widely than the value of shares of a portfolio which invests in a broader range of industries. For example, many products and services are subject to risks of rapid obsolescence caused by technological advances. Competitive pressures may have a significant effect on the financial condition of companies in the information technology industries. For example, if information technology continues to advance at an accelerated rate, and the number of companies and product offerings continues to expand, these companies could become increasingly sensitive to short product cycles and aggressive pricing. In addition, many of the activities of companies in the information technology industries are highly capital intensive, and it is possible that a company which invests substantial amounts of capital in the development of new products or services will be unable to recover its investment or otherwise to meet its obligations. THE PARTNERS FUND - -------------------------------------------------------------------------------- THE PARTNERS FUND'S INVESTMENT OBJECTIVE IS LONG-TERM GROWTH. The Fund will employ a value methodology to invest in equity securities primarily of companies with market capitalizations of up to $750 -12- million. This traditional value methodology combines Graham & Dodd balance sheet analysis with cash flow analysis. In selecting investments for the Fund, Robertson Stephens Investment Management will: - Perform fundamental research focusing on business analysis; - Observe how management allocates capital; - Strive to understand the unit economics of the business of the company; - Key on the cash flow rate of return on capital employed; - Discern the sources and uses of cash; - Consider how management is compensated; and - Ask how the stock market is pricing the entire company. At times, the Fund may invest all or most of its assets in securities of U.S. issuers. At other times, the Fund may invest any portion of its assets in foreign securities, if Robertson Stephens Investment Management believes they offer attractive investment values. Small companies may present greater opportunities for investment return, but may also involve greater risks. They may have limited product lines, markets, or financial resources, or may depend on a limited management group. Their securities may trade less frequently and in limited volume. As a result, the prices of these securities may fluctuate more than prices of securities of larger, widely traded companies. See "Investments in smaller companies," below. Although the Fund will seek to invest principally in common stocks, it may also invest in preferred stocks, warrants, and debt securities if Robertson Stephens Investment Management believes they would help achieve the Fund's objectives. The Fund may also hold a portion of its assets in cash or money market instruments. The Fund is a non-diversified mutual fund. THE VALUE + GROWTH FUND - -------------------------------------------------------------------------------- THE VALUE + GROWTH FUND'S INVESTMENT OBJECTIVE IS CAPITAL APPRECIATION. The Fund invests primarily in growth companies with favorable relationships between price/earnings ratios and growth rates, in sectors offering the potential for above-average returns. The Fund may invest in securities of larger or smaller companies, although a substantial portion of its assets may at times be invested in securities of companies within the small- or mid-cap range (with market capitalizations of up to $2 billion). In selecting investments for the Fund, Robertson Stephens Investment Management's primary emphasis is typically on evaluating a company's management, growth prospects, business operations, revenues, earnings, cash flows, and balance sheet in relationship to its share price. Robertson Stephens Investment Management may select stocks which it believes are undervalued relative to the current stock price. Undervaluation of a stock can result from a variety of factors, such as a lack of investor recognition of (1) the value of a business franchise and continuing growth potential, (2) a new, improved or upgraded product, service or business operation, (3) a positive change in either the economic or business condition for a company, (4) expanding or changing markets that provide a company with either new earnings direction or acceleration, or (5) a catalyst, such as an impending or potential asset sale or change in management, that could draw increased investor attention to a company. Robertson Stephens Investment Management also may use similar factors to identify stocks which it believes to be overvalued, and may engage in short sales of such securities. OTHER INVESTMENT PRACTICES AND RISK CONSIDERATIONS - -------------------------------------------------------------------------------- The Funds may also engage in the following investment practices, each of which involves certain special risks. The Statement of Additional Information contains more detailed information about these practices (some of which may be considered "derivative" investments), including limitations designed to reduce these risks. -13- INVESTMENTS IN SMALLER COMPANIES. Each of the Funds may invest a substantial portion of its assets in securities issued by small companies. Such companies may offer greater opportunities for capital appreciation than larger companies, but investments in such companies may involve certain special risks. Such companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group. While the markets in securities of such companies have grown rapidly in recent years, such securities may trade less frequently and in smaller volume than more widely held securities. The values of these securities may fluctuate more sharply than those of other securities, and a Fund may experience some difficulty in establishing or closing out positions in these securities at prevailing market prices. There may be less publicly available information about the issuers of these securities or less market interest in such securities than in the case of larger companies, and it may take a longer period of time for the prices of such securities to reflect the full value of their issuers' underlying earnings potential or assets. Some securities of smaller issuers may be restricted as to resale or may otherwise be highly illiquid. The ability of a Fund to dispose of such securities may be greatly limited, and a Fund may have to continue to hold such securities during periods when Robertson Stephens Investment Management would otherwise have sold the security. It is possible that Robertson Stephens Investment Management or its affiliates or clients may hold securities issued by the same issuers, and may in some cases have acquired the securities at different times, on more favorable terms, or at more favorable prices, than a Fund. SHORT SALES. (ALL FUNDS EXCEPT THE EMERGING GROWTH, GLOBAL LOW-PRICED STOCK, AND PARTNERS FUNDS.) When Robertson Stephens Investment Management anticipates that the price of a security will decline, it may sell the security short and borrow the same security from a broker or other institution to complete the sale. A Fund may make a profit or incur a loss depending upon whether the market price of the security decreases or increases between the date of the short sale and the date on which the Fund must replace the borrowed security. All short sales must be fully collateralized, and no Fund will sell securities short if, immediately after and as a result of the sale, the value of all securities sold short by the Fund exceeds 25% of its total assets. Each of the Funds limits short sales of any one issuer's securities to 2% of the Fund's total assets and to 2% of any one class of the issuer's securities. FOREIGN SECURITIES. The Funds may invest in securities principally traded in foreign markets. Since foreign securities are normally denominated and traded in foreign currencies, the value of a Fund's assets may be affected favorably or unfavorably by currency exchange rates and exchange control regulations. There may be less information publicly available about a foreign company than about a U.S. company, and foreign companies are not generally subject to accounting, auditing, and financial reporting standards and practices comparable to those in the United States. The securities of some foreign companies are less liquid and at times more volatile than securities of comparable U.S. companies. Foreign brokerage commissions and other fees are also generally higher than in the United States. Foreign settlement procedures and trade regulations may involve certain risks (such as delay in payment or delivery of securities or in the recovery of a Fund's assets held abroad) and expenses not present in the settlement of domestic investments. In addition, there may be a possibility of nationalization or expropriation of assets, imposition of currency exchange controls, confiscatory taxation, political or financial instability, and diplomatic developments that could affect the value of a Fund's investments in certain foreign countries. Legal remedies available to investors in certain foreign countries may be more limited than those available with respect to investments in the United States or in other foreign countries. In the case of securities issued by a foreign governmental entity, the issuer may in certain circumstances be unable or unwilling to meet its obligations on the securities in accordance with their terms, and a Fund may have limited recourse available to it in the event of default. The laws of some foreign countries may limit a Fund's ability to invest in securities of certain issuers located in those foreign countries. Special tax considerations apply to foreign securities. A Fund may buy or sell foreign currencies and options and futures contracts on foreign currencies for hedging purposes in connection with its foreign investments. Certain Funds may at times invest a substantial portion of their assets in securities of issuers in developing countries. Investments in developing countries are subject to the same risks applicable to foreign investments generally, although those risks may be increased due to conditions in such countries. For example, the securities markets and legal systems in developing countries may only be in a developmental -14- stage and may provide few, or none, of the advantages or protections of markets or legal systems available in more developed countries. Although many of the securities in which the Funds may invest are traded on securities exchanges, they may trade in limited volume, and the exchanges may not provide all of the conveniences or protections provided by securities exchanges in more developed markets. The Funds may also invest a substantial portion of their assets in securities traded in the over-the-counter markets in such countries and not on any exchange, which may affect the liquidity of the investment and expose the Funds to the credit risk of their counterparties in trading those investments. DEBT SECURITIES. Each of the Funds may invest in debt securities from time to time, if Robertson Stephens Investment Management believes investing in such securities might help achieve the Fund's objective. The Growth & Income Fund and the Partners Fund may invest without limit in debt securities and other fixed-income securities. Each of the other Funds may invest in debt securities to the extent consistent with its investment policies, although Robertson Stephens Investment Management expects that under normal circumstances those Funds would not likely invest a substantial portion of their assets in debt securities. The CONTRARIAN FUND, the DIVERSIFIED GROWTH FUND, and the GROWTH & INCOME FUND may invest in lower-quality, high-yielding debt securities. Lower-rated debt securities (commonly called "junk bonds") are considered to be of poor standing and predominantly speculative. Securities in the lowest rating categories may have extremely poor prospects of attaining any real investment standing and may be in default. The rating services' descriptions of securities in the lower rating categories, including their speculative characteristics, are set forth in the Statement of Additional Information. Like those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. In addition, the lower ratings of such securities reflect a greater possibility that adverse changes in the financial condition of the issuer, or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. Changes by recognized rating services in their ratings of any fixed-income security and in the ability or perceived inability of an issuer to make payments of interest and principal may also affect the value of these investments. See the Statement of Additional Information. EACH OF THE OTHER FUNDS will invest only in securities rated "investment grade" or considered by Robertson Stephens Investment Management to be of comparable quality. Investment grade securities are rated Baa or higher by Moody's Investors Service, Inc. or BBB or higher by Standard & Poor's. Securities rated Baa or BBB lack outstanding investment characteristics, have speculative characteristics, and are subject to greater credit and market risks than higher-rated securities. Descriptions of the securities ratings assigned by Moody's and Standard & Poor's are described in the Statement of Additional Information. Any of the Funds may at times invest in so-called "zero-coupon" bonds and "payment-in-kind" bonds. Zero-coupon bonds are issued at a significant discount from face value and pay interest only at maturity rather than at intervals during the life of the security. Payment-in-kind bonds allow the issuer, at its option, to make current interest payments on the bonds either in cash or in additional bonds. The values of zero-coupon bonds and payment-in-kind bonds are subject to greater fluctuation in response to changes in market interest rates than bonds which pay interest currently, and may involve greater credit risk than such bonds. A Fund will not necessarily dispose of a security when its debt rating is reduced below its rating at the time of purchase, although Robertson Stephens Investment Management will monitor the investment to determine whether continued investment in the security will assist in meeting the Fund's investment objective. BORROWING AND LEVERAGE. The CONTRARIAN FUND and DEVELOPING COUNTRIES FUND may borrow money to invest in additional portfolio securities. This practice, known as "leverage," increases a Fund's market exposure and its risk. When a Fund has borrowed money for leverage and its investments increase or decrease in value, the Fund's net asset value will normally increase or decrease more than if it had not borrowed money. The interest the Fund must pay on borrowed money will reduce the amount of any potential gains or increase any losses. The extent to which a Fund will borrow money, and the amount it may borrow, depend on market conditions and interest rates. Successful use of leverage depends on Robertson Stephens Investment Management's ability to predict market movements correctly. A Fund may at times borrow money by means of reverse repurchase agreements. Reverse repurchase agreements generally involve -15- the sale by a Fund of securities held by it and an agreement to repurchase the securities at an agreed-upon price, date, and interest payment. Reverse repurchase agreements will increase a Fund's overall investment exposure and may result in losses. OPTIONS AND FUTURES. A Fund may buy and sell call and put options to hedge against changes in net asset value or to attempt to realize a greater current return. In addition, through the purchase and sale of futures contracts and related options, a Fund may at times seek to hedge against fluctuations in net asset value and to attempt to increase its investment return. A Fund's ability to engage in options and futures strategies will depend on the availability of liquid markets in such instruments. It is impossible to predict the amount of trading interest that may exist in various types of options or futures contracts. Therefore, there is no assurance that a Fund will be able to utilize these instruments effectively for the purposes stated above. Although the Funds will only engage in options and futures transactions for limited purposes, those transactions involve certain risks which are described below and in the Statement of Additional Information. Transactions in options and futures contracts involve brokerage costs and may require a Fund to segregate assets to cover its outstanding positions. For more information, see the Statement of Additional Information. INDEX FUTURES AND OPTIONS. A Fund may buy and sell index futures contracts ("index futures") and options on index futures and on indices (or may purchase warrants whose value is based on the value from time to time of one or more foreign securities indices) for hedging purposes. An index future is a contract to buy or sell units of a particular bond or stock index at an agreed price on a specified future date. Depending on the change in value of the index between the time when the Fund enters into and terminates an index futures or option transaction, the Fund realizes a gain or loss. A Fund may also buy and sell index futures and options to increase its investment return. LEAPS AND BOUNDS. The VALUE + GROWTH FUND may purchase long-term exchange- traded equity options called Long-Term Equity Anticipation Securities ("LEAPs") and Buy-Write Options Unitary Derivatives ("BOUNDs"). LEAPs provide a holder the opportunity to participate in the underlying securities' appreciation in excess of a fixed dollar amount, and BOUNDs provide a holder the opportunity to retain dividends on the underlying securities while potentially participating in the underlying securities' capital appreciation up to a fixed dollar amount. The VALUE + GROWTH FUND will not purchase these options with respect to more than 25% of the value of its net assets and will limit the premiums paid for such options in accordance with the most restrictive applicable state securities laws. RISKS RELATED TO OPTIONS AND FUTURES STRATEGIES. Options and futures transactions involve costs and may result in losses. Certain risks arise because of the possibility of imperfect correlations between movements in the prices of futures and options and movements in the prices of the underlying security or index or of the securities held by a Fund that are the subject of a hedge. The successful use by a Fund of the strategies described above further depends on the ability of Robertson Stephens Investment Management to forecast market movements correctly. Other risks arise from a Fund's potential inability to close out futures or options positions. Although a Fund will enter into options or futures transactions only if Robertson Stephens Investment Management believes that a liquid secondary market exists for such option or futures contract, there can be no assurance that a Fund will be able to effect closing transactions at any particular time or at an acceptable price. Certain provisions of the Internal Revenue Code may limit a Fund's ability to engage in options and futures transactions. Each Fund expects that its options and futures transactions generally will be conducted on recognized exchanges. A Fund may in certain instances purchase and sell options in the over-the-counter markets. A Fund's ability to terminate options in the over-the-counter markets may be more limited than for exchange- traded options, and such transactions also involve the risk that securities dealers participating in such transactions would be unable to meet their obligations to the Fund. A Fund will, however, engage in over-the-counter transactions only when appropriate exchange-traded transactions are unavailable and when, in the opinion of Robertson Stephens Investment Management, the pricing mechanism and liquidity of the over-the-counter markets are satisfactory and the participants are responsible parties likely to meet their obligations. -16- A Fund will not purchase futures or options on futures or sell futures if, as a result, the sum of the initial margin deposits on the Fund's existing futures positions and premiums paid for outstanding options on futures contracts would exceed 5% of the Fund's assets. (For options that are "in-the-money" at the time of purchase, the amount by which the option is "in-the-money" is excluded from this calculation.) NON-DIVERSIFICATION AND SECTOR CONCENTRATION. The CONTRARIAN FUND, THE DEVELOPING COUNTRIES FUND, AND THE PARTNERS FUND are "non-diversified" investment companies . This means that each of those Funds may invest its assets in a limited number of issuers. Under the Internal Revenue Code, a Fund generally may not invest more than 25% of its assets in obligations of any one issuer other than U.S. Government obligations and, with respect to 50% of its total assets, a Fund may not invest more than 5% of its total assets in the securities of any one issuer (except U.S. Government securities). Thus, a Fund may invest up to 25% of its total assets in the securities of each of any two issuers. This practice involves an increased risk of loss to a Fund if the market value of a security should decline or its issuer were otherwise not to meet its obligations. At times a Fund may invest more than 25% of its assets in securities of issuers in one or more market sectors such as, for example, the technology sector. A market sector may be made up of companies in a number of related industries. A Fund would only concentrate its investments in a particular market sector if the Fund's investment adviser were to believe the investment return available from concentration in that sector justifies any additional risk associated with concentration in that sector. When a Fund concentrates its investments in a market sector, financial, economic, business, and other developments affecting issuers in that sector will have a greater effect on the Fund than if it had not concentrated its assets in that sector. Currently, the CONTRARIAN FUND has invested a significant portion of its assets in companies within a number of industries involving base metals, precious metals, and oil/energy. In addition, the VALUE + GROWTH FUND has invested a significant portion of its assets in companies within a number of industries in the technology and telecommunications sectors. Accordingly, the performance of these Funds may be subject to a greater risk of market fluctuation than that of a fund invested in a wider spectrum of market or industrial sectors. SECURITIES LOANS AND REPURCHASE AGREEMENTS. Each of the Funds may lend portfolio securities to broker-dealers and may enter into repurchase agreements. These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligations and the Fund is delayed or prevented from recovering the collateral. DEFENSIVE STRATEGIES. At times, Robertson Stephens Investment Management may judge that market conditions make pursuing a Fund's basic investment strategy inconsistent with the best interests of its shareholders. At such times, Robertson Stephens Investment Management may temporarily use alternative strategies, primarily designed to reduce fluctuations in the values of the Fund's assets. In implementing these "defensive" strategies, a Fund may invest in U.S. Government securities, other high-quality debt instruments, and other securities Robertson Stephens Investment Management believes to be consistent with the Fund's best interests. PORTFOLIO TURNOVER. The length of time a Fund has held a particular security is not generally a consideration in investment decisions. The investment policies of a Fund may lead to frequent changes in the Fund's investments, particularly in periods of volatile market movements. A change in the securities held by a Fund is known as "portfolio turnover." Portfolio turnover generally involves some expense to a Fund, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestment in other securities. Such sales may result in realization of taxable capital gains. Annual portfolio turnover is expected to be less than 100% for the Partners Fund and the Global Natural Resources Fund, and less than 200% for the Diversified Growth, Growth & Income, Global Low- Priced Stock, and Information Age Funds. The Portfolio turnover rates for the other Funds are set forth under "Financial Highlights." -17- MANAGEMENT OF THE FUNDS - -------------------------------------------------------------------------------- The Trustees of the Trust are responsible for generally overseeing the conduct of the Trust's business. ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P., 555 California Street, San Francisco, CA 94104, is the investment adviser for each of the Funds other than the Emerging Growth Fund. Robertson, Stephens & Company Investment Management, L.P., a California limited partnership, was formed in 1993 and is registered as an investment adviser with the Securities and Exchange Commission. The general partner of Robertson, Stephens & Company Investment Management, L.P. is Robertson, Stephens & Company, Inc., and the principal limited partner is Robertson, Stephens & Company LLC, the Funds' distributor and a major investment banking firm specializing in emerging growth companies that has developed substantial investment research, underwriting, and venture capital expertise. Since 1978, Robertson, Stephens & Company LLC has managed underwritten public offerings for over $15.23 billion of securities of emerging growth companies. Robertson, Stephens & Company Investment Management, L.P. and its affiliates have in excess of $3.3 billion under management in public and private investment funds. Robertson, Stephens & Company LLC, its general partner, Robertson, Stephens & Company, Inc., and Sanford R. Robertson may be deemed to be control persons of Robertson, Stephens & Company Investment Management, L.P. Robertson Stephens Investment Management, Inc., 555 California Street, San Francisco, CA 94104 is the investment adviser for the Emerging Growth Fund. Robertson Stephens Investment Management, Inc. commenced operations in March 1986 and is registered as an investment adviser with the Securities and Exchange Commission and is an indirect wholly-owned subsidiary of Robertson, Stephens & Company LLC. Subject to such policies as the Trustees may determine, Robertson Stephens Investment Management furnishes a continuing investment program for the Funds and makes investment decisions on their behalf pursuant to Investment Advisory Agreements with each Fund. Robertson Stephens Investment Management is also responsible for overall management of the Funds' business affairs, subject to the authority of the Board of Trustees, and for providing office space and officers for the Trust. The Trust pays all expenses not assumed by Robertson Stephens Investment Management including, among other things, Trustees' fees, auditing, accounting, legal, custodial, investor servicing, and shareholder reporting expenses, and payments under the Funds' Distribution Plans. Robertson Stephens Investment Management places all orders for purchases and sales of the Funds' shares. In selecting broker-dealers, Robertson Stephens Investment Management may consider research and brokerage services furnished to it and its affiliates. Robertson, Stephens & Company LLC may receive brokerage commissions from the Funds in accordance with procedures adopted by the Trustees under the Investment Company Act of 1940 which require periodic review of these transactions. Subject to seeking the most favorable price and execution available, Robertson Stephens Investment Management may consider sales of shares of the Funds as a factor in the selection of broker- dealers. ADMINISTRATIVE SERVICES. Each of the Diversified Growth, Growth & Income, Global Low-Priced Stock, Global Natural Resources, and Information Age Funds has entered into an agreement with Robertson Stephens Investment Management pursuant to which Robertson Stephens Investment Management provides administrative services to the Fund. Each Fund pays Robertson Stephens Investment Management a fee for such services at the annual rate of 0.25% of its average daily net assets. PORTFOLIO MANAGERS - -------------------------------------------------------------------------------- PAUL H. STEPHENS has served as the Contrarian Fund's portfolio manager since its inception in June 1993. He is a founder of Robertson, Stephens & Company LLC. In addition to managing public investment portfolios for individuals since 1975, Mr. Stephens has acted as the firm's Chief Investment Officer since 1978. DAVID EVANS is responsible for managing the Emerging Growth Fund. Mr. Evans has more than fifteen years of investment research and management -18- experience, and has been a part of the management team at Robertson Stephens Investment Management since 1989. Mr. Evans was an analyst and portfolio manager at CIGNA before joining RSIM, Inc. RONALD E. ELIJAH has managed the Value + Growth Fund's portfolio since that Fund's inception in April 1992. Mr. Elijah is also the portfolio manager for the Information Age Fund. From August 1985 to January 1990, Mr. Elijah was a securities analyst for Robertson, Stephens & Company LLC. From January 1990 to January 1992, Mr. Elijah was an analyst and portfolio manager for Water Street Capital, which managed short selling investment funds. MICHAEL HOFFMAN has been responsible for managing the Developing Countries Fund's portfolio since that Fund's inception in April 1994. From August 1990 to April 1994, Mr. Hoffman was a portfolio manager with CIGNA International Investment Advisors, where he managed four portfolios with net assets ranging from $25 to $100 million. ANDREW P. PILARA, JR. has been responsible for managing the Partners Fund since the Fund's inception in July 1995 and is responsible for managing the Global Natural Resources Fund. Since August 1993 he has been a member of the Contrarian Fund management team. Mr. Pilara has been involved in the securities business for over 25 years, with experience in portfolio management, research, trading, and sales. Prior to joining Robertson, Stephens & Company Investment Management, L.P., he was president of Pilara Associates, an investment management firm he established in 1974. M. HANNAH SULLIVAN is responsible for managing the Global Low-Priced Stock Fund. Since April 1992, she has been a member of the management team for the Contrarian Fund. JOHN L. WALLACE has been responsible for managing the Growth & Income Fund since its inception in July 1995 and is responsible for managing the Diversified Growth Fund. Prior to joining Robertson, Stephens & Company Investment Management, L.P., Mr. Wallace was Vice President of Oppenheimer Management Corp., where he was portfolio manager of the Oppenheimer Main Street Income and Growth Fund. HOW TO PURCHASE SHARES Currently, your minimum initial investment is $5,000 ($1,000 for IRAs), and your subsequent investments must be at least $100 ($1 for IRAs). You may obtain an Application by calling the Funds at 1-800-776-FUND, or by writing to Robertson, Stephens & Company LLC at 555 California Street, San Francisco, CA 94104. INITIAL INVESTMENTS - -------------------------------------------------------------------------------- You may make your initial investment in Fund shares by mail or by wire transfer as described below. BY MAIL: Send a completed Application, together with a check made payable to the Fund in which you intend to invest, to the Funds' Transfer Agent: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. BY WIRE: (1) Telephone National Financial Data Services at 1-800-272-6944. Indicate the name(s) to be used on the account registration, the mailing address, your social security number, the amount being wired, the name of your wiring bank, and the name and telephone number of a contact person at the wiring bank. Please include the account number that you receive in your wire along with the account name. -19- (2) Then instruct your bank to wire the specified amount, along with your account name and number to: State Street Bank and Trust Company ABA# 011 000028 Attn: Custody DDA# 99047177 225 Franklin Street Boston, MA 02110 Credit: [Name of Fund] For further credit: -------------------- (Shareholder's name) ------------------------- (Shareholder's account #) At the same time, you must mail a completed and signed Application to: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. Please include your account number on the Application. You also may purchase and sell shares through certain securities brokers. Such brokers may charge you a transaction fee for this service; account options available to clients of securities brokers, including arrangements regarding the purchase and sale of Fund shares, may differ from those available to persons investing directly in the Funds. In their sole discretion, either Robertson Stephens Investment Management or Robertson, Stephens & Company LLC, the Funds' distributor, may pay such brokers for shareholder, subaccounting, and other services, including handling such sales. SUBSEQUENT INVESTMENTS - -------------------------------------------------------------------------------- After your account is open, you may invest by mail, telephone, or wire at any time. Please include your name and account number on all checks and wires. Please use separate checks or wires for investments to separate accounts. AUTOBUY: The Autobuy option allows shareholders to purchase shares by moving money directly from their checking account to a Robertson Stephens fund. If you have established the Autobuy option, you may purchase additional shares in an existing account by calling the Transfer Agent at 1-800-272-6944 and instructing the Transfer Agent as to the dollar amount you wish to invest. The investment will automatically be processed through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. OTHER INFORMATION ABOUT PURCHASING SHARES - -------------------------------------------------------------------------------- All purchases of the Funds' shares are subject to acceptance by a Fund and are not binding until accepted and shares are issued. Your signed and completed Application (for initial investments) or account statement stub (for subsequent investments) and full payment, in the form of either a wire transfer or a check, must be received and accepted by a Fund before any purchase becomes effective. Purchases of Fund shares are made at the net asset value next determined after the purchase is accepted. See "How Net Asset Value Is Determined." Please initiate any wire transfer early in the morning to ensure that the wire is received by a Fund before 4:00 p.m. New York time. All purchases must be made in U.S. dollars, and checks should be drawn on banks located in the U.S. If your purchase of shares is canceled due to non- payment or because a check does not clear, you will be held responsible for any loss incurred by the Funds or the Transfer Agent. Each Fund can redeem shares to reimburse it or the Transfer Agent for any such loss. -20- Each Fund reserves the right to reject any purchase, in whole or in part, and to suspend the offering of its shares for any period of time and to change or waive the minimum investment amounts specified in this prospectus. No share certificates will be issued, except that certificates for shares of the Emerging Growth Fund will be issued upon written request to the Transfer Agent. EXCHANGE PRIVILEGE - -------------------------------------------------------------------------------- Shares of one Fund may be exchanged for shares of another Fund. Exchanges of shares will be made at their relative net asset values. Shares may be exchanged only if the amount being exchanged satisfies the minimum investment required and the shareholder is a resident of a state where shares of the appropriate Fund are qualified for sale. However, you may not exchange your investment in shares of any Fund more than four times in any twelve-month period (including the initial exchange of your investment from that Fund during the period, and subsequent exchanges of that investment from other Funds during the same twelve-month period). Investors should note that an exchange will result in a taxable event. Exchange privileges may be terminated, modified, or suspended by a Fund upon 60 days prior notice to shareholders. Unless you have indicated that you do not wish to establish telephone exchange privileges (see the Account Application or call the Funds for details), you may make exchanges by telephone. HOW TO REDEEM SHARES REDEMPTIONS BY MAIL - -------------------------------------------------------------------------------- You may redeem your shares of a Fund by mailing a written request for redemption to the Transfer Agent that: (1) states the number of shares or dollar amount to be redeemed; (2) identifies your account number; and (3) is signed by you and all other owners of the account exactly as their names appear on the account. If you request that the proceeds from your redemption be sent to you at an address other than your address of record, or to another party, you must include a signature guarantee for each such signature by an eligible signature guarantor, such as a member firm of a national securities exchange or a commercial bank or trust company located in the United States. If you are a resident of a foreign country, another type of certification may be required. Please contact the Transfer Agent for more details. Corporations, fiduciaries, and other types of shareholders may be required to supply additional documents which support their authority to effect a redemption. REDEMPTIONS BY TELEPHONE - -------------------------------------------------------------------------------- Unless you have indicated you do not wish to establish telephone redemption privileges (see the Account Application or call the Funds for details), you may redeem shares by calling the Transfer Agent at 1-800-272-6944 by 4:00 p.m. New York time on any day the New York Stock Exchange is open for business. If an account has more than one owner, the Transfer Agent may rely on the instructions of any one owner. Each Fund employs reasonable procedures in an effort to confirm the authenticity of telephone instructions, which may include requiring the caller to give a special authorization number assigned to your account. If these procedures are not followed, the Funds and the Transfer Agent may be responsible for any losses because of unauthorized or fraudulent instructions. By not declining telephone redemption privileges, you authorize the Transfer Agent to act upon any telephone instructions it believes to be genuine, (1) to redeem shares from your account and (2) to mail or wire the redemption proceeds. If you recently opened an account by wire, you cannot redeem shares by telephone until the Transfer Agent has received your completed Application. -21- Telephone redemption is not available for shares held in IRAs. Each Fund may change, modify, or terminate its telephone redemption services at any time upon 30 days notice. WIRE TRANSFER OF REDEMPTIONS - -------------------------------------------------------------------------------- If your financial institution receives Federal Reserve wires, you may instruct that your redemption proceeds be forwarded to you by a wire transfer. Please indicate your financial institution's complete wiring instructions. The Funds will forward proceeds from telephone redemptions only to the bank account or Robertson, Stephens & Company LLC brokerage account that you have authorized in writing. A $9.00 wire fee will be paid either by redeeming shares from your account or upon a full redemption, deducting the fee from the proceeds. AUTOSELL: The Autosell option allows shareholders to redeem shares from their Robertson Stephens fund accounts and to have the proceeds sent directly to their checking account. If you have established the Autosell option, you may redeem shares by calling the Transfer Agent at 1-800-272-6944 and instructing it as to the dollar amount or number of shares you wish to redeem. The proceeds will automatically be sent to your bank through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. GENERAL REDEMPTION POLICIES - -------------------------------------------------------------------------------- The redemption price per share is the net asset value per share next determined after the Transfer Agent receives the request for redemption in proper form, and each Fund will make payment for redeemed shares within seven days thereafter. Under unusual circumstances, a Fund may suspend repurchases, or postpone payment of redemption proceeds for more than seven days, as permitted by federal securities law. If you purchase shares of a Fund by check (including certified check) and redeem them shortly thereafter, the Fund will delay payment of the redemption proceeds for up to fifteen days after the Fund's receipt of the check. You may experience delays in exercising telephone redemptions during periods of abnormal market activity. Accordingly, during periods of volatile economic and market conditions, you may wish to consider transmitting redemption orders to the Transfer Agent by an overnight courier service. THE FUNDS' DISTRIBUTOR Shares of the Funds are distributed by Robertson, Stephens & Company LLC. Under its Distribution Agreement with the Funds, Robertson, Stephens & Company LLC bears certain expenses related to the distribution of shares of the Funds, including commissions payable to persons engaging in the distribution of the shares, advertising expenses, and the costs of preparing and distributing sales literature incurred in connection with the offering of the shares. To compensate Robertson, Stephens & Company LLC for the services it provides and for the expenses it bears under the Distribution Agreement, each Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the Investment Company Act of 1940 pursuant to which the Fund pays Robertson, Stephens & Company LLC compensation accrued daily and paid monthly, at the annual rate of 0.75% of that Fund's average daily net assets, in the case of the Contrarian Fund, and 0.25% of the Fund's average daily net assets, in the case of each of the other Funds. Robertson, Stephens & Company LLC may pay brokers a commission expressed as a percentage of the purchase price of shares of the Funds. Each Fund has agreed to indemnify Robertson, Stephens & Company LLC against certain liabilities, including liabilities under the Securities Act of 1933, as amended. -22- DIVIDENDS, DISTRIBUTIONS, AND TAXES Each Fund distributes substantially all of its net investment income and net capital gains to shareholders at least once per year (more often if necessary to avoid certain excise or income taxes on the Fund). The Growth & Income Fund pays distributions from net investment income quarterly. All distributions will be automatically reinvested in Fund shares unless the shareholder requests cash payment on at least 10 days prior written notice to the Transfer Agent. Each Fund intends to qualify as a "regulated investment company" for federal income tax purposes and to meet all other requirements that are necessary for it to be relieved of federal taxes on income and gains it distributes to shareholders. A Fund will distribute substantially all of its net investment income and net capital gain income on a current basis. All Fund distributions will be taxable to you as ordinary income, except that any distributions of net long-term capital gains will be taxed as such, regardless of how long you have held your shares. Distributions will be taxable as described above, whether received in cash or in shares through the reinvestment of distributions. Early in each year, the Trust will notify you of the amount and tax status of distributions paid to you by each of the Funds for the preceding year. The foregoing is a summary of certain federal income tax consequences of investing in a Fund. You should consult your tax adviser to determine the precise effect of an investment in a Fund on your particular tax situation. HOW NET ASSET VALUE IS DETERMINED Each Fund calculates the net asset value of its shares by dividing the total value of its assets, less liabilities, by the number of its shares outstanding. Shares are valued as of the close of regular trading on the New York Stock Exchange each day the Exchange is open. Fund securities for which market quotations are readily available are stated at market value. Short-term investments that will mature in 60 days or less are stated at amortized cost, which approximates market value. All other securities and assets are valued at their fair values determined by Robertson Stephens Investment Management. HOW PERFORMANCE IS DETERMINED Yield and total return data may from time to time be included in advertisements about the Funds. A Fund's "yield" is calculated by dividing the annualized net investment income per share during a recent 30-day period by the maximum public offering price per share on the last day of that period. "Total return" for one-and five-year periods, and for the life of a Fund, through the most recent calendar quarter represents the average annual compounded rate of return (or, in the case of a period of one year or less, the actual rate of return) on an investment of $1,000 in the Fund. Total return may also be presented for other periods. Quotations of yield or total return for a period when an expense limitation was in effect will be greater than if the limitation had not been in effect. A Fund's performance may be compared to various indices. See the Statement of Additional Information. Information may be presented in advertisements about a Fund describing the background and professional experience of the Fund's investment advisor or any portfolio manager. ALL DATA ARE BASED ON A FUND'S PAST INVESTMENT RESULTS AND DO NOT PREDICT FUTURE PERFORMANCE. Investment performance, which will vary, is based on many factors, including market conditions, the composition of the Fund's portfolio, and the Fund's investments expenses. Investment performance also often reflects the risks associated with a Fund's investment objective and policies. These factors should be considered when comparing a Fund's investment results to those of other mutual funds and other investment vehicles. ADDITIONAL INFORMATION Each Fund is a series of the Trust, which was organized on May 11, 1987 under the laws of the Commonwealth of Massachusetts and is a business entity commonly known as a "Massachusetts business trust." A copy of the Agreement and Declaration of Trust, which is governed by Massachusetts law, is on file with the Secretary of State of The Commonwealth of Massachusetts. -23- When matters are submitted for shareholder vote, shareholders of each series will have one vote for each full share owned and proportionate, fractional votes for fractional shares held. Generally, shares of each series vote separately as a class on all matters except (1) matters affecting only the interests of one or more of the series, in which case only shares of the affected series would be entitled to vote, or (2) when the Investment Company Act requires that shares of all series be voted in the aggregate. Although the Trust is not required to hold annual shareholder meetings, shareholders have the right to call a meeting to elect or remove Trustees, or to take other actions as provided in the Agreement and Declaration of Trust. State Street Bank and Trust Company, c/o National Financial Data Services, P.O. Box 419717, Kansas City, Missouri 64141, acts as each Fund's transfer agent and dividend paying agent. State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, also acts as the custodian of each Fund's portfolio. -24- - -------------------------------------------------------------------------------- THE ROBERTSON STEPHENS CONTRARIAN FUND THE ROBERTSON STEPHENS DEVELOPING COUNTRIES FUND THE ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND THE ROBERTSON STEPHENS EMERGING GROWTH FUND THE ROBERTSON STEPHENS GLOBAL LOW-PRICED STOCK FUND THE ROBERTSON STEPHENS GLOBAL NATURAL RESOURCES FUND THE ROBERTSON STEPHENS GROWTH & INCOME FUND THE ROBERTSON STEPHENS INFORMATION AGE FUND THE ROBERTSON STEPHENS PARTNERS FUND THE ROBERTSON STEPHENS VALUE + GROWTH FUND 555 California Street San Francisco, CA 94104 1-800-766-FUND INVESTMENT ADVISERS Robertson, Stephens & Company Investment Management, L.P. Robertson Stephens Investment Management, Inc. 555 California Street San Francisco, CA 94104 1-415-781-9700 DISTRIBUTOR Robertson, Stephens & Company LLC 555 California Street San Francisco, CA 94104 1-415-781-9700 TRANSFER AGENT State Street Bank and Trust Company c/o National Financial Data Services P. O. Box 419717 Kansas City, MO 64141 1-800-272-6944 INDEPENDENT ACCOUNTANTS Price Waterhouse LLP San Francisco, CA 94104 LEGAL COUNSEL Ropes & Gray Boston, MA 02110 CUSTODIAN State Street Bank and Trust Company Boston, MA 02110 No dealer, salesman, or any other person has been authorized to give any information or to make any representations other than those contained in this Prospectus in connection with the offer contained in this Prospectus, and, if given or made, such other information or representations must not be relied upon as having been authorized by the Fund. This Prospectus does not constitute an offering in any state or jurisdiction in which such offering may not lawfully be made. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ROBERTSON STEPHENS MUTUAL FUNDS - -------------------------------------------------------------------------------- PROSPECTUS AUGUST __, 1996 -------------------------------- TO REQUEST AN APPLICATION, CALL 1-800-766-FUND FOR QUESTIONS CONCERNING SHAREHOLDER ACCOUNTS, CALL 1-800-272-6944 -------------------------------- ROBERTSON STEPHENS INVESTMENT TRUST (THE ROBERTSON STEPHENS ASIA FUND) ______________________ FORM N-1A PART A ______________________ INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A POST- EFFECTIVE AMENDMENT TO THE TRUST'S REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BUT HAS NOT YET BECOME EFFECTIVE. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION, OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE. SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS DATED MAY , 1996 P R O S P E C T U S August __, 1996 THE ROBERTSON STEPHENS ASIA FUND THE ROBERTSON STEPHENS ASIA FUND seeks long-term capital appreciation. The Fund will pursue its objective by investing primarily in securities of companies located in Asia. This Prospectus explains concisely the information about the Fund that a prospective investor should know before investing in shares of the Fund. Please read it carefully and keep it for future reference. Investors can find more detailed information about the Fund in the August __, 1996 Statement of Additional Information, as amended from time to time. For a free copy of the Statement of Additional Information, please call 1-800-766-FUND. The Statement of Additional Information has been filed with the Securities and Exchange Commission and is incorporated into this Prospectus by reference. ____________________ Robertson, Stephens & Company LLC Distributor ____________________ THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. EXPENSE SUMMARY Expenses are one of several factors to consider when investing in the Fund. The following table summarizes your maximum transaction costs from investing in shares of the Fund and expenses the Fund expects to incur in its first full year of operations. The Example shows the cumulative expenses attributable to a hypothetical $1,000 investment in the Fund over specified periods. SHAREHOLDER TRANSACTION EXPENSES: Maximum Sales Load Imposed on Purchases None Maximum Sales Load Imposed on Reinvested Dividends None Deferred Sales Load None Redemption Fee* None Exchange Fee None * A $9.00 FEE IS CHARGED FOR REDEMPTIONS MADE BY BANK WIRE. ANNUAL FUND OPERATING EXPENSES: (as a percentage of average net assets) Management Fees 1.00% 12b-1 Fees 0.25% Other Expenses 0.60% Total Fund Operating Expenses 1.85% _______________ EXAMPLES Your investment of $1,000 in the Fund would incur the following expenses, assuming 5% annual return and redemption at the end of each period: 1 YEAR 3 YEARS $19 $58 This information is provided to help you understand the expenses of investing in the Fund and your share of the estimated operating expenses of the Fund. The information concerning the Fund is based on the expenses the Fund expects to incur during its first full year of operations. THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF FUTURE PERFORMANCE; ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN. Long-term shareholders may pay more than the economic equivalent of the maximum front-end sales charge permitted by the rules of the National Association of Securities Dealers, Inc. -2- INTRODUCTION The Robertson Stephens Mutual Funds are designed to make available to mutual fund investors the expertise of the investment professionals at Robertson, Stephens & Company Investment Management, L.P. THE FUND'S INVESTMENT STRATEGIES AND PORTFOLIO INVESTMENTS WILL DIFFER FROM THOSE OF MOST OTHER MUTUAL FUNDS. ROBERTSON STEPHENS INVESTMENT MANAGEMENT SEEKS AGGRESSIVELY TO IDENTIFY FAVORABLE SECURITIES, ECONOMIC AND MARKET SECTORS, AND INVESTMENT OPPORTUNITIES THAT OTHER INVESTORS AND INVESTMENT ADVISERS MAY NOT HAVE IDENTIFIED. WHEN ROBERTSON STEPHENS INVESTMENT MANAGEMENT IDENTIFIES SUCH AN INVESTMENT OPPORTUNITY, IT MAY DEVOTE MORE OF THE FUND'S ASSETS TO PURSUING THAT OPPORTUNITY, OR AT DIFFERENT TIMES, THAN MANY OTHER MUTUAL FUNDS, AND MAY SELECT INVESTMENTS FOR THE FUND THAT WOULD BE INAPPROPRIATE FOR LESS AGGRESSIVE MUTUAL FUNDS. IN ADDITION, UNLIKE MOST OTHER MUTUAL FUNDS, THE FUND MAY ENGAGE IN SHORT SALES OF SECURITIES, WHICH INVOLVE SPECIAL RISKS. INVESTMENT OBJECTIVE AND POLICIES THE FUND'S INVESTMENT OBJECTIVE IS TO SEEK LONG-TERM CAPITAL APPRECIATION. The Fund is designed for investors who believe that an aggressive program of investing in securities of companies located in Asia will provide significant opportunities for capital appreciation over the long term. The Fund's investments will normally include common stocks, preferred stocks, securities convertible into common stocks or preferred stocks, and warrants to purchase common stocks or preferred stocks. The Fund may at times purchase debt securities if Robertson Stephens Investment Management believes they offer potential for capital appreciation. The Fund also may engage in short sales of securities it expects to decline in price. The Fund is a diversified investment company. The Fund may invest in securities of companies located in any country in Asia where Robertson Stephens Investment Management believes there is potential for above-average capital appreciation. Such countries may include, for example, Hong Kong, India, Indonesia, Japan, Korea, Malaysia, the People's Republic of China, the Philippines, Singapore, Taiwan, and Thailand. Under normal circumstances, the Fund will invest at least 85% of its assets in securities of companies located in Asia. The Fund may invest the remainder of its assets in securities of issuers located anywhere in the world, if Robertson Stephens Investment Management believes that they are consistent with the Fund's investment objective. The Fund will consider an issuer of securities to be located in Asia if it is organized under the laws of any country in Asia and has a principal office in a country in Asia, if it derives 50% or more of its total revenues from business in Asia, or if its equity securities are traded principally on a securities exchange in Asia. For this purpose, investment companies that invest principally in securities of issuers located in Asia will also be considered to be located in Asia. Because the Fund will normally invest most of its assets in securities of issuers located in Asia, the Fund's net asset value will be particularly affected by political, economic, and financial developments in that region. See "Foreign securities," below. The Fund is a series of Robertson Stephens Investment Trust (the "Trust"), an open-end series investment company. The investment policies of the Fund may, unless otherwise specifically stated, be changed by the Trustees without shareholder approval. All percentage limitations on investments will apply at the time of investment and will not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of the investment. The Trustees of the Trust would not materially change the Fund's investment objective without shareholder approval. There can, of course, be no assurance that the Fund will achieve its investment objective. -3- OTHER INVESTMENT PRACTICES AND RISK CONSIDERATIONS - ------------------------------------------------------------------------------- The Fund may also engage in the following investment practices, each of which involves certain special risks. The Statement of Additional Information contains more detailed information about these practices (some of which may be considered "derivative" investments), including limitations designed to reduce these risks. FOREIGN SECURITIES. The Fund will invest principally in foreign securities. Since foreign securities are normally denominated and traded in foreign currencies, the value of the Fund's assets may be affected favorably or unfavorably by currency exchange rates and exchange control regulations. There may be less information publicly available about a foreign company than about a U.S. company, and foreign companies are not generally subject to accounting, auditing, and financial reporting standards and practices comparable to those in the United States. The securities of some foreign companies are less liquid and at times more volatile than securities of comparable U.S. companies. Foreign brokerage commissions and other fees are also generally higher than in the United States. Foreign settlement procedures and trade regulations may involve certain risks (such as delay in payment or delivery of securities or in the recovery of the Fund's assets held abroad) and expenses not present in the settlement of domestic investments. In addition, there may be a possibility of nationalization or expropriation of assets, imposition of currency exchange controls, confiscatory taxation, political or financial instability, and diplomatic developments that could affect the value of the Fund's investments in certain foreign countries. Legal remedies available to investors in certain foreign countries may be more limited than those available with respect to investments in the United States or in other foreign countries. In the case of securities issued by a foreign governmental entity, the issuer may in certain circumstances be unable or unwilling to meet its obligations on the securities in accordance with their terms, and the Fund may have limited recourse available to it in the event of default. The laws of some foreign countries may limit the Fund's ability to invest in securities of certain issuers located in those foreign countries. Special tax considerations apply to foreign securities. The Fund may buy or sell foreign currencies and options and futures contracts on foreign currencies for hedging purposes in connection with its foreign investments. The Fund may at times invest a substantial portion of its assets in securities of issuers in developing countries. Investments in developing countries are subject to the same risks applicable to foreign investments generally, although those risks may be increased due to conditions in such countries. For example, the securities markets and legal systems in developing countries may only be in a developmental stage and may provide few, or none, of the advantages or protections of markets or legal systems available in more developed countries. Although many of the securities in which the Fund may invest are traded on securities exchanges, they may trade in limited volume, and the exchanges may not provide all of the conveniences or protections provided by securities exchanges in more developed markets. The Fund may also invest a substantial portion of its assets in securities traded in the over-the-counter markets in such countries and not on any exchange, which may affect the liquidity of the investment and expose the Fund to the credit risk of its counterparties in trading those investments. INVESTMENTS IN SMALLER COMPANIES. The Fund may invest a substantial portion of its assets in securities issued by small companies. Such companies may offer greater opportunities for capital appreciation than larger companies, but investments in such companies may involve certain special risks. Such companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group. While the markets in securities of such companies have grown rapidly in recent years, such securities may trade less frequently and in smaller volume than more widely held securities. The values of these securities may fluctuate more sharply than those of other securities, and the Fund may experience some difficulty in establishing or closing out positions in these securities at prevailing market prices. There may be less publicly available information about the issuers of these securities or less market interest in such securities than in the case of -4- larger companies, and it may take a longer period of time for the prices of such securities to reflect the full value of their issuers' underlying earnings potential or assets. Some securities of smaller issuers may be restricted as to resale or may otherwise be highly illiquid. The ability of the Fund to dispose of such securities may be greatly limited, and the Fund may have to continue to hold such securities during periods when Robertson Stephens Investment Management would otherwise have sold the security. It is possible that Robertson Stephens Investment Management or its affiliates or clients may hold securities issued by the same issuers, and may in some cases have acquired the securities at different times, on more favorable terms, or at more favorable prices, than the Fund. SHORT SALES. When Robertson Stephens Investment Management anticipates that the price of a security will decline, it may sell the security short and borrow the same security from a broker or other institution to complete the sale. The Fund may make a profit or incur a loss depending upon whether the market price of the security decreases or increases between the date of the short sale and the date on which the Fund must replace the borrowed security. All short sales must be fully collateralized, and the Fund will not sell securities short if, immediately after and as a result of the sale, the value of all securities sold short by the Fund exceeds 25% of its total assets. The Fund limits short sales of any one issuer's securities to 2% of the Fund's total assets and to 2% of any one class of the issuer's securities. DEBT SECURITIES. The Fund may invest in debt securities from time to time, if Robertson Stephens Investment Management believes that investing in such securities might help achieve the Fund's objective. The Fund's investments may include lower-quality, high-yielding debt securities. Lower-rated debt securities (commonly called "junk bonds") are considered to be of poor standing and predominantly speculative. Securities in the lowest rating categories may have extremely poor prospects of attaining any real investment standing and may be in default. The rating services' descriptions of securities in the lower rating categories, including their speculative characteristics, are set forth in the Statement of Additional Information. Like those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. In addition, the lower ratings of such securities reflect a greater possibility that adverse changes in the financial condition of the issuer, or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. Changes by recognized rating services in their ratings of any fixed-income security and in the ability or perceived inability of an issuer to make payments of interest and principal may also affect the value of these investments. See the Statement of Additional Information. The Fund may at times invest in so-called "zero-coupon" bonds and "payment- in-kind" bonds. Zero-coupon bonds are issued at a significant discount from face value and pay interest only at maturity rather than at intervals during the life of the security. Payment-in-kind bonds allow the issuer, at its option, to make current interest payments on the bonds either in cash or in additional bonds. The values of zero-coupon bonds and payment-in-kind bonds are subject to greater fluctuation in response to changes in market interest rates than bonds which pay interest currently, and may involve greater credit risk than such bonds. The Fund will not necessarily dispose of a security when its debt rating is reduced below its rating at the time of purchase, although Robertson Stephens Investment Management will monitor the investment to determine whether continued investment in the security will assist in meeting the Fund's investment objective. OPTIONS AND FUTURES. The Fund may buy and sell call and put options to hedge against changes in net asset value or to attempt to realize a greater current return. In addition, through the purchase and sale of futures contracts and related options, the Fund may at times seek to hedge against fluctuations in net asset value and to attempt to increase its investment return. -5- The Fund's ability to engage in options and futures strategies will depend on the availability of liquid markets in such instruments. It is impossible to predict the amount of trading interest that may exist in various types of options or futures contracts. Therefore, there is no assurance that the Fund will be able to utilize these instruments effectively for the purposes stated above. Although the Fund will only engage in options and futures transactions for limited purposes, those transactions involve certain risks which are described below and in the Statement of Additional Information. Transactions in options and futures contracts involve brokerage costs and may require the Fund to segregate assets to cover its outstanding positions. For more information, see the Statement of Additional Information. INDEX FUTURES AND OPTIONS. The Fund may buy and sell index futures contracts ("index futures") and options on index futures and on indices (or may purchase warrants whose value is based on the value from time to time of one or more foreign securities indices) for hedging purposes. An index future is a contract to buy or sell units of a particular bond or stock index at an agreed price on a specified future date. Depending on the change in value of the index between the time when the Fund enters into and terminates an index futures or option transaction, the Fund realizes a gain or loss. The Fund may also buy and sell index futures and options to increase its investment return. RISKS RELATED TO OPTIONS AND FUTURES STRATEGIES. Options and futures transactions involve costs and may result in losses. Certain risks arise because of the possibility of imperfect correlations between movements in the prices of futures and options and movements in the prices of the underlying security or index or of the securities held by the Fund that are the subject of a hedge. The successful use by the Fund of the strategies described above further depends on the ability of Robertson Stephens Investment Management to forecast market movements correctly. Other risks arise from the Fund's potential inability to close out futures or options positions. Although the Fund will enter into options or futures transactions only if Robertson Stephens Investment Management believes that a liquid secondary market exists for such option or futures contract, there can be no assurance that the Fund will be able to effect closing transactions at any particular time or at an acceptable price. Certain provisions of the Internal Revenue Code may limit the Fund's ability to engage in options and futures transactions. The Fund expects that its options and futures transactions generally will be conducted on recognized exchanges. The Fund may in certain instances purchase and sell options in the over-the-counter markets. The Fund's ability to terminate options in the over-the-counter markets may be more limited than for exchange-traded options, and such transactions also involve the risk that securities dealers participating in such transactions would be unable to meet their obligations to the Fund. The Fund will, however, engage in over-the- counter transactions only when appropriate exchange-traded transactions are unavailable and when, in the opinion of Robertson Stephens Investment Management, the pricing mechanism and liquidity of the over-the-counter markets are satisfactory and the participants are responsible parties likely to meet their obligations. The Fund will not purchase futures or options on futures or sell futures if, as a result, the sum of the initial margin deposits on the Fund's existing futures positions and premiums paid for outstanding options on futures contracts would exceed 5% of the Fund's assets. (For options that are "in-the-money" at the time of purchase, the amount by which the option is "in-the-money" is excluded from this calculation.) SECURITIES LOANS AND REPURCHASE AGREEMENTS. The Fund may lend portfolio securities to broker-dealers and may enter into repurchase agreements. These transactions must be fully collateralized at all times, but involve some risk to the Fund if the other party should default on its obligations and the Fund is delayed or prevented from recovering the collateral. DEFENSIVE STRATEGIES. At times, Robertson Stephens Investment Management may judge that market conditions make pursuing the Fund's basic investment strategy inconsistent with the best interests of its shareholders. At such times, Robertson Stephens Investment Management may temporarily use alternative strategies, primarily designed to reduce fluctuations in the values of the Fund's assets. In implementing these "defensive" strategies, the Fund may invest any portion of its assets in securities of issuers outside Asia, and in U.S. Government securities, other high-quality debt instruments, and other securities Robertson Stephens Investment Management believes to be consistent with the Fund's best interests. -6- PORTFOLIO TURNOVER. The length of time the Fund has held a particular security is not generally a consideration in investment decisions. The investment policies of the Fund may lead to frequent changes in the Fund's investments, particularly in periods of volatile market movements. A change in the securities held by the Fund is known as "portfolio turnover." Portfolio turnover generally involves some expense to the Fund, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestment in other securities. Such sales may result in realization of taxable capital gains. The Fund's annual portfolio turnover is expected to be less than 200%. MANAGEMENT OF THE FUND The Trustees of the Trust are responsible for generally overseeing the conduct of the Trust's business. ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P., 555 California Street, San Francisco, CA 94104, is the investment adviser for the Fund. Robertson, Stephens & Company Investment Management, L.P., a California limited partnership, was formed in 1993 and is registered as an investment adviser with the Securities and Exchange Commission. The general partner of Robertson, Stephens & Company Investment Management, L.P. is Robertson, Stephens & Company, Inc., and the principal limited partner is Robertson, Stephens & Company LLC, the Fund's distributor and a major investment banking firm specializing in emerging growth companies that has developed substantial investment research, underwriting, and venture capital expertise. Since 1978, Robertson, Stephens & Company LLC has managed underwritten public offerings for over $15.23 billion of securities of emerging growth companies. Robertson, Stephens & Company Investment Management, L.P. and its affiliates have in excess of $3.3 billion under management in public and private investment funds. Robertson, Stephens & Company LLC, its general partner, Robertson, Stephens & Company, Inc., and Sanford R. Robertson may be deemed to be control persons of Robertson, Stephens & Company Investment Management, L.P. Robertson Stephens Investment Management's investment decisions for the Fund are generally made by a committee of investment professionals. Subject to such policies as the Trustees may determine, Robertson Stephens Investment Management furnishes a continuing investment program for the Fund and makes investment decisions on the Fund's behalf pursuant to an Investment Advisory Agreement with the Fund. The Fund pays all expenses not assumed by Robertson Stephens Investment Management including, among other things, Trustees' fees, auditing, accounting, legal, custodial, investor servicing, and shareholder reporting expenses, and payments under the Fund's Distribution Plan. Robertson Stephens Investment Management places all orders for purchases and sales of the Fund's securities. In selecting broker-dealers, Robertson Stephens Investment Management may consider research and brokerage services furnished to it and its affiliates. Robertson, Stephens & Company LLC may receive brokerage commissions from the Fund in accordance with procedures adopted by the Trustees under the Investment Company Act of 1940 which require periodic review of these transactions. Subject to seeking the most favorable price and execution available, Robertson Stephens Investment Management may consider sales of shares of the Fund as a factor in the selection of broker- dealers. ADMINISTRATIVE SERVICES. The Fund has entered into an agreement with Robertson Stephens Investment Management pursuant to which Robertson Stephens Investment Management provides administrative services to the Fund. The Fund pays Robertson Stephens Investment Management a fee for such services at the annual rate of 0.25% of its average daily net assets. -7- HOW TO PURCHASE SHARES Currently, your minimum initial investment is $5,000 ($1,000 for IRAs), and your subsequent investments must be at least $100 ($1 for IRAs). You may obtain an Application by calling the Fund at 1-800-776-FUND, or by writing to Robertson, Stephens & Company LLC at 555 California Street, San Francisco, CA 94104. INITIAL INVESTMENTS - -------------------------------------------------------------------------------- You may make your initial investment in Fund shares by mail or by wire transfer as described below. BY MAIL: Send a completed Application, together with a check made payable to the Fund, to the Fund's Transfer Agent: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. BY WIRE: (1) Telephone National Financial Data Services at 1-800-272-6944. Indicate the name(s) to be used on the account registration, the mailing address, your social security number, the amount being wired, the name of your wiring bank, and the name and telephone number of a contact person at the wiring bank. Please include the account number that you receive in your wire along with the account name. (2) Then instruct your bank to wire the specified amount, along with your account name and number to: State Street Bank and Trust Company ABA# 011 000028 Attn: Custody DDA# 99047177 225 Franklin Street Boston, MA 02110 Credit: The Robertson Stephens Asia Fund For further credit: ____________________ (Shareholder's name) _________________________ (Shareholder's account #) At the same time, you must mail a completed and signed Application to: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. Please include your account number on the Application. You also may purchase and sell shares through certain securities brokers. Such brokers may charge you a transaction fee for this service; account options available to clients of securities brokers, including arrangements regarding the purchase and sale of Fund shares, may differ from those available to persons investing directly in the Fund. In their sole discretion, either Robertson Stephens Investment Management or Robertson, Stephens & Company LLC, the Fund's distributor, may pay such brokers for shareholder, subaccounting, and other services, including handling such sales. SUBSEQUENT INVESTMENTS - -------------------------------------------------------------------------------- After your account is open, you may invest by mail, telephone, or wire at any time. Please include your name and account number on all checks and wires. Please use separate checks or wires for investments to separate accounts. AUTOBUY: The Autobuy option allows you to purchase shares by moving money directly from their checking account to the Fund. If you have established the Autobuy option, you may purchase additional shares in an existing account by calling the Transfer Agent at 1-800-272-6944 and instructing the Transfer Agent as to the dollar amount you wish to invest. The investment will automatically be processed through the Automatic Clearing House (ACH) -8- system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. OTHER INFORMATION ABOUT PURCHASING SHARES - -------------------------------------------------------------------------------- All purchases of Fund shares are subject to acceptance by the Fund and are not binding until accepted and shares are issued. Your signed and completed Application (for initial investments) or account statement stub (for subsequent investments) and full payment, in the form of either a wire transfer or a check, must be received and accepted by the Fund before any purchase becomes effective. Purchases of Fund shares are made at the net asset value next determined after the purchase is accepted. See "How Net Asset Value Is Determined." Please initiate any wire transfer early in the morning to ensure that the wire is received by the Fund before 4:00 p.m. New York time. All purchases must be made in U.S. dollars, and checks should be drawn on banks located in the U.S. If your purchase of shares is canceled due to non- payment or because a check does not clear, you will be held responsible for any loss incurred by the Fund or the Transfer Agent. The Fund can redeem shares to reimburse it or the Transfer Agent for any such loss. The Fund reserves the right to reject any purchase, in whole or in part, and to suspend the offering of its shares for any period of time and to change or waive the minimum investment amounts specified in this prospectus. No share certificates will be issued. EXCHANGE PRIVILEGE - -------------------------------------------------------------------------------- Shares of the Fund offered by this Prospectus may be exchanged for shares of any other Fund offered by Robertson Stephens Investment Trust. Exchanges of shares will be made at their relative net asset values. Shares may be exchanged only if the amount being exchanged satisfies the minimum investment required and the shareholder is a resident of a state where shares of the appropriate Fund are qualified for sale. However, you may not exchange your investment in shares of any Fund more than four times in any twelve-month period (including the initial exchange of your investment from that Fund during the period, and subsequent exchanges of that investment from other Funds during the same twelve- month period). Investors should note that an exchange will result in a taxable event. Exchange privileges may be terminated, modified, or suspended by the Fund upon 60 days prior notice to shareholders. Unless you have indicated that you do not wish to establish telephone exchange privileges (see the Account Application or call the Fund for details), you may make exchanges by telephone. HOW TO REDEEM SHARES REDEMPTIONS BY MAIL You may redeem your shares of the Fund by mailing a written request for redemption to the Transfer Agent that: (1) states the number of shares or dollar amount to be redeemed; (2) identifies your account number; and (3) is signed by you and all other owners of the account exactly as their names appear on the account. If you request that the proceeds from your redemption be sent to you at an address other than your address of record, or to another party, you must include a signature guarantee for each such signature by an eligible signature guarantor, such as a member firm of a national securities exchange or a commercial bank or trust company located in the United States. If you are a resident of a foreign country, another type of certification may be required. -9- Please contact the Transfer Agent for more details. Corporations, fiduciaries, and other types of shareholders may be required to supply additional documents which support their authority to effect a redemption. REDEMPTIONS BY TELEPHONE - -------------------------------------------------------------------------------- Unless you have indicated you do not wish to establish telephone redemption privileges (see the Account Application or call the Fund for details), you may redeem shares by calling the Transfer Agent at 1-800-272-6944 by 4:00 p.m. New York time on any day the New York Stock Exchange is open for business. If an account has more than one owner, the Transfer Agent may rely on the instructions of any one owner. The Fund employs reasonable procedures in an effort to confirm the authenticity of telephone instructions, which may include requiring the caller to give a special authorization number assigned to your account. If these procedures are not followed, the Fund and the Transfer Agent may be responsible for any losses because of unauthorized or fraudulent instructions. By not declining telephone redemption privileges, you authorize the Transfer Agent to act upon any telephone instructions it believes to be genuine, (1) to redeem shares from your account and (2) to mail or wire the redemption proceeds. If you recently opened an account by wire, you cannot redeem shares by telephone until the Transfer Agent has received your completed Application. Telephone redemption is not available for shares held in IRAs. The Fund may change, modify, or terminate its telephone redemption services at any time upon 30 days notice. WIRE TRANSFER OF REDEMPTIONS - -------------------------------------------------------------------------------- If your financial institution receives Federal Reserve wires, you may instruct that your redemption proceeds be forwarded to you by a wire transfer. Please indicate your financial institution's complete wiring instructions. The Fund will forward proceeds from telephone redemptions only to the bank account or Robertson, Stephens & Company LLC brokerage account that you have authorized in writing. A $9.00 wire fee will be paid either by redeeming shares from your account or upon a full redemption, deducting the fee from the proceeds. AUTOSELL: The Autosell option allows shareholders to redeem shares from their Robertson Stephens fund accounts and to have the proceeds sent directly to their checking account. If you have established the Autosell option, you may redeem shares by calling the Transfer Agent at 1-800-272-6944 and instructing it as to the dollar amount or number of shares you wish to redeem. The proceeds will automatically be sent to your bank through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. GENERAL REDEMPTION POLICIES - -------------------------------------------------------------------------------- The redemption price per share is the net asset value per share next determined after the Transfer Agent receives the request for redemption in proper form, and the Fund will make payment for redeemed shares within seven days thereafter. Under unusual circumstances, the Fund may suspend repurchases, or postpone payment of redemption proceeds for more than seven days, as permitted by federal securities law. If you purchase shares of the Fund by check (including certified check) and redeem them shortly thereafter, the Fund will delay payment of the redemption proceeds for up to fifteen days after the Fund's receipt of the check. You may experience delays in exercising telephone redemptions during periods of abnormal market activity. Accordingly, during periods of volatile economic and market conditions, you may wish to consider transmitting redemption orders to the Transfer Agent by an overnight courier service. THE FUND'S DISTRIBUTOR Shares of the Fund are distributed by Robertson, Stephens & Company LLC. Under its Distribution Agreement with the Fund, Robertson, Stephens & Company LLC bears certain expenses related to the distribution of shares of -10- the Fund, including commissions payable to persons engaging in the distribution of the shares, advertising expenses, and the costs of preparing and distributing sales literature incurred in connection with the offering of the shares. To compensate Robertson, Stephens & Company LLC for the services it provides and for the expenses it bears under the Distribution Agreement, the Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the Investment Company Act of 1940 pursuant to which the Fund pays Robertson, Stephens & Company LLC compensation accrued daily and paid monthly, at the annual rate of 0.25% of the Fund's average daily net assets. Robertson, Stephens & Company LLC may pay brokers a commission expressed as a percentage of the purchase price of shares of the Fund. The Fund has agreed to indemnify Robertson, Stephens & Company LLC against certain liabilities, including liabilities under the Securities Act of 1933, as amended. DIVIDENDS, DISTRIBUTIONS, AND TAXES The Fund distributes substantially all of its net investment income and net capital gains to shareholders at least once per year (more often if necessary to avoid certain excise or income taxes on the Fund). All distributions will be automatically reinvested in Fund shares unless the shareholder requests cash payment on at least 10 days prior written notice to the Transfer Agent. The Fund intends to qualify as a "regulated investment company" for federal income tax purposes and to meet all other requirements that are necessary for it to be relieved of federal taxes on income and gains it distributes to shareholders. The Fund will distribute substantially all of its net investment income and net capital gain income on a current basis. All Fund distributions will be taxable to you as ordinary income, except that any distributions of net long-term capital gains will be taxed as such, regardless of how long you have held your shares. Distributions will be taxable as described above, whether received in cash or in shares through the reinvestment of distributions. Early in each year, the Trust will notify you of the amount and tax status of distributions paid to you by the Fund for the preceding year. The foregoing is a summary of certain federal income tax consequences of investing in the Fund. You should consult your tax adviser to determine the precise effect of an investment in the Fund on your particular tax situation. HOW NET ASSET VALUE IS DETERMINED The Fund calculates the net asset value of its shares by dividing the total value of its assets attributable to the shares, less liabilities attributable to the shares, by the number of shares outstanding. Shares are valued as of the close of regular trading on the New York Stock Exchange each day the Exchange is open. Fund securities for which market quotations are readily available are stated at market value. Short-term investments that will mature in 60 days or less are stated at amortized cost, which approximates market value. All other securities and assets are valued at their fair values determined by Robertson Stephens Investment Management. HOW PERFORMANCE IS DETERMINED Total return data for the Fund may from time to time be included in advertisements about the Fund. "Total return" for the Fund through the most recent calendar quarter represents the actual rate of return on an investment of $1,000 in the Fund. Total return may also be presented for other periods. Quotations of total return for a period when an expense limitation was in effect will be greater than if the limitation had not been in effect. The Fund's performance may be compared to various indices. See the Statement of Additional Information. Information may be presented in advertisements about the Fund describing the background and professional experience of the Fund's investment advisor or any portfolio manager. -11- ALL DATA ARE BASED ON THE FUND'S PAST INVESTMENT RESULTS AND DO NOT PREDICT FUTURE PERFORMANCE. Investment performance, which will vary, is based on many factors, including market conditions, the composition of the Fund's portfolio, and the Fund's investments expenses. Investment performance also often reflects the risks associated with the Fund's investment objective and policies. These factors should be considered when comparing the Fund's investment results to those of other mutual funds and other investment vehicles. ADDITIONAL INFORMATION The Fund is a series of the Trust, which was organized on May 11, 1987 under the laws of the Commonwealth of Massachusetts and is a business entity commonly known as a "Massachusetts business trust." A copy of the Agreement and Declaration of Trust, which is governed by Massachusetts law, is on file with the Secretary of State of The Commonwealth of Massachusetts. When matters are submitted for shareholder vote, shareholders of each series will have one vote for each full share owned and proportionate, fractional votes for fractional shares held. Generally, shares of each series vote separately as a class on all matters except (1) matters affecting only the interests of one or more of the series, in which case only shares of the affected series would be entitled to vote, or (2) when the Investment Company Act requires that shares of all series be voted in the aggregate. Although the Trust is not required to hold annual shareholder meetings, shareholders have the right to call a meeting to elect or remove Trustees, or to take other actions as provided in the Agreement and Declaration of Trust. State Street Bank and Trust Company, c/o National Financial Data Services, P.O. Box 419717, Kansas City, Missouri 64141, acts as the Fund's transfer agent and dividend paying agent. State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, also acts as the custodian of the Fund's portfolio. -12- ADDRESS 555 California Street San Francisco, CA 94104 1-800-766-FUND INVESTMENT ADVISER Robertson, Stephens & Company Investment Management, L.P. 555 California Street San Francisco, CA 94104 1-415-781-9700 DISTRIBUTOR Robertson, Stephens & Company LLC 555 California Street San Francisco, CA 94104 1-415-781-9700 TRANSFER AGENT State Street Bank and Trust Company c/o National Financial Data Services P. O. Box 419717 Kansas City, MO 64141 1-800-272-6944 INDEPENDENT ACCOUNTANTS Price Waterhouse LLP San Francisco, CA 94104 LEGAL COUNSEL Ropes & Gray Boston, MA 02110 CUSTODIAN State Street Bank and Trust Company Boston, MA 02110 No dealer, salesman, or any other person has been authorized to give any information or to make any representations other than those contained in this Prospectus in connection with the other offer contained in this Prospectus, and, if given or made, such other information or representations must not be relied upon as having been authorized by the Fund. This Prospectus does not constitute an offering in any state or jurisdiction in which such offering may not lawfully be made. ROBERTSON STEPHENS MUTUAL FUNDS -------------- THE ROBERTSON STEPHENS ASIA FUND -------------- TO REQUEST AN APPLICATION, CALL 1-800-766-FUND FOR QUESTIONS CONCERNING SHAREHOLDER ACCOUNTS, CALL 1-800-272-6944 PROSPECTUS AUGUST __, 1996 ROBERTSON STEPHENS INVESTMENT TRUST (THE ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND) ______________________ FORM N-1A PART A ______________________ INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A POST- EFFECTIVE AMENDMENT TO THE TRUST'S REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BUT HAS NOT YET BECOME EFFECTIVE. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION, OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE. SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS DATED MAY , 1996 P R O S P E C T U S AUGUST __, 1996 THE ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND THE ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND seeks long-term capital growth. The Fund will pursue its objective by investing in a diversified portfolio of equity securities. In selecting investments for the Fund, Robertson Stephens Investment Management focuses on small- and mid-cap companies, to create a portfolio of investments broadly diversified over industry sectors and companies. This Prospectus explains concisely the information about the Fund that a prospective investor should know before investing in shares of the Fund. Please read it carefully and keep it for future reference. Investors can find more detailed information about the Fund in the August __, 1996 Statement of Additional Information, as amended from time to time. For a free copy of the Statement of Additional Information, please call 1-800-766-FUND. The Statement of Additional Information has been filed with the Securities and Exchange Commission and is incorporated into this Prospectus by reference. ____________________ Robertson, Stephens & Company LLC Distributor ____________________ THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. EXPENSE SUMMARY Expenses are one of several factors to consider when investing in the Fund. The following table summarizes your maximum transaction costs from investing in shares of the Fund and expenses the Fund expects to incur in its first full year of operations. The Example shows the cumulative expenses attributable to a hypothetical $1,000 investment in the Fund over specified periods. SHAREHOLDER TRANSACTION EXPENSES: Maximum Sales Load Imposed on Purchases None Maximum Sales Load Imposed on Reinvested Dividends None Deferred Sales Load None Redemption Fee* None Exchange Fee None * A $9.00 FEE IS CHARGED FOR REDEMPTIONS MADE BY BANK WIRE. ANNUAL FUND OPERATING EXPENSES: (as a percentage of average net assets) Management Fees 1.00% 12b-1 Fees 0.25% Other Expenses 0.60% Total Fund Operating Expenses 1.85% _______________ EXAMPLES Your investment of $1,000 in the Fund would incur the following expenses, assuming 5% annual return and redemption at the end of each period: 1 year 3 years ------ ------- $19 $58 This information is provided to help you understand the expenses of investing in the Fund and your share of the estimated operating expenses of the Fund. The information concerning the Fund is based on the expenses the Fund expects to incur during its first full year of operations. THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF FUTURE PERFORMANCE; ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN. Long-term shareholders may pay more than the economic equivalent of the maximum front-end sales charge permitted by the rules of the National Association of Securities Dealers, Inc. -2- INTRODUCTION The Robertson Stephens Mutual Funds are designed to make available to mutual fund investors the expertise of the investment professionals at Robertson, Stephens & Company Investment Management, L.P. THE FUND'S INVESTMENT STRATEGIES AND PORTFOLIO INVESTMENTS WILL DIFFER FROM THOSE OF MOST OTHER MUTUAL FUNDS. ROBERTSON STEPHENS INVESTMENT MANAGEMENT SEEKS AGGRESSIVELY TO IDENTIFY FAVORABLE SECURITIES, ECONOMIC AND MARKET SECTORS, AND INVESTMENT OPPORTUNITIES THAT OTHER INVESTORS AND INVESTMENT ADVISERS MAY NOT HAVE IDENTIFIED. WHEN ROBERTSON STEPHENS INVESTMENT MANAGEMENT IDENTIFIES SUCH AN INVESTMENT OPPORTUNITY, IT MAY DEVOTE MORE OF THE FUND'S ASSETS TO PURSUING THAT OPPORTUNITY, OR AT DIFFERENT TIMES, THAN MANY OTHER MUTUAL FUNDS, AND MAY SELECT INVESTMENTS FOR THE FUND THAT WOULD BE INAPPROPRIATE FOR LESS AGGRESSIVE MUTUAL FUNDS. IN ADDITION, UNLIKE MOST OTHER MUTUAL FUNDS, THE FUND MAY ENGAGE IN SHORT SALES OF SECURITIES, WHICH INVOLVE SPECIAL RISKS. INVESTMENT OBJECTIVE AND POLICIES THE DIVERSIFIED GROWTH FUND'S INVESTMENT OBJECTIVE IS TO SEEK LONG-TERM CAPITAL GROWTH. In selecting investments for the Fund, Robertson Stephens Investment Management focuses on small- and mid-cap companies, to create a portfolio of investments broadly diversified over industry sectors and companies. The Fund invests principally in common and preferred stocks and warrants. Although the Fund will focus on companies with market capitalizations of up to $3 billion, the Fund intends to remain flexible and may invest in securities of larger companies. The Fund may also purchase debt securities Robertson Stephens Investment Management believes are consistent with the Fund's investment objective, and may engage in short sales of securities it expects to decline in price. Small- and mid-cap companies may present greater opportunities for investment return, but also involve greater risks. They may have limited product lines, markets, or financial resources, or may depend on a limited management group. Their securities may trade less frequently and in limited volume. As a result, the prices of these securities may fluctuate more than prices of securities of larger, widely traded companies. See "Investments in smaller companies," below. The Fund will not invest for current income. The Fund may hold a portion of its assets in cash or money market investments. JOHN L. WALLACE is responsible for managing the Diversified Growth Fund. He is also responsible for managing the Robertson Stephens Growth & Income Fund, which was organized in 1995. Prior to joining Robertson, Stephens & Company Investment Management, L.P., Mr. Wallace was Vice President of Oppenheimer Management Corp., where he was portfolio manager of the Oppenheimer Main Street Income and Growth Fund. The Fund is a series of Robertson Stephens Investment Trust (the "Trust"), an open-end series investment company. The investment policies of the Fund may, unless otherwise specifically stated, be changed by the Trustees without shareholder approval. All percentage limitations on investments will apply at the time of investment and will not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of the investment. The Trustees would not materially change the Fund's investment objective without shareholder approval. There can, of course, be no assurance that the Fund will achieve its investment objective. -3- OTHER INVESTMENT PRACTICES AND RISK CONSIDERATIONS - -------------------------------------------------------------------------------- The Fund may also engage in the following investment practices, each of which involves certain special risks. The Statement of Additional Information contains more detailed information about these practices (some of which may be considered "derivative" investments), including limitations designed to reduce these risks. INVESTMENTS IN SMALLER COMPANIES. The Fund may invest a substantial portion of its assets in securities issued by small companies. Such companies may offer greater opportunities for capital appreciation than larger companies, but investments in such companies may involve certain special risks. Such companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group. While the markets in securities of such companies have grown rapidly in recent years, such securities may trade less frequently and in smaller volume than more widely held securities. The values of these securities may fluctuate more sharply than those of other securities, and the Fund may experience some difficulty in establishing or closing out positions in these securities at prevailing market prices. There may be less publicly available information about the issuers of these securities or less market interest in such securities than in the case of larger companies, and it may take a longer period of time for the prices of such securities to reflect the full value of their issuers' underlying earnings potential or assets. Some securities of smaller issuers may be restricted as to resale or may otherwise be highly illiquid. The ability of the Fund to dispose of such securities may be greatly limited, and the Fund may have to continue to hold such securities during periods when Robertson Stephens Investment Management would otherwise have sold the security. It is possible that Robertson Stephens Investment Management or its affiliates or clients may hold securities issued by the same issuers, and may in some cases have acquired the securities at different times, on more favorable terms, or at more favorable prices, than the Fund. SHORT SALES. When Robertson Stephens Investment Management anticipates that the price of a security will decline, it may sell the security short and borrow the same security from a broker or other institution to complete the sale. The Fund may make a profit or incur a loss depending upon whether the market price of the security decreases or increases between the date of the short sale and the date on which the Fund must replace the borrowed security. All short sales must be fully collateralized, and the Fund will not sell securities short if, immediately after and as a result of the sale, the value of all securities sold short by the Fund exceeds 25% of its total assets. The Fund limits short sales of any one issuer's securities to 2% of the Fund's total assets and to 2% of any one class of the issuer's securities. FOREIGN SECURITIES. The Fund may invest in securities principally traded in foreign markets. Since foreign securities are normally denominated and traded in foreign currencies, the value of the Fund's assets may be affected favorably or unfavorably by currency exchange rates and exchange control regulations. There may be less information publicly available about a foreign company than about a U.S. company, and foreign companies are not generally subject to accounting, auditing, and financial reporting standards and practices comparable to those in the United States. The securities of some foreign companies are less liquid and at times more volatile than securities of comparable U.S. companies. Foreign brokerage commissions and other fees are also generally higher than in the United States. Foreign settlement procedures and trade regulations may involve certain risks (such as delay in payment or delivery of securities or in the recovery of the Fund's assets held abroad) and expenses not present in the settlement of domestic investments. In addition, there may be a possibility of nationalization or expropriation of assets, imposition of currency exchange controls, confiscatory taxation, political or financial instability, and diplomatic developments that could affect the value of the Fund's investments in certain foreign countries. Legal remedies available to investors in certain foreign countries may be more limited than those available with respect to investments in -4- the United States or in other foreign countries. In the case of securities issued by a foreign governmental entity, the issuer may in certain circumstances be unable or unwilling to meet its obligations on the securities in accordance with their terms, and the Fund may have limited recourse available to it in the event of default. The laws of some foreign countries may limit the Fund's ability to invest in securities of certain issuers located in those foreign countries. Special tax considerations apply to foreign securities. The Fund may buy or sell foreign currencies and options and futures contracts on foreign currencies for hedging purposes in connection with its foreign investments. DEBT SECURITIES. The Fund may invest in debt securities from time to time, if Robertson Stephens Investment Management believes that investing in such securities might help achieve the Fund's objective. The Fund's investments may include lower-quality, high-yielding debt securities. Lower-rated debt securities (commonly called "junk bonds") are considered to be of poor standing and predominantly speculative. Securities in the lowest rating categories may have extremely poor prospects of attaining any real investment standing and may be in default. The rating services' descriptions of securities in the lower rating categories, including their speculative characteristics, are set forth in the Statement of Additional Information. Like those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. In addition, the lower ratings of such securities reflect a greater possibility that adverse changes in the financial condition of the issuer, or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. Changes by recognized rating services in their ratings of any fixed-income security and in the ability or perceived inability of an issuer to make payments of interest and principal may also affect the value of these investments. See the Statement of Additional Information. The Fund may at times invest in so-called "zero-coupon" bonds and "payment- in-kind" bonds. Zero-coupon bonds are issued at a significant discount from face value and pay interest only at maturity rather than at intervals during the life of the security. Payment-in-kind bonds allow the issuer, at its option, to make current interest payments on the bonds either in cash or in additional bonds. The values of zero-coupon bonds and payment-in-kind bonds are subject to greater fluctuation in response to changes in market interest rates than bonds which pay interest currently, and may involve greater credit risk than such bonds. The Fund will not necessarily dispose of a security when its debt rating is reduced below its rating at the time of purchase, although Robertson Stephens Investment Management will monitor the investment to determine whether continued investment in the security will assist in meeting the Fund's investment objective. OPTIONS AND FUTURES. The Fund may buy and sell call and put options to hedge against changes in net asset value or to attempt to realize a greater current return. In addition, through the purchase and sale of futures contracts and related options, the Fund may at times seek to hedge against fluctuations in net asset value and to attempt to increase its investment return. The Fund's ability to engage in options and futures strategies will depend on the availability of liquid markets in such instruments. It is impossible to predict the amount of trading interest that may exist in various types of options or futures contracts. Therefore, there is no assurance that the Fund will be able to utilize these instruments effectively for the purposes stated above. Although the Fund will only engage in options and futures transactions for limited purposes, those transactions involve certain risks which are described below and in the Statement of Additional Information. Transactions in options and futures contracts involve brokerage costs and may require the Fund to segregate assets to cover its outstanding positions. For more information, see the Statement of Additional Information. -5- INDEX FUTURES AND OPTIONS. The Fund may buy and sell index futures contracts ("index futures") and options on index futures and on indices (or may purchase warrants whose value is based on the value from time to time of one or more foreign securities indices) for hedging purposes. An index future is a contract to buy or sell units of a particular bond or stock index at an agreed price on a specified future date. Depending on the change in value of the index between the time when the Fund enters into and terminates an index futures or option transaction, the Fund realizes a gain or loss. The Fund may also buy and sell index futures and options to increase its investment return. RISKS RELATED TO OPTIONS AND FUTURES STRATEGIES. Options and futures transactions involve costs and may result in losses. Certain risks arise because of the possibility of imperfect correlations between movements in the prices of futures and options and movements in the prices of the underlying security or index or of the securities held by the Fund that are the subject of a hedge. The successful use by the Fund of the strategies described above further depends on the ability of Robertson Stephens Investment Management to forecast market movements correctly. Other risks arise from the Fund's potential inability to close out futures or options positions. Although the Fund will enter into options or futures transactions only if Robertson Stephens Investment Management believes that a liquid secondary market exists for such option or futures contract, there can be no assurance that the Fund will be able to effect closing transactions at any particular time or at an acceptable price. Certain provisions of the Internal Revenue Code may limit the Fund's ability to engage in options and futures transactions. The Fund expects that its options and futures transactions generally will be conducted on recognized exchanges. The Fund may in certain instances purchase and sell options in the over-the-counter markets. The Fund's ability to terminate options in the over-the-counter markets may be more limited than for exchange-traded options, and such transactions also involve the risk that securities dealers participating in such transactions would be unable to meet their obligations to the Fund. The Fund will, however, engage in over-the- counter transactions only when appropriate exchange-traded transactions are unavailable and when, in the opinion of Robertson Stephens Investment Management, the pricing mechanism and liquidity of the over-the-counter markets are satisfactory and the participants are responsible parties likely to meet their obligations. The Fund will not purchase futures or options on futures or sell futures if, as a result, the sum of the initial margin deposits on the Fund's existing futures positions and premiums paid for outstanding options on futures contracts would exceed 5% of the Fund's assets. (For options that are "in-the-money" at the time of purchase, the amount by which the option is "in-the-money" is excluded from this calculation.) SECURITIES LOANS AND REPURCHASE AGREEMENTS. The Fund may lend portfolio securities to broker-dealers and may enter into repurchase agreements. These transactions must be fully collateralized at all times, but involve some risk to the Fund if the other party should default on its obligations and the Fund is delayed or prevented from recovering the collateral. DEFENSIVE STRATEGIES. At times, Robertson Stephens Investment Management may judge that market conditions make pursuing the Fund's basic investment strategy inconsistent with the best interests of its shareholders. At such times, Robertson Stephens Investment Management may temporarily use alternative strategies, primarily designed to reduce fluctuations in the values of the Fund's assets. In implementing these "defensive" strategies, the Fund may invest in U.S. Government securities, other high-quality debt instruments, and other securities Robertson Stephens Investment Management believes to be consistent with the Fund's best interests. PORTFOLIO TURNOVER. The length of time the Fund has held a particular security is not generally a consideration in investment decisions. The investment policies of the Fund may lead to frequent changes in the Fund's investments, particularly in periods of volatile market movements. A change in the securities held by the Fund is known as "portfolio turnover." Portfolio turnover generally involves some expense to the Fund, -6- including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestment in other securities. Such sales may result in realization of taxable capital gains. The Fund's annual portfolio turnover is expected to be less than 200%. MANAGEMENT OF THE FUND The Trustees of the Trust are responsible for generally overseeing the conduct of the Trust's business. ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P., 555 California Street, San Francisco, CA 94104, is the investment adviser for the Fund. Robertson, Stephens & Company Investment Management, L.P., a California limited partnership, was formed in 1993 and is registered as an investment adviser with the Securities and Exchange Commission. The general partner of Robertson, Stephens & Company Investment Management, L.P. is Robertson, Stephens & Company, Inc., and the principal limited partner is Robertson, Stephens & Company LLC, the Fund's distributor and a major investment banking firm specializing in emerging growth companies that has developed substantial investment research, underwriting, and venture capital expertise. Since 1978, Robertson, Stephens & Company LLC has managed underwritten public offerings for over $15.23 billion of securities of emerging growth companies. Robertson, Stephens & Company Investment Management, L.P. and its affiliates have in excess of $3.3 billion under management in public and private investment funds. Robertson, Stephens & Company LLC, its general partner, Robertson, Stephens & Company, Inc., and Sanford R. Robertson may be deemed to be control persons of Robertson, Stephens & Company Investment Management, L.P. Subject to such policies as the Trustees may determine, Robertson Stephens Investment Management furnishes a continuing investment program for the Fund and makes investment decisions on the Fund's behalf pursuant to an Investment Advisory Agreement with the Fund. The Fund pays all expenses not assumed by Robertson Stephens Investment Management including, among other things, Trustees' fees, auditing, accounting, legal, custodial, investor servicing, and shareholder reporting expenses, and payments under the Fund's Distribution Plan. Robertson Stephens Investment Management places all orders for purchases and sales of the Fund's securities. In selecting broker-dealers, Robertson Stephens Investment Management may consider research and brokerage services furnished to it and its affiliates. Robertson, Stephens & Company LLC may receive brokerage commissions from the Fund in accordance with procedures adopted by the Trustees under the Investment Company Act of 1940 which require periodic review of these transactions. Subject to seeking the most favorable price and execution available, Robertson Stephens Investment Management may consider sales of shares of the Fund as a factor in the selection of broker- dealers. ADMINISTRATIVE SERVICES. The Fund has entered into an agreement with Robertson Stephens Investment Management pursuant to which Robertson Stephens Investment Management provides administrative services to the Fund. The Fund pays Robertson Stephens Investment Management a fee for such services at the annual rate of 0.25% of its average daily net assets. HOW TO PURCHASE SHARES Currently, your minimum initial investment is $5,000 ($1,000 for IRAs), and your subsequent investments must be at least $100 ($1 for IRAs). You may obtain an Application by calling the Fund at 1-800-776-FUND, or by writing to Robertson, Stephens & Company LLC at 555 California Street, San Francisco, CA 94104. INITIAL INVESTMENTS - -------------------------------------------------------------------------------- You may make your initial investment in Fund shares by mail or by wire transfer as described below. -7- BY MAIL: Send a completed Application, together with a check made payable to the Fund, to the Fund's Transfer Agent: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. BY WIRE: (1) Telephone National Financial Data Services at 1-800-272-6944. Indicate the name(s) to be used on the account registration, the mailing address, your social security number, the amount being wired, the name of your wiring bank, and the name and telephone number of a contact person at the wiring bank. Please include the account number that you receive in your wire along with the account name. (2) Then instruct your bank to wire the specified amount, along with your account name and number to: State Street Bank and Trust Company ABA# 011 000028 Attn: Custody DDA# 99047177 225 Franklin Street Boston, MA 02110 Credit: Diversified Growth Fund For further credit: ____________________ (Shareholder's name) _________________________ (Shareholder's account #) At the same time, you must mail a completed and signed Application to: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. Please include your account number on the Application. You also may purchase and sell shares through certain securities brokers. Such brokers may charge you a transaction fee for this service; account options available to clients of securities brokers, including arrangements regarding the purchase and sale of Fund shares, may differ from those available to persons investing directly in the Fund. In their sole discretion, either Robertson Stephens Investment Management or Robertson, Stephens & Company LLC, the Fund's distributor, may pay such brokers for shareholder, subaccounting, and other services, including handling such sales. SUBSEQUENT INVESTMENTS - -------------------------------------------------------------------------------- After your account is open, you may invest by mail, telephone, or wire at any time. Please include your name and account number on all checks and wires. Please use separate checks or wires for investments to separate accounts. AUTOBUY: The Autobuy option allows you to purchase shares by moving money directly from their checking account to the Fund. If you have established the Autobuy option, you may purchase additional shares in an existing account by calling the Transfer Agent at 1-800-272-6944 and instructing the Transfer Agent as to the dollar amount you wish to invest. The investment will automatically be processed through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. -8- OTHER INFORMATION ABOUT PURCHASING SHARES - -------------------------------------------------------------------------------- All purchases of Fund shares are subject to acceptance by the Fund and are not binding until accepted and shares are issued. Your signed and completed Application (for initial investments) or account statement stub (for subsequent investments) and full payment, in the form of either a wire transfer or a check, must be received and accepted by the Fund before any purchase becomes effective. Purchases of Fund shares are made at the net asset value next determined after the purchase is accepted. See "How Net Asset Value Is Determined." Please initiate any wire transfer early in the morning to ensure that the wire is received by the Fund before 4:00 p.m. New York time. All purchases must be made in U.S. dollars, and checks should be drawn on banks located in the U.S. If your purchase of shares is canceled due to non- payment or because a check does not clear, you will be held responsible for any loss incurred by the Fund or the Transfer Agent. The Fund can redeem shares to reimburse it or the Transfer Agent for any such loss. The Fund reserves the right to reject any purchase, in whole or in part, and to suspend the offering of its shares for any period of time and to change or waive the minimum investment amounts specified in this prospectus. No share certificates will be issued. EXCHANGE PRIVILEGE - -------------------------------------------------------------------------------- Shares of the Fund offered by this Prospectus may be exchanged for shares of any other Fund offered by Robertson Stephens Investment Trust. Exchanges of shares will be made at their relative net asset values. Shares may be exchanged only if the amount being exchanged satisfies the minimum investment required and the shareholder is a resident of a state where shares of the appropriate Fund are qualified for sale. However, you may not exchange your investment in shares of any Fund more than four times in any twelve-month period (including the initial exchange of your investment from that Fund during the period, and subsequent exchanges of that investment from other Funds during the same twelve- month period). Investors should note that an exchange will result in a taxable event. Exchange privileges may be terminated, modified, or suspended by the Fund upon 60 days prior notice to shareholders. Unless you have indicated that you do not wish to establish telephone exchange privileges (see the Account Application or call the Fund for details), you may make exchanges by telephone. HOW TO REDEEM SHARES REDEMPTIONS BY MAIL - -------------------------------------------------------------------------------- You may redeem your shares of the Fund by mailing a written request for redemption to the Transfer Agent that: (1) states the number of shares or dollar amount to be redeemed; (2) identifies your account number; and (3) is signed by you and all other owners of the account exactly as their names appear on the account. If you request that the proceeds from your redemption be sent to you at an address other than your address of record, or to another party, you must include a signature guarantee for each such signature by an eligible -9- signature guarantor, such as a member firm of a national securities exchange or a commercial bank or trust company located in the United States. If you are a resident of a foreign country, another type of certification may be required. Please contact the Transfer Agent for more details. Corporations, fiduciaries, and other types of shareholders may be required to supply additional documents which support their authority to effect a redemption. REDEMPTIONS BY TELEPHONE - -------------------------------------------------------------------------------- Unless you have indicated you do not wish to establish telephone redemption privileges (see the Account Application or call the Fund for details), you may redeem shares by calling the Transfer Agent at 1-800-272-6944 by 4:00 p.m. New York time on any day the New York Stock Exchange is open for business. If an account has more than one owner, the Transfer Agent may rely on the instructions of any one owner. The Fund employs reasonable procedures in an effort to confirm the authenticity of telephone instructions, which may include requiring the caller to give a special authorization number assigned to your account. If these procedures are not followed, the Fund and the Transfer Agent may be responsible for any losses because of unauthorized or fraudulent instructions. By not declining telephone redemption privileges, you authorize the Transfer Agent to act upon any telephone instructions it believes to be genuine, (1) to redeem shares from your account and (2) to mail or wire the redemption proceeds. If you recently opened an account by wire, you cannot redeem shares by telephone until the Transfer Agent has received your completed Application. Telephone redemption is not available for shares held in IRAs. The Fund may change, modify, or terminate its telephone redemption services at any time upon 30 days notice. WIRE TRANSFER OF REDEMPTIONS - -------------------------------------------------------------------------------- If your financial institution receives Federal Reserve wires, you may instruct that your redemption proceeds be forwarded to you by a wire transfer. Please indicate your financial institution's complete wiring instructions. The Fund will forward proceeds from telephone redemptions only to the bank account or Robertson, Stephens & Company LLC brokerage account that you have authorized in writing. A $9.00 wire fee will be paid either by redeeming shares from your account or upon a full redemption, deducting the fee from the proceeds. AUTOSELL: The Autosell option allows shareholders to redeem shares from their Robertson Stephens fund accounts and to have the proceeds sent directly to their checking account. If you have established the Autosell option, you may redeem shares by calling the Transfer Agent at 1-800-272-6944 and instructing it as to the dollar amount or number of shares you wish to redeem. The proceeds will automatically be sent to your bank through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. GENERAL REDEMPTION POLICIES - -------------------------------------------------------------------------------- The redemption price per share is the net asset value per share next determined after the Transfer Agent receives the request for redemption in proper form, and the Fund will make payment for redeemed shares within seven days thereafter. Under unusual circumstances, the Fund may suspend repurchases, or postpone payment of redemption proceeds for more than seven days, as permitted by federal securities law. If you purchase shares of the Fund by check (including certified check) and redeem them shortly thereafter, the Fund will delay payment of the redemption proceeds for up to fifteen days after the Fund's receipt of the check. You may experience delays in exercising telephone redemptions during periods of abnormal market activity. Accordingly, during periods of volatile economic and market conditions, you may wish to consider transmitting redemption orders to the Transfer Agent by an overnight courier service. -10- THE FUND'S DISTRIBUTOR Shares of the Fund are distributed by Robertson, Stephens & Company LLC. Under its Distribution Agreement with the Fund, Robertson, Stephens & Company LLC bears certain expenses related to the distribution of shares of the Fund, including commissions payable to persons engaging in the distribution of the shares, advertising expenses, and the costs of preparing and distributing sales literature incurred in connection with the offering of the shares. To compensate Robertson, Stephens & Company LLC for the services it provides and for the expenses it bears under the Distribution Agreement, the Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the Investment Company Act of 1940 pursuant to which the Fund pays Robertson, Stephens & Company LLC compensation accrued daily and paid monthly, at the annual rate of 0.25% of the Fund's average daily net assets. Robertson, Stephens & Company LLC may pay brokers a commission expressed as a percentage of the purchase price of shares of the Fund. The Fund has agreed to indemnify Robertson, Stephens & Company LLC against certain liabilities, including liabilities under the Securities Act of 1933, as amended. DIVIDENDS, DISTRIBUTIONS, AND TAXES The Fund distributes substantially all of its net investment income and net capital gains to shareholders at least once per year (more often if necessary to avoid certain excise or income taxes on the Fund). All distributions will be automatically reinvested in Fund shares unless the shareholder requests cash payment on at least 10 days prior written notice to the Transfer Agent. The Fund intends to qualify as a "regulated investment company" for federal income tax purposes and to meet all other requirements that are necessary for it to be relieved of federal taxes on income and gains it distributes to shareholders. The Fund will distribute substantially all of its net investment income and net capital gain income on a current basis. All Fund distributions will be taxable to you as ordinary income, except that any distributions of net long-term capital gains will be taxed as such, regardless of how long you have held your shares. Distributions will be taxable as described above, whether received in cash or in shares through the reinvestment of distributions. Early in each year, the Trust will notify you of the amount and tax status of distributions paid to you by the Fund for the preceding year. The foregoing is a summary of certain federal income tax consequences of investing in the Fund. You should consult your tax adviser to determine the precise effect of an investment in the Fund on your particular tax situation. HOW NET ASSET VALUE IS DETERMINED The Fund calculates the net asset value of its shares by dividing the total value of its assets attributable to the shares, less liabilities attributable to the shares, by the number of shares outstanding. Shares are valued as of the close of regular trading on the New York Stock Exchange each day the Exchange is open. Fund securities for which market quotations are readily available are stated at market value. Short-term investments that will mature in 60 days or less are stated at amortized cost, which approximates market value. All other securities and assets are valued at their fair values determined by Robertson Stephens Investment Management. -11- HOW PERFORMANCE IS DETERMINED Total return data for the Fund may from time to time be included in advertisements about the Fund. "Total return" for the Fund through the most recent calendar quarter represents the actual rate of return on an investment of $1,000 in the shares. Total return may also be presented for other periods. Quotations of total return for a period when an expense limitation was in effect will be greater than if the limitation had not been in effect. The Fund's performance may be compared to various indices. See the Statement of Additional Information. Information may be presented in advertisements about the Fund describing the background and professional experience of the Fund's investment advisor or any portfolio manager. ALL DATA ARE BASED ON THE FUND'S PAST INVESTMENT RESULTS AND DO NOT PREDICT FUTURE PERFORMANCE. Investment performance, which will vary, is based on many factors, including market conditions, the composition of the Fund's portfolio, and the Fund's investments expenses. Investment performance also often reflects the risks associated with the Fund's investment objective and policies. These factors should be considered when comparing the Fund's investment results to those of other mutual funds and other investment vehicles. ADDITIONAL INFORMATION The Fund is a series of the Trust, which was organized on May 11, 1987 under the laws of the Commonwealth of Massachusetts and is a business entity commonly known as a "Massachusetts business trust." A copy of the Agreement and Declaration of Trust, which is governed by Massachusetts law, is on file with the Secretary of State of The Commonwealth of Massachusetts. When matters are submitted for shareholder vote, shareholders of each series will have one vote for each full share owned and proportionate, fractional votes for fractional shares held. Generally, shares of each series vote separately as a class on all matters except (1) matters affecting only the interests of one or more of the series, in which case only shares of the affected series would be entitled to vote, or (2) when the Investment Company Act requires that shares of all series be voted in the aggregate. Although the Trust is not required to hold annual shareholder meetings, shareholders have the right to call a meeting to elect or remove Trustees, or to take other actions as provided in the Agreement and Declaration of Trust. State Street Bank and Trust Company, c/o National Financial Data Services, P.O. Box 419717, Kansas City, Missouri 64141, acts as the Fund's transfer agent and dividend paying agent. State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, also acts as the custodian of the Fund's portfolio. -12- - -------------------------------------------------------------------------------- ADDRESS 555 California Street San Francisco, CA 94104 1-800-766-FUND INVESTMENT ADVISER Robertson, Stephens & Company Investment Management, L.P. 555 California Street San Francisco, CA 94104 1-415-781-9700 DISTRIBUTOR Robertson, Stephens & Company LLC 555 California Street San Francisco, CA 94104 1-415-781-9700 TRANSFER AGENT State Street Bank and Trust Company c/o National Financial Data Services P. O. Box 419717 Kansas City, MO 64141 1-800-272-6944 INDEPENDENT ACCOUNTANTS Price Waterhouse LLP San Francisco, CA 94104 LEGAL COUNSEL Ropes & Gray Boston, MA 02110 CUSTODIAN State Street Bank and Trust Company Boston, MA 02110 No dealer, salesman, or any other person has been authorized to give any information or to make any representations other than those contained in this Prospectus in connection with the offer contained in this Prospectus, and, if given or made, such other information or representations must not be relied upon as having been authorized by the Fund. This Prospectus does not constitute an offering in any state or jurisdiction in which such offering may not lawfully be made. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ROBERTSON STEPHENS MUTUAL FUNDS _________ DIVERSIFIED GROWTH FUND - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ____________________________ TO REQUEST AN APPLICATION, CALL 1-800-766-FUND FOR QUESTIONS CONCERNING SHAREHOLDER ACCOUNTS, CALL 1-800-272-6944 ____________________________ PROSPECTUS AUGUST __, 1996 ROBERTSON STEPHENS INVESTMENT TRUST (THE ROBERTSON STEPHENS EMERGING EUROPE FUND) ______________________ FORM N-1A PART A ______________________ INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A POST- EFFECTIVE AMENDMENT TO THE TRUST'S REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BUT HAS NOT YET BECOME EFFECTIVE. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE. SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS DATED MAY , 1996 P R O S P E C T U S AUGUST __, 1996 THE ROBERTSON STEPHENS EMERGING EUROPE FUND THE ROBERTSON STEPHENS EMERGING EUROPE FUND seeks long-term capital appreciation by investing primarily in equity securities of companies located in emerging European countries. The Fund may borrow money in an attempt to increase its investment return. The Fund is a series of Robertson Stephens Investment Trust. This Prospectus explains concisely the information about the Fund that a prospective investor should know before investing in shares of the Fund. Please read it carefully and keep it for future reference. Investors can find more detailed information about the Fund in the August __, 1996 Statement of Additional Information, as amended from time to time. For a free copy of the Statement of Additional Information, please call 1-800-766-FUND. The Statement of Additional Information has been filed with the Securities and Exchange Commission and is incorporated into this Prospectus by reference. -------------------- Robertson, Stephens & Company LLC Distributor -------------------- THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. EXPENSE SUMMARY Expenses are one of several factors to consider when investing in the Fund. The following table summarizes your maximum transaction costs from investing in shares of the Fund and expenses the Fund expects to incur in its first full year of operations. The Example shows the cumulative expenses attributable to a hypothetical $1,000 investment in the Fund over specified periods. SHAREHOLDER TRANSACTION EXPENSES: Maximum Sales Load Imposed on Purchases None Maximum Sales Load Imposed on Reinvested Dividends None Deferred Sales Load None Redemption Fee* None Exchange Fee None * A $9.00 FEE IS CHARGED FOR REDEMPTIONS MADE BY BANK WIRE. ANNUAL FUND OPERATING EXPENSES: (as a percentage of average net assets) Management Fees 1.50% 12b-1 Fees 0.25% Other Expenses 0.60% Total Fund Operating Expenses 2.35% - --------------- EXAMPLES Your investment of $1,000 in the Fund would incur the following expenses, assuming 5% annual return and redemption at the end of each period: 1 YEAR 3 YEARS $24 $73 This information is provided to help you understand the expenses of investing in the Fund and your share of the estimated operating expenses of the Fund. The information concerning the Fund is based on the expenses the Fund expects to incur during its first full year of operations. THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF FUTURE PERFORMANCE; ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN. Long-term shareholders may pay more than the economic equivalent of the maximum front-end sales charge permitted by the rules of the National Association of Securities Dealers, Inc. -2- INTRODUCTION The Robertson Stephens Mutual Funds are designed to make available to mutual fund investors the expertise of the investment professionals at Robertson, Stephens & Company Investment Management, L.P. ("Robertson Stephens Investment Management"). THE FUND'S INVESTMENT STRATEGIES AND PORTFOLIO INVESTMENTS WILL DIFFER FROM THOSE OF MOST OTHER MUTUAL FUNDS. ROBERTSON STEPHENS INVESTMENT MANAGEMENT SEEKS AGGRESSIVELY TO IDENTIFY FAVORABLE SECURITIES, ECONOMIC AND MARKET SECTORS, AND INVESTMENT OPPORTUNITIES THAT OTHER INVESTORS AND INVESTMENT ADVISERS MAY NOT HAVE IDENTIFIED. WHEN ROBERTSON STEPHENS INVESTMENT MANAGEMENT IDENTIFIES SUCH AN INVESTMENT OPPORTUNITY, IT MAY DEVOTE MORE OF THE FUND'S ASSETS TO PURSUING THAT OPPORTUNITY, OR AT DIFFERENT TIMES, THAN MANY OTHER MUTUAL FUNDS, AND MAY SELECT INVESTMENTS FOR THE FUND THAT WOULD BE INAPPROPRIATE FOR LESS AGGRESSIVE MUTUAL FUNDS. IN ADDITION, UNLIKE MOST OTHER MUTUAL FUNDS, THE FUND MAY ENGAGE IN SHORT SALES OF SECURITIES, WHICH INVOLVE SPECIAL RISKS. INVESTMENT OBJECTIVE AND POLICIES THE EMERGING EUROPE FUND'S INVESTMENT OBJECTIVE IS LONG-TERM CAPITAL APPRECIATION. The Fund is designed for investors who believe that an aggressive program of investing in securities of companies located in emerging European countries will provide significant opportunities for capital appreciation over the long term. The Fund's investments will normally include common stocks, preferred stocks, securities convertible into common stocks or preferred stocks, and warrants to purchase common stocks or preferred stocks. The Fund may at times purchase debt securities if Robertson Stephens Investment Management believes they offer potential for capital appreciation. The Fund also may engage in short sales of securities it expects to decline in price. The Fund is a non- diversified mutual fund. "Emerging European countries" are countries located in Europe that in the opinion of Robertson Stephens Investment Management are generally considered to be in the early stages of industrial, economic, or capital market development. They may include countries which were until recently governed by communist governments or countries which, for any other reason, have failed to achieve levels of industrial production, market activity, or other measures of economic development typical of the developed European economies. Emerging European countries might currently include, by way of example, The Czech Republic, Greece, Hungary, Poland, Portugal, Russia, and Turkey, and may include eastern Germany. Under normal circumstances, the Fund will invest at least 65% of its assets in securities of companies located in emerging European countries. The Fund may invest the remainder of its assets in securities of issuers located anywhere in the world, if Robertson Stephens Investment Management believes that such investments are consistent with the Fund's investment objective. The Fund will consider an issuer of securities to be located in an emerging European country if it is organized under the laws of any emerging European country and has a principal office in an emerging European country, if it derives 50% or more of its total revenues from business in emerging European countries, or if its equity securities are traded principally on a securities exchange in an emerging European country. For this purpose, investment companies that invest principally in securities of issuers located in one or more emerging European countries will also be considered to be located in an emerging European country, as will American Depository Receipts (ADRs) and Global Depository Receipts (GDRs) with respect to the securities of companies located in emerging European countries. Robertson Stephens Investment Management may consider a number of factors in evaluating potential investments, including political risks, classic macroeconomic variables, and equity market valuations. Robertson Stephens Investment Management may also focus on the quality of a company's management, the company's growth prospects, and the financial well being of the company. The Fund's investments generally will reflect a broad cross-section of countries, industries, and companies in order -3- to reduce risk. In situations where the market for a particular security is determined by Robertson Stephens Investment Management to be sufficiently liquid, the Fund may engage in short sales. Because the Fund will normally invest most of its assets in securities of issuers located in emerging European countries, the Fund's net asset value will be particularly affected by political, economic, and financial developments in such countries. See "Foreign securities," below. The Fund may invest up to 10% of its total assets in shares of other investment companies. Such other investment companies would likely pay expenses similar to those paid by the Fund, including, for example, advisory and administrative fees. Robertson Stephens Investment Management will waive its investment advisory fees on the Fund's assets invested in other open-end investment companies, to the extent of the advisory fees of those investment companies attributable to the Fund's investment. The Fund will not invest for current income. The Fund may hold a portion of its assets in cash or money market investments. MICHAEL HOFFMAN is responsible for managing the Fund. He is also responsible for managing the Robertson Stephens Developing Countries Fund. From August 1990 to April 1994, Mr. Hoffman was a portfolio manager with CIGNA International Investment Advisors, where he managed four portfolios with net assets ranging from $25 to $100 million. The Fund is a series of Robertson Stephens Investment Trust (the "Trust"), an open-end series investment company. The investment policies of the Fund may, unless otherwise specifically stated, be changed by the Trustees without shareholder approval. All percentage limitations on investments will apply at the time of investment and will not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of the investment. The Trustees of the Trust would not materially change the Fund's investment objective without shareholder approval. There can, of course, be no assurance that the Fund will achieve its investment objective. OTHER INVESTMENT PRACTICES AND RISK CONSIDERATIONS - -------------------------------------------------------------------------------- The Fund may also engage in the following investment practices, each of which involves certain special risks. The Statement of Additional Information contains more detailed information about these practices (some of which may be considered "derivative" investments), including limitations designed to reduce these risks. FOREIGN SECURITIES. The Fund will invest in securities principally traded in foreign markets. Since foreign securities are normally denominated and traded in foreign currencies, the value of the Fund's assets may be affected favorably or unfavorably by currency exchange rates and exchange control regulations. There may be less information publicly available about a foreign company than about a U.S. company, and foreign companies are not generally subject to accounting, auditing, and financial reporting standards and practices comparable to those in the United States. The securities of some foreign companies are less liquid and at times more volatile than securities of comparable U.S. companies. Foreign brokerage commissions and other fees are also generally higher than in the United States. Foreign settlement procedures and trade regulations may involve certain risks (such as delay in payment or delivery of securities or in the recovery of the Fund's assets held abroad) and expenses not present in the settlement of domestic investments. In addition, there may be a possibility of nationalization or expropriation of assets, imposition of currency exchange controls, confiscatory taxation, political or financial instability, and diplomatic developments that could affect the value of the Fund's investments in certain foreign countries. Legal remedies available to investors in certain foreign countries may be more limited than those available with respect to investments in the United States or in other foreign countries. In the case of securities issued by a foreign governmental entity, -4- the issuer may in certain circumstances be unable or unwilling to meet its obligations on the securities in accordance with their terms, and the Fund may have limited recourse available to it in the event of default. The laws of some foreign countries may limit the Fund's ability to invest in securities of certain issuers located in those foreign countries. Special tax considerations apply to foreign securities. The Fund may buy or sell foreign currencies and options and futures contracts on foreign currencies for hedging purposes in connection with its foreign investments. INVESTMENTS BY THE FUND IN SECURITIES OF ISSUERS IN EMERGING EUROPEAN COUNTRIES MAY PROVIDE THE POTENTIAL FOR ABOVE-AVERAGE CAPITAL APPRECIATION, BUT ARE SPECULATIVE AND SUBJECT TO SPECIAL RISKS. Political and economic structures in many of such countries are in their infancy and developing rapidly, and such countries may lack the social, political and economic stability characteristic of many Western European countries. Countries in Eastern Europe have in the past failed to recognize private property rights and have at times nationalized or expropriated the assets of private companies. As a result, the risks described above, including the risks of nationalization or expropriation of assets, may be heightened in Eastern European countries. In addition, unanticipated political or social developments may affect the values of the Fund's investment in those countries and the availability to the Fund of additional investments in those countries. The small size and inexperience of the securities markets in emerging European countries and the limited volume of trading in securities in those countries may make the Fund's investments in such countries illiquid and more volatile than investments in other European countries, and the Fund may be required to establish special custodial or other arrangements before making certain investments in those countries. There may be little financial or accounting information available with respect to issuers located in certain emerging European countries, and it may be difficult as a result to assess the value or prospects of an investment in such issuers. INVESTMENTS IN SMALLER COMPANIES. The Fund may invest a substantial portion of its assets in securities issued by small companies. Such companies may offer greater opportunities for capital appreciation than larger companies, but investments in such companies may involve certain special risks. Such companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group. While the markets in securities of such companies have grown rapidly in recent years, such securities may trade less frequently and in smaller volume than more widely held securities. The values of these securities may fluctuate more sharply than those of other securities, and the Fund may experience some difficulty in establishing or closing out positions in these securities at prevailing market prices. There may be less publicly available information about the issuers of these securities or less market interest in such securities than in the case of larger companies, and it may take a longer period of time for the prices of such securities to reflect the full value of their issuers' underlying earnings potential or assets. Some securities of smaller issuers may be restricted as to resale or may otherwise be highly illiquid. The ability of the Fund to dispose of such securities may be greatly limited, and the Fund may have to continue to hold such securities during periods when Robertson Stephens Investment Management would otherwise have sold the security. It is possible that Robertson Stephens Investment Management or its affiliates or clients may hold securities issued by the same issuers, and may in some cases have acquired the securities at different times, on more favorable terms, or at more favorable prices, than the Fund. SHORT SALES. When Robertson Stephens Investment Management anticipates that the price of a security will decline, it may sell the security short and borrow the same security from a broker or other institution to complete the sale. The Fund may make a profit or incur a loss depending upon whether the market price of the security decreases or increases between the date of the short sale and the date on which the Fund must replace the borrowed security. All short sales must be fully collateralized, and the Fund will not sell securities short if, immediately after and as a result of the sale, the value of all securities sold short by the Fund exceeds 25% of its total assets. -5- The Fund limits short sales of any one issuer's securities to 2% of the Fund's total assets and to 2% of any one class of the issuer's securities. DEBT SECURITIES. The Fund may invest in debt securities from time to time, if Robertson Stephens Investment Management believes that investing in such securities might help achieve the Fund's objective. The Fund's investments may include lower-quality, high-yielding debt securities. Lower-rated debt securities (commonly called "junk bonds") are considered to be of poor standing and predominantly speculative. Securities in the lowest rating categories may have extremely poor prospects of attaining any real investment standing and may be in default. The rating services' descriptions of securities in the lower rating categories, including their speculative characteristics, are set forth in the Statement of Additional Information. Like those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. In addition, the lower ratings of such securities reflect a greater possibility that adverse changes in the financial condition of the issuer, or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. Changes by recognized rating services in their ratings of any fixed-income security and in the ability or perceived inability of an issuer to make payments of interest and principal may also affect the value of these investments. See the Statement of Additional Information. The Fund may at times invest in so-called "zero-coupon" bonds and "payment- in-kind" bonds. Zero-coupon bonds are issued at a significant discount from face value and pay interest only at maturity rather than at intervals during the life of the security. Payment-in-kind bonds allow the issuer, at its option, to make current interest payments on the bonds either in cash or in additional bonds. The values of zero-coupon bonds and payment-in-kind bonds are subject to greater fluctuation in response to changes in market interest rates than bonds which pay interest currently, and may involve greater credit risk than such bonds. The Fund will not necessarily dispose of a security when its debt rating is reduced below its rating at the time of purchase, although Robertson Stephens Investment Management will monitor the investment to determine whether continued investment in the security will assist in meeting the Fund's investment objective. OPTIONS AND FUTURES. The Fund may buy and sell call and put options to hedge against changes in net asset value or to attempt to realize a greater current return. In addition, through the purchase and sale of futures contracts and related options, the Fund may at times seek to hedge against fluctuations in net asset value and to attempt to increase its investment return. The Fund's ability to engage in options and futures strategies will depend on the availability of liquid markets in such instruments. It is impossible to predict the amount of trading interest that may exist in various types of options or futures contracts. Therefore, there is no assurance that the Fund will be able to utilize these instruments effectively for the purposes stated above. Although the Fund will only engage in options and futures transactions for limited purposes, those transactions involve certain risks which are described below and in the Statement of Additional Information. Transactions in options and futures contracts involve brokerage costs and may require the Fund to segregate assets to cover its outstanding positions. For more information, see the Statement of Additional Information. INDEX FUTURES AND OPTIONS. The Fund may buy and sell index futures contracts ("index futures") and options on index futures and on indices (or may purchase warrants whose value is based on the value from time to time of one or more foreign securities indices) for hedging purposes. An index future is a contract to buy or sell units of a particular bond or stock index at an agreed price on a specified future date. Depending on the change in value of the index between the time when the Fund enters into and terminates an index futures or -6- option transaction, the Fund realizes a gain or loss. The Fund may also buy and sell index futures and options to increase its investment return. RISKS RELATED TO OPTIONS AND FUTURES STRATEGIES. Options and futures transactions involve costs and may result in losses. Certain risks arise because of the possibility of imperfect correlations between movements in the prices of futures and options and movements in the prices of the underlying security or index or of the securities held by the Fund that are the subject of a hedge. The successful use by the Fund of the strategies described above further depends on the ability of Robertson Stephens Investment Management to forecast market movements correctly. Other risks arise from the Fund's potential inability to close out futures or options positions. Although the Fund will enter into options or futures transactions only if Robertson Stephens Investment Management believes that a liquid secondary market exists for such option or futures contract, there can be no assurance that the Fund will be able to effect closing transactions at any particular time or at an acceptable price. Certain provisions of the Internal Revenue Code may limit the Fund's ability to engage in options and futures transactions. The Fund expects that its options and futures transactions generally will be conducted on recognized exchanges. The Fund may in certain instances purchase and sell options in the over-the-counter markets. The Fund's ability to terminate options in the over-the-counter markets may be more limited than for exchange-traded options, and such transactions also involve the risk that securities dealers participating in such transactions would be unable to meet their obligations to the Fund. The Fund will, however, engage in over-the- counter transactions only when appropriate exchange-traded transactions are unavailable and when, in the opinion of Robertson Stephens Investment Management, the pricing mechanism and liquidity of the over-the-counter markets are satisfactory and the participants are responsible parties likely to meet their obligations. The Fund will not purchase futures or options on futures or sell futures if, as a result, the sum of the initial margin deposits on the Fund's existing futures positions and premiums paid for outstanding options on futures contracts would exceed 5% of the Fund's assets. (For options that are "in-the-money" at the time of purchase, the amount by which the option is "in-the-money" is excluded from this calculation.) SECURITIES LOANS AND REPURCHASE AGREEMENTS. The Fund may lend portfolio securities to broker-dealers and may enter into repurchase agreements. These transactions must be fully collateralized at all times, but involve some risk to the Fund if the other party should default on its obligations and the Fund is delayed or prevented from recovering the collateral. DEFENSIVE STRATEGIES. At times, Robertson Stephens Investment Management may judge that market conditions make pursuing the Fund's basic investment strategy inconsistent with the best interests of its shareholders. At such times, Robertson Stephens Investment Management may temporarily use alternative strategies, primarily designed to reduce fluctuations in the values of the Fund's assets. In implementing these "defensive" strategies, the Fund may invest any portion of its assets in securities of issuers not located in emerging European countries and in U.S. Government securities, other high-quality debt instruments, and other securities Robertson Stephens Investment Management believes to be consistent with the Fund's best interests. PORTFOLIO TURNOVER. The length of time the Fund has held a particular security is not generally a consideration in investment decisions. The investment policies of the Fund may lead to frequent changes in the Fund's investments, particularly in periods of volatile market movements. A change in the securities held by the Fund is known as "portfolio turnover." Portfolio turnover generally involves some expense to the Fund, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestment in other securities. Such sales may result in realization of taxable capital gains. The Fund's annual portfolio turnover is expected to be less than 200%. -7- MANAGEMENT OF THE FUND The Trustees of the Trust are responsible for generally overseeing the conduct of the Trust's business. ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P., 555 California Street, San Francisco, CA 94104, is the investment adviser for the Fund. Robertson, Stephens & Company Investment Management, L.P., a California limited partnership, was formed in 1993 and is registered as an investment adviser with the Securities and Exchange Commission. The general partner of Robertson, Stephens & Company Investment Management, L.P. is Robertson, Stephens & Company, Inc., and the principal limited partner is Robertson, Stephens & Company LLC, the Fund's distributor and a major investment banking firm specializing in emerging growth companies that has developed substantial investment research, underwriting, and venture capital expertise. Since 1978, Robertson, Stephens & Company LLC has managed underwritten public offerings for over $15.23 billion of securities of emerging growth companies. Robertson, Stephens & Company Investment Management, L.P. and its affiliates have in excess of $3.3 billion under management in public and private investment funds. Robertson, Stephens & Company LLC, its general partner, Robertson, Stephens & Company, Inc., and Sanford R. Robertson may be deemed to be control persons of Robertson, Stephens & Company Investment Management, L.P. Subject to such policies as the Trustees may determine, Robertson Stephens Investment Management furnishes a continuing investment program for the Fund and makes investment decisions on the Fund's behalf pursuant to an Investment Advisory Agreement with the Fund. Robertson Stephens Investment Management is also responsible for overall management of the Fund's business affairs, subject to the authority of the Board of Trustees, and for providing office space and officers for the Trust. The Fund pays all expenses not assumed by Robertson Stephens Investment Management including, among other things, Trustees' fees, auditing, accounting, legal, custodial, investor servicing, and shareholder reporting expenses, and payments under the Fund's Distribution Plan. Robertson Stephens Investment Management places all orders for purchases and sales of the Fund's securities. In selecting broker-dealers, Robertson Stephens Investment Management may consider research and brokerage services furnished to it and its affiliates. Robertson, Stephens & Company LLC may receive brokerage commissions from the Fund in accordance with procedures adopted by the Trustees under the Investment Company Act of 1940 which require periodic review of these transactions. Subject to seeking the most favorable price and execution available, Robertson Stephens Investment Management may consider sales of shares of the Fund as a factor in the selection of broker- dealers. ADMINISTRATIVE SERVICES. The Fund has entered into an agreement with Robertson Stephens Investment Management pursuant to which Robertson Stephens Investment Management provides administrative services to the Fund. The Fund pays Robertson Stephens Investment Management a fee for such services at the annual rate of 0.25% of its average daily net assets. HOW TO PURCHASE SHARES Currently, your minimum initial investment is $5,000 ($1,000 for IRAs), and your subsequent investments must be at least $100 ($1 for IRAs). You may obtain an Application by calling the Fund at 1-800-776-FUND, or by writing to Robertson, Stephens & Company LLC at 555 California Street, San Francisco, CA 94104. INITIAL INVESTMENTS - -------------------------------------------------------------------------------- You may make your initial investment in Fund shares by mail or by wire transfer as described below. -8- BY MAIL: Send a completed Application, together with a check made payable to the Fund, to the Fund's Transfer Agent: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. BY WIRE: (1) Telephone National Financial Data Services at 1-800-272-6944. Indicate the name(s) to be used on the account registration, the mailing address, your social security number, the amount being wired, the name of your wiring bank, and the name and telephone number of a contact person at the wiring bank. Please include the account number that you receive in your wire along with the account name. (2) Then instruct your bank to wire the specified amount, along with your account name and number to: State Street Bank and Trust Company ABA# 011 000028 Attn: Custody DDA# 99047177 225 Franklin Street Boston, MA 02110 Credit: Emerging Europe Fund For further credit: -------------------- (Shareholder's name) ------------------------- (Shareholder's account #) At the same time, you must mail a completed and signed Application to: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. Please include your account number on the Application. You also may purchase and sell shares through certain securities brokers. Such brokers may charge you a transaction fee for this service; account options available to clients of securities brokers, including arrangements regarding the purchase and sale of Fund shares, may differ from those available to persons investing directly in the Fund. In their sole discretion, either Robertson Stephens Investment Management or Robertson, Stephens & Company LLC, the Fund's distributor, may pay such brokers for shareholder, subaccounting, and other services, including handling such sales. SUBSEQUENT INVESTMENTS - -------------------------------------------------------------------------------- After your account is open, you may invest by mail, telephone, or wire at any time. Please include your name and account number on all checks and wires. Please use separate checks or wires for investments to separate accounts. AUTOBUY: The Autobuy option allows you to purchase shares by moving money directly from their checking account to the Fund. If you have established the Autobuy option, you may purchase additional shares in an existing account by calling the Transfer Agent at 1-800-272-6944 and instructing the Transfer Agent as to the dollar amount you wish to invest. The investment will automatically be processed through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. -9- OTHER INFORMATION ABOUT PURCHASING SHARES - -------------------------------------------------------------------------------- All purchases of Fund shares are subject to acceptance by the Fund and are not binding until accepted and shares are issued. Your signed and completed Application (for initial investments) or account statement stub (for subsequent investments) and full payment, in the form of either a wire transfer or a check, must be received and accepted by the Fund before any purchase becomes effective. Purchases of Fund shares are made at the net asset value next determined after the purchase is accepted. See "How Net Asset Value Is Determined." Please initiate any wire transfer early in the morning to ensure that the wire is received by the Fund before 4:00 p.m. New York time. All purchases must be made in U.S. dollars, and checks should be drawn on banks located in the U.S. If your purchase of shares is canceled due to non- payment or because a check does not clear, you will be held responsible for any loss incurred by the Fund or the Transfer Agent. The Fund can redeem shares to reimburse it or the Transfer Agent for any such loss. The Fund reserves the right to reject any purchase, in whole or in part, and to suspend the offering of its shares for any period of time and to change or waive the minimum investment amounts specified in this prospectus. No share certificates will be issued. EXCHANGE PRIVILEGE - -------------------------------------------------------------------------------- Shares of the Fund offered by this Prospectus may be exchanged for shares of any other Fund offered by Robertson Stephens Investment Trust. Exchanges of shares will be made at their relative net asset values. Shares may be exchanged only if the amount being exchanged satisfies the minimum investment required and the shareholder is a resident of a state where shares of the appropriate Fund are qualified for sale. However, you may not exchange your investment in shares of any Fund more than four times in any twelve-month period (including the initial exchange of your investment from that Fund during the period, and subsequent exchanges of that investment from other Funds during the same twelve- month period). Investors should note that an exchange will result in a taxable event. Exchange privileges may be terminated, modified, or suspended by the Fund upon 60 days prior notice to shareholders. Unless you have indicated that you do not wish to establish telephone exchange privileges (see the Account Application or call the Fund for details), you may make exchanges by telephone. HOW TO REDEEM SHARES REDEMPTIONS BY MAIL - -------------------------------------------------------------------------------- You may redeem your shares of the Fund by mailing a written request for redemption to the Transfer Agent that: (1) states the number of shares or dollar amount to be redeemed; (2) identifies your account number; and (3) is signed by you and all other owners of the account exactly as their names appear on the account. If you request that the proceeds from your redemption be sent to you at an address other than your address of record, or to another party, you must include a signature guarantee for each such signature by an eligible signature guarantor, such as a member firm of a national securities exchange or a commercial bank or trust company located in the United States. If you are a resident of a foreign country, another type of certification may be required. Please contact the Transfer Agent for more details. Corporations, fiduciaries, and other types of shareholders may be required to supply additional documents which support their authority to effect a redemption. -10- REDEMPTIONS BY TELEPHONE - -------------------------------------------------------------------------------- Unless you have indicated you do not wish to establish telephone redemption privileges (see the Account Application or call the Fund for details), you may redeem shares by calling the Transfer Agent at 1-800-272-6944 by 4:00 p.m. New York time on any day the New York Stock Exchange is open for business. If an account has more than one owner, the Transfer Agent may rely on the instructions of any one owner. The Fund employs reasonable procedures in an effort to confirm the authenticity of telephone instructions, which may include requiring the caller to give a special authorization number assigned to your account. If these procedures are not followed, the Fund and the Transfer Agent may be responsible for any losses because of unauthorized or fraudulent instructions. By not declining telephone redemption privileges, you authorize the Transfer Agent to act upon any telephone instructions it believes to be genuine, (1) to redeem shares from your account and (2) to mail or wire the redemption proceeds. If you recently opened an account by wire, you cannot redeem shares by telephone until the Transfer Agent has received your completed Application. Telephone redemption is not available for shares held in IRAs. The Fund may change, modify, or terminate its telephone redemption services at any time upon 30 days notice. WIRE TRANSFER OF REDEMPTIONS - -------------------------------------------------------------------------------- If your financial institution receives Federal Reserve wires, you may instruct that your redemption proceeds be forwarded to you by a wire transfer. Please indicate your financial institution's complete wiring instructions. The Fund will forward proceeds from telephone redemptions only to the bank account or Robertson, Stephens & Company LLC brokerage account that you have authorized in writing. A $9.00 wire fee will be paid either by redeeming shares from your account or upon a full redemption, deducting the fee from the proceeds. AUTOSELL: The Autosell option allows shareholders to redeem shares from their Robertson Stephens fund accounts and to have the proceeds sent directly to their checking account. If you have established the Autosell option, you may redeem shares by calling the Transfer Agent at 1-800-272-6944 and instructing it as to the dollar amount or number of shares you wish to redeem. The proceeds will automatically be sent to your bank through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. GENERAL REDEMPTION POLICIES - -------------------------------------------------------------------------------- The redemption price per share is the net asset value per share next determined after the Transfer Agent receives the request for redemption in proper form, and the Fund will make payment for redeemed shares within seven days thereafter. Under unusual circumstances, the Fund may suspend repurchases, or postpone payment of redemption proceeds for more than seven days, as permitted by federal securities law. If you purchase shares of the Fund by check (including certified check) and redeem them shortly thereafter, the Fund will delay payment of the redemption proceeds for up to fifteen days after the Fund's receipt of the check. You may experience delays in exercising telephone redemptions during periods of abnormal market activity. Accordingly, during periods of volatile economic and market conditions, you may wish to consider transmitting redemption orders to the Transfer Agent by an overnight courier service. -11- THE FUND'S DISTRIBUTOR Shares of the Fund are distributed by Robertson, Stephens & Company LLC. Under its Distribution Agreement with the Fund, Robertson, Stephens & Company LLC bears certain expenses related to the distribution of shares of the Fund, including commissions payable to persons engaging in the distribution of the shares, advertising expenses, and the costs of preparing and distributing sales literature incurred in connection with the offering of the shares. To compensate Robertson, Stephens & Company LLC for the services it provides and for the expenses it bears under the Distribution Agreement, the Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the Investment Company Act of 1940 pursuant to which the Fund pays Robertson, Stephens & Company LLC compensation accrued daily and paid monthly, at the annual rate of 0.25% of the Fund's average daily net assets. Robertson, Stephens & Company LLC may pay brokers a commission expressed as a percentage of the purchase price of shares of the Fund. The Fund has agreed to indemnify Robertson, Stephens & Company LLC against certain liabilities, including liabilities under the Securities Act of 1933, as amended. DIVIDENDS, DISTRIBUTIONS, AND TAXES The Fund distributes substantially all of its net investment income and net capital gains to shareholders at least once per year (more often if necessary to avoid certain excise or income taxes on the Fund). All distributions will be automatically reinvested in Fund shares unless the shareholder requests cash payment on at least 10 days prior written notice to the Transfer Agent. The Fund intends to qualify as a "regulated investment company" for federal income tax purposes and to meet all other requirements that are necessary for it to be relieved of federal taxes on income and gains it distributes to shareholders. The Fund will distribute substantially all of its net investment income and net capital gain income on a current basis. All Fund distributions will be taxable to you as ordinary income, except that any distributions of net long-term capital gains will be taxed as such, regardless of how long you have held your shares. Distributions will be taxable as described above, whether received in cash or in shares through the reinvestment of distributions. Early in each year, the Trust will notify you of the amount and tax status of distributions paid to you by the Fund for the preceding year. The foregoing is a summary of certain federal income tax consequences of investing in the Fund. You should consult your tax adviser to determine the precise effect of an investment in the Fund on your particular tax situation. HOW NET ASSET VALUE IS DETERMINED The Fund calculates the net asset value of its shares by dividing the total value of its assets attributable to the shares, less liabilities attributable to the shares, by the number of shares outstanding. Shares are valued as of the close of regular trading on the New York Stock Exchange each day the Exchange is open. Fund securities for which market quotations are readily available are stated at market value. Short-term investments that will mature in 60 days or less are stated at amortized cost, which approximates market value. All other securities and assets are valued at their fair values determined by Robertson Stephens Investment Management. HOW PERFORMANCE IS DETERMINED Total return data for the Fund may from time to time be included in advertisements about the Fund. "Total return" for the Fund through the most recent calendar quarter represents the actual rate of return on an investment of $1,000 in the Fund. Total return may also be presented for other periods. Quotations of total return for a period when -12- an expense limitation was in effect will be greater than if the limitation had not been in effect. The Fund's performance may be compared to various indices. See the Statement of Additional Information. Information may be presented in advertisements about the Fund describing the background and professional experience of the Fund's investment advisor or any portfolio manager. ALL DATA ARE BASED ON THE FUND'S PAST INVESTMENT RESULTS AND DO NOT PREDICT FUTURE PERFORMANCE. Investment performance, which will vary, is based on many factors, including market conditions, the composition of the Fund's portfolio, and the Fund's investments expenses. Investment performance also often reflects the risks associated with the Fund's investment objective and policies. These factors should be considered when comparing the Fund's investment results to those of other mutual funds and other investment vehicles. ADDITIONAL INFORMATION The Fund is a series of the Trust, which was organized on May 11, 1987 under the laws of the Commonwealth of Massachusetts and is a business entity commonly known as a "Massachusetts business trust." A copy of the Agreement and Declaration of Trust, which is governed by Massachusetts law, is on file with the Secretary of State of The Commonwealth of Massachusetts. When matters are submitted for shareholder vote, shareholders of each series will have one vote for each full share owned and proportionate, fractional votes for fractional shares held. Generally, shares of each series vote separately as a class on all matters except (1) matters affecting only the interests of one or more of the series, in which case only shares of the affected series would be entitled to vote, or (2) when the Investment Company Act requires that shares of all series be voted in the aggregate. Although the Trust is not required to hold annual shareholder meetings, shareholders have the right to call a meeting to elect or remove Trustees, or to take other actions as provided in the Agreement and Declaration of Trust. State Street Bank and Trust Company, c/o National Financial Data Services, P.O. Box 419717, Kansas City, Missouri 64141, acts as the Fund's transfer agent and dividend paying agent. State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, also acts as the custodian of the Fund's portfolio. -13- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDRESS 555 California Street San Francisco, CA 94104 1-800-766-FUND INVESTMENT ADVISER Robertson, Stephens & Company Investment Management, L.P. 555 California Street San Francisco, CA 94104 1-415-781-9700 DISTRIBUTOR Robertson, Stephens & Company LLC 555 California Street San Francisco, CA 94104 1-415-781-9700 TRANSFER AGENT State Street Bank and Trust Company c/o National Financial Data Services P. O. Box 419717 Kansas City, MO 64141 1-800-272-6944 INDEPENDENT ACCOUNTANTS Price Waterhouse LLP San Francisco, CA 94104 LEGAL COUNSEL Ropes & Gray Boston, MA 02110 CUSTODIAN State Street Bank and Trust Company Boston, MA 02110 No dealer, salesman, or any other person has been authorized to give any information or to make any representations other than those contained in this Prospectus in connection with the offer contained in this Prospectus, and, if given or made, such other information or representations must not be relied upon as having been authorized by the Fund. This Prospectus does not constitute an offering in any state or jurisdiction in which such offering may not lawfully be made. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ROBERTSON STEPHENS MUTUAL FUNDS --------- EMERGING EUROPE FUND - -------------------------------------------------------------------------------- ---------------------------------- TO REQUEST AN APPLICATION, CALL 1-800-766-FUND FOR QUESTIONS CONCERNING SHAREHOLDER ACCOUNTS, CALL 1-800-272-6944 ---------------------------------- PROSPECTUS AUGUST __, 1996 ROBERTSON STEPHENS INVESTMENT TRUST (THE ROBERTSON STEPHENS FUND) ______________________ FORM N-1A PART A ______________________ INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A POST- EFFECTIVE AMENDMENT TO THE TRUST'S REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BUT HAS NOT YET BECOME EFFECTIVE. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION, OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE. SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS DATED MAY , 1996 P R O S P E C T U S August __, 1996 THE ROBERTSON STEPHENS FUND THE ROBERTSON STEPHENS FUND seeks long-term capital appreciation. The Fund will pursue its objective by investing primarily in a diversified portfolio of securities. The Fund may borrow money in an attempt to increase its investment return. This Prospectus explains concisely the information about the Fund that a prospective investor should know before investing in shares of the Fund. Please read it carefully and keep it for future reference. Investors can find more detailed information about the Fund in the August __, 1996 Statement of Additional Information, as amended from time to time. For a free copy of the Statement of Additional Information, please call 1-800-766-FUND. The Statement of Additional Information has been filed with the Securities and Exchange Commission and is incorporated into this Prospectus by reference. -------------------- Robertson, Stephens & Company LLC Distributor -------------------- THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. EXPENSE SUMMARY Expenses are one of several factors to consider when investing in the Fund. The following table summarizes your maximum transaction costs from investing in shares of the Fund and expenses the Fund expects to incur in its first full year of operations. The Example shows the cumulative expenses attributable to a hypothetical $1,000 investment in the Fund over specified periods. SHAREHOLDER TRANSACTION EXPENSES: Maximum Sales Load Imposed on Purchases None Maximum Sales Load Imposed on Reinvested Dividends None Deferred Sales Load None Redemption Fee* None Exchange Fee None * A $9.00 FEE IS CHARGED FOR REDEMPTIONS MADE BY BANK WIRE. ANNUAL FUND OPERATING EXPENSES: (as a percentage of average net assets) Management Fees 1.50% 12b-1 Fees 0.50% Other Expenses 0.50% Total Fund Operating Expenses 2.50% - --------------- EXAMPLES Your investment of $1,000 in the Fund would incur the following expenses, assuming 5% annual return and redemption at the end of each period: 1 Year 3 Years ------ ------- $25 $78 This information is provided to help you understand the expenses of investing in the Fund and your share of the estimated operating expenses of the Fund. The information concerning the Fund is based on the expenses the Fund expects to incur during its first full year of operations. THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF FUTURE PERFORMANCE; ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN. Long-term shareholders may pay more than the economic equivalent of the maximum front-end sales charge permitted by the rules of the National Association of Securities Dealers, Inc. -2- INTRODUCTION The Robertson Stephens Mutual Funds are designed to make available to mutual fund investors the expertise of the investment professionals at Robertson, Stephens & Company Investment Management). THE FUND'S INVESTMENT STRATEGIES AND PORTFOLIO INVESTMENTS WILL DIFFER FROM THOSE OF MOST OTHER MUTUAL FUNDS. ROBERTSON STEPHENS INVESTMENT MANAGEMENT SEEKS AGGRESSIVELY TO IDENTIFY FAVORABLE SECURITIES, ECONOMIC AND MARKET SECTORS, AND INVESTMENT OPPORTUNITIES THAT OTHER INVESTORS AND INVESTMENT ADVISERS MAY NOT HAVE IDENTIFIED. WHEN ROBERTSON STEPHENS INVESTMENT MANAGEMENT IDENTIFIES SUCH AN INVESTMENT OPPORTUNITY, IT MAY DEVOTE MORE OF THE FUND'S ASSETS TO PURSUING THAT OPPORTUNITY, OR AT DIFFERENT TIMES, THAN MANY OTHER MUTUAL FUNDS, AND MAY SELECT INVESTMENTS FOR THE FUND THAT WOULD BE INAPPROPRIATE FOR LESS AGGRESSIVE MUTUAL FUNDS. IN ADDITION, UNLIKE MOST OTHER MUTUAL FUNDS, THE FUND MAY ENGAGE IN SHORT SALES OF SECURITIES, WHICH INVOLVE SPECIAL RISKS. INVESTMENT OBJECTIVE AND POLICIES THE FUND'S INVESTMENT OBJECTIVE IS TO SEEK LONG-TERM CAPITAL APPRECIATION. The Fund invests in a diversified portfolio of securities that Robertson Stephens Investment Management, the Fund's investment adviser, believes offers the potential for long-term capital appreciation. The Fund invests principally in common stocks, although it may also invest in preferred stocks, convertible preferred stocks, and debt securities, including convertible bonds. The Fund will not limit its investments to any particular type of company. It may invest in companies, large or small, whose earnings are believed to be in a relatively strong growth trend, or in companies in which significant further growth is not anticipated but whose market value per share is thought to be undervalued. It may invest in small and relatively less well-known companies. Smaller companies may present greater opportunities for capital appreciation, but may also involve greater risks. They may have limited product lines, markets. or financial resources, or may depend on a limited management group. Their securities may trade less frequently and in limited volume. As a result, the prices of these securities may fluctuate more than prices of securities of larger, more established companies. The Fund will not invest for current income. The Fund may hold a portion of its assets in cash or money market investments. The Fund is a series of Robertson Stephens Investment Trust (the "Trust"), an open-end series investment company. The investment policies of the Fund may, unless otherwise specifically stated, be changed by the Trustees without shareholder approval. All percentage limitations on investments will apply at the time of investment and will not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of the investment. The Trustees of the Trust would not materially change the Fund's investment objective without shareholder approval. There can, of course, be no assurance that the Fund will achieve its investment objective. OTHER INVESTMENT PRACTICES AND RISK CONSIDERATIONS - -------------------------------------------------------------------------------- The Fund may also engage in the following investment practices, each of which involves certain special risks. The Statement of Additional Information contains more detailed information about these practices (some of which may be considered "derivative" investments), including limitations designed to reduce these risks. INVESTMENTS IN SMALLER COMPANIES. The Fund may invest a substantial portion of its assets in securities issued by small companies. Such companies may offer greater opportunities for capital appreciation than larger companies, but investments in such companies may involve certain special risks. Such companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group. While the markets in securities of such companies have grown rapidly in recent years, such securities may trade -3- less frequently and in smaller volume than more widely held securities. The values of these securities may fluctuate more sharply than those of other securities, and the Fund may experience some difficulty in establishing or closing out positions in these securities at prevailing market prices. There may be less publicly available information about the issuers of these securities or less market interest in such securities than in the case of larger companies, and it may take a longer period of time for the prices of such securities to reflect the full value of their issuers' underlying earnings potential or assets. Some securities of smaller issuers may be restricted as to resale or may otherwise be highly illiquid. The ability of the Fund to dispose of such securities may be greatly limited, and the Fund may have to continue to hold such securities during periods when Robertson Stephens Investment Management would otherwise have sold the security. It is possible that Robertson Stephens Investment Management or its affiliates or clients may hold securities issued by the same issuers, and may in some cases have acquired the securities at different times, on more favorable terms, or at more favorable prices, than the Fund. SHORT SALES. When Robertson Stephens Investment Management anticipates that the price of a security will decline, it may sell the security short and borrow the same security from a broker or other institution to complete the sale. The Fund may make a profit or incur a loss depending upon whether the market price of the security decreases or increases between the date of the short sale and the date on which the Fund must replace the borrowed security. All short sales must be fully collateralized, and the Fund will not sell securities short if, immediately after and as a result of the sale, the value of all securities sold short by the Fund exceeds 25% of its total assets. The Fund limits short sales of any one issuer's securities to 2% of the Fund's total assets and to 2% of any one class of the issuer's securities. FOREIGN SECURITIES. The Fund may invest in securities principally traded in foreign markets. Since foreign securities are normally denominated and traded in foreign currencies, the value of the Fund's assets may be affected favorably or unfavorably by currency exchange rates and exchange control regulations. There may be less information publicly available about a foreign company than about a U.S. company, and foreign companies are not generally subject to accounting, auditing, and financial reporting standards and practices comparable to those in the United States. The securities of some foreign companies are less liquid and at times more volatile than securities of comparable U.S. companies. Foreign brokerage commissions and other fees are also generally higher than in the United States. Foreign settlement procedures and trade regulations may involve certain risks (such as delay in payment or delivery of securities or in the recovery of the Fund's assets held abroad) and expenses not present in the settlement of domestic investments. In addition, there may be a possibility of nationalization or expropriation of assets, imposition of currency exchange controls, confiscatory taxation, political or financial instability, and diplomatic developments that could affect the value of the Fund's investments in certain foreign countries. Legal remedies available to investors in certain foreign countries may be more limited than those available with respect to investments in the United States or in other foreign countries. In the case of securities issued by a foreign governmental entity, the issuer may in certain circumstances be unable or unwilling to meet its obligations on the securities in accordance with their terms, and the Fund may have limited recourse available to it in the event of default. The laws of some foreign countries may limit the Fund's ability to invest in securities of certain issuers located in those foreign countries. Special tax considerations apply to foreign securities. The Fund may buy or sell foreign currencies and options and futures contracts on foreign currencies for hedging purposes in connection with its foreign investments. DEBT SECURITIES. The Fund may invest in debt securities from time to time, if Robertson Stephens Investment Management believes that investing in such securities might help achieve the Fund's objective. The Fund's investments may include lower-quality, high-yielding debt securities. Lower-rated debt securities -4- (commonly called "junk bonds") are considered to be of poor standing and predominantly speculative. Securities in the lowest rating categories may have extremely poor prospects of attaining any real investment standing and may be in default. The rating services' descriptions of securities in the lower rating categories, including their speculative characteristics, are set forth in the Statement of Additional Information. Like those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. In addition, the lower ratings of such securities reflect a greater possibility that adverse changes in the financial condition of the issuer, or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. Changes by recognized rating services in their ratings of any fixed-income security and in the ability or perceived inability of an issuer to make payments of interest and principal may also affect the value of these investments. See the Statement of Additional Information. The Fund may at times invest in so-called "zero-coupon" bonds and "payment- in-kind" bonds. Zero-coupon bonds are issued at a significant discount from face value and pay interest only at maturity rather than at intervals during the life of the security. Payment-in-kind bonds allow the issuer, at its option, to make current interest payments on the bonds either in cash or in additional bonds. The values of zero-coupon bonds and payment-in-kind bonds are subject to greater fluctuation in response to changes in market interest rates than bonds which pay interest currently, and may involve greater credit risk than such bonds. The Fund will not necessarily dispose of a security when its debt rating is reduced below its rating at the time of purchase, although Robertson Stephens Investment Management will monitor the investment to determine whether continued investment in the security will assist in meeting the Fund's investment objective. BORROWING AND LEVERAGE. The Fund may borrow money to invest in additional portfolio securities. This practice, known as "leverage," increases the Fund's market exposure and its risk. When the Fund has borrowed money for leverage and its investments increase or decrease in value, the Fund's net asset value will normally increase or decrease more than if it had not borrowed money. The interest the Fund must pay on borrowed money will reduce the amount of any potential gains or increase any losses. The extent to which the Fund will borrow money, and the amount it may borrow, depend on market conditions and interest rates. Successful use of leverage depends on Robertson Stephens Investment Management's ability to predict market movements correctly. The Fund may at times borrow money by means of reverse repurchase agreements. Reverse repurchase agreements generally involve the sale by the Fund of securities held by it and an agreement to repurchase the securities at an agreed-upon price, date, and interest payment. Reverse repurchase agreements will increase the Fund's overall investment exposure and may result in losses. OPTIONS AND FUTURES. The Fund may buy and sell call and put options to hedge against changes in net asset value or to attempt to realize a greater current return. In addition, through the purchase and sale of futures contracts and related options, the Fund may at times seek to hedge against fluctuations in net asset value and to attempt to increase its investment return. The Fund's ability to engage in options and futures strategies will depend on the availability of liquid markets in such instruments. It is impossible to predict the amount of trading interest that may exist in various types of options or futures contracts. Therefore, there is no assurance that the Fund will be able to utilize these instruments effectively for the purposes stated above. Although the Fund will only engage in options and futures transactions for limited purposes, those transactions involve certain risks which are described below and in the Statement of Additional Information. Transactions in options and futures contracts involve brokerage costs and may require the Fund to segregate assets to cover its outstanding positions. For more information, see the Statement of Additional Information. -5- INDEX FUTURES AND OPTIONS. The Fund may buy and sell index futures contracts ("index futures") and options on index futures and on indices (or may purchase warrants whose value is based on the value from time to time of one or more foreign securities indices) for hedging purposes. An index future is a contract to buy or sell units of a particular bond or stock index at an agreed price on a specified future date. Depending on the change in value of the index between the time when the Fund enters into and terminates an index futures or option transaction, the Fund realizes a gain or loss. The Fund may also buy and sell index futures and options to increase its investment return. RISKS RELATED TO OPTIONS AND FUTURES STRATEGIES. Options and futures transactions involve costs and may result in losses. Certain risks arise because of the possibility of imperfect correlations between movements in the prices of futures and options and movements in the prices of the underlying security or index or of the securities held by the Fund that are the subject of a hedge. The successful use by the Fund of the strategies described above further depends on the ability of Robertson Stephens Investment Management to forecast market movements correctly. Other risks arise from the Fund's potential inability to close out futures or options positions. Although the Fund will enter into options or futures transactions only if Robertson Stephens Investment Management believes that a liquid secondary market exists for such option or futures contract, there can be no assurance that the Fund will be able to effect closing transactions at any particular time or at an acceptable price. Certain provisions of the Internal Revenue Code may limit the Fund's ability to engage in options and futures transactions. The Fund expects that its options and futures transactions generally will be conducted on recognized exchanges. The Fund may in certain instances purchase and sell options in the over-the-counter markets. The Fund's ability to terminate options in the over-the-counter markets may be more limited than for exchange-traded options, and such transactions also involve the risk that securities dealers participating in such transactions would be unable to meet their obligations to the Fund. The Fund will, however, engage in over-the- counter transactions only when appropriate exchange-traded transactions are unavailable and when, in the opinion of Robertson Stephens Investment Management, the pricing mechanism and liquidity of the over-the-counter markets are satisfactory and the participants are responsible parties likely to meet their obligations. The Fund will not purchase futures or options on futures or sell futures if, as a result, the sum of the initial margin deposits on the Fund's existing futures positions and premiums paid for outstanding options on futures contracts would exceed 5% of the Fund's assets. (For options that are "in-the-money" at the time of purchase, the amount by which the option is "in-the-money" is excluded from this calculation.) SECURITIES LOANS AND REPURCHASE AGREEMENTS. The Fund may lend portfolio securities to broker-dealers and may enter into repurchase agreements. These transactions must be fully collateralized at all times, but involve some risk to the Fund if the other party should default on its obligations and the Fund is delayed or prevented from recovering the collateral. DEFENSIVE STRATEGIES. At times, Robertson Stephens Investment Management may judge that market conditions make pursuing the Fund's basic investment strategy inconsistent with the best interests of its shareholders. At such times, Robertson Stephens Investment Management may temporarily use alternative strategies, primarily designed to reduce fluctuations in the values of the Fund's assets. In implementing these "defensive" strategies, the Fund may invest any portion of its assets in U.S. Government securities, other high- quality debt instruments, and other securities Robertson Stephens Investment Management believes to be consistent with the Fund's best interests. PORTFOLIO TURNOVER. The length of time the Fund has held a particular security is not generally a consideration in investment decisions. The investment policies of the Fund may lead to frequent changes in the Fund's investments, particularly in periods of volatile market movements. A change in the securities held by the Fund is known as "portfolio turnover." Portfolio turnover generally involves some expense to the Fund, -6- including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestment in other securities. Such sales may result in realization of taxable capital gains. The Fund's annual portfolio turnover is expected to be less than 200%. MANAGEMENT OF THE FUND The Trustees of the Trust are responsible for generally overseeing the conduct of the Trust's business. ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P., 555 California Street, San Francisco, CA 94104, is the investment adviser for the Fund. Robertson, Stephens & Company Investment Management, L.P., a California limited partnership, was formed in 1993 and is registered as an investment adviser with the Securities and Exchange Commission. The general partner of Robertson, Stephens & Company Investment Management, L.P. is Robertson, Stephens & Company, Inc., and the principal limited partner is Robertson, Stephens & Company LLC, the Fund's distributor and a major investment banking firm specializing in emerging growth companies that has developed substantial investment research, underwriting, and venture capital expertise. Since 1978, Robertson, Stephens & Company LLC has managed underwritten public offerings for over $15.23 billion of securities of emerging growth companies. Robertson, Stephens & Company Investment Management, L.P. and its affiliates have in excess of $3.3 billion under management in public and private investment funds. Robertson, Stephens & Company LLC, its general partner, Robertson, Stephens & Company, Inc., and Sanford R. Robertson may be deemed to be control persons of Robertson, Stephens & Company Investment Management, L.P. Robertson Stephens Investment Management's investment decisions for the Fund are generally made by a committee of investment professionals. Subject to such policies as the Trustees may determine, Robertson Stephens Investment Management furnishes a continuing investment program for the Fund and makes investment decisions on the Fund's behalf pursuant to an Investment Advisory Agreement with the Fund. The Fund pays all expenses not assumed by Robertson Stephens Investment Management including, among other things, Trustees' fees, auditing, accounting, legal, custodial, investor servicing, and shareholder reporting expenses, and payments under the Fund's Distribution Plan. Robertson Stephens Investment Management places all orders for purchases and sales of the Fund's securities. In selecting broker-dealers, Robertson Stephens Investment Management may consider research and brokerage services furnished to it and its affiliates. Robertson, Stephens & Company LLC may receive brokerage commissions from the Fund in accordance with procedures adopted by the Trustees under the Investment Company Act of 1940 which require periodic review of these transactions. Subject to seeking the most favorable price and execution available, Robertson Stephens Investment Management may consider sales of shares of the Fund as a factor in the selection of broker- dealers. ADMINISTRATIVE SERVICES. The Fund has entered into an agreement with Robertson Stephens Investment Management pursuant to which Robertson Stephens Investment Management provides administrative services to the Fund. The Fund pays Robertson Stephens Investment Management a fee for such services at the annual rate of 0.25% of its average daily net assets. HOW TO PURCHASE SHARES Currently, your minimum initial investment is $5,000 ($1,000 for IRAs), and your subsequent investments must be at least $100 ($1 for IRAs). You may obtain an Application by calling the Fund at 1-800-776-FUND, or by writing to Robertson, Stephens & Company LLC at 555 California Street, San Francisco, CA 94104. -7- INITIAL INVESTMENTS - -------------------------------------------------------------------------------- You may make your initial investment in Fund shares by mail or by wire transfer as described below. BY MAIL: Send a completed Application, together with a check made payable to the Fund, to the Fund's Transfer Agent: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. BY WIRE: (1) Telephone National Financial Data Services at 1-800-272-6944. Indicate the name(s) to be used on the account registration, the mailing address, your social security number, the amount being wired, the name of your wiring bank, and the name and telephone number of a contact person at the wiring bank. Please include the account number that you receive in your wire along with the account name. (2) Then instruct your bank to wire the specified amount, along with your account name and number to: State Street Bank and Trust Company ABA# 011 000028 Attn: Custody DDA# 99047177 225 Franklin Street Boston, MA 02110 Credit: The Robertson Stephens Fund For further credit: -------------------- (Shareholder's name) ------------------------- (Shareholder's account #) At the same time, you must mail a completed and signed Application to: State Street Bank and Trust Company c/o National Financial Data Services, P.O. Box 419717, Kansas City, MO 64141. Please include your account number on the Application. You also may purchase and sell shares through certain securities brokers. Such brokers may charge you a transaction fee for this service; account options available to clients of securities brokers, including arrangements regarding the purchase and sale of Fund shares, may differ from those available to persons investing directly in the Fund. In their sole discretion, either Robertson Stephens Investment Management or Robertson, Stephens & Company LLC, the Fund's distributor, may pay such brokers for shareholder, subaccounting, and other services, including handling such sales. SUBSEQUENT INVESTMENTS - -------------------------------------------------------------------------------- After your account is open, you may invest by mail, telephone, or wire at any time. Please include your name and account number on all checks and wires. Please use separate checks or wires for investments to separate accounts. AUTOBUY: The Autobuy option allows you to purchase shares by moving money directly from their checking account to the Fund. If you have established the Autobuy option, you may purchase additional shares in an existing account by calling the Transfer Agent at 1-800-272-6944 and instructing the Transfer Agent as to the dollar amount you wish to invest. The investment will automatically be processed through the Automatic -8- Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. OTHER INFORMATION ABOUT PURCHASING SHARES - -------------------------------------------------------------------------------- All purchases of Fund shares are subject to acceptance by the Fund and are not binding until accepted and shares are issued. Your signed and completed Application (for initial investments) or account statement stub (for subsequent investments) and full payment, in the form of either a wire transfer or a check, must be received and accepted by the Fund before any purchase becomes effective. Purchases of Fund shares are made at the net asset value next determined after the purchase is accepted. See "How Net Asset Value Is Determined." Please initiate any wire transfer early in the morning to ensure that the wire is received by the Fund before 4:00 p.m. New York time. All purchases must be made in U.S. dollars, and checks should be drawn on banks located in the U.S. If your purchase of shares is canceled due to non- payment or because a check does not clear, you will be held responsible for any loss incurred by the Fund or the Transfer Agent. The Fund can redeem shares to reimburse it or the Transfer Agent for any such loss. The Fund reserves the right to reject any purchase, in whole or in part, and to suspend the offering of its shares for any period of time and to change or waive the minimum investment amounts specified in this prospectus. No share certificates will be issued. EXCHANGE PRIVILEGE - -------------------------------------------------------------------------------- Shares of the Fund offered by this Prospectus may be exchanged for shares of any other Fund offered by Robertson Stephens Investment Trust. Exchanges of shares will be made at their relative net asset values. Shares may be exchanged only if the amount being exchanged satisfies the minimum investment required and the shareholder is a resident of a state where shares of the appropriate Fund are qualified for sale. However, you may not exchange your investment in shares of any Fund more than four times in any twelve-month period (including the initial exchange of your investment from that Fund during the period, and subsequent exchanges of that investment from other Funds during the same twelve- month period). Investors should note that an exchange will result in a taxable event. Exchange privileges may be terminated, modified, or suspended by the Fund upon 60 days prior notice to shareholders. Unless you have indicated that you do not wish to establish telephone exchange privileges (see the Account Application or call the Fund for details), you may make exchanges by telephone. HOW TO REDEEM SHARES REDEMPTIONS BY MAIL - -------------------------------------------------------------------------------- You may redeem your shares of the Fund by mailing a written request for redemption to the Transfer Agent that: (1) states the number of shares or dollar amount to be redeemed; (2) identifies your account number; and (3) is signed by you and all other owners of the account exactly as their names appear on the account. -9- If you request that the proceeds from your redemption be sent to you at an address other than your address of record, or to another party, you must include a signature guarantee for each such signature by an eligible signature guarantor, such as a member firm of a national securities exchange or a commercial bank or trust company located in the United States. If you are a resident of a foreign country, another type of certification may be required. Please contact the Transfer Agent for more details. Corporations, fiduciaries, and other types of shareholders may be required to supply additional documents which support their authority to effect a redemption. REDEMPTIONS BY TELEPHONE - -------------------------------------------------------------------------------- Unless you have indicated you do not wish to establish telephone redemption privileges (see the Account Application or call the Fund for details), you may redeem shares by calling the Transfer Agent at 1-800-272-6944 by 4:00 p.m. New York time on any day the New York Stock Exchange is open for business. If an account has more than one owner, the Transfer Agent may rely on the instructions of any one owner. The Fund employs reasonable procedures in an effort to confirm the authenticity of telephone instructions, which may include requiring the caller to give a special authorization number assigned to your account. If these procedures are not followed, the Fund and the Transfer Agent may be responsible for any losses because of unauthorized or fraudulent instructions. By not declining telephone redemption privileges, you authorize the Transfer Agent to act upon any telephone instructions it believes to be genuine, (1) to redeem shares from your account and (2) to mail or wire the redemption proceeds. If you recently opened an account by wire, you cannot redeem shares by telephone until the Transfer Agent has received your completed Application. Telephone redemption is not available for shares held in IRAs. The Fund may change, modify, or terminate its telephone redemption services at any time upon 30 days notice. WIRE TRANSFER OF REDEMPTIONS - -------------------------------------------------------------------------------- If your financial institution receives Federal Reserve wires, you may instruct that your redemption proceeds be forwarded to you by a wire transfer. Please indicate your financial institution's complete wiring instructions. The Fund will forward proceeds from telephone redemptions only to the bank account or Robertson, Stephens & Company LLC brokerage account that you have authorized in writing. A $9.00 wire fee will be paid either by redeeming shares from your account or upon a full redemption, deducting the fee from the proceeds. AUTOSELL: The Autosell option allows shareholders to redeem shares from their Robertson Stephens fund accounts and to have the proceeds sent directly to their checking account. If you have established the Autosell option, you may redeem shares by calling the Transfer Agent at 1-800-272-6944 and instructing it as to the dollar amount or number of shares you wish to redeem. The proceeds will automatically be sent to your bank through the Automatic Clearing House (ACH) system. There is no fee for this option. If you did not establish this option at the time you opened your account, send a letter of instruction along with a voided check to the Transfer Agent. GENERAL REDEMPTION POLICIES - -------------------------------------------------------------------------------- The redemption price per share is the net asset value per share next determined after the Transfer Agent receives the request for redemption in proper form, and the Fund will make payment for redeemed shares within seven days thereafter. Under unusual circumstances, the Fund may suspend repurchases, or postpone payment of redemption proceeds for more than seven days, as permitted by federal securities law. If you purchase shares of the Fund by check (including certified check) and redeem them shortly thereafter, the Fund will delay payment of the redemption proceeds for up to fifteen days after the Fund's receipt of the check. -10- You may experience delays in exercising telephone redemptions during periods of abnormal market activity. Accordingly, during periods of volatile economic and market conditions, you may wish to consider transmitting redemption orders to the Transfer Agent by an overnight courier service. THE FUND'S DISTRIBUTOR Shares of the Fund are distributed by Robertson, Stephens & Company LLC. Under its Distribution Agreement with the Fund, Robertson, Stephens & Company LLC bears certain expenses related to the distribution of shares of the Fund, including commissions payable to persons engaging in the distribution of the shares, advertising expenses, and the costs of preparing and distributing sales literature incurred in connection with the offering of the shares. To compensate Robertson, Stephens & Company LLC for the services it provides and for the expenses it bears under the Distribution Agreement, the Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the Investment Company Act of 1940 pursuant to which the Fund pays Robertson, Stephens & Company LLC compensation accrued daily and paid monthly, at the annual rate of 0.50% of the Fund's average daily net assets. Robertson, Stephens & Company LLC may pay brokers a commission expressed as a percentage of the purchase price of shares of the Fund. The Fund has agreed to indemnify Robertson, Stephens & Company LLC against certain liabilities, including liabilities under the Securities Act of 1933, as amended. DIVIDENDS, DISTRIBUTIONS, AND TAXES The Fund distributes substantially all of its net investment income and net capital gains to shareholders at least once per year (more often if necessary to avoid certain excise or income taxes on the Fund). All distributions will be automatically reinvested in Fund shares unless the shareholder requests cash payment on at least 10 days prior written notice to the Transfer Agent. The Fund intends to qualify as a "regulated investment company" for federal income tax purposes and to meet all other requirements that are necessary for it to be relieved of federal taxes on income and gains it distributes to shareholders. The Fund will distribute substantially all of its net investment income and net capital gain income on a current basis. All Fund distributions will be taxable to you as ordinary income, except that any distributions of net long-term capital gains will be taxed as such, regardless of how long you have held your shares. Distributions will be taxable as described above, whether received in cash or in shares through the reinvestment of distributions. Early in each year, the Trust will notify you of the amount and tax status of distributions paid to you by the Fund for the preceding year. The foregoing is a summary of certain federal income tax consequences of investing in the Fund. You should consult your tax adviser to determine the precise effect of an investment in the Fund on your particular tax situation. HOW NET ASSET VALUE IS DETERMINED The Fund calculates the net asset value of its shares by dividing the total value of its assets attributable to the shares, less liabilities attributable to the shares, by the number of shares outstanding. Shares are valued as of the close of regular trading on the New York Stock Exchange each day the Exchange is open. Fund securities for which market quotations are readily available are stated at market value. Short-term investments that will -11- mature in 60 days or less are stated at amortized cost, which approximates market value. All other securities and assets are valued at their fair values determined by Robertson Stephens Investment Management. HOW PERFORMANCE IS DETERMINED Total return data for the Fund may from time to time be included in advertisements about the Fund. "Total return" for the Fund through the most recent calendar quarter represents the actual rate of return on an investment of $1,000 in the Fund. Total return may also be presented for other periods. Quotations of total return for a period when an expense limitation was in effect will be greater than if the limitation had not been in effect. The Fund's performance may be compared to various indices. See the Statement of Additional Information. Information may be presented in advertisements about the Fund describing the background and professional experience of the Fund's investment advisor or any portfolio manager. ALL DATA ARE BASED ON THE FUND'S PAST INVESTMENT RESULTS AND DO NOT PREDICT FUTURE PERFORMANCE. Investment performance, which will vary, is based on many factors, including market conditions, the composition of the Fund's portfolio, and the Fund's investments expenses. Investment performance also often reflects the risks associated with the Fund's investment objective and policies. These factors should be considered when comparing the Fund's investment results to those of other mutual funds and other investment vehicles. ADDITIONAL INFORMATION The Fund is a series of the Trust, which was organized on May 11, 1987 under the laws of the Commonwealth of Massachusetts and is a business entity commonly known as a "Massachusetts business trust." A copy of the Agreement and Declaration of Trust, which is governed by Massachusetts law, is on file with the Secretary of State of The Commonwealth of Massachusetts. When matters are submitted for shareholder vote, shareholders of each series will have one vote for each full share owned and proportionate, fractional votes for fractional shares held. Generally, shares of each series vote separately as a class on all matters except (1) matters affecting only the interests of one or more of the series, in which case only shares of the affected series would be entitled to vote, or (2) when the Investment Company Act requires that shares of all series be voted in the aggregate. Although the Trust is not required to hold annual shareholder meetings, shareholders have the right to call a meeting to elect or remove Trustees, or to take other actions as provided in the Agreement and Declaration of Trust. State Street Bank and Trust Company, c/o National Financial Data Services, P.O. Box 419717, Kansas City, Missouri 64141, acts as the Fund's transfer agent and dividend paying agent. State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, also acts as the custodian of the Fund's portfolio. -12- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ADDRESS 555 California Street San Francisco, CA 94104 1-800-766-FUND INVESTMENT ADVISER Robertson, Stephens & Company Investment Management, L.P. 555 California Street San Francisco, CA 94104 1-415-781-9700 DISTRIBUTOR Robertson, Stephens & Company LLC 555 California Street San Francisco, CA 94104 1-415-781-9700 TRANSFER AGENT State Street Bank and Trust Company c/o National Financial Data Services P. O. Box 419717 Kansas City, MO 64141 1-800-272-6944 INDEPENDENT ACCOUNTANTS Price Waterhouse LLP San Francisco, CA 94104 LEGAL COUNSEL Ropes & Gray Boston, MA 02110 CUSTODIAN State Street Bank and Trust Company Boston, MA 02110 No dealer, salesman, or any other person has been authorized to give any information or to make any representations other than those contained in this Prospectus in connection with the offer contained in this Prospectus, and, if given or made, such other information or representations must not be relied upon as having been authorized by the Fund. This Prospectus does not constitute an offering in any state or jurisdiction in which such offering may not lawfully be made. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ROBERTSON STEPHENS MUTUAL FUNDS -------- THE ROBERTSON STEPHENS FUND - -------------------------------------------------------------------------------- -------------------------------- TO REQUEST AN APPLICATION, CALL 1-800-766-FUND FOR QUESTIONS CONCERNING SHAREHOLDER ACCOUNTS, CALL 1-800-272-6944 -------------------------------- PROSPECTUS AUGUST __, 1996 ROBERTSON STEPHENS INVESTMENT TRUST (The Robertson Stephens Asia Fund) (The Robertson Stephens Contrarian Fund) (The Robertson Stephens Developing Countries Fund) (The Robertson Stephens Diversified Growth Fund) (The Robertson Stephens Emerging Europe Fund) (The Robertson Stephens Emerging Growth Fund) (The Robertson Stephens Global Low-Priced Stock Fund) (The Robertson Stephens Global Natural Resources Fund) (The Robertson Stephens Growth & Income Fund) (The Robertson Stephens Information Age Fund) (The Robertson Stephens Partners Fund) (The Robertson Stephens Fund) (The Robertson Stephens Value + Growth Fund) _____________________________________ FORM N-lA PART B _____________________________________ INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A POST- EFFECTIVE AMENDMENT TO THE TRUST'S REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BUT HAS NOT YET BECOME EFFECTIVE. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES EFFECTIVE. THIS STATEMENT OF ADDITIONAL INFORMATION SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE. SUBJECT TO COMPLETION PRELIMINARY STATEMENT OF ADDITIONAL INFORMATION DATED MAY __, 1996 STATEMENT OF ADDITIONAL INFORMATION ROBERTSON STEPHENS MUTUAL FUNDS August __, 1996 Robertson Stephens Investment Trust (the "Trust") is an open-end series investment company. This Statement of Additional Information is not a prospectus and should be read in conjunction with the Prospectus of the Trust dated August __, 1996. A copy of the Trust's Prospectus can be obtained upon request made to Robertson, Stephens & Company LLC, the Trust's distributor, 555 California Street, San Francisco, California 94104, telephone 1-800-766-FUND. TABLE OF CONTENTS CAPTION PAGE ------- ---- INVESTMENT OBJECTIVES AND POLICIES.............................................2 THE FUNDS' INVESTMENT LIMITATIONS.............................................15 MANAGEMENT OF THE FUNDS.......................................................21 THE FUNDS' DISTRIBUTOR........................................................33 HOW NET ASSET VALUE IS DETERMINED.............................................34 TAXES.........................................................................35 HOW PERFORMANCE IS DETERMINED.................................................36 ADDITIONAL INFORMATION........................................................39 APPENDIX A....................................................................41 FINANCIAL STATEMENTS..........................................................44 INVESTMENT OBJECTIVES AND POLICIES The investment objectives and policies of the Funds are described in detail in the Prospectus. The following discussion provides supplemental information concerning certain investment techniques in which one or more of the Funds may engage, and certain of the risks they may entail. Certain of the investment techniques may not be available to all of the Funds. All of the Funds, except for the Emerging Growth Fund, are managed by Robertson, Stephens & Company Investment Management, L.P. ("RSIM, L.P."). The Emerging Growth Fund is managed by Robertson Stephens Investment Management, Inc. ("RSIM, Inc."). RSIM, L.P. and RSIM, Inc. are sometimes referred to in this Statement collectively as "Robertson Stephens Investment Management." LOWER-RATED DEBT SECURITIES Certain of the Funds may purchase lower-rated debt securities, sometimes referred to as "junk bonds" (those rated BB or lower by Standard & Poor's ("S&P") or Ba or lower by Moody's Investor Service, Inc. ("Moody's")). See APPENDIX A for a description of these ratings. The lower ratings of certain securities held by a Fund reflect a greater possibility that adverse changes in the financial condition of the issuer, or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. The inability (or perceived inability) of issuers to make timely payment of interest and principal would likely make the values of securities held by the Fund more volatile and could limit the Fund's ability to sell its securities at prices approximating the values a Fund had placed on such securities. It is possible that legislation may be adopted in the future limiting the ability of certain financial institutions to purchase lower rated securities; such legislation may adversely affect the liquidity of such securities. In the absence of a liquid trading market for securities held by it, the Fund may be unable at times to establish the fair market value of such securities. The rating assigned to a security by Moody's or S&P does not reflect an assessment of the volatility of the security's market value or of the liquidity of an investment in the security. Like those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. Thus, a decrease in interest rates generally will result in an increase in the value of a Fund's fixed-income securities. Conversely, during periods of rising interest rates, the value of a Fund's fixed-income securities generally will decline. In addition, the values of such securities are also affected by changes in general economic conditions and business conditions affecting the specific industries of their issuers. Changes by recognized rating services in their ratings of any fixed-income security and in the ability of an issuer to make payments of interest and principal may also affect the value of these investments. Changes in the value of portfolio securities generally will not affect cash income derived from such securities, but will affect the Fund's net asset value. A Fund will not necessarily dispose of a security when its rating is reduced below its rating at the time of purchase, although Robertson Stephens Investment Management will monitor the investment to determine whether continued investment in the security will assist in meeting the Fund's investment objective. Issuers of lower-rated securities are often highly leveraged, so that their ability to service their debt obligations during an economic downturn or during sustained periods of rising interest rates may be impaired. In addition, such issuers may not have more traditional methods of financing available to them, and may be unable to repay debt at maturity by refinancing. The risk of loss due to default in payment of interest or principal by such issuers is significantly greater because such securities frequently are unsecured and subordinated to the prior payment of senior indebtedness. Certain of the lower- rated securities in which the Funds may invest are issued to raise funds in connection with the acquisition of a company, in so-called "leveraged buy-out" transactions. The highly leveraged capital structure of such issuers may make them especially vulnerable to adverse changes in economic conditions. B-2 Under adverse market or economic conditions or in the event of adverse changes in the financial condition of the issuer, a Fund could find it more difficult to sell lower-rated securities when Robertson Stephens Investment Management believes it advisable to do so or may be able to sell such securities only at prices lower than if such securities were more widely held. In many cases, such securities may be purchased in private placements and, accordingly, will be subject to restrictions on resale as a matter of contract or under securities laws. Under such circumstances, it may also be more difficult to determine the fair value of such securities for purposes of computing a Fund's net asset value. In order to enforce its rights in the event of a default under such securities, a Fund may be required to take possession of and manage assets securing the issuer's obligations on such securities, which may increase the Fund's operating expenses and adversely affect the Fund's net asset value. A Fund may also be limited in its ability to enforce its rights and may incur greater costs in enforcing its rights in the event an issuer becomes the subject of bankruptcy proceedings. Certain securities held by a Fund may permit the issuer at its option to "call," or redeem, its securities. If an issuer were to redeem securities held by a Fund during a time of declining interest rates, the Fund may not be able to reinvest the proceeds in securities providing the same investment return as the securities redeemed. OPTIONS The Funds may purchase and sell put and call options on their portfolio securities to enhance investment performance and to protect against changes in market prices. COVERED CALL OPTIONS. A Fund may write covered call options on its securities to realize a greater current return through the receipt of premiums than it would realize on its securities alone. Such option transactions may also be used as a limited form of hedging against a decline in the price of securities owned by the Fund. A call option gives the holder the right to purchase, and obligates the writer to sell, a security at the exercise price at any time before the expiration date. A call option is "covered" if the writer, at all times while obligated as a writer, either owns the underlying securities (or comparable securities satisfying the cover requirements of the securities exchanges), or has the right to acquire such securities through immediate conversion of securities. In return for the premium received when it writes a covered call option, a Fund gives up some or all of the opportunity to profit from an increase in the market price of the securities covering the call option during the life of the option. The Fund retains the risk of loss should the price of such securities decline. If the option expires unexercised, the Fund realizes a gain equal to the premium, which may be offset by a decline in price of the underlying security. If the option is exercised, the Fund realizes a gain or loss equal to the difference between the Fund's cost for the underlying security and the proceeds of sale (exercise price minus commissions) plus the amount of the premium. A Fund may terminate a call option that it has written before it expires by entering into a closing purchase transaction. A Fund may enter into closing purchase transactions in order to free itself to sell the underlying security or to write another call on the security, realize a profit on a previously written call option, or protect a security from being called in an unexpected market rise. Any profits from a closing purchase transaction may be offset by a decline in the value of the underlying security. Conversely, because increases in the market price of a call option will generally reflect increases in the market price of the underlying security, any loss resulting from a closing purchase transaction is likely to be offset in whole or in part by unrealized appreciation of the underlying security owned by the Fund. COVERED PUT OPTIONS. A Fund may write covered put options in order to enhance its current return. Such options transactions may also be used as a limited form of hedging against an increase in the price of securities that the Fund plans to purchase. A put option gives the holder the right to sell, and obligates the writer to buy, a security at the exercise price at any time before the expiration date. A put option is "covered" if the writer B-3 segregates cash and high-grade short-term debt obligations or other permissible collateral equal to the price to be paid if the option is exercised. In addition to the receipt of premiums and the potential gains from terminating such options in closing purchase transactions, a Fund also receives interest on the cash and debt securities maintained to cover the exercise price of the option. By writing a put option, the Fund assumes the risk that it may be required to purchase the underlying security for an exercise price higher than its then current market value, resulting in a potential capital loss unless the security later appreciates in value. A Fund may terminate a put option that it has written before it expires by a closing purchase transaction. Any loss from this transaction may be partially or entirely offset by the premium received on the terminated option. PURCHASING PUT AND CALL OPTIONS. A Fund may also purchase put options to protect portfolio holdings against a decline in market value. This protection lasts for the life of the put option because the Fund, as a holder of the option, may sell the underlying security at the exercise price regardless of any decline in its market price. In order for a put option to be profitable, the market price of the underlying security must decline sufficiently below the exercise price to cover the premium and transaction costs that the Fund must pay. These costs will reduce any profit the Fund might have realized had it sold the underlying security instead of buying the put option. A Fund may purchase call options to hedge against an increase in the price of securities that the Fund wants ultimately to buy. Such hedge protection is provided during the life of the call option since the Fund, as holder of the call option, is able to buy the underlying security at the exercise price regardless of any increase in the underlying security's market price. In order for a call option to be profitable, the market price of the underlying security must rise sufficiently above the exercise price to cover the premium and transaction costs. These costs will reduce any profit the Fund might have realized had it bought the underlying security at the time it purchased the call option. A Fund may also purchase put and call options to attempt to enhance its current return. OPTIONS ON FOREIGN SECURITIES. Certain of the Funds may purchase and sell options on foreign securities if the Fund's Adviser believes that the investment characteristics of such options, including the risks of investing in such options, are consistent with the Fund's investment objectives. It is expected that risks related to such options will not differ materially from risks related to options on U.S. securities. However, position limits and other rules of foreign exchanges may differ from those in the U.S. In addition, options markets in some countries, many of which are relatively new, may be less liquid than comparable markets in the U.S. RISKS INVOLVED IN THE SALE OF OPTIONS. Options transactions involve certain risks, including the risks that a Fund's Adviser will not forecast interest rate or market movements correctly, that a Fund may be unable at times to close out such positions, or that hedging transactions may not accomplish their purpose because of imperfect market correlations. The successful use of these strategies depends on the ability of a Fund's Adviser to forecast market and interest rate movements correctly. An exchange-listed option may be closed out only on an exchange which provides a secondary market for an option of the same series. There is no assurance that a liquid secondary market on an exchange will exist for any particular option or at any particular time. If no secondary market were to exist, it would be impossible to enter into a closing transaction to close out an option position. As a result, a Fund may be forced to continue to hold, or to purchase at a fixed price, a security on which it has sold an option at a time when its Adviser believes it is inadvisable to do so. Higher than anticipated trading activity or order flow or other unforeseen events might cause The Options Clearing Corporation or an exchange to institute special trading procedures or restrictions that might restrict a B-4 Fund's use of options. The exchanges have established limitations on the maximum number of calls and puts of each class that may be held or written by an investor or group of investors acting in concert. It is possible that the Trust and other clients of Robertson Stephens Investment Management may be considered such a group. These position limits may restrict the Funds' ability to purchase or sell options on particular securities. Options which are not traded on national securities exchanges may be closed out only with the other party to the option transaction. For that reason, it may be more difficult to close out unlisted options than listed options. Furthermore, unlisted options are not subject to the protection afforded purchasers of listed options by The Options Clearing Corporation. Government regulations, particularly the requirements for qualification as a "regulated investment company" under the Internal Revenue Code, may also restrict the Funds' use of options. SPECIAL EXPIRATION PRICE OPTIONS Certain of the Funds may purchase over-the-counter ("OTC") puts and calls with respect to specified securities ("special expiration price options") pursuant to which the Funds in effect may create a custom index relating to a particular industry or sector that Robertson Stephens Investment Management believes will increase or decrease in value generally as a group. In exchange for a premium, the counterparty, whose performance is guaranteed by a broker- dealer, agrees to purchase (or sell) a specified number of shares of a particular stock at a specified price and further agrees to cancel the option at a specified price that decreases straight line over the term of the option. Thus, the value of the special expiration price option is comprised of the market value of the applicable underlying security relative to the option exercise price and the value of the remaining premium. However, if the value of the underlying security increases (or decreases) by a prenegotiated amount, the special expiration price option is canceled and becomes worthless. A portion of the dividends during the term of the option are applied to reduce the exercise price if the options are exercised. Brokerage commissions and other transaction costs will reduce these Funds' profits if the special expiration price options are exercised. A Fund will not purchase special expiration price options with respect to more than 25% of the value of its net assets, and will limit premiums paid for such options in accordance with state securities laws. LEAPS AND BOUNDS The Value + Growth Fund may purchase certain long-term exchange-traded equity options called Long-Term Equity Anticipation Securities ("LEAPs") and Buy-Right Options Unitary Derivatives ("BOUNDs"). LEAPs provide a holder the opportunity to participate in the underlying securities' appreciation in excess of a fixed dollar amount. BOUNDs provide a holder the opportunity to retain dividends on the underlying security while potentially participating in the underlying securities' capital appreciation up to a fixed dollar amount. The Value + Growth Fund will not purchase these options with respect to more than 25% of the value of its net assets, and will limit the premiums paid for purchasing such options in accordance with the most restrictive applicable state securities laws. LEAPs are long-term call options that allow holders the opportunity to participate in the underlying securities' appreciation in excess of a specified strike price, without receiving payments equivalent to any cash dividends declared on the underlying securities. A LEAP holder will be entitled to receive a specified number of shares of the underlying stock upon payment of the exercise price, and therefore the LEAP will be exercisable at any time the price of the underlying stock is above the strike price. However, if at expiration the price of the underlying stock is at or below the strike price, the LEAP will expire worthless. BOUNDs are long-term options which are expected to have the same economic characteristics as covered call options, with the added benefits that BOUNDs can be traded in a single transaction and are not subject to early exercise. Covered call writing is a strategy by which an investor sells a call option while simultaneously owning the number of shares of the stock underlying the call. BOUND holders are able to participate in a stock's B-5 price appreciation up to but not exceeding a specified strike price while receiving payments equivalent to any cash dividends declared on the underlying stock. At expiration, a BOUND holder will receive a specified number of shares of the underlying stock for each BOUND held if, on the last day of trading, the underlying stock closes at or below the strike price. However, if at expiration the underlying stock closes above the strike price, the BOUND holder will receive a payment equal to a multiple of the BOUND's strike price for each BOUND held. The terms of a BOUND are not adjusted because of cash distributions to the shareholders of the underlying security. BOUNDs are subject to the position limits for equity options imposed by the exchanges on which they are traded. The settlement mechanism for BOUNDs operates in conjunction with that of the corresponding LEAPs. For example, if at expiration the underlying stock closes at or below the strike price, the LEAP will expire worthless, and the holder of a corresponding BOUND will receive a specified number of shares of stock from the writer of the BOUND. If, on the other hand, the LEAP is "in the money" at expiration, the holder of the LEAP is entitled to receive a specified number of shares of the underlying stock from the LEAP writer upon payment of the strike price, and the holder of a BOUND on such stock is entitled to the cash equivalent of a multiple of the strike price from the writer of the BOUND. An investor holding both a LEAP and a corresponding BOUND, where the underlying stock closes above the strike price at expiration, would be entitled to receive a multiple of the strike price from the writer of the BOUND and, upon exercise of the LEAP, would be obligated to pay the same amount to receive shares of the underlying stock. LEAPs are American-style options (exercisable at any time prior to expiration), whereas BOUNDs are European-style options (exercisable only on the expiration date). FUTURES CONTRACTS INDEX FUTURES CONTRACTS AND OPTIONS. A Fund may buy and sell futures contracts and related options for hedging purposes or to attempt to increase investment return. The Funds currently expect that they will only purchase and sell stock index futures contracts and related options. A stock index futures contract is a contract to buy or sell units of a stock index at a specified future date at a price agreed upon when the contract is made. A unit is the current value of the stock index. The following example illustrates generally the manner in which index futures contracts operate. The Standard & Poor's 100 Stock Index (the "S&P 100 Index") is composed of 100 selected common stocks, most of which are listed on the New York Stock Exchange. The S&P 100 Index assigns relative weightings to the common stocks included in the Index, and the Index fluctuates with changes in the market values of those common stocks. In the case of the S&P 100 Index, contracts are to buy or sell 100 units. Thus, if the value of the S&P 100 Index were $180, one contract would be worth $18,000 (100 units x $180). The stock index futures contract specifies that no delivery of the actual stocks making up the index will take place. Instead, settlement in cash must occur upon the termination of the contract, with the settlement being the difference between the contract price and the actual level of the stock index at the expiration of the contract. For example, if a Fund enters into a futures contract to buy 100 units of the S&P 100 Index at a specified future date at a contract price of $180 and the S&P 100 Index is at $184 on that future date, the Fund will gain $400 (100 units x gain of $4). If the Fund enters into a futures contract to sell 100 units of the stock index at a specified future date at a contract price of $180 and the S&P 100 Index is at $182 on that future date, the Fund will lose $200 (100 units x loss of $2). A Fund may purchase or sell futures contracts with respect to any securities indexes. Positions in index futures may be closed out only on an exchange or board of trade which provides a secondary market for such futures. In order to hedge its investments successfully using futures contracts and related options, a Fund must invest in futures contracts with respect to indexes or sub-indexes the movements of which will, in its judgment, have a significant correlation with movements in the prices of the Fund's securities. B-6 Options on index futures contracts give the purchaser the right, in return for the premium paid, to assume a position in an index futures contract (a long position if the option is a call and a short position if the option is a put) at a specified exercise price at any time during the period of the option. Upon exercise of the option, the holder would assume the underlying futures position and would receive a variation margin payment of cash or securities approximating the increase in the value of the holder's option position. If an option is exercised on the last trading day prior to the expiration date of the option, the settlement will be made entirely in cash based on the difference between the exercise price of the option and the closing level of the index on which the futures contract is based on the expiration date. Purchasers of options who fail to exercise their options prior to the exercise date suffer a loss of the premium paid. As an alternative to purchasing and selling call and put options on index futures contracts, each of the Funds which may purchase and sell index futures contracts may purchase and sell call and put options on the underlying indexes themselves to the extent that such options are traded on national securities exchanges. Index options are similar to options on individual securities in that the purchaser of an index option acquires the right to buy (in the case of a call) or sell (in the case of a put), and the writer undertakes the obligation to sell or buy (as the case may be), units of an index at a stated exercise price during the term of the option. Instead of giving the right to take or make actual delivery of securities, the holder of an index option has the right to receive a cash "exercise settlement amount." This amount is equal to the amount by which the fixed exercise price of the option exceeds (in the case of a put) or is less than (in the case of a call) the closing value of the underlying index on the date of the exercise, multiplied by a fixed "index multiplier." A Fund may purchase or sell options on stock indices in order to close out its outstanding positions in options on stock indices which it has purchased. A Fund may also allow such options to expire unexercised. Compared to the purchase or sale of futures contracts, the purchase of call or put options on an index involves less potential risk to a Fund because the maximum amount at risk is the premium paid for the options plus transactions costs. The writing of a put or call option on an index involves risks similar to those risks relating to the purchase or sale of index futures contracts. MARGIN PAYMENTS. When a Fund purchases or sells a futures contract, it is required to deposit with its custodian an amount of cash, U.S. Treasury bills, or other permissible collateral equal to a small percentage of the amount of the futures contract. This amount is known as "initial margin." The nature of initial margin is different from that of margin in security transactions in that it does not involve borrowing money to finance transactions. Rather, initial margin is similar to a performance bond or good faith deposit that is returned to a Fund upon termination of the contract, assuming the Fund satisfies its contractual obligations. Subsequent payments to and from the broker occur on a daily basis in a process known as "marking to market." These payments are called "variation margin" and are made as the value of the underlying futures contract fluctuates. For example, when a Fund sells a futures contract and the price of the underlying index rises above the delivery price, the Fund's position declines in value. The Fund then pays the broker a variation margin payment equal to the difference between the delivery price of the futures contract and the value of the index underlying the futures contract. Conversely, if the price of the underlying index falls below the delivery price of the contract, the Fund's futures position increases in value. The broker then must make a variation margin payment equal to the difference between the delivery price of the futures contract and the value of the index underlying the futures contract. When a Fund terminates a position in a futures contract, a final determination of variation margin is made, additional cash is paid by or to the Fund, and the Fund realizes a loss or a gain. Such closing transactions involve additional commission costs. B-7 SPECIAL RISKS OF TRANSACTIONS IN FUTURES CONTRACTS AND RELATED OPTIONS LIQUIDITY RISKS. Positions in futures contracts may be closed out only on an exchange or board of trade which provides a secondary market for such futures. Although the Funds intend to purchase or sell futures only on exchanges or boards of trade where there appears to be an active secondary market, there is no assurance that a liquid secondary market on an exchange or board of trade will exist for any particular contract or at any particular time. If there is not a liquid secondary market at a particular time, it may not be possible to close a futures position at such time and, in the event of adverse price movements, a Fund would continue to be required to make daily cash payments of variation margin. However, in the event financial futures are used to hedge portfolio securities, such securities will not generally be sold until the financial futures can be terminated. In such circumstances, an increase in the price of the portfolio securities, if any, may partially or completely offset losses on the financial futures. In addition to the risks that apply to all options transactions, there are several special risks relating to options on futures contracts. The ability to establish and close out positions in such options will be subject to the development and maintenance of a liquid secondary market. It is not certain that such a market will develop. Although a Fund generally will purchase only those options for which there appears to be an active secondary market, there is no assurance that a liquid secondary market on an exchange will exist for any particular option or at any particular time. In the event no such market exists for particular options, it might not be possible to effect closing transactions in such options, with the result that a Fund would have to exercise the options in order to realize any profit. HEDGING RISKS. There are several risks in connection with the use by a Fund of futures contracts and related options as a hedging device. One risk arises because of the imperfect correlation between movements in the prices of the futures contracts and options and movements in the underlying securities or index or movements in the prices of a Fund's securities which are the subject of a hedge. A Fund's Adviser will, however, attempt to reduce this risk by purchasing and selling, to the extent possible, futures contracts and related options on securities and indexes the movements of which will, in its judgment, correlate closely with movements in the prices of the underlying securities or index and the Fund's portfolio securities sought to be hedged. Successful use of futures contracts and options by a Fund for hedging purposes is also subject to its Adviser's ability to predict correctly movements in the direction of the market. It is possible that, where a Fund has purchased puts on futures contracts to hedge its portfolio against a decline in the market, the securities or index on which the puts are purchased may increase in value and the value of securities held in the portfolio may decline. If this occurred, the Fund would lose money on the puts and also experience a decline in value in its portfolio securities. In addition, the prices of futures, for a number of reasons, may not correlate perfectly with movements in the underlying securities or index due to certain market distortions. First, all participants in the futures market are subject to margin deposit requirements. Such requirements may cause investors to close futures contracts through offsetting transactions which could distort the normal relationship between the underlying security or index and futures markets. Second, the margin requirements in the futures markets are less onerous than margin requirements in the securities markets in general, and as a result the futures markets may attract more speculators than the securities markets do. Increased participation by speculators in the futures markets may also cause temporary price distortions. Due to the possibility of price distortion, even a correct forecast of general market trends by a Fund's Adviser still may not result in a successful hedging transaction over a very short time period. OTHER RISKS. Funds will incur brokerage fees in connection with their futures and options transactions. In addition, while futures contracts and options on futures will be purchased and sold to reduce certain risks, those transactions themselves entail certain other risks. Thus, while a Fund may benefit from the use of futures and related options, unanticipated changes in interest rates or stock price movements may result in a poorer overall performance for the Fund than if it had not entered into any futures contracts or options transactions. Moreover, B-8 in the event of an imperfect correlation between the futures position and the portfolio position which is intended to be protected, the desired protection may not be obtained and the Fund may be exposed to risk of loss. INDEXED SECURITIES Certain of the Funds may purchase securities whose prices are indexed to the prices of other securities, securities indices, currencies, precious metals or other commodities, or other financial indicators. Indexed securities typically, but not always, are debt securities or deposits whose value at maturity or coupon rate is determined by reference to a specific instrument or statistic. Gold-indexed securities, for example, typically provide for a maturity value that depends on the price of gold, resulting in a security whose price tends to rise and fall together with gold prices. Currency-indexed securities typically are short-term to intermediate-term debt securities whose maturity values or interest rates are determined by reference to the values of one or more specified foreign currencies, and may offer higher yields than U.S. dollar-denominated securities of equivalent issuers. Currency-indexed securities may be positively or negatively indexed; that is, their maturity value may increase when the specified currency value increases, resulting in a security whose price characteristics are similar to a put option on the underlying currency. Currency-indexed securities also may have prices that depend on the values of a number of different foreign currencies relative to each other. The performance of indexed securities depends to a great extent on the performance of the security, currency, commodity or other instrument to which they are indexed, and also may be influenced by interest rate changes in the U.S. and abroad. At the same time, indexed securities are subject to the credit risks associated with the issuer of the security, and their values may decline substantially if the issuer's creditworthiness deteriorates. Recent issuers of indexed securities have included banks, corporations, and certain U.S. Government agencies. REPURCHASE AGREEMENTS A Fund may enter into repurchase agreements. A repurchase agreement is a contract under which the Fund acquires a security for a relatively short period (usually not more than one week) subject to the obligation of the seller to repurchase and the Fund to resell such security at a fixed time and price (representing the Fund's cost plus interest). It is the Trust's present intention to enter into repurchase agreements only with member banks of the Federal Reserve System and securities dealers meeting certain criteria as to creditworthiness and financial condition established by the Trustees of the Trust and only with respect to obligations of the U.S. Government or its agencies or instrumentalities or other high-quality, short-term debt obligations. Repurchase agreements may also be viewed as loans made by a Fund which are collateralized by the securities subject to repurchase. Robertson Stephens Investment Management will monitor such transactions to ensure that the value of the underlying securities will be at least equal at all times to the total amount of the repurchase obligation, including the interest factor. If the seller defaults, a Fund could realize a loss on the sale of the underlying security to the extent that the proceeds of sale including accrued interest are less than the resale price provided in the agreement including interest. In addition, if the seller should be involved in bankruptcy or insolvency proceedings, a Fund may incur delay and costs in selling the underlying security or may suffer a loss of principal and interest if the Fund is treated as an unsecured creditor and required to return the underlying collateral to the seller's estate. B-9 LEVERAGE Leveraging a Fund creates an opportunity for increased net income but, at the same time, creates special risk considerations. For example, leveraging may exaggerate changes in the net asset value of a Fund's shares and in the yield on a Fund's portfolio. Although the principal of such borrowings will be fixed, a Fund's assets may change in value during the time the borrowing is outstanding. Leveraging will create interest expenses for a Fund, which can exceed the income from the assets retained. To the extent the income derived from securities purchased with borrowed funds exceeds the interest these Funds will have to pay, each Fund's net income will be greater than if leveraging were not used. Conversely, if the income from the assets retained with borrowed funds is not sufficient to cover the cost of leveraging, the net income of the Fund will be less than if leveraging were not used, and therefore the amount available for distribution to stockholders as dividends will be reduced. REVERSE REPURCHASE AGREEMENTS In connection with its leveraging activities, a Fund may enter into reverse repurchase agreements, in which the Fund sells securities and agrees to repurchase them at a mutually agreed date and price. A reverse repurchase agreement may be viewed as a borrowing by the Fund, secured by the security which is the subject of the agreement. In addition to the general risks involved in leveraging, reverse repurchase agreements involve the risk that, in the event of the bankruptcy or insolvency of the Fund's counterparty, the Fund would be unable to recover the security which is the subject of the agreement, the amount of cash or other property transferred by the counterparty to the Fund under the agreement prior to such insolvency or bankruptcy is less than the value of the security subject to the agreement, or the Fund may be delayed or prevented, due to such insolvency or bankruptcy, from using such cash or property or may be required to return it to the counterparty or its trustee or receiver. SECURITIES LENDING A Fund may lend its portfolio securities, provided: (1) the loan is secured continuously by collateral consisting of U.S. Government securities, cash, or cash equivalents adjusted daily to have market value at least equal to the current market value of the securities loaned; (2) the Fund may at any time call the loan and regain the securities loaned; (3) a Fund will receive any interest or dividends paid on the loaned securities; and (4) the aggregate market value of securities of any Fund loaned will not at any time exceed one- third (or such other limit as the Trustees may establish) of the total assets of the Fund. In addition, it is anticipated that a Fund may share with the borrower some of the income received on the collateral for the loan or that it will be paid a premium for the loan. Before a Fund enters into a loan, its Adviser considers all relevant facts and circumstances, including the creditworthiness of the borrower. The risks in lending portfolio securities, as with other extensions of credit, consist of possible delay in recovery of the securities or possible loss of rights in the collateral should the borrower fail financially. Although voting rights or rights to consent with respect to the loaned securities pass to the borrower, a Fund retains the right to call the loans at any time on reasonable notice, and it will do so in order that the securities may be voted by a Fund if the holders of such securities are asked to vote upon or consent to matters materially affecting the investment. A Fund will not lend portfolio securities to borrowers affiliated with the Fund. SHORT SALES Certain of the Funds may seek to hedge investments or realize additional gains through short sales. Short sales are transactions in which a Fund sells a security it does not own, in anticipation of a decline in the market value of that security. To complete such a transaction, a Fund must borrow the security to make delivery to the buyer. A Fund then is obligated to replace the security borrowed by purchasing it at the market price at or prior to the time of replacement. The price at such time may be more or less than the price at which the security was sold by a Fund. Until the security is replaced, a Fund is required to repay the lender any dividends or interest B-10 that accrue during the period of the loan. To borrow the security, a Fund also may be required to pay a premium, which would increase the cost of the security sold. The net proceeds of the short sale will be retained by the broker (or by the Fund's custodian in a special custody account), to the extent necessary to meet margin requirements, until the short position is closed out. A Fund also will incur transaction costs in effecting short sales. A Fund will incur a loss as a result of the short sale if the price of the security increases between the date of the short sale and the date on which a Fund replaces the borrowed security. A Fund will realize a gain if the security declines in price between those dates. The amount of any gain will be decreased, and the amount of any loss increased, by the amount of the premium, dividends, interest or expenses a Fund may be required to pay in connection with a short sale. FOREIGN INVESTMENTS As noted in the Prospectus, the Funds may invest in foreign securities, securities denominated in or indexed to foreign currencies, and certificates of deposit issued by United States branches of foreign banks and foreign branches of United States banks. Investments in foreign securities may involve considerations different from investments in domestic securities due to limited publicly available information, non-uniform accounting standards, lower trading volume and possible consequent illiquidity, greater volatility in price, the possible imposition of withholding or confiscatory taxes, the possible adoption of foreign governmental restrictions affecting the payment of principal and interest, expropriation of assets, nationalization, or other adverse political or economic developments. Foreign companies may not be subject to auditing and financial reporting standards and requirements comparable to those which apply to U.S. companies. Foreign brokerage commissions and other fees are generally higher than in the United States. It may be more difficult to obtain and enforce a judgment against a foreign issuer. In addition, to the extent that a Fund's foreign investments are not U.S. dollar-denominated, the Fund may be affected favorably or unfavorably by changes in currency exchange rates or exchange control regulations and may incur costs in connection with conversion between currencies. DEVELOPING COUNTRIES. The considerations noted above for foreign investments generally are intensified for investments in developing countries. These risks include (i) volatile social, political and economic conditions; (ii) the small current size of the markets for such securities and the currently low or nonexistent volume of trading, which result in a lack of liquidity and in greater price volatility; (iii) the existence of national policies which may restrict a Fund's investment opportunities, including restrictions on investment in issuers or industries deemed sensitive to national interests; (iv) foreign taxation; (v) the absence of developed structures governing private or foreign investment or allowing for judicial redress for injury to private property; (vi) the absence, until recently in certain developing countries, of a capital market structure or market-oriented economy; (vii) economies based on only a few industries; and (viii) the possibility that recent favorable economic developments in certain developing countries may be slowed or reversed by unanticipated political or social events in such countries. FOREIGN CURRENCY TRANSACTIONS A Fund may engage in currency exchange transactions to protect against uncertainty in the level of future foreign currency exchange rates and to increase current return. A Fund may engage in both "transaction hedging" and "position hedging." When it engages in transaction hedging, a Fund enters into foreign currency transactions with respect to specific receivables or payables of the Fund generally arising in connection with the purchase or sale of its portfolio securities. A Fund will engage in transaction hedging when it desires to "lock in" the U.S. dollar price B-11 of a security it has agreed to purchase or sell, or the U.S. dollar equivalent of a dividend or interest payment in a foreign currency. By transaction hedging, a Fund will attempt to protect against a possible loss resulting from an adverse change in the relationship between the U.S. dollar and the applicable foreign currency during the period between the date on which the security is purchased or sold or on which the dividend or interest payment is declared, and the date on which such payments are made or received. A Fund may purchase or sell a foreign currency on a spot (I.E., cash) basis at the prevailing spot rate in connection with transaction hedging. A Fund may also enter into contracts to purchase or sell foreign currencies at a future date ("forward contracts") and purchase and sell foreign currency futures contracts. For transaction hedging purposes, a Fund may also purchase exchange-listed and over-the-counter call and put options on foreign currency futures contracts and on foreign currencies. A put option on a futures contract gives a Fund the right to assume a short position in the futures contract until expiration of the option. A put option on currency gives a Fund the right to sell a currency at a specified exercise price until the expiration of the option. A call option on a futures contract gives a Fund the right to assume a long position in the futures contract until the expiration of the option. A call option on currency gives a Fund the right to purchase a currency at the exercise price until the expiration of the option. A Fund will engage in over-the-counter transactions only when appropriate exchange-traded transactions are unavailable and when, in the opinion of its Adviser, the pricing mechanism and liquidity are satisfactory and the participants are responsible parties likely to meet their contractual obligations. When it engages in position hedging, a Fund enters into foreign currency exchange transactions to protect against a decline in the values of the foreign currencies in which securities held by the Fund are denominated or are quoted in their principle trading markets or an increase in the value of currency for securities which the Fund expects to purchase. In connection with position hedging, a Fund may purchase put or call options on foreign currency and foreign currency futures contracts and buy or sell forward contracts and foreign currency futures contracts. A Fund may also purchase or sell foreign currency on a spot basis. The precise matching of the amounts of foreign currency exchange transactions and the value of the portfolio securities involved will not generally be possible since the future value of such securities in foreign currencies will change as a consequence of market movements in the values of those securities between the dates the currency exchange transactions are entered into and the dates they mature. It is impossible to forecast with precision the market value of a Fund's portfolio securities at the expiration or maturity of a forward or futures contract. Accordingly, it may be necessary for a Fund to purchase additional foreign currency on the spot market (and bear the expense of such purchase) if the market value of the security or securities being hedged is less than the amount of foreign currency a Fund is obligated to deliver and if a decision is made to sell the security or securities and make delivery of the foreign currency. Conversely, it may be necessary to sell on the spot market some of the foreign currency received upon the sale of the portfolio security or securities of a Fund if the market value of such security or securities exceeds the amount of foreign currency the Fund is obligated to deliver. To offset some of the costs to a Fund of hedging against fluctuations in currency exchange rates, the Fund may write covered call options on those currencies. Transaction and position hedging do not eliminate fluctuations in the underlying prices of the securities which a Fund owns or intends to purchase or sell. They simply establish a rate of exchange which one can achieve at some future point in time. Additionally, although these techniques tend to minimize the risk of loss due to a decline in the value of the hedged currency, they tend to limit any potential gain which might result from the increase in the value of such currency. B-12 A Fund may also seek to increase its current return by purchasing and selling foreign currency on a spot basis, by purchasing and selling options on foreign currencies and on foreign currency futures contracts, and by purchasing and selling foreign currency forward contracts. CURRENCY FORWARD AND FUTURES CONTRACTS. A forward foreign currency exchange contract involves an obligation to purchase or sell a specific currency at a future date, which may be any fixed number of days from the date of the contract as agreed by the parties, at a price set at the time of the contract. In the case of a cancelable forward contract, the holder has the unilateral right to cancel the contract at maturity by paying a specified fee. The contracts are traded in the interbank market conducted directly between currency traders (usually large commercial banks) and their customers. A forward contract generally has no deposit requirement, and no commissions are charged at any stage for trades. A foreign currency futures contract is a standardized contract for the future delivery of a specified amount of a foreign currency at a future date at a price set at the time of the contract. Foreign currency futures contracts traded in the United States are designed by and traded on exchanges regulated by the Commodity Futures Trading Commission (the "CFTC"), such as the New York Mercantile Exchange. Forward foreign currency exchange contracts differ from foreign currency futures contracts in certain respects. For example, the maturity date of a forward contract may be any fixed number of days from the date of the contract agreed upon by the parties, rather than a predetermined date in a given month. Forward contracts may be in any amounts agreed upon by the parties rather than predetermined amounts. Also, forward foreign exchange contracts are traded directly between currency traders so that no intermediary is required. A forward contract generally requires no margin or other deposit. At the maturity of a forward or futures contract, a Fund may either accept or make delivery of the currency specified in the contract, or at or prior to maturity enter into a closing transaction involving the purchase or sale of an offsetting contract. Closing transactions with respect to forward contracts are usually effected with the currency trader who is a party to the original forward contract. Closing transactions with respect to futures contracts are effected on a commodities exchange; a clearing corporation associated with the exchange assumes responsibility for closing out such contracts. Positions in foreign currency futures contracts and related options may be closed out only on an exchange or board of trade which provides a secondary market in such contracts or options. Although a Fund will normally purchase or sell foreign currency futures contracts and related options only on exchanges or boards of trade where there appears to be an active secondary market, there is no assurance that a secondary market on an exchange or board of trade will exist for any particular contract or option or at any particular time. In such event, it may not be possible to close a futures or related option position and, in the event of adverse price movements, a Fund would continue to be required to make daily cash payments of variation margin on its futures positions. FOREIGN CURRENCY OPTIONS. Options on foreign currencies operate similarly to options on securities, and are traded primarily in the over-the-counter market, although options on foreign currencies have recently been listed on several exchanges. Such options will be purchased or written only when a Fund's Adviser believes that a liquid secondary market exists for such options. There can be no assurance that a liquid secondary market will exist for a particular option at any specific time. Options on foreign currencies are affected by all of those factors which influence exchange rates and investments generally. The value of a foreign currency option is dependent upon the value of the foreign currency and the U.S. dollar, and may have no relationship to the investment merits of a foreign security. Because foreign currency transactions occurring in the interbank market involve substantially larger amounts than those that may be involved in the use of foreign currency options, investors may be disadvantaged by having to deal in an odd lot market (generally consisting of transactions of less than $1 million) for the underlying foreign currencies at prices that are less favorable than for round lots. B-13 There is no systematic reporting of last-sale information for foreign currencies and there is no regulatory requirement that quotations available through dealers or other market sources be firm or revised on a timely basis. Available quotation information is generally representative of very large transactions in the interbank market and thus may not reflect relatively smaller transactions (less than $1 million) where rates may be less favorable. The interbank market in foreign currencies is a global, around-the-clock market. To the extent that the U.S. options markets are closed while the markets for the underlying currencies remain open, significant price and rate movements may take place in the underlying markets that cannot be reflected in the U.S. options markets. FOREIGN CURRENCY CONVERSION. Although foreign exchange dealers do not charge a fee for currency conversion, they do realize a profit based on the difference (the "spread") between prices at which they buy and sell various currencies. Thus, a dealer may offer to sell a foreign currency to a Fund at one rate, while offering a lesser rate of exchange should a Fund desire to resell that currency to the dealer. PRECIOUS METALS The value of the Contrarian Fund's investments may be affected by changes in the price of gold and other precious metals. Gold has been subject to substantial price fluctuations over short periods of time and may be affected by unpredictable international monetary and other governmental policies, such as currency devaluations or revaluations; economic and social conditions within a country; trade imbalances; or trade or currency restrictions between countries. Because much of the world's known gold reserves are located in South Africa, political and social conditions there may pose special risks to the Contrarian Fund's investments. For instance, social upheaval and related economic difficulties in South Africa could cause a decrease in the share values of South African issuers. Many institutions have rescinded policies that preclude investments in companies doing business in South Africa. In July 1991, the United States lifted the prohibition on new U.S. investment in South Africa, including the purchase of newly-issued securities of South African companies. In addition to its investments in securities, the Contrarian Fund may invest a portion of its assets in precious metals, such as gold, silver, platinum, and palladium, and precious metal options and futures. The prices of precious metals are affected by broad economic and political conditions, but are less subject to local and company-specific factors than securities of individual companies. As a result, precious metals and precious metal options and futures may be more or less volatile in price than securities of companies engaged in precious metals-related businesses. The Contrarian Fund may purchase precious metals in any form, including bullion and coins, provided that RSIM, L.P. intends to purchase only those forms of precious metals that are readily marketable and that can be stored in accordance with custody regulations applicable to mutual funds. The Contrarian Fund may incur higher custody and transaction costs for precious metals than for securities. Also, precious metals investments do not pay income. The Contrarian Fund is authorized to invest up to 5% of its total assets in precious metals. As a further limit on precious metals investment, under current federal income tax law, gains from selling precious metals (and certain other assets) may not exceed 10% of the Contrarian Fund's annual gross income. This tax requirement could cause the Contrarian Fund to hold or sell precious metals, securities, options or futures when it would not otherwise do so. ZERO-COUPON DEBT SECURITIES AND PAY-IN-KIND SECURITIES Zero-coupon securities in which a Fund may invest are debt obligations which are generally issued at a discount and payable in full at maturity, and which do not provide for current payments of interest prior to maturity. Zero- coupon securities usually trade at a deep discount from their face or par value and are subject to greater market value fluctuations from changing interest rates than debt obligations of comparable maturities which make current distributions of interest. As a result, the net asset value of shares of a Fund investing in zero-coupon securities may fluctuate over a greater range than shares of other mutual funds investing in securities making current distributions of interest and having similar maturities. B-14 When debt obligations have been stripped of their unmatured interest coupons by the holder, the stripped coupons are sold separately. The principal or corpus is sold at a deep discount because the buyer receives only the right to receive a future fixed payment on the security and does not receive any rights to periodic cash interest payments. Once stripped or separated, the corpus and coupons may be sold separately. Typically, the coupons are sold separately or grouped with other coupons with like maturity dates and sold in such bundled form. Purchasers of stripped obligations acquire, in effect, discount obligations that are economically identical to the zero-coupon securities issued directly by the obligor. Zero-coupon securities allow an issuer to avoid the need to generate cash to meet current interest payments. Even though zero-coupon securities do not pay current interest in cash, a Fund is nonetheless required to accrue interest income on them and to distribute the amount of that interest at least annually to shareholders. Thus, a Fund could be required at times to liquidate other investments in order to satisfy its distribution requirement. A Fund also may purchase pay-in-kind securities. Pay-in-kind securities pay all or a portion of their interest or dividends in the form of additional securities. THE FUNDS' INVESTMENT LIMITATIONS The Trust has adopted the following fundamental investment restrictions which (except to the extent they are designated as nonfundamental as to any Fund) may not be changed without the affirmative vote of a majority of the outstanding voting securities of the affected Fund. THE CONTRARIAN FUND, THE DEVELOPING COUNTRIES FUND, THE EMERGING GROWTH FUND AND THE VALUE + GROWTH FUND. A Fund may not: 1. purchase or sell commodities or commodity contracts, or interests in oil, gas, or other mineral leases, or other mineral exploration or development programs, although it may invest in companies that engage in such businesses to the extent otherwise permitted by a Fund's investment policies and restrictions and by applicable law, except as required in connection with otherwise permissible options, futures and commodity activities as described elsewhere in the Prospectus and this Statement; 2. purchase or sell real estate, although it may invest in securities secured by real estate or real estate interests, or issued by companies, including real estate investment trusts, that invest in real estate or real estate interests; 3. make short sales or purchases on margin, although it may obtain short- term credit necessary for the clearance of purchases and sales of its portfolio securities and except as required in connection with permissible options, futures, short selling and leverage activities as described elsewhere in the Prospectus and this Statement (the short sale restriction is nonfundamental for the Value + Growth Fund); 4. (a) for the Contrarian Fund and the Developing Countries Fund only: with respect to 50% of its total assets, invest in the securities of any one issuer (other than the U.S. Government and its agencies and instrumentalities), if immediately after and as a result of such investment more than 5% of the total assets of the Fund would be invested in such issuer (the remaining 50% of its total assets may be invested without restriction except to the extent other investment restrictions may be applicable); B-15 (b) for the Emerging Growth Fund and Value + Growth Fund only: with respect to 75% of its total assets, invest in the securities of any one issuer (other than the U.S. Government and its agencies and instrumentalities), if immediately after and as a result of such investment more than 5% of the total assets of the Fund would be invested in such issuer (the remaining 25% of its total assets may be invested without restriction except to the extent other investment restrictions may be applicable); 5. mortgage, hypothecate, or pledge any of its assets as security for any of its obligations, except as required for otherwise permissible borrowings (including reverse repurchase agreements), short sales, financial options and other hedging activities; 6. make loans of the Fund's assets, including loans of securities (although it may, subject to the other restrictions or policies stated herein, purchase debt securities or enter into repurchase agreements with banks or other institutions to the extent a repurchase agreement is deemed to be a loan), except that the Contrarian Fund and Developing Countries Fund each may lend up to one-third of its total assets to other parties; 7. borrow money, except from banks for temporary or emergency purposes or in connection with otherwise permissible leverage activities, and then only in an amount not in excess of (a) one-third of the value of the Contrarian Fund's or Developing Countries Fund's total assets, or (b) 5% of the Emerging Growth Fund's or Value + Growth Fund's total assets (in any case as determined at the lesser of acquisition cost or current market value and excluding collateralized reverse repurchase agreements); 8. underwrite securities of any other company, although it may invest in companies that engage in such businesses if it does so in accordance with policies established by the Trust's Board of Trustees (the Board's current policy permits a Fund to invest in companies that directly or through subsidiaries execute portfolio transactions for a Fund or have entered into selling agreements with the Distributor to sell Fund shares, to the extent permitted by applicable law), and except to the extent that the Fund may be considered an underwriter within the meaning of the Securities Act of 1933, as amended, in the disposition of restricted securities; 9. invest more than 25% of the value of the Fund's total assets in the securities of companies engaged in any one industry (except securities issued by the U.S. Government, its agencies and instrumentalities); 10. issue senior securities, as defined in the 1940 Act, except that this restriction shall not be deemed to prohibit the Fund from making any otherwise permissible borrowings, mortgages or pledges, or entering into permissible reverse repurchase agreements, and options and futures transactions; 11. purchase the securities of any company for the purpose of exercising management or control (nonfundamental restriction for the Contrarian Fund, the Developing Countries Fund and the Value + Growth Fund); 12. (a) purchase more than 10% of the outstanding voting securities of any one issuer (fundamental restriction for the Emerging Growth Fund and nonfundamental restriction for the Value + Growth Fund); (b) own, directly or indirectly, more than 25% of the voting securities of any one issuer or affiliated person of the issuer (nonfundamental restriction of the Contrarian Fund and the Developing Countries Fund); B-16 13. (a) purchase the securities of any registered investment company, except as part of a merger or similar reorganization transaction (Emerging Growth Fund only); (b) purchase the securities of other investment companies, except as permitted by the 1940 Act or as part of a merger, consolidation, acquisition of assets or similar reorganization transaction (Value + Growth Fund only); (c) purchase the securities of other investment companies, except as permitted by the 1940 Act (and then only in the open market where no commission except the ordinary broker's commission is paid) or as part of a merger, consolidation, acquisition of assets or similar reorganization transaction (nonfundamental for the Contrarian Fund); (d) purchase the securities of other investment companies, except as permitted by the 1940 Act and except as otherwise provided in the Prospectus (nonfundamental for the Developing Countries Fund); 14. (a) invest more than 5% of the value of its total assets in securities of any issuer which has not had a record, together with its predecessors, of at least three years of continuous operations (fundamental restriction for the Emerging Growth Fund and nonfundamental restriction for the Value + Growth Fund); and (b) invest more than 50% of its total assets in the securities of issuers which, together with any predecessors, have a record of less than three years of continuous operation or in restricted securities (nonfundamental restriction for the Contrarian Fund and the Developing Countries Fund); 15. invest more than 10% of the value of its total assets in securities that are not readily marketable or that would require registration under the Securities Act of 1933, as amended, upon disposition (as a matter of operating policy, the Fund interprets this restriction as including venture capital investments such as venture capital partnerships whose securities are not registered under the Securities Act of 1933 and unregistered securities of companies which are not yet publicly held; furthermore, and as an additional matter of operating policy, the Board of Trustees has adopted a further restriction that no more than 5% of the Fund's total assets may be held in such restricted securities) (Emerging Growth Fund only). Additional investment restrictions, which may be changed by the Board of Trustees without shareholder approval, provide that no Fund may: 1. except as required in connection with otherwise permissible options and futures activities, invest more than 5% of the value of the Fund's total assets in rights or warrants (other than those that have been acquired in units or attached to other securities), or invest more than 2% of its total assets in rights or warrants that are not listed on the New York or American Stock Exchanges; 2. participate on a joint basis in any trading account in securities, although the Adviser may aggregate orders for the sale or purchase of securities with other accounts it manages to reduce brokerage costs or to average prices; 3. invest, in the aggregate, more than 15% (Contrarian Fund and Developing Countries Fund only) or 10% (Value + Growth Fund only) of its net assets in illiquid securities; 4. (a) purchase or write put, call, straddle or spread options except as described in the Prospectus or Statement of Additional Information (Contrarian Fund, Developing Countries Fund and Value + Growth Fund only); B-17 (b) write, purchase, or sell puts, calls, straddles, spreads or combinations thereof (Emerging Growth Fund only); 5. purchase or retain in the Fund's portfolio any security if any officer, trustee or shareholder of the issuer is at the same time an officer, trustee or employee of the Trust or of its Adviser and such person owns beneficially more than 1/2 of 1% of the securities and all such persons owning more than 1/2 of 1% own in the aggregate more than 5% of the outstanding securities of the issuer; 6. invest in real estate limited partnerships or invest more than 10% of the value of its total assets in real estate investment trusts (the Contrarian Fund and Value + Growth Fund only); 7. buy or sell physical commodities, except that the Contrarian Fund may invest not more than 5% of its net assets in gold, silver, platinum, palladium or other precious metals; 8. invest or engage in arbitrage transactions (Emerging Growth Fund and Value + Growth Fund only); 9. invest more than 40% of its total assets in the securities of companies operating exclusively in one foreign country; 10. purchase securities of other open-end investment companies (Value + Growth Fund only); and 11. under normal market conditions, invest less than 65% of its total assets in: (a) equity securities (Contrarian Fund only). (b) emerging markets equity securities (Developing Countries Fund only). (c) equity securities of emerging growth companies (Emerging Growth Fund only). (d) companies listed on a nationally recognized securities exchange or traded on the National Association of Securities Dealers Automated Quotation System (Value + Growth Fund only). ALL OTHER FUNDS. As fundamental investment restrictions, which may not be changed with respect to a Fund without approval by the holders of a majority of the outstanding shares of that Fund, a Fund may not: 1. issue any class of securities which is senior to the Fund's shares of beneficial interest, except that each of the Funds may borrow money to the extent contemplated by Restriction 3 below; 2. purchase securities on margin (but a Fund may obtain such short-term credits as may be necessary for the clearance of transactions). (Margin payments or other arrangements in connection with transactions in short sales, futures contracts, options, and other financial instruments are not considered to constitute the purchase of securities on margin for this purpose.); 3. borrow more than one-third of the value of its total assets less all liabilities and indebtedness (other than such borrowings) not represented by senior securities; 4. act as underwriter of securities of other issuers except to the extent that, in connection with the disposition of portfolio securities, it may be deemed to be an underwriter under certain federal securities laws; B-18 5. (as to 75% of the Asia Fund's, the Diversified Growth Fund's, the Emerging Europe Fund's, the Global Low-Priced Stock Fund's, the Global Natural Resources Fund's, the Growth & Income Fund's, the Information Age Fund's, and the Robertson Stephens Fund's total assets and 50% of the Partners Fund's total assets) purchase any security (other than obligations of the U.S. Government, its agencies or instrumentalities) if as a result: (i) more than 5% of the Fund's total assets (taken at current value) would then be invested in securities of a single issuer, or (ii) more than 25% of the Fund's total assets (taken at current value) would be invested in a single industry, except that the Information Age Fund may invest without limit in any one or more information technology industries and the Global Natural Resources Fund may invest without limit in any one or more natural resources industries, as described in the Trust's Prospectus at the time; 6. invest in securities of any issuer if any officer or Trustee of the Trust or any officer or director of RSIM, L.P. or RSIM, Inc., as the case may be, owns more than 1/2 of 1% of the outstanding securities of such issuer, and such officers, Trustees and directors who own more than 1/2 of 1% own in the aggregate more than 5% of the outstanding securities of such issuer; 7. make loans, except by purchase of debt obligations or other financial instruments in which the Fund may invest consistent with its investment policies, by entering into repurchase agreements, or through the lending of its portfolio securities. In addition, it is contrary to the current policy of each of the Asia, Diversified Growth, Emerging Europe, Global Low-Priced Stock, Global Natural Resources, Growth & Income, Information Age, Partners, and Robertson Stephens Funds, which policy may be changed without shareholder approval, to: 1. invest in warrants (other than warrants acquired by the Fund as a part of a unit or attached to securities at the time of purchase) if, as a result, such investment (valued at the lower of cost or market value) would exceed 5% of the value of the Fund's net assets, provided that not more than 2% of the Fund's net assets may be invested in warrants not listed on the New York or American Stock Exchanges; 2. purchase or sell commodities or commodity contracts, except that a Fund may purchase or sell financial futures contracts, options on financial futures contracts, and futures contracts, forward contracts, and options with respect to foreign currencies, and may enter into swap transactions; 3. purchase securities restricted as to resale if, as a result, (i) more than 10% of the Fund's total assets would be invested in such securities, or (ii) more than 5% of the Fund's total assets (excluding any securities eligible for resale under Rule 144A under the Securities Act of 1933) would be invested in such securities; 4. invest in (a) securities which at the time of such investment are not readily marketable, (b) securities restricted as to resale, and (c) repurchase agreements maturing in more than seven days, if, as a result, more than 15% of the Fund's net assets (taken at current value) would then be invested in the aggregate in securities described in (a), (b), and (c) above; 5. invest in securities of other registered investment companies, except by purchases in the open market involving only customary brokerage commissions and as a result of which not more than 10% of its total assets (taken at current value) would be invested in such securities, or except as part of a merger, consolidation, or other acquisition; 6. invest in real estate limited partnerships; B-19 7. purchase any security if, as a result, the Fund would then have more than 5% of its total assets (taken at current value) invested in securities of companies (including predecessors) less than three years old; 8. purchase or sell real estate or interests in real estate, including real estate mortgage loans, although (i) it may purchase and sell securities which are secured by real estate and securities of companies, including limited partnership interests, that invest or deal in real estate and it may purchase interests in real estate investment trusts, and (ii) the Global Natural Resources Fund may invest in any issuers in the natural resources industries. (For purposes of this restriction, investments by a Fund in mortgage-backed securities and other securities representing interests in mortgage pools shall not constitute the purchase or sale of real estate or interests in real estate or real estate mortgage loans.); 9. make investments for the purpose of exercising control or management; 10. invest in interests in oil, gas or other mineral exploration or development programs or leases, although it may invest in the common stocks of companies that invest in or sponsor such programs, and the Global Natural Resources Fund may invest in any issuer in the natural resources industries; 11. acquire more than 10% of the voting securities of any issuer; 12. invest more than 15%, in the aggregate, of its total assets in the securities of issuers which, together with any predecessors, have a record of less than three years continuous operation and securities restricted as to resale (including any securities eligible for resale under Rule 144A under the Securities Act of 1933); 13. purchase or sell puts, calls, straddles, spreads, or any combination thereof, if, as a result, the aggregate amount of premiums paid or received by a Fund in respect of any such transactions then outstanding would exceed 5% of its total assets. In addition, the Diversified Growth, Emerging Europe, Global Low-Priced Stock, Global Natural Resources, Information Age, and Robertson Stephens Funds will only sell short securities that are traded on a national securities exchange in the U.S. (including the National Association of Securities Dealers' Automated Quotation National Market System) or in the country where the principal trading market in the securities is located. (This limitation does not apply to short sales against the box). All percentage limitations on investments will apply at the time of investment and shall not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of such investment. Except for the investment restrictions listed above as fundamental or to the extent designated as such in a Prospectus, the other investment policies described in this Statement or in the Prospectus are not fundamental and may be changed by approval of the Trustees. As a matter of policy, the Trustees would not materially change a Fund's investment objective without shareholder approval. The Investment Company Act of 1940, as amended (the "1940 Act"), provides that a "vote of a majority of the outstanding voting securities" of the Fund means the affirmative vote of the lesser of (1) more than 50% of the outstanding shares of a Fund, or (2) 67% or more of the shares present at a meeting if more than 50% of the outstanding shares are represented at the meeting in person or by proxy. B-20 MANAGEMENT OF THE FUNDS TRUSTEES AND OFFICERS Set forth below is certain information about the Trust's trustees and executive officers: G. RANDY HECHT, PRESIDENT, CHIEF EXECUTIVE OFFICER AND TRUSTEE c/o Robertson, Stephens & Company LLC, 555 California Street, San Francisco, CA 94104 Mr. Hecht, 44, has served as the Chief Operating Officer of Robertson, Stephens & Company, Inc. since January 1993, as Chief Financial Officer of Robertson, Stephens & Company LLC (and its predecessors) from June 1984 to January 1993 and as the head of the firm's Investment Management Group since 1988. He is a limited partner of Robertson, Stephens & Company LLC, and a member of the Management and Executive Committees of Robertson, Stephens & Company, Inc. As of October 18, 1988, Mr. Hecht assumed the responsibilities of President and Chief Executive Officer of the Trust. From May 1987 through May 1995, he served as Chief Financial Officer of the Trust. Mr. Hecht has been a Director of RSIM, Inc., and of Robertson, Stephens & Company, Inc., the sole general partner of RSIM, L.P., one of the Trust's Advisers, from June 1989 to January 1993, and since January 1993, respectively. Mr. Hecht served as the Trust's Secretary from May 1987 through January 1989, as RSIM, L.P.'s Secretary from 1993 to the present, and as RSIM, Inc.'s Secretary from May 1987 through June 1989. He has been a Trustee of the Trust since June 1987. LEONARD B. AUERBACH, TRUSTEE c/o Robertson, Stephens & Company LLC, 555 California Street, San Francisco, CA 94104 Mr. Auerbach, 49, is the President and Chairman of the Board of Auerbach Associates, Inc., a management consulting firm which he founded in 1979. Mr. Auerbach is also the sole shareholder and director of a company that is a general partner of Tuttle & Company, which provides mortgage pipeline interest rate hedging services to a variety of institutional clients. Mr. Auerbach is the President of Tuttle & Auerbach Securities, Inc., an introducing broker trading futures on behalf of institutional hedging clients and individuals. He also is a Director of Roelof Mining, Inc. He was a professor of Business Administration at St. Mary's College, Moraga, California until June 1992. He is the co-founder, and served as the Chairman until March 1986, of Intraview Systems Corporation, a privately- held company whose assets were acquired by Worlds of Wonder, Inc. He has been a Trustee of the Trust since June 1987. DANIEL R. COONEY, TRUSTEE c/o Robertson, Stephens & Company LLC, 555 California Street, San Francisco, CA 94104 Mr. Cooney, 71, is retired. He had a consulting agreement with Lord Abbett & Co., a mutual fund adviser, from January 1987 until December 1989. From September 1985 through December 1986 he was an Executive Vice President and Senior Adviser of the Lord Abbett Developing Growth Fund, a mutual fund. Mr. Cooney was the portfolio manager of the Lord Abbett Developing Growth Fund from its inception (October 1973) through September 1985, at which time the Lord Abbett Developing Growth Fund had assets of approximately $250 million. He has been a Trustee of the Trust since April 1989. TERRY R. OTTON, CHIEF FINANCIAL OFFICER c/o Robertson, Stephens & Company LLC, 555 California Street, San Francisco, CA 94104 Mr. Otton, 42, has served as Treasurer, Chief Financial Officer, and Principal Accounting Officer of Robertson, Stephens & Company LLC (and its predecessors) since January 1993, and has been a Managing Director since January 1992. Prior to becoming Chief Financial Officer of Robertson, Stephens & Company LLC, he served as Controller from January 1988 to December 1992. Mr. Otton is a Certified Public - ---------------------------- (*) DENOTES A TRUSTEE WHO IS AN "INTERESTED PERSON," AS DEFINED IN THE 1940 ACT. B-21 Accountant, and prior to joining Robertson, Stephens & Company LLC in 1982, was employed by Arthur Anderson. JAMES K. PETERSON, TRUSTEE c/o Robertson, Stephens & Company LLC, 555 California Street, San Francisco, CA 94104 Mr. Peterson, 54, has served as Director of the IBM Retirement Funds since April 1988. He was a Manager of the IBM Retirement Funds from March 1981 until April 1988. Mr. Peterson is a Trustee of Emerging Markets Growth Fund, Inc., a closed-end investment company, and of New World Investment Fund, an open-end investment company. He has been a Trustee of the Trust since June 1987. *JOHN P. ROHAL, TRUSTEE c/o Robertson, Stephens & Company LLC, 555 California Street, San Francisco, CA 94104 Mr. Rohal, 49, has served as Managing Director and Director of Research for Robertson, Stephens & Company LLC (and its predecessors) since April 1993. From November 1987 to April 1993 he was Managing Director and co-head of the technology research group for Alex. Brown & Sons, an investment banking firm. He has been a Trustee of the Trust since July 1993. ROBERT I. GOLDBAUM, SECRETARY c/o Robertson, Stephens & Company LLC, 555 California Street, San Francisco, CA 94104 Mr. Goldbaum, 26, has worked in investment management operations at Robertson, Stephens & Company LLC (and its predecessors) since April 1994. Prior to joining Robertson, Stephens & Company LLC, Mr. Goldbaum was Accounting Manager at NCM Management Ltd., a real estate investment/management firm. Mr. Goldbaum has served as Secretary of the Trust since November 1995. Pursuant to the terms of the Advisory Agreements with the Funds, Robertson Stephens Investment Management pays all compensation of officers of the Trust as well as the fees and expenses of all Trustees of the Trust who are affiliated persons of Robertson Stephens Investment Management. The Trust pays each unaffiliated Trustee an annual fee of $30,000 and reimburses their actual out- of-pocket expenses relating to attendance at meetings of the Board of Trustees. CONTROL PERSONS AND SHARE OWNERSHIP The Funds' shareholders of record who owned more than 5% of the respective Funds' shares on May 10, 1996 were as follows: Percentage of Fund's Shareholder Shares Owned Outstanding Shares ----------- ------------ -------------------- ASIA FUND 0 0% CONTRARIAN FUND Charles Schwab & Co., Inc. 19,306,425 33.5% Cash Account Special Custody FBO Customers Account Attn: Mutual Fund Department 101 Montgomery Street San Francisco, CA 94104-4122 National Financial Services Corp. 6,578,447 11.4% FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 B-22 DEVELOPING COUNTRIES FUND Charles Schwab & Co., Inc. 1,638,736 39.8% Reinvest Account Attn: Mutual Fund Department 101 Montgomery Street San Francisco, CA 94104-4122 National Financial Services Corp. 529,024 12.8% Attn: Mutual Funds, 5th Floor FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 FTC & Co. 232,383 5.6% Attn: Datalynx #082 P.O. Box 5508 Denver, CO 80217-5508 Donaldson Lufkin Jenrette 301,120 7.3% Securities Corp. P.O. Box 2052 Jersey City, NJ 07303-2052 DIVERSIFIED GROWTH FUND 0 0% EMERGING EUROPE FUND 0 0% EMERGING GROWTH FUND Charles Schwab & Co., Inc. 1,808,366 20.7% Reinvest Account Attn: Mutual Fund Department 101 Montgomery Street San Francisco, CA 94104-4122 GLOBAL LOW-PRICED STOCK FUND National Financial Services Corp. 227,107 18.2% FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 FTC & Co. 119,574 9.6% Attn: Datalynx #003 P.O. Box 173736 Denver, CO 80217-3736 B-23 Charles Schwab & Co., Inc. 236,171 19.0% Reinvest Account Attn: Mutual Funds Department 101 Montgomery Street San Francisco, CA 94101-4122 GLOBAL NATURAL RESOURCES FUND National Financial Services Corp. 278,408 11.3% FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 Charles Schwab & Co., Inc. 1,440,454 58.9% Reinvest Account Attn: Mutual Funds Department 101 Montgomery Street San Francisco, CA 94101-4122 GROWTH & INCOME FUND Charles Schwab & Co., Inc. 7,001,310 43.8% Reinvest Account Attn: Mutual Fund Department 101 Montgomery Street San Francisco, CA 94104-4122 National Financial Services Corp. 2,247,847 12.5% FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 INFORMATION AGE FUND National Financial Services Corp. 914,143 14.9% FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 B-24 Charles Schwab & Co., Inc. 1,891,488 30.8% Reinvest Account Attn: Mutual Fund Department 101 Montgomery Street San Francisco, CA 94104-4122 PARTNERS FUND Charles Schwab & Co., Inc. 496,462 36.4% Reinvest Account Attn: Mutual Fund Department 101 Montgomery Street San Francisco, CA 94104-4122 National Financial Services Corp. 119,584 8.7% FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 FTC & Co. 161,640 11.8% Attn: Datalynx #082 P.O. Box 5508 Denver, CO 80217-5508 ROBERTSON STEPHENS FUND 0 0% VALUE + GROWTH FUND Charles Schwab & Co., Inc. 14,242,994 37.1% Cash Account Attn: Mutual Fund Department 101 Montgomery Street San Francisco, CA 94104-4122 National Financial Services Corp. 5,622,888 14.6% FBO The Exclusive Benefit of Our Customers P.O. Box 3908 Church Street Station New York, NY 10008-3908 To the Funds' knowledge, there were no shareholders who owned beneficially 5% or more of a Fund's shares on May 10, 1996. On May 10, 1996 the officers and trustees of the Trust, as a group, beneficially owned less than 1% of the outstanding shares of each Fund. The Trust's Declaration of Trust provides that the Trust will indemnify its Trustees and officers against liabilities and expenses incurred in connection with litigation in which they may be involved because of their offices with the Trust, except if it is determined in the manner specified in the Declaration of Trust that they have not acted in good faith in the reasonable belief that their actions were in the best interests of the Trust or that such indemnification would relieve any B-25 officer or Trustee of any liability to the Trust or its shareholders by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of his or her duties. The Trust, at its expense, provides liability insurance for the benefit of its Trustees and officers. ROBERTSON STEPHENS INVESTMENT MANAGEMENT Pursuant to Investment Advisory Agreements (the "Advisory Agreements"), Robertson Stephens Investment Management determines the composition of the Funds' portfolios, the nature and timing of the changes to the Funds' portfolios, and the manner of implementing such changes. Robertson Stephens Investment Management also (a) provides the Funds with investment advice, research, and related services for the investment of their assets, subject to such directions as it may receive from the Board of Trustees; (b) pays all of the Trust's executive officers' salaries and executive expenses (if any); (c) pays all expenses incurred in performing its investment advisory duties under the Advisory Agreements; and (d) furnishes the Funds with office space and (except in the case of the Asia Fund, the Diversified Growth Fund, the Emerging Europe Fund, the Global Low-Price Stock Fund, the Global Natural Resources Fund, the Growth & Income Fund, the Information Age Fund, and the Robertson Stephens Fund) certain administrative services. The services of Robertson Stephens Investment Management to the Funds are not deemed to be exclusive, and Robertson Stephens Investment Management or any affiliate may provide similar services to other series of the Trust, other investment companies, and other clients, and may engage in other activities. The Funds may reimburse Robertson Stephens Investment Management (on a cost recovery basis only) for any services performed for a Fund by it outside its duties under the Advisory Agreement. Robertson, Stephens & Company Investment Management, L.P. is a California limited partnership whose sole general partner is Robertson, Stephens & Company, Inc. and whose sole limited partner is Robertson, Stephens & Company LLC ("RS&Co."). Robertson Stephens Investment Management, Inc. is a wholly-owned subsidiary of RS&Co. Although the operations and management of RS&Co. are independent from those of Robertson Stephens Investment Management, it is expected that Robertson Stephens Investment Management will, in its discretion and consistent with applicable regulations, draw upon the resources of RS&Co. Investment decisions for the Funds and for the other investment advisory clients of Robertson Stephens Investment Management and its affiliates are made with a view to achieving their respective investment objectives. Investment decisions are the product of many factors in addition to basic suitability for the particular client involved. Thus, a particular security may be bought or sold for certain clients even though it could have been bought or sold for other clients at the same time. Likewise, a particular security may be bought for one or more clients when one or more other clients are selling the security. In some instances, one client may sell a particular security to another client. It also sometimes happens that two or more clients simultaneously purchase or sell the same security, in which event each day's transactions in such security are, insofar as possible, averaged as to price and allocated between such clients in a manner which in Robertson Stephens Investment Management's opinion is equitable to each and in accordance with the amount being purchased or sold by each. There may be circumstances when purchases or sales of portfolio securities for one or more clients will have an adverse effect on other clients. Robertson Stephens Investment Management employs professional staffs of portfolio managers who draw upon a variety of resources, including RS&Co., for research information for the Funds. MANAGEMENT FEES. The Funds pay Robertson Stephens Investment Management fees as compensation for the services provided by it under the Advisory Agreements. The amount of these management fees is calculated daily and payable monthly at the following annual rates based on the average daily net assets of each Fund: Asia Fund 1.00% Contrarian Fund 1.50% Developing Countries Fund 1.25% Diversified Growth Fund 1.00% Emerging Europe Fund 1.50% Emerging Growth Fund 1.00% B-26 Global Low-Priced Stock Fund 1.00% Global Natural Resources Fund 1.00% Growth & Income Fund 1.00% Information Age Fund 1.00% Partners Fund 1.25% Robertson Stephens Fund 1.50% Value + Growth Fund 1.00% These management fees are higher than those paid by most other investment companies. Robertson Stephens Investment Management also may at its discretion from time to time pay for Fund expenses from its own assets, or reduce the management fee of a Fund in excess of that required. The Advisory Agreements for the Asia Fund, Diversified Growth Fund, Emerging Europe Fund, Robertson Stephens Fund, Global Low-Price Stock Fund, the Global Natural Resources Fund, the Growth & Income Fund, the Information Age Fund, the Partners Fund, and the Value + Growth Fund permit Robertson Stephens Investment Management to seek reimbursement of any reductions made to its management fee within the two-year period following such reduction, subject to the ability of the Fund in question to effect such reimbursement and remain in compliance with applicable expense limitations. ADMINISTRATIVE FEES. The Asia Fund, Diversified Growth Fund, Emerging Europe Fund, Global Low-Priced Stock Fund, Global Natural Resources Fund, Growth & Income Fund, Information Age Fund, and Robertson Stephens Fund have entered into Administrative Services Agreements with RSIM, L.P., pursuant to which RSIM, L.P. continuously provides business management services to the Funds and generally manages all of the business and affairs of the Funds, subject to the general oversight of the Trustees. The Funds pay RSIM, L.P. a fee, calculated daily and payable monthly, at the annual rate of 0.25% of their respective average daily net assets. The proceeds received by each Fund for each issue or sale of its shares, and all income, earnings, profits, and proceeds thereof, subject only to the rights of creditors, will be specifically allocated to such Fund, and constitute the underlying assets of that Fund. The underlying assets of each Fund will be segregated on the Trust's books of account, and will be charged with the liabilities in respect of such Fund and with a share of the general liabilities of the Trust. Expenses with respect to any two or more Funds may be allocated in proportion to the net asset values of the respective Funds except where allocations of direct expenses can otherwise be fairly made. Each of the Advisory Agreements is subject to annual approval (in the case of the Global Low-Priced Stock Fund, the Global Natural Resources Fund, the Growth & Income Fund, the Information Age Fund and the Partners Fund, commencing in 1997, and in the case of the Asia Fund, the Diversified Growth Fund, the Emerging Europe Fund, and the Robertson Stephens Fund, in 1998) by (i) the vote of the Trustees or of a majority of the outstanding voting securities (as defined in the 1940 Act) of the affected Fund, and (ii) the vote of a majority of the Trustees who are not "interested persons" (as defined in the 1940 Act) of the Trust, RSIM, L.P., or RSIM, Inc. Each is terminable by Robertson Stephens Investment Management or the Trust, without penalty, on 60 days written notice to the other and will terminate automatically in the event of its assignment. Each of the Administrative Services Agreements is subject to annual approval (in the case of the Global Low-Priced Stock Fund, the Global Natural Resources Fund, the Growth & Income Fund, the Information Age Fund and the Partners Fund, commencing in 1997, and in the case of the Asia Fund, the Diversified Growth Fund, the Emerging Europe Fund, and the Robertson Stephens Fund, in 1998) by (i) the Board of Trustees, and (ii) the vote of a majority of the Trustees who are not "interested persons" (as defined in the 1940 Act). The Administrative Services Agreements may be terminated without penalty, by the Trust or by the vote of a majority of the outstanding voting securities (as defined in the 1940 Act) of the affected Fund, on 30 days notice to RSIM, L.P. B-27 RECENT MANAGEMENT AND ADMINISTRATIVE FEES PAID BY THE FUNDS. Reimbursement Administration Contrarian Fund Management Fees(1) of Expenses(2) Fees - --------------- --------------- ------------- -------------- 6/3/93 - 3/31/94 $1,476,494 Year ended 3/31/95 $8,053,129 $785,897 Nine Months Ended $5,648,970 12/31/95 Developing Countries Fund 5/2/94 - 3/31/95 $174,084 $ 44,177 Nine months ended $145,517 $282,462 12/31/95 Emerging Growth Fund Year ended 3/31/94 $1,084,284 Year ended 3/31/95 $1,736,763 Nine Months Ended $1,288,465 12/31/95 Global Low-Priced Stock Fund 11/15/95 - 12/31/95 $854 $6,440 $213 Global Natural Resources Fund 11/15/95 - 12/31/95 $470 $5,748 $117 Growth & Income Fund 7/12/95 - 12/31/95 $415,116 Information Age Fund 11/15/95 - 12/31/95 $25,307 $6,327 Partners Fund 7/12/95 - 12/31/95 $42,710 $93,846 Value + Growth Fund Year ended 3/31/94 $ 288,116 $191,672 Year ended 3/31/95 $1,260,821 Nine Months Ended $9,702,327 12/31/95 (1) Before giving effect to any reimbursement or waiver by RSIM. (2) Includes amount of management fees waived or reimbursed by RSIM, plus the amount of any other expenses for which RSIM reimbursed the Fund or which RSIM bore on behalf of the Fund. B-28 EXPENSES Each Fund will pay all expenses related to its operation which are not borne by Robertson Stephens Investment Management or the distributor, including but not limited to taxes, interest, brokerage fees and commissions, compensation paid to RS&Co. under a Fund's 12b-1 Plan, fees paid to members of the Board of Trustees who are not officers, directors, stockholders or employees of Robertson Stephens Investment Management or RS&Co., SEC fees and related expenses, state Blue Sky qualification fees, charges of custodians, transfer agents, registrars or other agents, outside auditing, accounting, and legal services, charges for the printing of prospectuses and statements of additional information for regulatory purposes or for distribution to shareholders, certain shareholder report charges, and charges relating to corporate matters. Total operating expenses of a Fund are subject to applicable limitations under rules and regulations of the states in which that Fund is authorized to sell its shares; therefore, operating expenses are effectively subject to the most restrictive of such expense limitations as the same may be amended from time to time. The most stringent state expense limitation applicable to the Funds currently requires that Robertson Stephens Investment Management reimburse certain expenses of a Fund, including the management fees paid to Robertson Stephens Investment Management under its Advisory Agreement (excluding Rule 12b-l fees, interest, taxes, brokerage fees and commissions, and certain extraordinary charges), in any fiscal year in which such expenses exceed, in the case of the Contrarian Fund, 2.5% of the Fund's average daily net assets and, in the case of each of the other Funds, 2.5% of a Fund's average daily net assets up to $30 million, 2.0% of average daily net assets between $30 million and $100 million, and 1.5% of such net assets over $100 million. The Funds do not include any dividend expense on short sales among a Fund's expenses for this purpose. PORTFOLIO TRANSACTIONS AND BROKERAGE Transactions on U.S. stock exchanges, commodities markets, and futures markets and other agency transactions involve the payment by a Fund of negotiated brokerage commissions. Such commissions vary among different brokers. A particular broker may charge different commissions according to such factors as the difficulty and size of the transaction. Transactions in foreign investments often involve the payment of fixed brokerage commissions, which may be higher than those in the United States. There is generally no stated commission in the case of securities traded in the over-the-counter markets, but the price paid by the Trust usually includes an undisclosed dealer commission or mark-up. In underwritten offerings, the price paid by the Trust includes a disclosed, fixed commission or discount retained by the underwriter or dealer. It is anticipated that most purchases and sales of securities by funds investing primarily in certain fixed-income securities will be with the issuer or with underwriters of or dealers in those securities, acting as principal. Accordingly, those funds would not ordinarily pay significant brokerage commissions with respect to securities transactions. It has for many years been a common practice in the investment advisory business for advisers of investment companies and other institutional investors to receive brokerage and research services (as defined in the Securities Exchange Act of 1934, as amended (the "1934 Act")) from broker-dealers that execute portfolio transactions for the clients of such advisers and from third parties with which such broker-dealers have arrangements. Consistent with this practice, Robertson Stephens Investment Management receives brokerage and research services and other similar services from many broker-dealers with which Robertson Stephens Investment Management places a Fund's portfolio transactions and from third parties with which these broker-dealers have arrangements. These services include such matters as general economic and market reviews, industry and company reviews, evaluations of investments, recommendations as to the purchase and sale of investments, newspapers, magazines, pricing services, quotation services, news services and personal computers utilized by Robertson Stephens Investment Management's managers and analysts. Where the services referred to above are not used exclusively by Robertson Stephens Investment Management for research purposes, Robertson Stephens Investment Management, based upon its own allocations of expected use, bears that portion of the cost of these services which directly relates to its non-research use. Some of these services are of value to Robertson Stephens Investment Management and its affiliates in advising various of its clients (including the Funds), although not all of these services are necessarily useful and of value in managing the Funds. The management fee paid by a Fund is not reduced B-29 because the Fund's Adviser or its affiliates receive these services even though Robertson Stephens Investment Management might otherwise be required to purchase some of these services for cash. Robertson Stephens Investment Management places all orders for the purchase and sale of portfolio investments for the Fund and buys and sells investments for the Fund through a substantial number of brokers and dealers. Robertson Stephens Investment Management seeks the best overall terms available for the Fund, except to the extent Robertson Stephens Investment Management may be permitted to pay higher brokerage commissions as described below. In doing so, Robertson Stephens Investment Management, having in mind the Fund's best interests, considers all factors it deems relevant, including, by way of illustration, price, the size of the transaction, the nature of the market for the security or other investment, the amount of the commission, the timing of the transaction taking into account market prices and trends, the reputation, experience and financial stability of the broker-dealer involved and the quality of service rendered by the broker-dealer in other transactions. As permitted by Section 28(e) of the 1934 Act, and by the Advisory Agreements, Robertson Stephens Investment Management may cause the Fund to pay a broker-dealer which provides "brokerage and research services" (as defined in the 1934 Act) to Robertson Stephens Investment Management an amount of disclosed commission for effecting securities transactions on stock exchanges and other transactions for the Fund on an agency basis in excess of the commission which another broker-dealer would have charged for effecting that transaction. Robertson Stephens Investment Management's authority to cause a Fund to pay any such greater commissions is also subject to such policies as the Trustees may adopt from time to time. Neither RSIM, L.P. nor RSIM, Inc. currently intends to cause the Funds to make such payments. It is the position of the staff of the Securities and Exchange Commission that Section 28(e) does not apply to the payment of such greater commissions in "principal" transactions. Accordingly, RSIM, L.P. and RSIM, Inc. will use their best efforts to obtain the best overall terms available with respect to such transactions. The following tables provide information regarding brokerage commissions paid by the Funds for the periods indicated.
Period Fiscal Year Period Contrarian Fund 3/31/95-12/31/95 Ended 3/31/95 6/3/93 - 3/31/94 - --------------- ---------------- ------------- ---------------- Percentage of total transactions 62% 69% 83% involving brokerage commissions Dollar amount of commissions $1,026,683 $1,959,452 $1,140,692 Percentage (dollar amount) paid 1% ($6,840) 14.8% ($289,074) 18% ($210,807) to RS&Co. Percentage of brokerage transactions 1% 14% 26% effected through RS&Co. Percentage of transactions effected 38% 31% 17% without brokerage commissions
B-30 Period Period Developing Countries Fund 3/31/95-12/31/95 5/2/94 - 3/31/95 - ------------------------- ---------------- ---------------- Percentage of total transactions 87% 76% involving brokerage commissions Dollar amount of commissions $228,245 $170,919 Percentage (dollar amount) paid to RS&Co. 0% ($0) .73% ($1,250) Percentage of brokerage transactions 0% 2% effected through RS&Co. Percentage of transactions effected 13% 24% without brokerage commissions
Fiscal Year Fiscal Year Period Ended Ended Period Emerging Growth Fund 3/31/95-12/31/95 3/31/95 3/31/94 1/1/94-3/31/94 - -------------------- ---------------- ------------ ------------- -------------- Percentage of total transactions involving brokerage commissions 21% 21% 37% 10% Dollar amount of commissions $300,963 $559,915 $1,007,880 $105,582 Percentage (dollar amount) paid to RS&Co. 24% ($71,498) 29.2% ($163,607) 21% ($216,575) 8% ($8,442) Percentage of brokerage transactions effected through RS&Co. 4% 24% 16% 5% Percentage of transactions effected without brokerage commissions 79% 79% 63% 92%
Fiscal Fiscal Period Year Ended Year Ended Period Value + Growth Fund 3/31/95-12/31/95 3/31/95 3/31/94 4/21/92-3/31/93 - ------------------- ---------------- -------------- -------------- --------------- Percentage of total transactions involving brokerage commissions 77% 49% 69% 50% Dollar amount of commissions $1,707,929 $665,354 $295,284 $105,025 Percentage (dollar amount) paid to RS&Co. 21% ($356,240) 12.4% ($82,270) 35% ($102,015) 40% ($41,493) Percentage of brokerage transactions effected through RS&Co. 9% 13% 39% 38% Percentage of transactions effected without brokerage commissions 23% 51% 31% 50%
B-31
Period GLOBAL LOW-PRICED STOCK FUND 11/15/95-12/31/95 - ---------------------------- ----------------- Percentage of total transactions involving brokerage commissions 51% Dollar amount of commissions $1,595 Percentage (dollar amount) paid to RS&Co. 0% ($0) Percentage of brokerage transactions effected through RS&Co. 0% Percentage of transactions effected without brokerage commissions 49% Period GLOBAL NATURAL RESOURCES FUND 11/15/95-12/31/95 - ----------------------------- ----------------- Percentage of total transactions involving brokerage commissions 84% Dollar amount of commissions $1,242 Percentage (dollar amount) paid to RS&Co. 41% ($515) Percentage of brokerage transactions effected through RS&Co. 39% Percentage of transactions effected without brokerage commissions 16% Period GROWTH & INCOME FUND 7/12/95-12/31/95 - -------------------- ---------------- Percentage of total transactions involving brokerage commissions 45% Dollar amount of commissions $282,119 Percentage (dollar amount) paid to RS&Co. 18% ($49,415) Percentage of brokerage transactions effected through RS&Co. 7% Percentage of transactions effected without brokerage commissions 55% Period INFORMATION AGE FUND 11/15/95-12/31/95 - -------------------- ----------------- Percentage of total transactions involving brokerage commissions 75% Dollar amount of commissions $21,166 Percentage (dollar amount) paid to RS&Co. 25% ($5,200) Percentage of brokerage transactions effected through RS&Co. 8% Percentage of transactions effected without brokerage commissions 25% Period PARTNERS FUND 7/12/95-12/31/95 - ------------- ---------------- Percentage of total transactions involving brokerage commissions 70% Dollar amount of commissions $21,979 Percentage (dollar amount) paid to RS&Co. 0.1% ($25) Percentage of brokerage transactions effected through RS&Co. 1% Percentage of transactions effected without brokerage commissions 30%
B-32 THE FUNDS' DISTRIBUTOR Each of the Funds has adopted a Distribution Plan under Rule 12b-l of the 1940 Act (each a "Plan"). Pursuant to the Plans, each Fund may pay RS&Co. (also referred to as the "Distributor") distribution fees at an annual rate of 0.25% of its average daily net assets, except the Contrarian Fund, which may pay a distribution fee at annual rate of 0.75%, and the Robertson Stephens Fund, which may pay an annual fee of 0.50%, for services the Distributor renders and costs and expenses it incurs in connection with the continuous offering of the Fund's shares. These expenses may include, but are not limited to, the costs of preparing and mailing all required reports and notices to shareholders, prospectuses and proxy materials; all fees and expenses relating to the qualification of these Funds and/or their shares under the securities laws of any jurisdiction, and under the Securities Act of 1933 and the 1940 Act; all costs related to the mailing of confirmations of shares sold or redeemed, reports of share balances, and responding to telephone or mail inquiries of investors or prospective investors; and payments to dealers, financial institutions, advisers, or other firms. The Plans also permit the Distributor to receive compensation based on a prorated portion of its overhead expenses attributable to the distribution of each Fund's shares, which include leases, communications, salaries, training, supplies, photocopying, and any other category of the Distributor's expenses attributable to the distribution of these Funds' shares. The Value + Growth Fund's Plan became effective on January 1, 1996. RECENT PAYMENTS UNDER THE FUND'S DISTRIBUTION PLAN. Contrarian Fund Distribution Fees Waiver - --------------- ----------------- ------ 6/3/93 - 3/31/94 $ 738,247 Year ended 3/31/95 $4,026,498 Nine months ended 12/31/95 $2,824,481 Developing Countries Fund - ------------------------- 5/2/94 - 3/31/95 $69,633 Nine months ended 12/31/95 $37,616 Emerging Growth Fund - -------------------- Year ended 3/31/94 $451,071 Year ended 3/31/95 $434,190 Nine months ended 12/31/95 $322,116 Global Low-Priced Stock Fund - ---------------------------- 11/15/95 - 12/31/95 $213 $213 Global Natural Resources Fund - ----------------------------- 11/15/95 - 12/31/95 $117 Growth & Income Fund - -------------------- 7/25/95 - 12/31/95 $103,780 Information Age Fund - -------------------- 11/15/95 - 12/31/95 $6,327 Partners Fund - ------------- 7/12/95 - 12/31/95 $8,542 B-33 HOW NET ASSET VALUE IS DETERMINED A Fund determines net asset value per share once daily, as of 4:30 p.m. New York time on each day the New York Stock Exchange (the "Exchange") is open. The Exchange is closed Saturdays, Sundays, New Year's Day, Presidents' Day, Good Friday, Memorial Day, the Fourth of July, Labor Day, Thanksgiving and Christmas. Securities for which market quotations are readily available are valued at prices which, in the opinion of the Trustees or a Fund's Adviser, most nearly represent the market values of such securities. Currently, such prices are determined using the last reported sale price or, if no sales are reported (as in the case of some securities traded over-the-counter), the last reported bid price, except that certain U.S. Government securities are stated at the mean between the last reported bid and asked prices. Short-term investments having remaining maturities of 60 days or less are stated at amortized cost, which approximates market value. All other securities and assets are valued at their fair value following procedures approved by the Trustees. Liabilities are deducted from the total, and the resulting amount is divided by the number of shares of the class outstanding. Reliable market quotations are not considered to be readily available for long-term corporate bonds and notes, certain preferred stocks, tax-exempt securities, or certain foreign securities. These investments are stated at fair value on the basis of valuations furnished by pricing services approved by the Trustees, which determine valuations for normal, institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships between securities which are generally recognized by institutional traders. If any securities held by a Fund are restricted as to resale, the Fund's Adviser determines their fair values. The fair value of such securities is generally determined as the amount which a Fund could reasonably expect to realize from an orderly disposition of such securities over a reasonable period of time. The valuation procedures applied in any specific instance are likely to vary from case to case. However, consideration is generally given to the financial position of the issuer and other fundamental analytical data relating to the investment and to the nature of the restrictions on disposition of the securities (including any registration expenses that might be borne by the Fund in connection with such disposition). In addition, specific factors are also generally considered, such as the cost of the investment, the market value of any unrestricted securities of the same class (both at the time of purchase and at the time of valuation), the size of the holding, the prices of any recent transactions or offers with respect to such securities and any available analysts' reports regarding the issuer. Generally, trading in certain securities (such as foreign securities) is substantially completed each day at various times prior to the close of the Exchange. The values of these securities used in determining the net asset value of a Fund's shares are computed as of such times. Also, because of the amount of time required to collect and process trading information as to large numbers of securities issues, the values of certain securities (such as convertible bonds, U.S. Government securities, and tax-exempt securities) are determined based on market quotations collected earlier in the day at the latest practicable time prior to the close of the Exchange. Occasionally, events affecting the value of such securities may occur between such times and the close of the Exchange which will not be reflected in the computation of a Fund's net asset value. If events materially affecting the value of such securities occur during such period, then these securities will be valued at their fair value following procedures approved by the Trustees. B-34 TAXES Each Fund intends to qualify each year and elect to be taxed as a regulated investment company under Subchapter M of the United States Internal Revenue Code of 1986, as amended (the "Code"). As a regulated investment company qualifying to have its tax liability determined under Subchapter M, a Fund would not be subject to federal income tax on any of its net investment income or net realized capital gains that are distributed to shareholders. As long as each Fund maintains its status as a regulated investment company and distributes all of its income, it will not, under present law, be subject to any excise or income taxes in Massachusetts or to franchise or income taxes in California. In order to qualify as a "regulated investment company," a Fund must, among other things, (a) derive at least 90% of its gross income from dividends, interest, payments with respect to securities loans, gains from the sale or other dispositions of stock, securities, or foreign currencies, and other income (including gains from options, futures, or forward contracts) derived with respect to its business of investing in such stock, securities, or currencies; (b) derive less than 30% of its gross income from the sale or other disposition of certain assets (including stock and securities) held less than three months; (c) diversify its holdings so that, at the close of each quarter of its taxable year, (i) at least 50% of the value of its total assets consists of cash, cash items, U.S. Government securities, and other securities limited generally with respect to any one issuer to not more than 5% of the total assets of the Fund and not more than 10% of the outstanding voting securities of such issuer, and (ii) not more than 25% of the value of its assets is invested in the securities of any issuer (other than U.S. Government securities). In order to receive the favorable tax treatment accorded regulated investment companies and their shareholders, moreover, a Fund must in general distribute at least 90% of its interest, dividends, net short-term capital gain, and certain other income each year. An excise tax at the rate of 4% will be imposed on the excess, if any, of each Fund's "required distribution" over its actual distributions in any calendar year. Generally, the "required distribution" is 98% of the Fund's ordinary income for the calendar year plus 98% of its capital gain net income recognized during the one-year period ending on October 31 (or December 31, if the Fund so elects) plus undistributed amounts from prior years. Each Fund intends to make distributions sufficient to avoid imposition of the excise tax. Distributions declared by a Fund during October, November or December to shareholders of record on a date in any such month and paid by the Fund during the following January will be treated for federal tax purposes as paid by the Fund and received by shareholders on December 31 of the year in which declared. With respect to investment income and gains received by a Fund from sources outside the United States, such income and gains may be subject to foreign taxes which are withheld at the source. The effective rate of foreign taxes in which a Fund will be subject depends on the specific countries in which its assets will be invested and the extent of the assets invested in each such country and therefore cannot be determined in advance. A Fund's ability to use options, futures, and forward contracts and other hedging techniques, and to engage in certain other transactions, may be limited by tax considerations, in particular, the requirement that less than 30% of the Fund's gross income be derived from the sale or disposition of assets held for less than three months. A Fund's transactions in foreign currency-denominated debt instruments and its hedging activities will likely produce a difference between its book income and its taxable income. This difference may cause a portion of the Fund's distributions of book income to constitute returns of capital for tax purposes or require the Fund to make distributions exceeding book income in order to permit the Fund to continue to qualify, and be taxed under Subchapter M of the Code, as a regulated investment company. B-35 Under federal income tax law, a portion of the difference between the purchase price of zero-coupon securities in which a Fund has invested and their face value ("original issue discount") is considered to be income to the Fund each year, even though the Fund will not receive cash interest payments from these securities. This original issue discount (imputed income) will comprise a part of the net investment income of the Fund which must be distributed to shareholders in order to maintain the qualification of the Fund as a regulated investment company and to avoid federal income tax at the level of the Fund. Each Fund is required to withhold 31% of all income dividends and capital gain distributions, and 31% of the gross proceeds of all redemptions of Fund shares, in the case of any shareholder who does not provide a correct taxpayer identification number, about whom a Fund is notified that the shareholder has under reported income in the past, or who fails to certify to a Fund that the shareholder is not subject to such withholding. Tax-exempt shareholders are not subject to these back-up withholding rules so long as they furnish the Fund with a proper certification. The foregoing is a general and abbreviated summary of the applicable provisions of the Code and related regulations currently in effect. For the complete provisions, reference should be made to the pertinent Code sections and regulations. The Code and regulations are subject to change by legislative or administrative actions. Dividends and distributions also may be subject to state and federal taxes. Shareholders are urged to consult their tax advisers regarding specific questions as to federal, state or local taxes. The foregoing discussion relates solely to U.S. federal income tax law. Non-U.S. investors should consult their tax advisers concerning the tax consequences of ownership of shares of the Fund, including the possibility that distributions may be subject to a 30% United States withholding tax (or a reduced rate of withholding provided by treaty). Statements as to the tax status of distributions will be mailed annually. HOW PERFORMANCE IS DETERMINED STANDARDIZED PERFORMANCE INFORMATION Average annual total return of a Fund for one-, five-, and ten-year periods (or for such shorter periods as the Fund has been in existence) is determined by calculating the actual dollar amount of investment return on a $1,000 investment in the Fund at the beginning of the period, and then calculating the annual compounded rate of return which would produce that amount. Total return for a period of one year or less is equal to the actual return of the Fund during that period. Total return calculations assume reinvestment of all Fund distributions at net asset value on their respective reinvestment dates. Total return may be presented for other periods. The Funds impose no sales load on initial purchases or on reinvested dividends. Accordingly, no sales charges are deducted for purposes of this calculation. The calculation of total return assumes that all dividends, if any, and distributions paid by a Fund would be reinvested at the net asset value on the day of payment. At times, a Fund's Adviser may reduce its compensation or assume expenses of the Fund in order to reduce the Fund's expenses. Any such fee reduction or assumption of expenses would increase the Fund's total return during the period of the fee reduction or assumption of expenses. Total return may be presented for other periods or without giving effect to any contingent deferred sales charge. Any quotation of total return or yield not reflecting the contingent deferred sales charge would be reduced if the sales charges were reflected. All data are based on past performance and do not predict future results. B-36 PERFORMANCE INFORMATION The total returns of each of the Funds for the periods indicated through December 31, 1995 are set forth below. Total returns for periods when an expense limitation was in effect are higher than they would be if no expense limitation had been in effect. Contrarian Fund --------------- Year ended December 31, 1995 30.86% From inception (6/30/93) through December 31, 1995 38.30% Developing Countries Fund ------------------------- Year ended December 31, 1995 (14.41)% From inception (5/2/94) through December 31, 1995 (18.71)% Emerging Growth Fund -------------------- Year ended December 31, 1995 20.31% Three years ended December 31, 1995 39.26% Five years ended December 31, 1995 115.44% From inception (11/30/87) through December 31, 1995 390.45% Global Low-Priced Stock Fund ---------------------------- From inception (11/15/95) through December 31, 1995 4.50% Global Natural Resources Fund ----------------------------- From inception (11/15/95) through December 31, 1995 1.20% Growth & Income Fund -------------------- From inception (7/12/95) through December 31, 1995 12.40% Information Age Fund -------------------- From inception (11/15/95) - December 31, 1995 (7.00)% Partners Fund ------------- From inception (7/12/95) through December 31, 1995 3.90% Value + Growth -------------- Year ended December 31, 1995 42.70% Three years ended December 31, 1995 113.57% From inception (5/12/92) through December 31, 1995 135.01% B-37 NON-STANDARDIZED TOTAL RETURN INFORMATION From time to time, a Fund may present non-standardized total return information, in addition to standardized performance information, which may include such results as the growth of a hypothetical $10,000 investment in the Fund, and cumulative total return. The results of a $10,000 investment in a Fund and cumulative total return measure the absolute change in net asset value resulting from all Fund operations including reinvestment of a distribution paid by a Fund for the period specified. The aggregate total return is calculated in a similar manner to average annual total return, except that the results are not annualized. Each calculation assumes that all dividends and distributions are reinvested at net asset value on the reinvestment dates during the period. INDICES AND PUBLICATIONS A Fund may compare its performance with that of appropriate indices such as the Standard & Poor's Composite Index of 500 stocks ("S&P 500"), Standard & Poor's MidCap 400 Index ("S&P 400"), the NASDAQ Industrial Index, the NASDAQ Composite Index, Russell 2000 Index or other unmanaged indices so that investors may compare such results with those of a group of unmanaged securities. The S&P 500, the S&P 400, the NASDAQ Industrial Index, the NASDAQ Composite Index and the Russell 2000 Index are unmanaged groups of common stocks traded principally on national securities exchanges and the over the counter market, respectively. A Fund may also, from time to time, compare its performance to other mutual funds with similar investment objectives and to the industry as a whole, as quoted by rating services and publications, such as Lipper Analytical Services, Inc., Morningstar Mutual Funds, Forbes, Money and Business Week. In addition, one or more portfolio managers or other employees of Robertson Stephens Investment Management may be interviewed by print media, such as THE WALL STREET JOURNAL or BUSINESS WEEK, or electronic news media, and such interviews may be reprinted or excerpted for the purpose of advertising regarding the Fund. RELATIVE VOLATILITY - BETA From time to time a Fund may present a statistical measure of the volatility of a Fund's performance relative to the volatility of the performance of the S&P 500. A Fund calls this comparative measure its "beta." Beta is approximate, because it is statistical, and is not necessarily indicative of future fund performance volatility. Thus, if a Fund's portfolio volatility perfectly represents that of the S&P 500, a Fund's beta would be 1.0. If a Fund's beta is greater than 1.0, a Fund's portfolio would tend to represent a greater market risk than the S&P 500 because a Fund's portfolio would tend to be more sensitive to movements in the securities markets. For example, if a Fund's beta is 1.1, a Fund's performance would tend to vary approximately 10% more than would the performance of the S&P 500. If a Fund's beta is 0.9, a Fund's performance would tend to vary 10% less than the performance of the S&P 500. The correlation is not usually exact because, depending upon the diversification of a Fund's portfolio, a beta of less than 1.0 may indicate only that the portfolio is less sensitive to market movements, not that the Fund's portfolio has low overall risk. The beta included with any presentation of the Fund's performance data will be calculated according to the following formula: B-38 n _ __ SUM(R R - nR R ) FT MT F M BETA = ----------------------- _ n 2 2 SUM(R - nR MT M Where: n = number of months measured R = rate of return on the Fund in month t FT R = rate of return on the market index, i.e., the S&P 500, MT in month t _ R = arithmetic average monthly rate of return of the Fund F _ R = arithmetic average monthly rate of return on the market M index, i.e., the S&P 500 The Value + Growth Fund's beta from the date upon which its prospectus became effective (May 12, 1992) through December 31, 1993 was 0.63. The Value + Growth Fund's beta for the twelve-month periods ended December 31, 1993 and March 31, 1994 were 0.63 and 0.68, respectively, and for the period from April 1, 1994 through March 31, 1995 was 1.34. For the period March 31, 1995 through December 31, 1995, the Fund's beta was 1.15. ADDITIONAL INFORMATION GENERAL Robertson Stephens Investment Trust (the "Trust") is an open-end series investment company, which was organized on May 11, 1987 as a Massachusetts business trust. TRANSFER AGENT AND CUSTODIAN State Street Bank and Trust Company, c/o National Financial Data Services, at P.O. Box 419717, Kansas City, MO 64141, serves as the Funds' Transfer Agent. State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts 02110, serves as the Funds' Custodian. As Transfer Agent, State Street Bank and Trust Company maintains records of shareholder accounts, processes purchases and redemptions of shares, acts as dividend and distribution disbursing agent and performs other related shareholder functions. As Custodian, it and subcustodians designated by the Board of Trustees hold the securities in the Funds' portfolio and other assets for safekeeping. The Transfer Agent and Custodian do not and will not participate in making investment decisions for the Funds. INDEPENDENT ACCOUNTANTS Price Waterhouse LLP, 555 California Street, San Francisco, California 94104, are the Trust's independent accountants, providing audit services, tax return review and other tax consulting services and assistance and consultation in connection with the review of various Securities and Exchange Commission filings. The Financial Highlights included in the Trust's combined prospectus for the Contrarian, Developing Countries, Emerging Growth, Global Low-Priced Stock, Global Natural Resources, Growth & Income, Information Age, Partners, and Value + Growth Funds and the financial statements incorporated by reference therein and included in this Statement have been so included and incorporated in reliance upon the report of Price Waterhouse LLP, the independent accountants, given on the authority of said firm as experts in auditing and accounting. SHAREHOLDER LIABILITY Under Massachusetts law, shareholders could, under certain circumstances, be held personally liable for the obligations of the Trust. However, the Agreement and Declaration of Trust disclaims shareholder liability for acts or obligations of the Trust and requires that notice of such disclaimer be given in each agreement, obligation, or instrument entered into or executed by the Trust or the Trustees. The Agreement and Declaration of Trust provides for B-39 indemnification out of a Fund's property for all loss and expense of any shareholder held personally liable for the obligations of that Fund. Thus the risk of a shareholder's incurring financial loss on account of shareholder liability is limited to circumstances in which the Fund would be unable to meet its obligations. OTHER INFORMATION The Prospectus and this Statement, together, do not contain all of the information set forth in the Registration Statement of Robertson Stephens Investment Trust, as amended, filed with the Securities and Exchange Commission. Certain information is omitted in accordance with rules and regulations of the Commission. The Registration Statement may be inspected at the Public Reference Room of the Commission at Room 1024, 450 Fifth Street, N.W., Judiciary Plaza, Washington, D.C. 20549, and copies thereof may be obtained from the Commission at prescribed rates. B-40 APPENDIX A DESCRIPTION OF SECURITIES RATINGS This Appendix describes ratings applied to corporate bonds by Standard & Poor's ("S&P"), Moody's Investors Service, Inc. ("Moody's") and Fitch Investor Services, Inc. ("Fitch"). S&P'S RATINGS AAA: Debt rated 'AAA' has the highest rating assigned by Standard & Poor's. Capacity to pay interest and repay principal is extremely strong. AA: Debt rated 'AA' has a very strong capacity to pay interest and repay principal and differs from the highest rated issues only in small degree. A: Debt rated 'A' has a strong capacity to pay interest and repay principal, although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher-rated categories. BBB: Debt rated 'BBB' is regarded as having an adequate capacity to pay interest and repay principal. Whereas it normally exhibits adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay interest and repay principal for debt in this category than in higher-rated categories. Debt rated 'BB,' 'B,' 'CCC,' 'CC,' and 'C' is regarded as having predominantly speculative characteristics with respect to capacity to pay interest and repay principal. 'BB' indicates the least degree of speculation and 'C' the highest. While such debt will likely have some quality and protective characteristics, these are outweighed by large uncertainties of major exposures to adverse markets. BB: Debt rated 'BB' has less near-term vulnerability to default than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to inadequate capacity to meet timely interest and principal payments. The 'BB' rating category is also used for debt subordinated to senior debt that is assigned an actual or implied 'BBB-' rating. B: Debt rated 'B' has a greater vulnerability to default but currently has the capacity to meet interest payments and principal repayments. Adverse business, financial, or economic conditions will likely impair capacity or willingness to pay interest and repay principal. The B rating category is also used for debt subordinated to senior debt that is assigned an actual or implied 'BB' or 'BB-' rating. CCC: Debt rated 'CCC' has a currently identifiable vulnerability to default, and is dependent upon favorable business, financial, and economic conditions to meet timely payment of interest and repayment of principal. In the event of adverse business, financial, or economic conditions, it is not likely to have the capacity to pay interest and repay principal. The 'CCC' rating category is also used for debt subordinated to senior debt that is assigned an actual or implied 'B' or 'B-' rating. CC: The rating 'CC' typically is applied to debt subordinated to senior debt that is assigned an actual or implied 'CCC' rating. B-41 C: The rating 'C' typically is applied to debt subordinated to senior debt that is assigned an actual or implied 'CCC-' rating. The 'C' rating may be used to cover a situation where a bankruptcy petition has been filed, but debt service payments are continued. CI: The rating 'CI' is reserved for income bonds on which no interest is being paid. D: Debt rated 'D' is in payment default. The 'D' rating category is used when interest payments or principal payments are not made on the date due even if the applicable grace period has not expired, unless S&P believes that such payments will be made during such grace period. The 'D' rating will also be used upon the filing of a bankruptcy petition if debt service payments are jeopardized. The ratings from 'AA' to 'CCC' may be modified by the addition of a plus or minus to show relative standing within the major rating categories. MOODY'S RATINGS Aaa: Bonds which are rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt edge." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues. Aa: Bonds which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risks appear somewhat larger than in Aaa securities. A: Bonds which are rated A possess many favorable investment attributes and are to be considered as upper medium grade obligations. Factors giving security to principal and interest are considered adequate but elements may be present which suggest a susceptibility to impairment sometime in the future. Baa: Bonds which are rated Baa are considered as medium grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well. Ba: Bonds which are Ba are judged to have speculative elements; their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class. B: Bonds which are rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small. Caa: Bonds which are rated Caa are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest. Ca: Bonds which are rated Ca represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings. B-42 C: Bonds which are rated C are the lowest rated class of bonds and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing. Moody's applies numerical modifiers, 1, 2, and 3, in each generic rating classification from Aa through B in its corporate bond rating system. The modifier 1 indicates that the security ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates that the issue ranks in the lower end of its generic rating category. FITCH RATINGS AAA: Bonds considered to be investment grade and of the highest credit quality. The obligor has an exceptionally strong ability to pay interest and repay principal, which is unlikely to be affected by reasonably foreseeable events. AA: Bonds considered to be investment grade and of very high credit quality. The obligor's ability to pay interest and repay principal is very strong, although not quite as strong as bonds rated 'AAA.' Because bonds rate in the 'AAA' and 'AA' categories are not significantly vulnerable to foreseeable future developments, short-term debt of these issuers is generally rated 'F-1+.' A: Bonds considered to be investment grade and of high credit quality. The obligor's ability to pay interest and repay principal is considered to be strong, but may be more vulnerable to adverse changes in economic conditions and circumstances than bonds with higher ratings. BBB: Bonds considered to be investment grade and of satisfactory credit quality. The obligor's ability to pay interest and repay principal is considered to be adequate. Adverse changes in economic conditions and circumstances, however, are more likely to have adverse impact on these bonds, and therefore impair timely payment. The likelihood that the rating of these bonds will fall below investment grade is higher than for bonds with higher ratings. BB: Bonds are considered to be speculative. The obligor's ability to pay interest and repay principal may be affected over time by adverse economic changes. However, business and financial alternatives can be identified which could assist the obligor in satisfying its debt service requirements. B: Bonds are considered highly speculative. While bonds in this class are currently meeting debt service requirements, the probability of continued timely payment of principal and interest reflects the obligor's limited margin of safety and the need for reasonable business and economic activity throughout the life of the issues. CCC: Bonds have certain identifiable characteristics that, if not remedied, may lead to default. The ability to meet obligations requires an advantageous business and economic environment. CC: Bonds are minimally protected. Default in payment of interest and/or principal seems probable. C: Bonds are in imminent default in payment of interest or principal. DDD, DD, and D: Bonds in default on interest and/or principal payments. Such bonds are extremely speculative and should be valued on the basis of their ultimate recovery value in liquidation or reorganization of the obligor. 'DDD' represents the highest potential for recovery on these bonds, and 'D' represents the lowest potential for recovery. NOTE: Fitch ratings (other than the 'AAA,' 'DDD,' 'DD,' or 'D' categories) may be modified by the addition of a plus (+) or minus (-) sign to show relative position of a credit within the rating category. B-43 FINANCIAL STATEMENTS Attached are financial statements of Robertson Stephens Investment Trust for the specified periods. B-44 THE CONTRARIAN FUND ANNUAL RESULTS INDEPENDENT ACCOUNTANTS' REPORT To the Shareholders and Board of Trustees of The Robertson Stephens Contrarian Fund: In our opinion, the accompanying statement of net assets, including the schedules of net assets and of securities sold short, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Contrarian Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, the results of its operations for the nine months then ended, and the changes in its net assets and the financial highlights for each of the periods presented, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provides a reasonable basis for the opinion expressed above. /s/ Price Waterhouse LLP Price Waterhouse LLP San Francisco, California February 15, 1996 7 THE CONTRARIAN FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS - -------------------------------------------------------------------------------- ALUMINUM - 6.0% Kaiser Aluminum Corporation(1) 759,100 $ 9,868,300 MAXXAM, Inc. 517,800 18,252,450 Western Mining Holdings, Ltd.(1) 350,000 2,247,658 - -------------------------------------------------------------------------------- 30,368,408 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONSTRUCTION/INFRASTRUCTURE - 6.3% American Buildings Company 296,000 6,660,000 Easco, Inc.(1) 110,500 953,062 Royal Plastics Group, Ltd. 1,666,300 24,100,641 - ------------------------------------------------------------------------------ 31,713,703 - -------------------------------------------------------------------------------- COPPER MINING - 3.3% Adrian Resources, Ltd. 1,713,003 6,272,439 Chase Resources Corporation 212,900 249,462 Indochina Goldfields, Ltd. - Restricted(2) 1,700,000 10,200,000 - -------------------------------------------------------------------------------- 16,721,901 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ENERGY - 4.9% Anderson Exploration, Ltd. 282,100 2,892,274 Anzoil N.L. 45,842,000 3,918,411 Louisiana Land & Exploration(1) 60,000 2,572,500 McMoRan Oil & Gas Company 1,412,420 4,855,194 Nescor Energy - Restricted(2) 375,000 1,125,000 Petro-Canada Installment Receipts 500,000 2,875,000 Tide West Oil Company 505,000 6,754,375 - -------------------------------------------------------------------------------- 24,992,754 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- FINANCIAL SERVICES - 3.9% Dundee Bancorp, Inc., Class A 1,956,000 19,696,081 - -------------------------------------------------------------------------------- 19,696,081 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 8 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- GOLD MINING - 13.0% Ashanti Goldfields - GDS(1,4) 600,000 $12,000,000 Bakyrchik Gold PLC 504,500 2,162,480 Cambior, Inc.(1) 1,159,900 12,635,307 Carson Gold Corporation 978,500 988,890 Central Fund of Canada, Class A(1) 487,300 2,192,850 Delta Gold Mining Corporation 1,142,600 794,925 El Callao Mining Corporation 450,000 197,730 Golden Shamrock Mines, Ltd. 6,477,000 3,995,771 Golden Star Resources, Ltd.(1) 1,677,500 8,906,535 Guyanor Resources, S.A. 335,500 835,372 MK Gold Company 636,000 1,590,000 Newmont Mining Corporation(1) 325,000 14,706,250 Queenstake Resources, Ltd. 2,039,300 746,723 Tombstone Explorations Co., Ltd. 244,500 170,102 Vengold, Inc. 4,756,400 3,831,593 Vengold, Inc., Series A Warrants(5) 1,286,000 473,238 - -------------------------------------------------------------------------------- 66,227,766 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INTERNATIONAL CONGLOMERATE - 1.8% Lonrho PLC(1) 7,310,950 9,266,035 - -------------------------------------------------------------------------------- 9,266,035 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NICKEL MINING - 25.6% Diamond Fields Resources, Inc. 6,897,600 130,071,915 - -------------------------------------------------------------------------------- 130,071,915 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REAL ESTATE - 4.0% Atlantic Gulf Communities 371,700 2,508,975 Avatar Holdings, Inc. 262,600 9,191,000 Catellus Development Corporation 1,471,400 8,828,400 - -------------------------------------------------------------------------------- 20,528,375 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SPECIALTY CHEMICALS - 0.7% Intertape Polymer Group(1) 49,000 1,537,375 NL Industries, Inc. 160,800 1,989,900 - -------------------------------------------------------------------------------- 3,527,275 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 9 THE CONTRARIAN FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS (CONTINUED) SHARES VALUE - -------------------------------------------------------------------------------- TRANSPORTATION SERVICES - 1.9% China Yuchai International, Ltd.(1) 388,800 $ 3,159,000 Harper Group(1) 367,700 6,526,675 - -------------------------------------------------------------------------------- 9,685,675 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL COMMON STOCKS - 71.5% (COST: $259,092,818) $ 362,799,888 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- WARRANTS - -------------------------------------------------------------------------------- Golden Star Resources, Ltd. - Warrants(5) 75,000 0 Queenstake Resources, Ltd. - Warrants(5) 500,000 0 - -------------------------------------------------------------------------------- TOTAL WARRANTS - 0.1% (COST: $13,000) 0 SHARES VALUE - -------------------------------------------------------------------------------- PREFERRED STOCKS - -------------------------------------------------------------------------------- United Services Advisors, Pfd. 279,860 454,773 Catellus Development, 3.625%, Conv. Pfd., 12/31/99, Series B(1) 30,000 1,200,000 - -------------------------------------------------------------------------------- TOTAL PREFERRED STOCKS - 0.3% (Cost: $2,852,690) 1,654,773 - -------------------------------------------------------------------------------- CONTRACTS VALUE - -------------------------------------------------------------------------------- PUT OPTIONS - -------------------------------------------------------------------------------- RUSSELL 2000 INDEX PUT OPTIONS March 96 300 300 91,875 June 96 300 1000 625,000 S&P 500 INDEX PUT OPTIONS March 96 500 525 19,687 March 96 525 350 21,875 March 96 540 975 103,594 March 96 565 450 101,250 March 96 600 1,700 1,168,750 June 96 525 250 59,375 June 96 550 250 96,875 June 96 565 350 205,625 TECHNOLOGY PUT BASKET March 96 100 20 121,309 June 96 100 10 694,693 September 96 100 9 1,293,067 August 96 100 7 2,338,230 May 96 100 7 1,491,573 - -------------------------------------------------------------------------------- TOTAL PUT OPTIONS - 1.7% (Cost: $11,816,723) 8,432,778 The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY - ------------------------------------------------------------------------------- TOTAL INVESTMENTS - 73.5% (COST: $273,762,231) $ 372,887,439 - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS - ------------------------------------------------------------------------------- Cash 35,870 Repurchase Agreement 4,506,000 State Street Bank and Trust Company, 5.00%, dated 12/29/95, due 1/02/96, maturity value $4,508,503 (collateralized by $3,515,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17) - ------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 0.9% 4,541,870 - ------------------------------------------------------------------------------- DEPOSITS WITH BROKERS AND CUSTODIAN BANK FOR SECURITIES SOLD SHORT - ------------------------------------------------------------------------------- Cash 2,000,000 U.S. Treasury Bills, 5.3%, due 01/25/96 88,692,060 Repurchase Agreement (Segregated) 27,000,000 State Street Bank and Trust Company, 5.00%, dated 12/29/95, due 1/02/96, maturity value $27,015,000 (collateralized by $20,900,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17) - ------------------------------------------------------------------------------- TOTAL DEPOSITS WITH BROKERS AND CUSTODIAN BANK FOR SECURITIES SOLD SHORT - 23.2% 117,692,060 - ------------------------------------------------------------------------------- RECEIVABLE FROM BROKERS FOR SECURITIES SOLD SHORT - 24.8% 126,091,492 - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- SECURITIES SOLD SHORT - (22.2)% (Proceeds: $118,970,688) (112,746,628) - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- OTHER LIABILITIES, NET - (0.2)% (989,492) - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- TOTAL NET ASSETS - 100.0% $ 507,476,741 - -------------------------------------------------------------------------------
(1) Income-producing securities. (2) See 4.f. in Notes to Financial Statements. (3) ADR - American Depository Receipts. (4) GDS - Global Depository Shares. (5) See 4.g. in Notes to Financial Statements. The accompanying notes are an integral part of these financial statements. 11 THE CONTRARIAN FUND ANNUAL RESULTS SCHEDULE OF SECURITIES SOLD SHORT
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- HEALTHCARE/MEDICAL TECHNOLOGY/HMO - (2.0)% Cerner Corporation 279,000 $ 5,719,500 Integrated Health Services, Inc. 185,800 4,645,000 - -------------------------------------------------------------------------------- 10,364,500 - -------------------------------------------------------------------------------- MEDICAL SUPPLIES - (3.5)% Biomet, Inc. 371,500 6,640,562 Enzo Biochem, Inc. 175,100 3,370,675 MediSense, Inc. 236,900 7,491,962 - -------------------------------------------------------------------------------- 17,503,199 - -------------------------------------------------------------------------------- MEDICAL SERVICES - (0.4)% Isolyser Company, Inc. 142,300 1,992,200 - -------------------------------------------------------------------------------- 1,992,200 - -------------------------------------------------------------------------------- COMPUTER HARDWARE & COMPONENTS - (0.9)% Silicon Graphics, Inc. 171,700 4,721,750 - -------------------------------------------------------------------------------- 4,721,750 - -------------------------------------------------------------------------------- COMPUTER SOFTWARE - (2.0)% Avid Technology, Inc. 114,500 2,175,500 FTP Software, Inc. 187,400 5,434,600 Imnet Systems, Inc. 73,500 1,764,000 Seventh Level, Inc. 23,000 322,000 - -------------------------------------------------------------------------------- 9,696,100 - -------------------------------------------------------------------------------- DATA TELECOMMUNICATIONS - (0.9)% DSC Communications Corporation 123,100 4,539,312 - -------------------------------------------------------------------------------- 4,539,312 - -------------------------------------------------------------------------------- ELECTRONIC COMPONENTS - (0.8)% Identix, Inc. 148,800 1,581,000 X Rite, Inc. 175,900 2,484,588 - -------------------------------------------------------------------------------- 4,065,588 - -------------------------------------------------------------------------------- PERIPHERALS - (1.4)% InFocus Systems, Inc. 137,500 4,967,188 Proxima Corporation 96,500 2,135,062 - -------------------------------------------------------------------------------- 7,102,250 - -------------------------------------------------------------------------------- SEMICONDUCTORS - (0.4)% Atmel Corporation 84,900 1,899,638 - -------------------------------------------------------------------------------- 1,899,638 - -------------------------------------------------------------------------------- TELECOMMUNICATIONS - (1.9)% Cidco, Inc. 167,900 4,281,450 Colonial Data Technologies Corp. 232,200 4,760,100 Equalnet Holding Corporation 86,500 627,125 - -------------------------------------------------------------------------------- 9,668,675 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- TECHNOLOGY/NETWORK SYSTEMS - (0.1)% American Power Conversion Corporation 72,000 $ 684,000 - -------------------------------------------------------------------------------- 684,000 - -------------------------------------------------------------------------------- CONSUMER & SPECIALTY RETAIL - (4.3)% Bed Bath & Beyond, Inc. 192,200 7,459,762 Best Buy Company, Inc. 70,000 1,137,500 Callaway Golf Company 165,000 3,733,125 First Alert, Inc. 103,500 892,688 Gymboree Corporation 137,700 2,840,062 Micro Warehouse, Inc. 135,700 5,869,025 - -------------------------------------------------------------------------------- 21,932,162 - -------------------------------------------------------------------------------- RESTAURANTS - (1.7)% IHOP Corporation 120,000 3,120,000 Papa John's International, Inc. 136,000 5,601,500 - -------------------------------------------------------------------------------- 8,721,500 - -------------------------------------------------------------------------------- CONSUMER TECHNOLOGY - (1.9)% Acclaim Entertainment, Inc. 295,171 1,313,867 Electronic Arts, Inc. 200,000 5,225,000 Sensormatic Electronics Corporation 190,900 3,316,887 - -------------------------------------------------------------------------------- 9,855,754 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL SECURITIES SOLD SHORT - (22.2)% (PROCEEDS: $118,970,688) $112,746,628 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 13 THE CONTRARIAN FUND ANNUAL RESULTS STATEMENT OF NET ASSETS
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $273,762,231) $ 372,887,439 Cash and Cash Equivalents 4,432,484 Deposits with brokers and custodian bank for securities sold short 117,801,446 Receivable from brokers for securities sold short 126,091,492 Receivable for investments sold 1,102,973 Receivable for fund shares subscribed 1,370,360 Receivables, other 39,752 - -------------------------------------------------------------------------------- TOTAL ASSETS 623,725,946 - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Securities sold short (Proceeds: $118,970,688) 112,746,628 Payable for investments purchaseed 335,490 Payable for fund shares redeemed 2,011,165 Accrued expenses 1,128,693 Payables, other 27,229 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 116,249,205 - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 507,476,741 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - -------------------------------------------------------------------------------- Paid-in capital 448,475,149 Accumulated net realized gain from investments 30,514,626 Accumulated net realized loss from options (63,862,419) Accumulated net realized loss from securities sold short (12,999,883) Net unrealized appreciation on investments 102,509,153 Net unrealized depreciation on options (3,383,945) Net unrealized appreciation on securities sold short 6,224,060 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 507,476,741 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 13.78 Net Asset Value, offering and redemption price per share (net assets of $507,476,741 applicable to 36,817,846 shares of beneficial interest outstanding with no par value) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED DECEMBER 31, 1995 - ------------------------------------------------------------------------------- INVESTMENT INCOME - ------------------------------------------------------------------------------- Interest $ 7,423,520 Dividends (Net of foreign tax withheld of $48,403) 1,406,931 - ------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 8,830,451 - ------------------------------------------------------------------------------- EXPENSES - ------------------------------------------------------------------------------- Investment advisory fees 5,648,970 Distribution fees 2,824,481 Custodian and transfer agent fees 629,651 Professional fees 204,044 Shareholder reports 119,775 Registration and filing fees 79,621 Dividend expense for securities sold short 65,042 Trustees' fees and expenses 16,875 Other 16,500 - ------------------------------------------------------------------------------- TOTAL EXPENSES 9,604,959 - ------------------------------------------------------------------------------- NET INVESTMENT LOSS (774,508) - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS, OPTIONS AND SECURITIES SOLD SHORT - ------------------------------------------------------------------------------- Net realized gain from investments 59,125,328 Net realized loss from options (36,060,843) Net realized loss from securities sold short (12,590,530) Net change in unrealized appreciation on investments 99,776,939 Net change in unrealized appreciation on options 12,067,990 Net change in unrealized depreciation on securities sold short (3,688,560) - ------------------------------------------------------------------------------- TOTAL NET REALIZED GAIN AND UNREALIZED APPRECIATION ON INVESTMENTS, OPTIONS AND SECURITIES SOLD SHORT 118,630,324 - ------------------------------------------------------------------------------- Net Increase in Net Assets Resulting From Operations $ 117,855,816 - -------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 15 THE CONTRARIAN FUND ANNUAL RESULTS STATEMENT OF CHANGES IN NET ASSETS
NINE MONTHS ENDED YEAR ENDED 12/31/95 3/31/95 - -------------------------------------------------------------------------------------------------------------------- OPERATIONS - -------------------------------------------------------------------------------------------------------------------- Net investment loss $ (774,508) $ (1,464,747) Net realized gain/(loss) from investments 59,125,328 (17,429,453) Net realized loss from options (36,060,843) (27,569,968) Net realized (loss)/gain from securities sold short (12,590,530) 1,299,923 Net change in unrealized appreciation/(depreciation) on investments 99,776,939 (10,936,753) Net change in unrealized appreciation/(depreciation) on options 12,067,990 (28,287,843) Net change in unrealized (depreciation)/appreciation on securities sold short (3,688,560) 1,117,823 - -------------------------------------------------------------------------------------------------------------------- NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 117,855,816 (83,271,018) - -------------------------------------------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - -------------------------------------------------------------------------------------------------------------------- Realized gains on investments - (12,605,850) - -------------------------------------------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS - (12,605,850) - -------------------------------------------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS - -------------------------------------------------------------------------------------------------------------------- Net (decrease)/increase in net assets resulting from capital share transactions (8,025,100) 8,572,147 - -------------------------------------------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS (8,025,100) 8,572,147 - -------------------------------------------------------------------------------------------------------------------- TOTAL INCREASE/(DECREASE) IN NET ASSETS 109,830,716 (87,304,721) - -------------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------------- NET ASSETS - -------------------------------------------------------------------------------------------------------------------- Beginning of period 397,646,025 484,950,746 End of period $ 507,476,741 $ 397,646,025 - --------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 16 ROBERTSON, STEPHENS & COMPANY FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING PERIOD ENDED YEAR ENDED PERIOD ENDED THROUGHOUT EACH ERIOD: 12/31/95(2) 3/31/95 3/31/94(1) - ---------------------------------------------------------------------------------------------------------------------------------- Net Asset Value, beginning of period $ 10.70 $ 12.34 $ 10.00 - ---------------------------------------------------------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------- Net investment loss (0.01) (0.04) (0.02) Net realized gain/(loss) and unrealized appreciation/(depreciation) on investments 3.09 (1.35) 2.36 - ---------------------------------------------------------------------------------------------------------------------------------- Total Increase/(Decrease) in Net Assets Resulting From Operations 3.08 (1.39) 2.34 - ---------------------------------------------------------------------------------------------------------------------------------- Distribution from realized gains on investments - (0.25) - - ---------------------------------------------------------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $ 13.78 $ 10.70 $ 12.34 - ---------------------------------------------------------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------- TOTAL RETURN 28.79% (11.23)% 23.40% - ---------------------------------------------------------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - ---------------------------------------------------------------------------------------------------------------------------------- Net Assets, end of period $507,476,741 $397,646,025 $484,950,746 Ratio of Expenses to Average Net Assets 2.54% 2.46%(3) 2.22% Ratio of Net Investment Loss to Average Net Assets (0.20)% (0.27)%(3) (0.77)% Portfolio Turnover Rate 29% 79% 14% - ----------------------------------------------------------------------------------------------------------------------------------
1 The Fund commenced operations on 6/3/93. 2 Represents a 9-month period then ended. 3 If the Fund had paid all of its expenses and there had been no reimbursement by the Adviser, the ratio of expenses to average net assets for the year ended March 31, 1995 would have been 2.58% and the ratio of net investment loss to average net assets would have been (0.42)%. Per-share data for each period has been determined by using the average number of shares outstanding throughout each period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 17 THE CONTRARIAN FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS The Robertson Stephens Contrarian Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a non-diversified, open-end management investment company. The Fund became effective to offer shares to the public on June 30, 1993. Prior to the public offering, shares were offered in a private placement offering on June 3, 1993, at $10 per share, to sophisticated investors under Section 4(2) of the Securities Act of 1933. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low-Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Contrarian Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for a nine-month period. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. a. INVESTMENT VALUATIONS: Marketable equity securities including options and foreign securities are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. Foreign securities prices are generally denominated in foreign currencies. The currencies are translated into U.S. dollars by using the exchange rates quoted at the close of The London Stock Exchange prior to when the Fund's net asset value is next determined. At December 31, 1995, 97.7% of the Fund's long positions and 100% of its short positions were valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use all available resources including quotations from market makers and fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which could have a significant impact on the value of the security. At December 31, 1995, 2.3% of the Fund's long positions were valued using these guidelines and procedures. Principally as a result of significant stock price appreciation, on December 31, 1995, and on February 14, 1996, approximately 25.6% and 25.4%, respectively, of the Contrarian Fund's net assets were invested in the common stock of Diamond Fields Resources, a Canadian corporation. Shares of Diamond Fields Resources are freely traded on the Toronto Stock Exchange; the shares held by the Fund are currently restricted as to resale within the U.S. 16 ROBERTSON, STEPHENS & COMPANY As its normal course of business, the Fund has invested a significant portion of its assets in companies within a number of industries involving base metals, precious metals, and oil/energy. Accordingly, the performance of the Fund may be subject to a greater risk of market fluctuation than that of a fund invested in a wider spectrum of market or industrial sectors. b. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Adviser to have satisfactory creditworthiness. c. FEDERAL INCOME TAXES: The Fund has made no provision for federal income tax for the nine months ended December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. d. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased, sold, or sold short (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. e. FOREIGN CURRENCY TRANSLATION: The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are translated into U.S. dollars at the exchange rate each day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rate in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized gain or loss and unrealized appreciation or depreciation from investments, options, and securities sold short. f. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. g. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. 19 THE CONTRARIAN FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 2 CAPITAL SHARES: a. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the nine months ended December 31, 1995, and the year ended March 31, 1995, were as follows:
4/1/95 - 12/31/95 SHARES AMOUNT - ------------------------------------------------------------------------------- Shares sold 27,676,642 $ 349,025,223 Shares reinvested - - - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- Shares redeemed (28,017,625) (357,050,323) - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- Net (340,983) $ (8,025,100) - ------------------------------------------------------------------------------- 4/1/94 - 3/31/95 SHARES AMOUNT - ------------------------------------------------------------------------------- Shares sold 50,424,429 $ 580,777,746 Shares reinvested 1,072,034 11,311,877 - ------------------------------------------------------------------------------- 51,496,463 592,089,623 - ------------------------------------------------------------------------------- Shares redeemed (53,652,411) (583,517,476) - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- Net (2,155,948) $ 8,572,147 - -------------------------------------------------------------------------------
NOTE 3 TRANSACTIONS WITH AFFILIATES: a. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays Robertson, Stephens & Company Investment Management, L.P. ("RSIM"), an investment advisory fee calculated at an annual rate of 1.50% of the average daily net assets of the Fund. For the nine months ended December 31, 1995, the Fund incurred investment advisory fees of $5,648,970. When applicable, RSIM agrees to reimburse the Fund for any annual operating expenses, including investment advisory fees but excluding distribution fees and dividend expense for short sales, which exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. The Fund has obtained a waiver from the State of California to exclude a portion of its advisory fees for purposes of determining the compliance by the Fund with the State's Expense Limitations. For the nine months ended December 31, 1995, there was no expected reimbursement of the advisory fees and other expenses. b. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & Company LLC (RS & Co.), the Fund's Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. Paul H. Stephens, Portfolio Manager, is a Member of RS Group and Chief Investment Officer of RS & Co. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. 20 ROBERTSON, STEPHENS & COMPANY c. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $16,875 for the nine months ended December 31, 1995. d. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is reviewed annually by the Fund's Board of Trustees. Under this Plan, RS & Co. is compensated for services in such capacity including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an annual rate of 0.75% of the average daily net assets of the Fund. For the nine months ended December 31, 1995, the Fund incurred distribution fees of $2,824,481. e. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the nine months ended December 31, 1995, the Fund paid brokerage commissions of $6,840 to RS & Co. which represented 1% of total commissions paid for the period. NOTE 4 INVESTMENTS: a. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding options, securities sold short, and short-term investments) measured as a percentage of the Fund's average monthly investment portfolio for the nine months ended December 31, 1995, was 29%. b. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $391,364,722. Accumulated net unrealized appreciation on investments was $110,748,961, consisting of gross unrealized appreciation and depreciation of $177,228,106, and $(66,479,145), respectively. c. INVESTMENT PURCHASES AND SALES: For the nine months ended December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding options, securities sold short, and short-term investments) were $160,842,180 and $217,827,823, respectively. d. OPTIONS: At December 31, 1995, 1.0% of the Fund's net assets consisted of premiums paid for the purchase of S&P 500 Index put options to hedge portfolio long investments against adverse price fluctuations. In addition, 1.3% of the Fund's net assets represent premiums paid for the purchase of put options on baskets of securities of issuers in the technology sector of the overall market. 21 THE CONTRARIAN FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS (CONTINUED) The risk associated with the purchase of these put options is limited to the premium originally paid. The premium paid for the purchase of these options is included in the Fund's "Statement of Net Assets" as an investment and subsequently marked-to-market daily to reflect the market value of the options. TECHNOLOGY PUT BASKET OPTIONS: The Technology Put Basket Options (the "Options") are European-style put options. The Options, customized for the Fund, are based on the underlying price of different groups of high technology stocks. The market value of the Options is determined daily based on the price of the underlying stocks, market volatility, exercise date, and other relevant parameters. e. SHORT SALES: Short sales are transactions in which the Fund sells a security it does not own, in anticipation of a decline in the market value of that security. To complete such a transaction, the Fund must borrow the security to deliver to the buyer upon the short sale; the Fund then is obligated to replace the security borrowed by purchasing it in the open market at some later date. The Fund will incur a loss if the market price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security. The Fund will realize a gain if the security declines in value between those dates. All short sales must be fully collateralized. The Fund maintains the collateral in a segregated account consisting of cash and/or U.S. government securities sufficient to collateralize its obligation on the short positions. The Fund may also sell short "against the box" (i.e., the Fund enters into a short sale as described above, while holding an offsetting long position in the security which is sold short). If the Fund enters into a short sale against the box, it will hold an equivalent amount of the securities to cover its position while the short sale is outstanding. The Fund limits the value of short sale positions (excluding short sales "against the box") to 25% of the Fund's total assets. At December 31, 1995, the Fund had 18% of its total assets in short positions. For the nine months ended December 31, 1995, the cost of investments purchased to cover short sales and the proceeds from investments sold short were $142,564,487 and $150,129,469, respectively. Included in the "Other Assets, Net" category in the Schedule of Net Assets are the following securities sold short where the Fund has purchased the underlying securities to effectively close out the short positions. At December 31, 1995, the Fund chose not to complete the transactions which would have required delivery of the purchased securities to the lender. The Fund does not consider these boxed positions as investments.
SECURITIES SHARES VALUE - -------------------------------------------------------------------------------- Acclaim Entertainment 94,500 $ 1,169,438 - -------------------------------------------------------------------------------- Avid Technology 35,000 665,000 - -------------------------------------------------------------------------------- Cidco, Inc. 13,500 344,250 - -------------------------------------------------------------------------------- Colonial Data Technologies 105,900 2,170,950 - -------------------------------------------------------------------------------- Electronic Arts 24,500 640,062 - -------------------------------------------------------------------------------- Isolyser Company, Inc. 153,200 2,144,800 - -------------------------------------------------------------------------------- $ 7,134,500 - --------------------------------------------------------------------------------
22 ROBERTSON, STEPHENS & COMPANY f. RESTRICTED SECURITIES: A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933. At December 31, 1995, the Fund held restricted securities with an aggregate value of $11,325,000, which represented 2.2% of the Fund's total net assets. Restricted securities are valued according to the guidelines and procedures adopted by the Fund's Board of Trustees.
SHARES COST VALUE ACQUISITION SECURITY (000) (000) (000) DATE - -------------------------------------------------------------------------------- Indochina Goldfields 233 $ 233 $ 1,398 3/24/94 117 117 702 3/28/94 750 1,469 4,500 5/26/94 600 3,000 3,600 8/18/95 - -------------------------------------------------------------------------------- Nescor Energy 125 125 375 4/18/94 250 500 750 5/05/94 - --------------------------------------------------------------------------------
g. WARRANTS: A warrant is an option which normally entitles the holder to purchase a proportionate amount of a particular class of the issuer's securities at a predetermined price during a specific period. The following warrants were valued such that when the exercise price of the warrant was less than that of the underlying common stock, the warrant was priced using the modified Black-Scholes Valuation Formula. The Black-Scholes Valuation Formula values a warrant by determining the differential between the exercise price of the warrant and the current price of the underlying stock based on a number of factors. These factors include, but are not limited to, current price of the underlying stock, exercise price of the warrant, time to expiration, assumed riskless rate of interest, compounded rate of return on the stock, and standard deviation of the return on the stock. If the exercise price was greater than that of the underlying common stock, the warrant was valued at zero. This valuation method is subject to frequent review and is in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees.
SHARES COST VALUE EXPIRATION SECURITY (000) (000) (000) DATE - -------------------------------------------------------------------------------- Golden Star Resources - Warrants 75 0 0 7/31/96 - -------------------------------------------------------------------------------- Queenstake Resources - Warrants 500 0 0 3/18/97 - -------------------------------------------------------------------------------- Vengold, Inc. - Series A Warrants 1,286 13 473 6/30/00 - --------------------------------------------------------------------------------
h. FOREIGN SECURITIES: Foreign securities investments involve special risks and considerations not typically associated with those of U.S. origin. These risks include, but are not limited to, revalue of currencies, adverse political, social, and economic developments, and less reliable information about issuers. Moreover, securities of many foreign companies and markets may be less liquid and their prices more volatile than those of U.S. companies and markets. At December 31, 1995, the Fund had its largest concentrated investments, worth 33% of the Fund's total assets, in Canada. 23 INDEPENDENT ACCOUNTANTS' REPORT To the Shareholders and Board of Trustees of The Robertson Stephens Developing Countries Fund In our opinion, the accompanying statement of net assets, including the schedule of net assets, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Developing Countries Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, the results of its operations for the nine month period then ended and the changes in its net assets and the financial highlights for each of the periods presented, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 1995, by correspondence with the custodian, provides a reasonable basis for the opinion expressed above. As explained in Note 1, the financial statements include securities, valued at $1,878,230 (13 percent of net assets), whose values have been estimated by the Board of Trustees in the absence of readily ascertainable market values. We have reviewed the procedures used by the Board of Trustees in arriving at their estimate of value and have inspected the underlying documentation, and, in the circumstances, we believe the procedures are reasonable and the documentation appropriate. However, because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the securities existed, and the differences could be material to the financial statements. /s/ Price Waterhouse LLP Price Waterhouse LLP San Francisco, California February 15, 1996 13 THE DEVELOPING COUNTRIES FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS - -------------------------------------------------------------------------------- Czech Republic - 15.1% Ceske Energeticke Zavody A.S. 12,300 $ 444,656 Komercni Banka A.S., GDR(3) 40,000 728,000 SPT Telecom A.S. 4,000 378,009 Tabak A.S. 3,985 612,709 - -------------------------------------------------------------------------------- 2,163,374 - -------------------------------------------------------------------------------- HONG KONG - 8.5% ASM Pacific Technology, Ltd.(1) 460,000 398,577 Cathay Investment Fund, Ltd. 750,000 824,442 - -------------------------------------------------------------------------------- 1,223,019 - -------------------------------------------------------------------------------- INDONESIA - 10.7% First Dynasty Mines, Ltd. 100,000 476,016 PT Dynaplast, Foreign(1),(5),(6) 510,000 446,097 PT Japfa Comfeed Indonesia, Foreign(1),(5) 500,000 246,009 PT Multibreeder Adirama, Foreign(1),(5),(6) 749,000 262,060 PT Sumalindo Lestari Jaya, Foreign (1),(5) 130,000 105,182 - -------------------------------------------------------------------------------- 1,535,364 - -------------------------------------------------------------------------------- KOREA - 9.5% LG Electronics, Inc., GDR(3) 70,000 813,750 Samsung Electronics, GDS(4) 9,202 545,218 - -------------------------------------------------------------------------------- 1,358,968 - -------------------------------------------------------------------------------- MALAYSIA - 8.7% Aokam Perdana Berhad(1) 300,000 484,309 Land and General Berhad(1) 100,000 216,561 Lingui Developments Berhad(1) 300,000 555,184 Malaysian Ringgit 5,250 2,067 - -------------------------------------------------------------------------------- 1,258,121 - -------------------------------------------------------------------------------- MEXICO - 4.5% Cementos de Mexico, S.A., ADR(1),(2) 40,000 287,092 Vitro Sociedad Anonima, ADR(1),(2) 75,000 356,250 - -------------------------------------------------------------------------------- 643,342 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- PHILIPPINES - 6.5% Filinvest Land, Inc. 1,910,000 $ 611,666 International Container Terminal Services, Inc. 600,000 314,525 Negros Navigation Company, Inc. 50,500 5,969 - -------------------------------------------------------------------------------- 932,160 - -------------------------------------------------------------------------------- POLAND - 7.4% Bank Rozwolo Eksportu, S.A. 9,250 140,692 Exbud, S.A. 15,553 164,645 Huta Szkla Gospodarczego Irena 24,300 280,896 Mostostal Zabrze, S.A. 45,500 153,174 Stomil Olsztyn, S.A. 34,200 319,043 - -------------------------------------------------------------------------------- 1,058,450 - -------------------------------------------------------------------------------- THAILAND - 11.1% Alphatec Electronics Company, Ltd., Foreign(1),(5),(6) 38,000 543,073 GSS Array Technologies Company, Ltd., Foreign(1),(5) 230,000 1,050,450 - -------------------------------------------------------------------------------- 1,593,093 - -------------------------------------------------------------------------------- VENEZUELA - 5.7% Corimon C.A. Sponsored, ADR(1),(2) 50,000 187,500 Siderugica Venezolana Sivensa, ADR(1),(2),(6) 330,000 627,000 - -------------------------------------------------------------------------------- 814,500 - -------------------------------------------------------------------------------- TOTAL INVESTMENTS - 87.7% (COST: $14,787,089) 12,580,391 - -------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS Cash 959 Repurchase Agreement 1,661,000 State Street Bank and Trust Comapny, 5.00%, dated 12/29/95, due 1/2/96, maturity value $1,661,923 (collateralized by $1,290,000 par value U.S. Treasury Notes, 8.75%, due 5/5/17) - -------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 11.6% 1,661,959 The accompanying notes are an integral part of these financial statements. 15 THE DEVELOPING COUNTRIES FUND ANNUAL RESULTS Schedule of Net Assets (CONTINUED) - -------------------------------------------------------------------------------- OTHER ASSETS, NET - 0.7% $ 101,069 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS - 100.0% $ 14,343,420 - --------------------------------------------------------------------------------
(1) Income-producing security. (2) ADR - American Depository Receipt. (3) GDR - Global Depository Receipt. (4) GDS - Global Depository Shares. (5) Foreign - Foreign Shares. (6) Fair-valued securities, see 1.a. in Notes to Financial Statements. The accompanying notes are an integral part of these financial statements. 16 ROBERTSON, STEPHENS & COMPANY STATEMENT OF NET ASSETS
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $14,787,089) $ 12,580,391 Cash and cash equivalents 1,661,959 Receivable for fund shares subscribed 47,474 Receivable from Adviser 326,639 Receivables, other 15,436 - -------------------------------------------------------------------------------- TOTAL ASSETS 14,631,899 - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Payable for fund shares redeemed 221,858 Accrued expenses 66,621 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 288,479 - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 14,343,420 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - -------------------------------------------------------------------------------- Paid-in capital 19,051,696 Accumulated net realized loss from investments (2,321,733) Accumulated net realized loss from options (464,150) Accumulated net realized gain from securities sold short 284,305 Net unrealized depreciation on investments (2,206,698) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 14,343,420 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 8.02 Net Asset Value, offering and redemption price per share (net assets of $14,343,420 applicable to 1,787,486 share of beneficial interest outstanding with no par value) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 17 THE DEVELOPING COUNTRIES FUND ANNUAL RESULTS STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED DECEMBER 31, 1995 - -------------------------------------------------------------------------------- INVESTMENT INCOME - -------------------------------------------------------------------------------- Interest $ 47,012 Dividends (Net of foreign tax withheld $14,794) 107,568 - -------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 154,580 - -------------------------------------------------------------------------------- Investment advisory fees 145,517 Custodian and transfer agent fees 107,471 Professional fees 77,948 Registration and filing fees 56,369 Shareholder reports 43,796 Distribution fees 37,616 Trustees' fees and expenses 16,882 Other 10,126 Dividend expense for securities sold short 551 - -------------------------------------------------------------------------------- Total Expenses 496,276 Less: Reimbursement from Adviser (282,462) - -------------------------------------------------------------------------------- TOTAL EXPENSES, NET 213,814 - -------------------------------------------------------------------------------- NET INVESTMENT LOSS (59,234) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DECPRECIATION) ON INVESTMENTS, OPTIONS AND SECURITIES SOLD SHORT - -------------------------------------------------------------------------------- Net realized loss from investments (1,302,128) Net realized loss from options (464,150) Net realized loss from securities sold short (17,500) Net change in unrealized appreciation on investments 112,264 - -------------------------------------------------------------------------------- TOTAL NET REALIZED LOSS AND UNREALIZED APPRECIATION ON INVESTMENTS, OPTIONS AND SECURITIES SOLD SHORT (1,671,514) - -------------------------------------------------------------------------------- NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS $ (1,730,748) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 18 ROBERTSON, STEPHENS & COMPANY STATEMENT OF CHANGES IN NET ASSETS
NINE MONTHS ENDED PERIOD ENDED 12/31/95 3/31/95 - ------------------------------------------------------------------------------------------ OPERATIONS - ------------------------------------------------------------------------------------------ Net investment (loss)/income $ (59,234) $ 103,473 Net realized loss from investments (1,302,128) (880,354) Net realized loss from options (464,150) - Net realized (loss)/gain from securities sold short (17,500) 344,728 Net change in unrealized appreciation/(depreciation) on investments 112,264 (2,318,966) - ------------------------------------------------------------------------------------------ NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS (1,730,748) (2,751,119) - ------------------------------------------------------------------------------------------ DISTRIBUTIONS TO SHAREHOLDERS - ------------------------------------------------------------------------------------------ Net investment income - (77,099) Realized gains on investments - (182,173) - ------------------------------------------------------------------------------------------ TOTAL DISTRIBUTIONS - (259,272) - ------------------------------------------------------------------------------------------ CAPITAL SHARE TRANSACTIONS - ------------------------------------------------------------------------------------------ Net increase in net assets resulting from capital share transactions 7,729,040 11,355,519 - ------------------------------------------------------------------------------------------ TOTAL CAPITAL SHARE TRANSACTIONS 7,729,040 11,355,519 - ------------------------------------------------------------------------------------------ TOTAL INCREASE IN NET ASSETS 5,998,292 8,345,128 - ------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------ NET ASSETS - ------------------------------------------------------------------------------------------ Beginning of period 8,345,128 0 End of period $ 14,343,420 $ 8,345,128 - ------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 19 THE DEVELOPING COUNTRIES FUND ANNUAL RESULTS FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING PERIOD ENDED PERIOD ENDED THROUGHOUT EACH PERIOD: 12/31/95(2) 3/31/95(1) - ---------------------------------------------------------------------------------------------- Net Asset Value, beginning of period $ 8.57 $ 10.00 - ---------------------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------------------- Net investment (loss)/income (0.03) 0.06 Net realized loss and unrealized depreciation on investments (0.52) (1.36) - ---------------------------------------------------------------------------------------------- Total Decrease in Net Assets Resulting From Operations (0.55) (1.30) - ----------------------------------------------------------------------------------------------- Distributions from net investment income - (0.04) Distributions from realized gains on investments - (0.09) - ----------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $ 8.02 $ 8.57 - ----------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------- TOTAL RETURN (6.42)% (13.14)% - ----------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - ----------------------------------------------------------------------------------------------- Net Assets, end of Period $ 14,343,420 $ 8,345,128 Ratio of Expenses to Average Net Assets 1.83%(2) 3.15%(2) Ratio of Net Investment (Loss)/Income to Average Net Assets (0.51)%(2) 0.72%(2) Portfolio Turnover Rate 103% 124% - -----------------------------------------------------------------------------------------------
(1) The Fund commenced operations on 5/2/94. (2) Represents a 9-month period then ended. (3) If the Fund had paid all of its expenses and there had been no reimbursement by the Adviser, the ratio of expenses to average net assets for the nine months ended December 31, 1995, and the period ended March 31, 1995, would have been 4.24% and 3.46%, respectively, and the ratio of net investment (loss)/income to average net assets would have been (2.92)% and 0.41%, respectively. Per-share data has been determined by using the average number of shares outstanding throughout the period. Ratios, except for total return and portfolio turnover rate, have been annualized. 20 ROBERTSON, STEPHENS & COMPANY NOTES TO FINANCIAL STATEMENTS The Robertson Stephens Developing Countries Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act") as a non-diversified, open-end management investment company. The Fund became effective to offer shares to the public on April 29, 1994, and it started to offer shares to the public on May 2, 1994. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low-Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Developing Countries Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for a nine-month period. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. a. INVESTMENT VALUATIONS: Marketable securities including options and foreign securities are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. Foreign securities prices are generally denominated in foreign currencies. The currencies are translated into U.S. dollars by using the exchange rates quoted at the close of The London Stock Exchange prior to when the Fund's net asset value is next determined. At December 31, 1995, 87% of the Fund's long positions were valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use all available resources including quotations from market makers and fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which would have a significant impact on the value of a security. At December 31, 1995, 13% of the Fund's long positions were valued using these guidelines and procedures. b. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Adviser to have satisfactory creditworthiness. c. FEDERAL INCOME TAXES: The Fund has made no provision for federal income tax for the nine months ended December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. d. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased, sold, or sold short (trade date). 21 THE DEVELOPING COUNTRIES FUND ANNUAL RESULTS Notes to Financial Statements Realized gains and losses on securities transactions are determined on the basis of specific identification. e. FOREIGN CURRENCY TRANSLATION: The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are translated into U.S. dollars at the exchange rate each day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rate in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. f. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. g. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: a. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the period ended December 31, 1995, and for the period ended March 31, 1995, were as follows:
4/1/95 - 12/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 2,510,903 $ 23,109,743 Shares reinvested - - - -------------------------------------------------------------------------------- 2,510,903 23,109,743 - -------------------------------------------------------------------------------- Shares redeemed (1,687,748) (15,380,702) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 813,155 $ 7,729,040 - --------------------------------------------------------------------------------
5/2/94 - 3/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 3,093,680 $ 30,436,016 Shares reinvested 26,976 252,773 - -------------------------------------------------------------------------------- 3,120,656 30,688,789 - -------------------------------------------------------------------------------- Shares redeemed (2,146,325) (19,333,270) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 974,331 $ 11,355,519 - --------------------------------------------------------------------------------
NOTE 3 TRANSACTIONS WITH AFFILIATES: a. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Fund's Board of Trustees, the Fund pays Robertson, Stephens & Company Investment Management, L.P. ("RSIM"), an investment advisory fee calculated at an annual rate of 1.25% of the average daily net assets of the Fund. For the nine months ended December 31, 1995, the Fund incurred investment advisory fees of $145,517. In addition, to limit the Fund's annual expense ratio at 1.85%, RSIM has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees but excluding distribution fees and dividend expense for short sales that exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. For the nine months period ended December 31, 1995, the Adviser agreed to reimburse $282,462 of its fees and other expenses. b. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & Company LLC (RS & Co.), the Fund's 22 ROBERTSON, STEPHENS & COMPANY Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. c. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $16,882 for the nine months ended December 31, 1995. d. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is approved annually by the Fund's Board of Trustees. Under the Plan, RS & Co. is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an annual rate of 0.25% of the average daily net assets of the Fund. For the nine months ended December 31, 1995, the Fund incurred distribution fees of $37,616. e. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker- dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the nine months ended December 31, 1995, the Fund paid no brokerage commissions to RS & Co. NOTE 4 INVESTMENTS: a. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding options, securities sold short and short-term investments), measured as a percentage of the Fund's average monthly investment portfolio for the nine months ended December 31, 1995, was 103%. b. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $14,787,089. Accumulated net unrealized depreciation on investments was $(2,206,698), consisting of gross unrealized appreciation and depreciation of $665,060 and $(2,871,758), respectively. c. INVESTMENT PURCHASES AND SALES: For the nine months ended December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding options, securities sold short and short-term investments) were $19,507,366 and $13,996,457, respectively. d. OPTIONS: At December 31, 1995, the Fund had no hedge position in put options. e. SHORT SALES: Short sales are transactions in which the Fund sells a security it does not own, in anticipation of a decline in the market value of that security. To complete such a transaction, the Fund must borrow the security to deliver to the buyer upon the short sale; the Fund then is obligated to replace the security borrowed by purchasing it in the open market at some later date. The Fund will incur a loss if the market price of the security increases between the date of the short sale and the date on which 23 THE DEVELOPING COUNTRIES FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS (CONTINUED) the Fund replaces the borrowed security. The Fund will realize a gain if the security declines in value between those dates. All short sales must be fully collateralized. The Fund maintains the collateral in a segregated account consisting of cash and/or U.S. government securities sufficient to collateralize its obligations on the short positions. The Fund may also sell short "against the box" (i.e., the Fund enters into a short sale as described above, while holding an offsetting long position in the security which is sold short). If the Fund enters into a short sale "against the box," it will hold an equivalent amount of the securities to cover its position while the short sale is outstanding. The Fund limits the value of short sale positions (excluding short sales "against the box") to 25% of the Fund's total assets. At December 31, 1995, none of the Funds total assets were in short positions. For the nine months ended December 31, 1995, the cost of investments purchased to cover short sales and the proceeds from investments sold short were $70,500 and $0, respectively. f. FOREIGN SECURITIES: Foreign securities investments involve special risks and considerations not typically associated with those of U.S. origin. These risks include, but are not limited to, reevaluation of currencies, adverse political, social, and economic developments, and less reliable information about issuers. Moreover, securities of many foreign companies and markets may be less liquid and their prices more volatile than those of U.S. companies and markets. At December 31, 1995, the Fund had its largest concentrated foreign investments, worth 15% of the Fund's total assets, in the Czech Republic. 24 Independent Accountants' Report To the Shareholders and Board of Trustees of The Robertson Stephens Emerging Growth Fund In our opinion, the accompanying statement of net assets, including the schedule of net assets, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Emerging Growth Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, the results of its operations for the nine month period then ended and the changes in its net assets and the financial highlights for each of the periods presented, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provides a reasonable basis for the opinion expressed above. /s/Price Waterhouse LLP Price Waterhouse LLP San Francisco, California February 15, 1996 9 THE EMERGING GROWTH FUND ANNUAL RESULTS Schedule of Net Assets
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS - -------------------------------------------------------------------------------- BIOTECHNOLOGY - 1.6% Cephalon, Inc. 65,300 $ 2,660,975 - -------------------------------------------------------------------------------- 2,660,975 - -------------------------------------------------------------------------------- COMPUTER HARDWARE & COMPONENTS - 2.5% Seagate Technology, Inc. 40,000 1,900,000 Sun Microsystems, Inc. 50,000 2,281,250 - -------------------------------------------------------------------------------- 4,181,250 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMPUTER SOFTWARE - 12.2% Adobe Systems, Inc.1 15,400 954,800 Broderbund Software, Inc. 45,000 2,733,750 Citrix Systems, Inc. 7,050 229,125 Davidson & Associates, Inc. 45,000 990,000 FTP Software, Inc. 75,000 2,175,000 Informix Corporation 40,000 1,200,000 Legato Systems, Inc. 13,400 415,400 NetManage, Inc. 20,200 469,650 Number Nine Visual Technology Corporation 52,700 461,125 Premenos Technology Corporation 36,400 960,050 Remedy Corporation 22,400 1,327,200 Sierra On-Line, Inc. 103,300 2,969,875 Spectrum HoloByte, Inc. 216,900 1,409,850 Symantec Corporation 108,900 2,531,925 Tivoli Systems, Inc. 23,600 796,500 Verity, Inc. 18,400 814,200 - -------------------------------------------------------------------------------- 20,438,450 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONSUMER & SPECIALTY RETAIL - 10.6% Baby Superstore, Inc. 22,450 1,279,650 Books-A-Million, Inc. 156,400 2,013,650 Cannondale Corporation 91,700 1,455,738 Creative Computers, Inc. 28,700 523,775 Garden Ridge Corp. 25,000 968,750 Gucci 10,000 388,750 Just For Feet, Inc. 25,000 893,750 Kohl's Corporation 74,100 3,890,250 The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- Micro Warehouse, Inc. 47,400 $2,050,050 PETsMART, Inc. 102,150 3,166,650 Tiffany & Co.(1) 23,000 1,158,625 - -------------------------------------------------------------------------------- 17,789,638 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONSUMER TECHNOLOGY - 3.4% Acclaim Entertainment, Inc. 176,700 2,186,663 CDW Computer Centers, Inc. 21,200 858,600 Electronic Arts 98,700 2,578,537 - -------------------------------------------------------------------------------- 5,623,800 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- DATA COMMUNICATIONS/TELECOMMUNICATIONS - 8.1% 3Com Corporation 55,400 2,583,025 Ascend Communications, Inc. 5,000 405,625 Bay Networks, Inc. 55,500 2,282,437 Cascade Communications Corporation 10,000 852,500 Colonial Data Technologies 111,600 2,287,800 Netcom On Line Communications 10,000 360,000 Network General Corporation 63,300 2,112,637 P-COM, Inc. 102,600 2,052,000 UUNET Technologies, Inc. 10,000 630,000 - -------------------------------------------------------------------------------- 13,566,024 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- FINANCIAL SERVICES - 1.2% Credit Acceptance Corporation 100,000 2,075,000 - -------------------------------------------------------------------------------- 2,075,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- HEALTH CARE SERVICES - 3.2% Emeritus Corporation 60,000 697,500 Express Scripts, Inc., Class A 20,000 1,020,000 Pediatrix Medical Group, Inc. 30,000 825,000 PhyCor, Inc. 46,050 2,328,403 United Dental Care, Inc. 11,500 474,375 - -------------------------------------------------------------------------------- 5,345,278 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 11 THE EMERGING GROWTH FUND ANNUAL RESULTS Schedule of Net Assets (CONTINUED) SHARES VALUE - -------------------------------------------------------------------------------- HEALTH MAINTENANCE ORGANIZATIONS - 17.3% Coventry Corporation 216,200 $ 4,459,125 Endosonics Corporation 35,000 529,375 Healthsource, Inc. 115,200 4,147,200 Healthwise of America 41,400 1,614,600 Mid Atlantic Medical Services, Inc. 186,800 4,529,900 Oxford Health Plans, Inc. 34,800 2,570,850 PacifiCare Health Systems, Inc. 25,200 2,192,400 Physician Healthcare 71,500 2,645,500 Quintiles Transnational Corporation 46,400 1,902,400 Sierra Health Services 139,800 4,438,650 - -------------------------------------------------------------------------------- 29,030,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- LODGING - 1.1% Bristol Hotel Company 74,300 1,811,063 - -------------------------------------------------------------------------------- 1,811,063 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- MEDICAL SERVICES - 5.2% American Oncology Resources, Inc. 19,000 923,875 Compdent Corporation 51,000 2,116,500 Exogen, Inc. 97,400 1,874,950 HBO & Company(1) 49,100 3,762,287 - -------------------------------------------------------------------------------- 8,677,612 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- OTHER SERVICES - 4.0% Corporate Express, Inc. 63,600 1,915,950 Landstar Systems, Inc. 51,800 1,385,650 Sylvan Learning Systems, Inc. 114,700 3,412,325 - -------------------------------------------------------------------------------- 6,713,925 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RESTAURANTS - 3.3% Boston Chicken, Inc. 63,000 2,023,875 Daka International, Inc. 78,600 2,161,500 Landry's Seafood Restaurants 80,000 1,365,000 - -------------------------------------------------------------------------------- 5,550,375 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- SEMICONDUCTORS - 6.1% Act Manufacturing 207,500 $ 2,308,438 Burr-Brown Corporation 124,200 3,167,100 Cypress Semiconductor Corporation 150,000 1,912,500 LSI Logic Corporation 50,000 1,637,500 Synopsys, Inc. 30,800 1,170,400 - -------------------------------------------------------------------------------- 10,195,938 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL COMMON STOCKS - 79.8% (Cost: $114,977,657) 133,659,328 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONVERTIBLE PREFERRED STOCKS - -------------------------------------------------------------------------------- Applied Micro Circuits Corporation Series 3 - Restricted(2) 2,381 43,953 Managed Health Network, Inc. Series B - Restricted(2) 500 72,930 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL CONVERTIBLE PREFERRED STOCKS - 0.1% (Cost: $100,001) 116,883 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL INVESTMENTS - 79.9% (Cost: $115,077,658) 133,776,211 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS - -------------------------------------------------------------------------------- Cash 408 Repurchase Agreement 29,680,000 State Street Bank and Trust Company, 5.00%, dated 12/29/95, due 01/2/96, maturity value $29,696,489 (collateralized by $22,995,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17). - -------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 17.6% 29,680,408 - -------------------------------------------------------------------------------- OTHER ASSETS, NET - 2.5% 4,271,868 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS - 100% $ 167,728,487 - --------------------------------------------------------------------------------
(1)Income-producing security. (2)See 4.d. in Notes to Financial Statements. The accompanying notes are an integral part of these financial statements. 13 THE EMERGING GROWTH FUND ANNUAL RESULTS Statement of Net Assets
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $115,077,658) $ 133,776,211 Cash and cash equivalents 29,680,408 Receivable for investments sold 4,998,114 Receivable for fund shares subscribed 376,473 Dividends/interest receivable 20,330 - -------------------------------------------------------------------------------- TOTAL ASSETS 168,851,536 - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Payable for investments purchased 114,030 Payable for fund shares redeemed 429,171 Accrued expenses 259,379 Capital gains distribution payable 320,469 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 1,123,049 - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 167,728,487 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - -------------------------------------------------------------------------------- Paid-in capital 132,299,996 Accumulated net realized gain from investments 16,729,938 Net unrealized appreciation on investments 18,698,553 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 167,728,487 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 19.21 Net Asset Value, offering and redemption price per share (net assets of $167,728,487 applicable to 8,732,520 shares of beneficial interest outstanding with no par value) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY Statement of Operations
FOR THE NINE MONTHS ENDED DECEMBER 31, 1995 - -------------------------------------------------------------------------------- INVESTMENT INCOME - -------------------------------------------------------------------------------- Interest $ 783,216 Dividends 28,264 Other Income 31,441 - -------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 842,921 - -------------------------------------------------------------------------------- EXPENSES - -------------------------------------------------------------------------------- Investment advisory fees 1,288,465 Distribution fees 322,116 Custodian and transfer agent fees 268,320 Shareholder reports 82,824 Professional fees 80,395 Registration and filing fees 45,702 Trustees' fees and expenses 16,875 Other 14,040 - -------------------------------------------------------------------------------- TOTAL EXPENSES 2,118,737 - -------------------------------------------------------------------------------- NET INVESTMENT LOSS (1,275,816) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS - -------------------------------------------------------------------------------- Net realized gain from investments 22,504,993 Net change in unrealized depreciation on investments (731,214) - -------------------------------------------------------------------------------- TOTAL NET REALIZED GAIN AND UNREALIZED DEPRECIATION ON INVESTMENTS 21,773,779 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 20,497,963 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 15 THE EMERGING GROWTH FUND ANNUAL RESULTS Statement of Changes in Net Assets
NINE MONTHS ENDED YEAR ENDED 12/31/95 3/31/95 - -------------------------------------------------------------------------------- OPERATIONS - -------------------------------------------------------------------------------- Net investment loss $ (1,275,816) $ (1,654,135) Net realized gain from investments 22,504,993 6,598,824 Net change in unrealized (depreciation)/appreciation on investments (731,214) 15,035,796 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 20,497,963 19,980,485 - -------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - -------------------------------------------------------------------------------- Realized gains on investments (13,460,981) (19,811,863) - -------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS (13,460,981) (19,811,863) - -------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS - -------------------------------------------------------------------------------- Net (decrease)/increase in net assets resulting from capital share transactions (21,583,831) 13,915,017 - -------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS (21,583,831) 13,915,017 - -------------------------------------------------------------------------------- TOTAL (DECREASE)/INCREASE IN NET ASSETS (14,546,849) 14,083,639 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS - -------------------------------------------------------------------------------- Beginning of period 182,275,336 168,191,697 End of period $ 167,728,487 $ 182,275,336 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 16 ROBERTSON, STEPHENS & COMPANY Financial Highlights
THREE-MONTH FOR A SHARE OUTSTANDING PERIOD ENDED YEAR ENDED YEAR ENDED PERIOD ENDED YEAR ENDED YEAR ENDED THROUGHOUT EACH PERIOD: 12/31/95(1) 3/31/95 3/31/94 3/31/93 12/31/92 12/31/91 - ----------------------------------------------------------------------------------------------------------------------------------- Net Asset Value, beginning of period $ 18.36 $ 18.37 $ 14.71 $ 16.77 $ 17.50 $ 11.67 - ----------------------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- Net investment loss (0.15) (0.17) (0.40) (0.02) (0.15) (0.09) - ----------------------------------------------------------------------------------------------------------------------------------- Net realized gain/(loss) and unrealized appreciation/(depreciation) on investments 2.58 2.26 4.06 (2.04) (0.31) 6.82 - ----------------------------------------------------------------------------------------------------------------------------------- Total Increase/(Decrease) in Net Assets Resulting From Operations 2.43 2.09 3.66 (2.06) (0.46) 6.73 - ----------------------------------------------------------------------------------------------------------------------------------- Distribution from realized gains on investments (1.58) (2.10) - - (0.27) (0.90) - ----------------------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $ 19.21 $ 18.36 $ 18.37 $ 14.71 $ 16.77 $ 17.50 - ----------------------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- TOTAL RETURN 13.50% 12.01% 24.88% (12.28)% (2.55)% 58.70% - ----------------------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - ----------------------------------------------------------------------------------------------------------------------------------- Net Assets, end of period (000s) $ 167,728 $ 182,275 $ 168,192 $ 228,893 $ 277,531 $ 141,929 Ratio of Expenses to Average Net Assets 1.64% 1.56% 1.60% 1.54% 1.49% 1.59% Ratio of Net Investment Loss to Average Net Assets (0.99)% (0.96)% (1.27)% (0.61)% (0.92)% (0.68)% Portfolio Turnover Rate 147% 280% 274% 43% 124% 147% - -----------------------------------------------------------------------------------------------------------------------------------
(1) Represents a 9-month period then ended. Per-share data for each of the periods has been determined by using the average number of shares outstanding throughout each period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 17 THE EMERGING GROWTH FUND ANNUAL RESULTS Notes to Financial Statements The Robertson Stephens Emerging Growth Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a diversified, open-end management investment company. The Fund became effective to offer shares to the public on November 30, 1987. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low-Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Emerging Growth Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for a nine-month period. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. a. INVESTMENT VALUATIONS: Marketable securities are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. At December 31, 1995, 99.9% of the Fund's portfolio was valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which could have a significant impact on the value of the security. At December 31, 1995, approximately 0.1% of the Fund's portfolio was valued using these guidelines and procedures. b. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Advisor to have satisfactory creditworthiness. c. FEDERAL INCOME TAXES: The Fund has made no provision for federal income tax for the period ended December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. d. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased and sold (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. e. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. f. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital 18 ROBERTSON, STEPHENS & COMPANY Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: a. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the nine months ended December 31, 1995, and for the year ended March 31, 1995, were as follows:
4/1/95 - 12/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 2,181,298 $ 41,669,243 Shares reinvested 686,387 13,000,659 - -------------------------------------------------------------------------------- 2,867,685 54,669,902 - -------------------------------------------------------------------------------- Shares redeemed (4,060,471) (76,253,733) - -------------------------------------------------------------------------------- Net (decrease) (1,192,786) $ (21,583,831) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 4/1/94 - 3/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 5,163,070 $ 94,127,247 Shares reinvested 1,070,767 18,663,580 - -------------------------------------------------------------------------------- 6,233,837 112,790,827 - -------------------------------------------------------------------------------- Shares redeemed (5,463,027) (98,875,810) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 770,810 $ 13,915,017 - --------------------------------------------------------------------------------
NOTE 3 TRANSACTIONS WITH AFFILIATES: a. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays Robertson, Stephens Investment Management, Inc. ("RSIM Inc.") an investment advisory fee calculated at an annual rate of 1.00% of the average daily net assets of the Fund. For the nine months ended December 31, 1995, the Fund incurred investment advisory fees of $1,288,465. RSIM Inc. has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees, but excluding distribution fees that exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. For the nine months ended December 31, 1995, there was no expected reimbursement of the advisory fees and other expenses. b. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & Company LLC (RS & Co.), the Fund's Distributor and RSIM Inc., the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer and a Trustee of the Fund, is also a Director of RSIM Inc., a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. c. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $16,875 for the nine months ended December 31, 1995. d. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is reviewed and approved annually by the Fund's Board of Trustees. Under this Plan, RS & Co. is compensated for services in such capacity including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an 19 THE EMERGING GROWTH FUND ANNUAL RESULTS Notes to Financial Statements (CONTINUED) annual rate of 0.25% of the average daily net assets of the Fund. For the nine months ended December 31, 1995, the Fund incurred distribution fees of $322,116. e. BROKERAGE COMMISSIONS: RSIM Inc. may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the nine months ended December 31, 1995, the Fund paid brokerage commissions of $71,498 to RS & Co. which represented 24% of total commissions paid for the period. NOTE 4 INVESTMENTS: a. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding short-term investments) measured as a percentage of the Fund's average monthly investment portfolio for the nine months ended December 31, 1995, was 147%. b. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $116,066,463. Accumulated net unrealized appreciation on investments was $17,709,748, consisting of gross unrealized appreciation and depreciation of $29,507,196 and $(11,797,448), respectively. c. INVESTMENT PURCHASES AND SALES: For the period ended December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding short-term investments) were $219,859,671 and $278,926,405, respectively. d. RESTRICTED SECURITIES: A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933. If the security is subsequently registered and resold, the issuers would bear the expense of all registrations at no cost to the Fund. At December 31, 1995, the Fund held restricted securities with an aggregate value of $116,883, which represented 0.1% of the Fund's total net assets.
ACQUISITION SECURITY SHARES COST VALUE DATE - -------------------------------------------------------------------------------- Applied Micro Circuits Corporation Convertible Preferred Stock, Series 3 2,381 $50,001 $43,953 9/14/87 - -------------------------------------------------------------------------------- Managed Health Network, Inc. Convertible Preferred Stock, Series B 500 $50,000 $72,930 12/30/87 - --------------------------------------------------------------------------------
Each of the above securities was valued based on its common share price equivalent. Each common share was valued at its fair value according to the guidelines and procedures adopted by the Fund's Board of Trustees as outlined in Note 1.a., paragraph 2. At December 31, 1995, Applied Micro Circuits Corporation Convertible Preferred Stock, Series 3, was valued at the common share price equivalent of $1.75, assuming the 2,381 shares of the Convertible Preferred Stock were converted to 25,116 shares of common stock. Managed Health Network, Inc. Convertible Preferred Stock, Series B, was valued at the common share price equivalent of $1.6336, assuming the 500 shares of the Convertible Preferred Stock were converted to 44,642 shares of common stock. 20 THE GLOBAL LOW-PRICED STOCK FUND ANNUAL RESULTS INDEPENDENT ACCOUNTANTS' REPORT To the Shareholders and Board of Trustees of The Robertson Stephens Global Low-Priced Stock Fund In our opinion, the accompanying statement of net assets, including the schedule of net assets, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Global Low-Priced Stock Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, the results of its operations, the changes in its net assets and the financial highlights for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provides a reasonable basis for the opinion expressed above. /s/Price Waterhouse LLP Price Waterhouse LLP San Francisco, California February 15, 1996 9 THE GLOBAL LOW-PRICED STOCK FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS - -------------------------------------------------------------------------------- BIOTECHNOLOGY - 1.8% Pharmos Corporation 20,000 $ 29,375 - -------------------------------------------------------------------------------- 29,375 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CLOSED-END FUNDS - 3.8% Cathay Investment Fund, Ltd. 10,000 10,993 Greenchip Development Capital, Ltd. 12,026 7,866 Greenchip Emerging Growth, Ltd. 25,439 24,202 Greenchip Investments, Ltd. 30,000 19,845 - -------------------------------------------------------------------------------- 62,906 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMMUNICATIONS SERVICES - 0.8% CD Radio, Inc. 3,000 13,313 - -------------------------------------------------------------------------------- 13,313 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONSTRUCTION/INFRASTRUCTURE - 3.8% Overseas and General, Ltd. 102,500 24,761 Van Der Horst, Ltd.(1) 4,000 20,219 Vietnam Industrial Investments, Ltd. 80,000 17,095 - -------------------------------------------------------------------------------- 62,075 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ELECTRONIC COMPONENTS - 0.9% AER Energy Resources, Inc. 5,000 14,375 - -------------------------------------------------------------------------------- 14,375 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ENERGY - 2.3% Canadian Conquest Exploration, Inc. 10,000 7,836 Nugas, Ltd. 10,000 15,526 Olympia Energy, Inc., Class A 25,000 14,280 - -------------------------------------------------------------------------------- 37,642 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- ENERGY SERVICES - 2.4% Grant Geophysical, Inc. 14,000 $35,000 Veritas Energy Services, Inc. 700 3,845 - -------------------------------------------------------------------------------- 38,845 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- GOLD MINING - 2.3% Bakyrchik Gold PLC 9,000 38,577 - -------------------------------------------------------------------------------- 38,577 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- MEDIA - 1.3% Valuevision International, Inc. 4,000 22,250 - -------------------------------------------------------------------------------- 22,250 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REAL ESTATE - 2.9% Catellus Development Corporation 8,000 48,000 - -------------------------------------------------------------------------------- 48,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RESTAURANTS - 2.4% Taco Cabana, Class A 8,000 40,000 - -------------------------------------------------------------------------------- 40,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RETAIL - 1.8% Kmart Corporation(1) 4,000 29,000 - -------------------------------------------------------------------------------- 29,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TRANSPORTATION EQUIPMENT AND SERVICES - 1.6% China Yuchai International, Ltd.(1) 3,200 26,000 - -------------------------------------------------------------------------------- 26,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL INVESTMENTS - 28.1% (Cost: $411,549) 462,358 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 11 THE GLOBAL LOW-PRICED STOCK FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS (CONTINUED) DECEMBER 31, 1995 - -------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS - -------------------------------------------------------------------------------- Cash $ 927 Federal Mortgage Corporation Discount Note, 5.65% due 1/4/96 999,529 Repurchase Agreement State Street Bank and Trust Company, 5.00%, dated 12/29/95, due 1/2/96,maturity value $316,176 (collateralized by $245,000 par value U.S. Treasury Notes, 8.75%, due 5/5/17) 316,000 - -------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 80.1% 1,316,456 - -------------------------------------------------------------------------------- OTHER LIABILITIES, NET - (8.2)% (135,426) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS - 100% $ 1,643,388 - --------------------------------------------------------------------------------
(1) Income-producing securities. The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY STATEMENT OF NET ASSETS
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $441,549) $ 462,358 Cash and cash equivalents 1,316,456 Receivable for fund shares subscribed 7,000 Receivable from Adviser 6,440 Receivables, other 19,283 - -------------------------------------------------------------------------------- TOTAL ASSETS 1,811,537 - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Payable for investments purchased 147,835 Accrued expenses 20,314 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 168,149 - -------------------------------------------------------------------------------- TOTAL NET ASSETS 1,643,388 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - ------------------------------------------------------------------------------- Paid-in capital 1,620,721 Accumulated undistributed investment income 1,858 Net unrealized appreciation on investments 20,809 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 1,643,388 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 10.45 Net Asset Value, offering and redemption price per share (Net assets of $1,643,388 applicable to 157,267 shares of beneficial interest outstanding with no par value) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 13 THE GLOBAL LOW-PRICED STOCK FUND ANNUAL RESULTS STATEMENT OF OPERATIONS
FOR THE PERIOD FROM 11/15/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- INVESTMENT INCOME - -------------------------------------------------------------------------------- Interest $ 3,584 - -------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 3,584 - -------------------------------------------------------------------------------- EXPENSES - -------------------------------------------------------------------------------- Professional fees 2,307 Shareholder reports 1,667 Investment advisory fees 854 Trustees' fees and expenses 813 Custodian and transfer agent fees 706 Registration and filing fees 640 Organizational expenses 500 Other 253 Distribution fees 213 Administration fees 213 - -------------------------------------------------------------------------------- Total Expenses 8,166 Less: Reimbursement from Adviser (6,440) - -------------------------------------------------------------------------------- TOTAL EXPENSES, NET 1,726 - -------------------------------------------------------------------------------- NET INVESTMENT INCOME 1,858 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS - -------------------------------------------------------------------------------- Net change in unrealized appreciation on investments 20,809 - -------------------------------------------------------------------------------- TOTAL UNREALIZED APPRECIATION ON INVESTMENTS 20,809 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 22,667 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY STATEMENT OF CHANGES IN NET ASSETS
FOR THE PERIOD FROM 11/15/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- OPERATIONS - ------------------------------------------------------------------------------- Net investment income $ 1,858 Net change in unrealized appreciation on investments 20,809 - ------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 22,667 - ------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - ------------------------------------------------------------------------------- Net investment income - Realized gains on investments - - ------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS - - ------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS - ------------------------------------------------------------------------------ Net increase in net assets resulting from capital share transactions 1,620,721 - ------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS 1,620,721 - ------------------------------------------------------------------------------- Total Increase in Net Assets 1,643,388 - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- NET ASSETS - ------------------------------------------------------------------------------- Beginning of year 0 End of year $ 1,643,388 - -------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 15 THE GLOBAL LOW-PRICED STOCK FUND ANNUAL RESULTS FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING PERIOD ENDED THROUGHOUT THE PERIOD: 12/31/95(1) - -------------------------------------------------------------------------------- Net Asset Value, beginning of period $ 10.00 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net investment income 0.03 Unrealized appreciation on investments 0.42 - -------------------------------------------------------------------------------- Total increase in net assets resulting from operations 0.45 - -------------------------------------------------------------------------------- Distributions from net investment income - Distributions from realized gains on investments - - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $ 10.45 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL RETURN 4.50% - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - -------------------------------------------------------------------------------- Net Assets, end of period $ 1,643,388 Ratio of Expenses to Average Net Assets 1.91%(2) Ratio of Net Investment Income to Average Net Assets 2.06%(2) Portfolio Turnover Rate 0% - --------------------------------------------------------------------------------
(1) The Fund commenced operations on 11/15/95. (2) If the Fund had paid all of its expenses and had received no reimbursement from the Adviser, the ratio of expenses to average net assets for the period ended December 31, 1995, would have been 9.04%, and the ratio of net investment loss to average net assets would have been (5.07)%. Per-share data for each of the periods has been determined by using the average number of shares outstanding throughout each period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 16 ROBERTSON, STEPHENS & COMPANY NOTES TO FINANCIAL STATEMENTS The Robertson Stephens Global Low-Priced Stock Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act") as a diversified, open-end management investment company. The Fund became effective to offer shares to the public on November 15, 1995. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low-Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Global Low-Priced Stock Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for the period from November 15, 1995 (Commencement of Operations), through December 31, 1995. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. a. INVESTMENT VALUATIONS: Marketable securities including options and foreign securities are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. Foreign securities prices are generally denominated in foreign currencies. The currencies are translated into U.S. dollars by using the exchange rates quoted at the close of The London Stock Exchange prior to when the Fund's net asset value is next determined. At December 31, 1995, 100% of the Fund's long positions were valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use all available resources including quotations from market makers and fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which would have a significant impact on the value of a security. At December 31, 1995, 0% of the Fund's long positions were valued using these guidelines and procedures. b. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Advisor to have satisfactory creditworthiness. c. FEDERAL INCOME TAXES: The Fund has made no provision for federal income taxes for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. 17 THE GLOBAL LOW-PRICED STOCK FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS (CONTINUED) d. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased and sold (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. e. FOREIGN CURRENCY TRANSLATION: The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are translated into U.S. dollars at the exchange rate each day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rate in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. f. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. g. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: a. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, were as follows:
11/15/95 - 12/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 164,230 $ 1,691,739 Shares reinvested - - - -------------------------------------------------------------------------------- 164,230 1,691,739 - -------------------------------------------------------------------------------- Shares redeemed (6,963) (71,018) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 157,267 $ 1,620,721 - --------------------------------------------------------------------------------
NOTE 3 TRANSACTIONS WITH AFFILIATES: a. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Fund's Board of Trustees, the Fund pays Robertson, Stephens & Company Investment Management, L.P. ("RSIM"), an investment advisory fee and an administrative services fee calculated respectively at an annual rate of 1.00% and 0.25% of the average daily net assets of the Fund. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund incurred investment advisory fees and administrative fees of $854 and $213, respectively. RSIM has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees but excluding distribution fees which exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Adviser agreed to reimburse $6,440 of its fees and other expenses. b. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & Company LLC (RS & Co.), the Fund's Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer, and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of 18 ROBERTSON, STEPHENS & COMPANY RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. c. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $813 for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995. d. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is approved annually by the Fund's Board of Trustees. Under the Plan, RS & Co. is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an annual rate of 0.25% of the average daily net assets of the Fund. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, RS & Co. agreed to waive distribution fees worth $213. e. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund paid no brokerage commissions to RS & Co. NOTE 4 INVESTMENTS: a. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding options and short-term investments), measured as a percentage of the Fund's average monthly investment portfolio for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, was 0%. b. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $441,549. Accumulated net unrealized appreciation on investments was $20,809, consisting of gross unrealized appreciation and depreciation of $22,945 and $(2,136), respectively. c. INVESTMENT PURCHASES AND SALES: For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding short-term investments) were $441,549 and $0, respectively. d. FOREIGN SECURITIES: Foreign securities investments involve special risks and considerations not typically associated with those of U.S. origin. These risks include, but are not limited to, reevaluation of currencies, adverse political, social, and economic developments, and less reliable information about issuers. Moreover, securities of many foreign companies and markets may be less liquid and their prices more volatile than those of U.S. companies and markets. The Fund intends to invest no more than 40% of its total assets exclusively in one foreign country. At December 31, 1995, the Fund had its largest concentrated foreign investments, worth 5% of the Fund's total assets, in Australia. 19 THE GLOBAL NATURAL RESOURCES FUND ANNUAL RESULTS INDEPENDENT ACCOUNTANTS' REPORT To the Shareholders and Board of Trustees of The Robertson Stephens Global Natural Resources Fund In our opinion, the accompanying statement of net assets, including the schedule of net assets, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Global Natural Resources Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, the results of its operations, the changes in its net assets and the financial highlights for the period from November 15, 1995 (Commencement of Operations), through December 31, 1995, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provides a reasonable basis for the opinion expressed above. /s/ PRICE WATERHOUSE LLP Price Waterhouse LLP San Francisco, California February 15, 1996 9 THE GLOBAL NATURAL RESOURCES FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS - -------------------------------------------------------------------------------- ALUMINUM - 12.6% Aluminum Company of America(1) 600 $ 31,725 Kaiser Aluminum Corporation 1,300 16,900 MAXXAM, Inc. 700 24,675 Western Mining Holdings, Ltd. - ADR(1,2) 1,000 26,125 - -------------------------------------------------------------------------------- 99,425 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COAL MINING - 3.5% Zeigler Coal Holding Company(1) 2,000 27,750 - -------------------------------------------------------------------------------- 27,750 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ENERGY - 14.8% Alberta Energy Company, Ltd.(1) 900 14,400 Amerada Hess Corporation(1) 600 31,800 New Cache Petroleums, Ltd. 8,000 25,192 Olympia Energy, Inc., Class A 25,000 14,280 Suncor, Inc.(1) 1,000 31,875 - -------------------------------------------------------------------------------- 117,547 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ENERGY SERVICES - 1.7% Ryan Energy Technologies, Inc. 16,000 9,374 Veritas Energy Services, Inc. 700 3,845 - -------------------------------------------------------------------------------- 13,219 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- GOLD MINING - 5.5% Ashanti Goldfields - GDR(1,3) 727 14,540 Bakyrchik Gold PLC 1,000 4,287 Emperor Mines, Ltd. 5,000 7,990 Golden Shamrock Mines, Ltd. 10,000 6,169 Golden Star Resources, Ltd.(1) 2,000 10,250 - -------------------------------------------------------------------------------- 43,236 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NICKEL MINING - 4.2% Inco, Ltd.(1) 1,000 33,250 - -------------------------------------------------------------------------------- 33,250 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- REAL ESTATE - 4.5% Catellus Development Corporation 6,000 $ 36,000 - -------------------------------------------------------------------------------- 36,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SPECIALTY CHEMICALS - 3.1% NL Industries, Inc. 2,000 24,750 - -------------------------------------------------------------------------------- 24,750 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL INVESTMENTS - 49.9% (Cost: $389,087) 395,177 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS - -------------------------------------------------------------------------------- Cash 81,423 Federal Mortgage Corporation Discount Note, 5.65%, due 1/4/96 499,765 - -------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 73.4% 581,188 - -------------------------------------------------------------------------------- OTHER LIABILITIES, NET - (23.3)% (184,621) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS - 100% $ 791,744 - --------------------------------------------------------------------------------
(1) Income - producing security. (2) ADR - American Depository Receipts. (3) GDR - Global Depository Receipts. The accompanying notes are an integral part of these financial statements. 11 THE GLOBAL NATURAL RESOURCES FUND ANNUAL RESULTS STATEMENT OF NET ASSETS
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $389,087) $ 395,177 Cash and cash equivalents 581,188 Receivable for fund shares subscribed 7,000 Receivable from Adviser 5,748 Receivables, other 32,538 - -------------------------------------------------------------------------------- TOTAL ASSETS 1,021,651 - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Payable for investments purchased 209,659 Accrued expenses 20,248 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 229,907 - -------------------------------------------------------------------------------- TOTAL NET ASSETS 791,744 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - -------------------------------------------------------------------------------- Paid-in capital 784,748 Accumulated undistributed investment income 906 Net unrealized appreciation on investments 6,090 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 791,744 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 10.12 Net Asset Value, offering and redemption price per share (Net assets of $791,744 applicable to 78,211 shares of beneficial interest outstanding with no par value) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY STATEMENT OF OPERATIONS
FOR THE PERIOD FROM 11/15/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- INVESTMENT INCOME - -------------------------------------------------------------------------------- Interest $ 2,139 Dividends 50 - -------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 2,189 - -------------------------------------------------------------------------------- EXPENSES - -------------------------------------------------------------------------------- Professional fees 2,104 Shareholder reports 1,521 Trustees' fees and expenses 742 Custodian and transfer agent fees 645 Registration and filing fees 584 Organizational expenses 500 Investment advisory fees 470 Other 231 Distribution fees 117 Administration fees 117 - -------------------------------------------------------------------------------- Total Expenses 7,031 Less: Reimbursement from Adviser (5,748) - -------------------------------------------------------------------------------- TOTAL EXPENSES, NET 1,283 - -------------------------------------------------------------------------------- NET INVESTMENT INCOME 906 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS - -------------------------------------------------------------------------------- Net change in unrealized appreciation on investments 6,090 - -------------------------------------------------------------------------------- TOTAL UNREALIZED APPRECIATION ON INVESTMENTS 6,090 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 6,996 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 13 THE GLOBAL NATURAL RESOURCES FUND ANNUAL RESULTS STATEMENT OF CHANGES IN NET ASSETS
FOR THE PERIOD FROM 11/15/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- OPERATIONS - -------------------------------------------------------------------------------- Net investment income $ 906 Net change in unrealized appreciation on investments 6,090 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 6,996 - -------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - -------------------------------------------------------------------------------- Net investment income - Realized gains on investments - - -------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS - - -------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS - -------------------------------------------------------------------------------- Net increase in net assets resulting from capital share transactions 784,748 - -------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS 784,748 - -------------------------------------------------------------------------------- TOTAL INCREASE IN NET ASSETS 791,744 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS - -------------------------------------------------------------------------------- Beginning of year 0 End of year $ 791,744 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING PERIOD ENDED THROUGHOUT THE PERIOD: 12/31/95(1) - -------------------------------------------------------------------------------- Net Asset Value, beginning of period $ 10.00 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net investment income 0.02 Unrealized appreciation on investments 0.10 - -------------------------------------------------------------------------------- Total increase in net assets resulting from operations 0.12 - -------------------------------------------------------------------------------- Distributions from net investment income - Distributions from realized gains on investments - - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $ 10.12 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL RETURN 1.20% - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - -------------------------------------------------------------------------------- Net Assets, end of period $ 791,744 Ratio of Expenses to Average Net Assets 2.60%(2) Ratio of Net Investment Income to Average Net Assets 1.84%(2) Portfolio Turnover Rate 0% - --------------------------------------------------------------------------------
(1) The Fund commenced operations on 11/15/95. (2) If the Fund had paid all of its expenses and had received no reimbursement from the Adviser, the ratio of expenses to average net assets for the period ended December 31, 1995 would have been 14.25%, and the ratio of net investment loss to average net assets would have been (9.81)%. Per-share data for each of the periods has been determined by using the average number of shares outstanding throughout each period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 15 THE GLOBAL NATURAL RESOURCES FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS The Robertson Stephens Global Natural Resources Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act") as a diversified, open-end management investment company. The Fund became effective to offer shares to the public on November 15, 1995. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low-Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Global Natural Resources Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for the period from November 15, 1995 (Commencement of Operations), through December 31, 1995. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. A. INVESTMENT VALUATIONS: Marketable securities including options and foreign securities are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. Foreign securities prices are generally denominated in foreign currencies. The currencies are translated into U.S. dollars by using the exchange rates quoted at the close of The London Stock Exchange prior to when the Fund's net asset value is next determined. At December 31, 1995, 100% of the Fund's long positions were valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use all available resources including quotations from market makers and fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which would have a significant impact on the value of a security. At December 31, 1995, none of the Fund's long positions were valued using these guidelines and procedures. 16 ROBERTSON, STEPHENS & COMPANY B. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Advisor to have satisfactory creditworthiness. C. FEDERAL INCOME TAXES: The Fund has made no provision for federal income tax for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. D. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased, sold, or sold short (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. E. FOREIGN CURRENCY TRANSLATION: The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are translated into U.S. dollars at the exchange rate each day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rate in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. F. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. G. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: A. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, were as follows:
11/15/95 - 12/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 79,226 $ 794,930 Shares reinvested - - - -------------------------------------------------------------------------------- 79,226 794,930 - -------------------------------------------------------------------------------- Shares redeemed (1,015) (10,182) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 78,211 $ 784,748 - --------------------------------------------------------------------------------
17 THE GLOBAL NATURAL RESOURCES FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 3 TRANSACTIONS WITH AFFILIATES: A. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Fund's Board of Trustees, the Fund pays Robertson, Stephens & Company Investment Management, L.P. ("RSIM"), an investment advisory fee and an administrative services fee calculated respectively at an annual rate of 1.00% and 0.25% of the average daily net assets of the Fund. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund incurred investment advisory fees and administrative fees of $470 and $117, respectively. RSIM has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees but excluding distribution fees which exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Advisor agreed to reimburse $5,748 of its fees and other expenses. B. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson Stephens & Company LLC (RS & Co.), the Fund's Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer, and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. C. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $742 for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995. D. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is approved annually by the Fund's Board of Trustees. Under the Plan, RS & Co. is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an annual rate of 0.25% of the average daily net assets of the Fund. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund incurred distribution fees of $117. 18 ROBERTSON, STEPHENS & COMPANY E. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund paid brokerage commissions of $515 to RS & Co. which represented 41% of total commissions paid for the period. NOTE 4 INVESTMENTS: A. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding short- term investments), measured as a percentage of the Fund's average monthly investment portfolio for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, was 0%. B. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $389,087. Accumulated net unrealized appreciation on investments was $6,090, consisting of gross unrealized appreciation and depreciation of $9,940 and $(3,850), respectively. C. INVESTMENT PURCHASES AND SALES: For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding short-term investments) were $389,087 and $0, respectively. D. FOREIGN SECURITIES: Foreign securities investments involve special risks and considerations not typically associated with those of U.S. origin. These risks include, but are not limited to, reevaluation of currencies, adverse political, social, and economic developments, and less reliable information about issuers. Moreover, securities of many foreign companies and markets may be less liquid and their prices more volatile than those of U.S. companies and markets. The Fund intends to invest no more than 40% of its total assets exclusively in one foreign country. At December 31, 1995, the Fund had its largest concentration of foreign investments, worth 13% of the Fund's total assets, in Canada. 19 THE GROWTH & INCOME FUND ANNUAL RESULTS INDEPENDENT ACCOUNTANTS' REPORT To the Shareholders and Board of Trustees of The Robertson Stephens Growth & Income Fund In our opinion, the accompanying statement of net assets, including the schedules of net assets and of securities sold short, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Growth & Income Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, and the results of its operations, the changes in its net assets and the financial highlights for the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provides a reasonable basis for the opinion expressed above. /s/ PRICE WATERHOUSE LLP Price Waterhouse LLP San Francisco, California February 15, 1996 9 THE GROWTH & INCOME FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS
DECEMBER 31, 1995 SHARES VALUE - ------------------------------------------------------------------------------- COMMON STOCKS - ------------------------------------------------------------------------------- ALUMINUM - 0.9% MAXXAM, Inc.(1) 35,000 $1,233,750 - -------------------------------------------------------------------------------- 1,233,750 - -------------------------------------------------------------------------------- BANKS - 6.3% Bank of New York - Warrants(2), Expire 11/29/98 30,000 1,113,750 Commercial Federal Corporation 50,000 1,887,500 Corestates Financial Corporation 41,500 1,571,813 Mellon Bank Corporation 27,500 1,478,125 Meridian Bancorp 5,000 232,500 Norwest Corporation 25,500 841,500 Premier Bancorp, Inc. 10,000 233,750 UJB Financial Corporation 35,000 1,251,250 - -------------------------------------------------------------------------------- 8,610,188 - -------------------------------------------------------------------------------- BIOTECHNOLOGY - 1.9% Genzyme Corporation(1) 28,500 1,777,687 Molecular Dynamics, Inc.(1) 125,000 781,250 - -------------------------------------------------------------------------------- 2,558,937 - -------------------------------------------------------------------------------- BUSINESS SERVICES - 2.3% Moore Corporation, Ltd. 75,000 1,396,875 NuCO2, Inc.(1) 32,500 422,500 U.S. Office Products Company(1) 60,000 1,365,000 - -------------------------------------------------------------------------------- 3,184,375 - -------------------------------------------------------------------------------- CLOTHING/RETAIL - 3.3% Adidas AG, 144A 42,000 1,126,125 Sport-Haley, Inc.(1) 75,000 726,562 Vans, Inc.(1) 169,000 1,415,375 Warnaco Group, Inc., Class A 50,000 1,250,000 - -------------------------------------------------------------------------------- 4,518,062 - -------------------------------------------------------------------------------- COMMERCIAL SERVICES - 3.0% ADT, Ltd.(1) 70,000 1,050,000 CKS Group, Inc.(1) 2,500 97,500 Learning Tree International, Inc.(1) 40,000 625,000 National Education Corporation(1) 185,000 1,503,125 Prepaid Legal Services, Inc.(1) 85,000 881,875 - -------------------------------------------------------------------------------- 4,157,500 - -------------------------------------------------------------------------------- COMPUTER HARDWARE & COMPONENTS - 2.4% Seagate Technology, Inc.(1) 30,000 1,425,000 Sun Microsystems, Inc.(1) 31,500 1,437,188 Truevision, Inc.(1) 80,000 395,000 - -------------------------------------------------------------------------------- 3,257,188 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY
Shares Value - ------------------------------------------------------------------------------- COMPUTER SOFTWARE - 7.2% - -------------------------------------------------------------------------------- Adobe Systems, Inc. 27,000 $1,674,000 Citrix Systems, Inc.(1) 5,100 165,750 Computervision Corporation 90,000 1,383,750 Dialogic Corporation(1) 35,000 1,347,500 Expert Software, Inc.(1) 60,000 840,000 Informix Corporation(1) 35,000 1,050,000 Oracle Corporation(1) 25,000 1,059,375 Project Software & Development, Inc.(1) 10,000 348,750 Secure Computing Corporation(1) 4,500 252,000 Sybase, Inc.(1) 31,000 1,116,000 Vantive Corporation(1) 30,000 675,000 - -------------------------------------------------------------------------------- 9,912,125 - -------------------------------------------------------------------------------- COSMETICS/PERSONAL CARE - 0.6% Estee Lauder Companies, Class A(1) 23,000 802,125 - -------------------------------------------------------------------------------- 802,125 - -------------------------------------------------------------------------------- DATA PROCESSING SERVICES - 3.5% Affiliated Computer Services, Inc., Class A(1) 50,000 1,875,000 Computer Management Sciences, Inc.(1) 20,400 362,100 DST Systems, Inc.(1) 30,000 855,000 Reynolds & Reynolds Company 43,000 1,671,625 - -------------------------------------------------------------------------------- 4,763,725 - -------------------------------------------------------------------------------- DATA TELECOMMUNICATIONS - 1.3% Data Translation, Inc.(1) 105,000 1,706,250 Sync Research, Inc.(1) 2,000 90,500 - -------------------------------------------------------------------------------- 1,796,750 - -------------------------------------------------------------------------------- ELECTRONIC COMPONENTS - 2.3% Diebold, Inc. 24,000 1,329,000 ITI Technologies, Inc.(1) 60,000 1,785,000 - -------------------------------------------------------------------------------- 3,114,000 - -------------------------------------------------------------------------------- ENERGY SERVICES - 5.7% Diamond Offshore Drilling, Inc.(1) 40,000 1,350,000 Falcon Drilling Company, Inc.(1) 90,000 1,350,000 Halliburton Company 30,000 1,518,750 Kerr-McGee Corporation 18,000 1,143,000 Schlumberger, Ltd. 18,000 1,246,500 Western Atlas, Inc.(1) 25,000 1,262,500 - -------------------------------------------------------------------------------- 7,870,750 - -------------------------------------------------------------------------------- ENTERTAINMENT - 1.9% National Gaming Corporation(1) 57,500 682,812 Stratosphere Corporation(1) 200,000 1,975,000 - -------------------------------------------------------------------------------- 2,657,812 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 11 THE GROWTH & INCOME FUND ANNUAL RESULTS
SCHEDULE OF NET ASSETS (CONTINUED) SHARES VALUE - -------------------------------------------------------------------------------- ENVIRONMENTAL SERVICES - 0.7% Continental Waste Industries, Inc.(1) 87,500 $1,017,183 - -------------------------------------------------------------------------------- 1,017,183 - -------------------------------------------------------------------------------- FINANCIAL SERVICE - 2.8% Federal Home Loan Mortgage Corporation 16,000 1,336,000 Federal National Mortgage Association 12,500 1,551,563 Sirrom Capital Corporation 50,000 943,750 - -------------------------------------------------------------------------------- 3,831,313 - -------------------------------------------------------------------------------- FOOD PROCESSING - 0.8% Smithfield Foods, Inc.(1) 35,000 1,111,250 - -------------------------------------------------------------------------------- 1,111,250 - -------------------------------------------------------------------------------- HEALTHCARE/HMO - 3.3% American Oncology Resources, Inc.(1) 15,000 729,375 Community Health Systems, Inc.(1) 35,000 1,246,875 Mid Atlantic Medical Services, Inc.(1) 45,000 1,091,250 Oxford Health Plans, Inc.(1) 13,500 997,313 Surgical Care Affiliates, Inc. 12,500 425,000 - -------------------------------------------------------------------------------- 4,489,813 - -------------------------------------------------------------------------------- INSURANCE - 4.3% GCR Holdings, Ltd.(1) 57,000 1,282,500 Lincoln National Corporation 21,500 1,155,625 Prudential Reinsurance Holdings, Inc. 65,000 1,519,375 W. R. Berkley Corporation 35,000 1,881,250 - -------------------------------------------------------------------------------- 5,838,750 - -------------------------------------------------------------------------------- MANUFACTURING - 2.6% Fleetwood Enterprises, Inc. 67,000 1,725,250 Millipore Corporation 45,000 1,850,625 - -------------------------------------------------------------------------------- 3,575,875 - -------------------------------------------------------------------------------- MEDIA - 2.2% Emmis Broadcasting Corporation(1) 42,500 1,317,500 US West Media Group 40,000 760,000 United International Holdings, Inc., Class A(1) 62,500 921,875 - -------------------------------------------------------------------------------- 2,999,375 - -------------------------------------------------------------------------------- MEDICAL INSTRUMENTS & DEVICES - 3.6% Dentsply International, Inc. 32,000 1,280,000 Guidant Corporation 55,000 2,323,750 Ventritex, Inc.(1) 80,000 1,390,000 - -------------------------------------------------------------------------------- 4,993,750 - -------------------------------------------------------------------------------- Motor Vehicles and Parts Suppliers - 1.0% Strattec Security Corporation(1) 75,000 1,350,000 - -------------------------------------------------------------------------------- 1,350,000 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY
- -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- NETWORK SYSTEMS - 4.6% Bay Networks, Inc.(1) 24,500$ $1,007,563 Cisco Systems, Inc.(1) 20,000 1,492,500 Madge Networks N.V.(1) 24,000 1,074,000 NetManage, Inc.(1) 61,000 1,418,250 NetStar, Inc.(1) 23,000 419,750 Newbridge Networks Corporation(1) 20,000 827,500 - -------------------------------------------------------------------------------- 6,239,563 - -------------------------------------------------------------------------------- PHARMACEUTICALS - 4.9% Alteon, Inc.(1) 25,000 403,125 Bergen Brunswig Corporation 47,500 1,181,563 Biochem Pharma, Inc.(1) 17,000 682,125 Martek Biosciences Corporation 35,000 883,750 Matrix Pharmaceutical, Inc.(1) 68,000 1,275,000 North American Biologicals, Inc.(1) 71,100 764,325 Pharmacia & Upjohn, Inc. 39,000 1,511,250 - -------------------------------------------------------------------------------- 6,701,138 - -------------------------------------------------------------------------------- REITs - 2.4% Bay Apartment Communities, Inc. 50,000 1,212,500 Hospitality Properties Trust 30,000 802,500 Prime Residential, Inc. 65,000 1,202,500 - -------------------------------------------------------------------------------- 3,217,500 - -------------------------------------------------------------------------------- RESTAURANTS - 1.2% Consolidated Products, Inc.(1) 71,000 1,047,250 Main Street & Main, Inc.(1) 235,000 660,937 - -------------------------------------------------------------------------------- 1,708,187 - -------------------------------------------------------------------------------- SPECIALTY CHEMICALS - 3.7% IMC Global, Inc 36,000 1,471,500 Mississippi Chemical Corporation 50,000 1,162,500 Monsanto Company 14,000 1,715,000 Vigoro Corporation 12,500 771,875 - -------------------------------------------------------------------------------- 5,120,875 - -------------------------------------------------------------------------------- TELECOMMUNICATIONS - 3.6% Applied Digital Access, Inc.(1) 75,000 881,250 Davox Corporation(1) 57,500 682,812 VTEL Corporation(1) 50,000 925,000 AT&T Corporation 18,000 1,165,500 MFS Communications Company(1) 301 16,028 Sprint Corporation 30,000 1,196,250 - -------------------------------------------------------------------------------- 4,866,840 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 13 THE GROWTH & INCOME FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS (CONTINUED)
SHARES VALUE - -------------------------------------------------------------------------------- TRANSPORTATION - 2.3% Airborne Freight Corporation 25,000 $ 665,625 Atlantic Southeast Airlines, Inc. 72,500 1,558,750 Canada National Railway Company 64,500 967,500 - -------------------------------------------------------------------------------- 3,191,875 - -------------------------------------------------------------------------------- UTILITIES - 1.8% Equitable Resources, Inc. 42,500 1,328,125 US West Communications Group 30,000 1,072,500 - -------------------------------------------------------------------------------- 2,400,625 - -------------------------------------------------------------------------------- TOTAL COMMON STOCKS - 88.4% (Cost: $108,160,639) 121,091,199 - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- CONVERTIBLE PREFERRED STOCKS Energy - 0.9% Enron Corporation, 6.25%, 12/13/98 Series 50,000 1,200,000 - -------------------------------------------------------------------------------- 1,200,000 - -------------------------------------------------------------------------------- INDUSTRIAL COMPONENTS - 2.3% Atlantic Richfield Company, 9%, 9/15/97 Series 40,000 940,000 Noble Drilling Company, $1.5 Series 22,000 566,500 Westinghouse Electric Corporation, Pfd Series C, $1.30 100,000 1,650,000 - -------------------------------------------------------------------------------- 3,156,500 - -------------------------------------------------------------------------------- REAL ESTATE - 0.6% Catellus Development Corporation, $3.625, Class B 22,000 880,000 - -------------------------------------------------------------------------------- 880,000 - -------------------------------------------------------------------------------- TELECOMMUNICATIONS - 0.4% MFS Communications Company, 8%, 5/31/99 Series 10,000 486,875 - -------------------------------------------------------------------------------- 486,875 - -------------------------------------------------------------------------------- TOTAL CONVERTIBLE PREFERRED STOCKS - 4.2% (Cost: $5,496,837) 5,723,375 - -------------------------------------------------------------------------------- PAR VALUE - -------------------------------------------------------------------------------- CONVERTIBLE BONDS Computer Hardware & Components - 0.4% Telxon Corporation, 5.75%, Due 01/01/03 500,000 537,500 - -------------------------------------------------------------------------------- 537,500 - -------------------------------------------------------------------------------- CONSUMER & SPECIALITY RETAIL - 0.9% Staples, Inc. 144A, 4.50%, Due 10/01/00 1,200,000 1,200,000 - -------------------------------------------------------------------------------- 1,200,000 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY
PAR VALUE - -------------------------------------------------------------------------------- ELECTRONIC COMPONENTS - 0.9% Integrated Device Technology, Inc., 5.50%, Due 06/01/02 700,000 $570,500 Intermagnetics General Corporation, 5.75%, Due 09/15/03 500,000 690,000 - -------------------------------------------------------------------------------- 1,260,500 - -------------------------------------------------------------------------------- ENERGY - 0.9% Box Energy Corporation, 8.25%, Due 12/01/02 600,000 600,000 Cross Timbers Oil Company, 5.25%, Due 11/01/03 650,000 611,000 - -------------------------------------------------------------------------------- 1,211,000 - -------------------------------------------------------------------------------- FINANCIAL SERVICES - 0.2% Sandoz Capital, 144A, 2%, Due 10/06/02 250,000 235,625 - -------------------------------------------------------------------------------- 235,625 - -------------------------------------------------------------------------------- GENERAL MERCHANDISE STORES - 0.8% Federated Department Stores, Inc., 5.0%, Due 10/01/03 1,100,000 1,097,250 - -------------------------------------------------------------------------------- 1,097,250 - -------------------------------------------------------------------------------- HOME BUILDING - 0.4% Continental Homes Holding Corporation, 6.875%, Due 11/01/02 500,000 530,000 - -------------------------------------------------------------------------------- 530,000 - -------------------------------------------------------------------------------- IRON/STEEL - 0.3% USX Corporation, 7.0%, Due 06/15/17 500,000 476,250 - -------------------------------------------------------------------------------- 476,250 - -------------------------------------------------------------------------------- PRECIOUS METALS - 0.3% Coeur d'Alene Mines Corporation, 6.375%, Due 01/31/04 500,000 473,750 - -------------------------------------------------------------------------------- 473,750 - -------------------------------------------------------------------------------- TRANSPORTATION - 0.4% Reno Air, Inc. 144A, 9.0%, Due 09/30/02 500,000 485,000 - -------------------------------------------------------------------------------- 485,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL CONVERTIBLE BONDS - 5.5% (Cost: $7,303,573) 7,506,875 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL INVESTMENTS - 98.1% (Cost: $120,961,049) 134,321,449 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS - -------------------------------------------------------------------------------- Cash 122 Repurchase Agreement 2,077,000 State Street Bank and Trust Company, 5.0%, dated 12/29/95, due 01/02/96 maturity value, $2,078,154 (collateralized by $1,611,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17) - -------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 1.5% 2,077,122
The accompanying notes are an integral part of these financial statements. 15 THE GROWTH & INCOME FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS (CONTINUED)
- -------------------------------------------------------------------------------- DEPOSITS WITH BROKERS AND CUSTODIAN BANK FOR SECURITIES SOLD SHORT - -------------------------------------------------------------------------------- Cash $ 64,375 Repurchase Agreement (Segregated) 1,700,000 State Street Bank and Trust Company, 5.0%, dated 12/29/95, due 01/02/96 maturity value, $1,700,944 (collateralized by $1,319,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17) - -------------------------------------------------------------------------------- TOTAL DEPOSITS WITH BROKERS AND CUSTODIAN BANK FOR SECURITIES SOLD SHORT - 1.3% 1,764,375 - -------------------------------------------------------------------------------- RECEIVABLE FROM BROKERS FOR SECURITIES SOLD SHORT - 1.0% 1,312,937 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES SOLD SHORT - (0.9) % (Proceeds: $1,312,937) (1,267,125) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- OTHER LIABILITIES, NET - (1.0)% (1,306,792) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS - 100.0% $ 136,901,966 - --------------------------------------------------------------------------------
(1)Non-income-producing security. (2)See Note 4.e. of Notes to Financial statements. SCHEDULE OF SECURITIES SOLD SHORT
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- COMPUTER SOFTWARE-(0.6)% Netscape Communications, Inc. 6,000 $ 834,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SEMICONDUCTOR EQUIPMENT-(0.3)% Applied Materials, Inc. 11,000 433,125 - -------------------------------------------------------------------------------- TOTAL SECURITIES SOLD SHORT-(0.9)%(Procceds:$1,312,937) $1,267,125 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 16 ROBERTSON, STEPHENS & COMPANY STATEMENT OF NET ASSETS
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $120,961,049) $ 134,321,449 Cash and cash equivalents 2,077,122 Deposits with brokers and custodian bank for securities sold short 1,764,375 Receivable for investments sold 2,147,005 Receivable from brokers for securities sold short 1,312,937 Receivable for fund shares subscribed 937,174 Dividends/interest receivable 233,834 - -------------------------------------------------------------------------------- TOTAL ASSETS 142,793,896 - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Securities sold short (Proceeds: $1,312,937) 1,267,125 Payable for investments purchased 4,103,136 Payable for fund shares redeemed 302,007 Accrued expenses 217,547 Payables, other 2,115 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 5,891,930 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 136,901,966 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - -------------------------------------------------------------------------------- Paid-in capital 126,943,354 Accumulated net realized loss from investments (3,511,975) Accumulated net realized gain from securities sold short 64,375 Net unrealized appreciation on investments 13,360,400 Net unrealized appreciation on securities sold short 45,812 - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 136,901,966 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 11.24 Net Asset Value, offering and redemption price per share (net assets of $136,901,966 applicable to 12,183,332 shares of beneficial interest outstanding with no par value) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 17 THE GROWTH & INCOME FUND ANNUAL RESULTS STATEMENT OF OPERATIONS FOR THE PERIOD FROM 7/12/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95
- -------------------------------------------------------------------------------- INVESTMENT INCOME - -------------------------------------------------------------------------------- Interest $ 328,706 Dividends (Net of foreign tax withheld of $3,172) 482,644 - -------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 811,350 - -------------------------------------------------------------------------------- EXPENSES - -------------------------------------------------------------------------------- Investment advisory fees 415,116 Distribution fees 103,780 Administrative fees 103,780 Custodian and transfer agent fees 73,989 Professional fees 34,977 Registration and filing fees 28,460 Shareholder reports 17,348 Organizational costs 15,520 Trustees' fees and expenses 11,249 Other 12,255 - -------------------------------------------------------------------------------- TOTAL EXPENSES 816,474 - -------------------------------------------------------------------------------- NET INVESTMENT LOSS (5,124) - -------------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS Net realized loss from investments (3,511,975) Net realized gain from securities sold short 64,375 Net change in unrealized appreciation on investments 13,360,400 Net change in unrealized appreciation on securities sold short 45,812 - ------------------------------------------------------------------------------- TOTAL NET REALIZED LOSS AND UNREALIZED APPRECIATION ON INVESTMENTS 9,958,612 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 9,953,488 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 18 ROBERTSON, STEPHENS & COMPANY STATEMENT OF CHANGES IN NET ASSETS
FOR THE PERIOD FROM 7/12/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- OPERATIONS - -------------------------------------------------------------------------------- Net investment loss $ (5,124) Net realized loss from investments (3,511,975) Net realized gain from securities sold short 64,375 Net change in unrealized appreciation on investments 13,360,400 Net change in unrealized appreciation on securities sold short 45,812 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 9,953,488 - -------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - -------------------------------------------------------------------------------- Realized gains on investments - - -------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS - - -------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS - -------------------------------------------------------------------------------- Net increase in net assets resulting from capital share transactions 126,948,478 - -------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS 126,948,478 - -------------------------------------------------------------------------------- TOTAL INCREASE IN NET ASSETS 136,901,966 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS - -------------------------------------------------------------------------------- Beginning of period 0 End of period $136,901,966 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 19 THE GROWTH & INCOME FUND ANNUAL RESULTS FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING PERIOD ENDED THROUGHOUT EACH PERIOD: 12/31/95(1) - -------------------------------------------------------------------------------- Net Asset Value, beginning of period $10.00 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net investment loss 0.00 Net realized gain and unrealized appreciation from investments 1.24 - -------------------------------------------------------------------------------- Total Increase in Net Assets Resulting From Operations 1.24 - -------------------------------------------------------------------------------- Distribution from realized gains on investments 0.00 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $11.24 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL RETURN 12.40% - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - -------------------------------------------------------------------------------- Net Assets, end of period $136,901,966 Ratio of Expenses to Average Net Assets 1.94% Ratio of Net Investment Loss to Average Net Assets (0.01)% Portfolio Turnover Rate 97% - --------------------------------------------------------------------------------
(1)The Fund commenced operations on 7/12/95. Per-share data for each period has been determined by using the average number of shares outstanding throughout each period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 20 ROBERTSON, STEPHENS & COMPANY NOTES TO FINANCIAL STATEMENTS The Robertson Stephens Growth & Income Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a diversified, open-end management investment company. The Fund became effective to offer shares to the public on July 12, 1995. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low- Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Growth & Income Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for the period from July 12, 1995 (Commencement of Operations), through December 31, 1995. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. A. INVESTMENT VALUATIONS: Marketable securities are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. At December 31, 1995, 99.5% of the Fund's portfolio was valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which could have a significant impact on the value of the security. At December 31, 1995, approximately 0.5% of the Fund's long portfolio was valued using these guidelines and procedures. B. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Advisor to have satisfactory creditworthiness. C. FEDERAL INCOME TAXES: The Fund has made no provision for federal income tax for the period from July 12, 1995 (Commencement of Operations) through December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. D. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased and sold (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. E. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. 21 THE GROWTH & INCOME FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS F. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: A. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the period from July 12, 1995 (Commencement of Operations) through December 31, 1995 were as follows:
7/12/95 - 12/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 14,440,164 $150,810,508 Share reinvested 0 0 - -------------------------------------------------------------------------------- 14,440,164 150,810,508 - ------------------------------------------------------------------------------- Shares redeemed (2,256,832) (23,862,030) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 12,183,332 $126,948,478 - --------------------------------------------------------------------------------
NOTE 3 TRANSACTIONS WITH AFFILIATES: A. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays Robertson, Stephens & Company Investment Management, L.P. ("RSIM"), an investment advisory fee and an administrative services fee calculated respectively at an annual rate of 1.00% and 0.25% of the average daily net assets of the Fund. For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the Fund incurred investment advisory fees and administrative fees of $415,116 and $103,780, respectively. RSIM has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees, but excluding distribution fees which exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. At December 31, 1995, there was no expected reimbursement of advisory fees and other expenses. B. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & Company LLC (RS & Co.), the Fund's Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. John L. Wallace, Portfolio Manager, is a Member of RS Group. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. C. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $11,249 for the period from July 12, 1995 (Commencement of Operations) through December 31, 1995. D. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co., for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is reviewed and approved annually by the Fund's Board of Trustees. Under this Plan, RS & Co. is compensated for services in such capacity including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an annual rate of 0.25% of the average daily net assets of the Fund. For the period from July 12, 1995 (Commencement of Operations) through December 31, 1995, the Fund incurred distribution fees of $103,780. 22 ROBERTSON, STEPHENS & COMPANY E. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the Fund paid brokerage commissions of $49,415 to RS & Co., which represented 18% of total commissions paid for the period. NOTE 4 INVESTMENTS: A. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding securities sold short and short-term investments) measured as a percentage of the Fund's average monthly investment portfolio for the period for the period from July 12, 1995 (Commencement of Operations) through December 31, 1995, was 97%. B. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $122,418,733. Accumulated net unrealized appreciation on investments was $13,261,465 consisting of gross unrealized appreciation and depreciation of $15,555,488 and $(2,294,023), respectively. C. INVESTMENT PURCHASES AND SALES: For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding securities sold short and short-term investments) were $213,718,729 and $89,250,840, respectively. D. SHORT SALES: Short sales are transactions in which the Fund sells a security it does not want, in anticipation of a decline in the market value of that security. To complete such a transaction, the Fund must borrow the security to deliver to the buyer upon the short sale; the Fund then is obligated to replace the security borrowed by purchasing it in the open market at some later date. The Fund will incur a loss if the market price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security. The Fund will realize a gain if the security declines in value between those dates. All short sales must be fully collateralized. The Fund maintains the collateral in a segregated account consisting of cash and/or U.S. government securities sufficient to collateralize its obligation on the short positions. The Fund may also sell short against the box (i.e., the Fund enters into a short sale as described above, while holding an offsetting long position in the security which is sold short). If the Fund enters into a short sale against the box, it will hold an equivalent amount of the securities to cover its position while the short sale is outstanding. The Fund limits the value of short sale positions (excluding short sales "against the box") to 25% of the Fund's total assets. At December 31, 1995, the Fund had 0.8% of its total assets in short positions. For the period from July 12, 1995 (Commencement of Operations) through December 31, 1995, the cost of investments purchased to cover short sales and proceeds from investments sold short were $205,625 and $1,582,937, respectively. E. WARRANTS: A warrant is an option which normally entitles the holder to purchase a proportionate amount of a particular class of the issuer's securities at a predetermined price during a specific period. The Bank of New York Warrants held by the Fund at December 31, 1995, were valued at the last sale price on the principal exchange or market on which they are traded, or, if there were no sales that day, at the mean between the closing bid and asked prices. 23 THE INFORMATION AGE FUND ANNUAL RESULTS Independent Accountants' Report To the Shareholders and Board of Trustees of The Robertson Stephens Information Age Fund In our opinion, the accompanying statement of net assets, including the schedule of net assets, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Information Age Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, the results of its operations, the changes in its net assets and the financial highlights for the period from November 15, 1995 (Commencement of Operations), through December 31, 1995, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provides a reasonable basis for the opinion expressed above. /s/Price Waterhouse LLP Price Waterhouse LLP San Francisco, California February 15, 1996 9 THE INFORMATION AGE FUND ANNUAL RESULTS Schedule of Net Assets
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS - -------------------------------------------------------------------------------- COMPUTER HARDWARE & COMPONENTS - 11.7% Adaptec, Inc. 15,000 $ 615,000 Compaq Computer Corporation 18,000 864,000 Gateway 2000, Inc. 20,000 490,000 Seagate Technology, Inc. 20,000 950,000 Sun Microsystems, Inc. 20,000 912,500 - -------------------------------------------------------------------------------- 3,831,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMPUTER SOFTWARE - 22.9% Adobe Systems Incorporated(1) 15,000 930,000 Cadence Design Systems, Inc. 15,000 630,000 FTP Software, Inc. 30,000 870,000 HNC Software, Inc. 10,000 477,500 Informix Corporation 30,000 900,000 Microsoft Corporation 9,500 833,625 Objective Systems Integrators, Inc. 1,300 71,175 Oracle Corporation 20,000 847,500 Parametric Technology, Inc. 15,000 997,500 Progress Software Corporation 10,000 375,000 Symantec Corporation 25,000 581,250 - -------------------------------------------------------------------------------- 7,513,550 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NETWORK SYSTEMS - 11.1% ALANTEC Corporation 20,000 1,165,000 Bay Networks, Inc. 21,750 894,469 PairGain Technologies, Inc. 10,000 547,500 Shiva Corp. 10,000 727,500 UUNET Technologies, Inc. 5,000 315,000 - -------------------------------------------------------------------------------- 3,649,469 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- DATA COMMUNICATIONS - 5.6% Ascend Communications, Inc. 10,000 811,250 Cabletron Systems, Inc. 12,500 1,012,500 - -------------------------------------------------------------------------------- 1,823,750 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMMUNICATIONS EQUIPMENT - 3.6% 3Com Corporation 25,500 1,188,938 - -------------------------------------------------------------------------------- 1,188,938 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- DATA TELECOMMUNICATIONS - 7.3% Cisco Systems, Inc. 15,000 $ 1,119,375 DSC Communications Corporation 15,000 553,125 Stratacom, Inc.(1) 10,000 735,000 - -------------------------------------------------------------------------------- 2,407,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SEMICONDUCTOR EQUIPMENT - 5.1% Applied Materials, Inc. 15,000 590,625 KLA Instruments Corporation 12,500 325,781 Lam Research Corporation 5,000 228,750 Novellus Systems, Inc. 5,000 270,000 Ultratech Stepper, Inc. 10,000 257,500 - -------------------------------------------------------------------------------- 1,672,656 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SEMICONDUCTORS - 7.6% Altera Corporation 22,500 1,119,375 Analog Devices, Inc. 20,000 707,500 LSI Logic Corporation 20,000 655,000 - -------------------------------------------------------------------------------- 2,481,875 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TELECOMMUNICATIONS - 5.5% Cascade Communications Corporation 6,000 511,500 Nokia Corporation, ADR(1),(2) 15,000 583,125 QUALCOMM, Incorporated 15,000 645,000 Westell Technologies, Inc. 2,600 65,325 - -------------------------------------------------------------------------------- 1,804,950 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TELECOMMUNICATIONS EQUIPMENT - 1.7% ADC Telecommunications 15,000 547,500 - -------------------------------------------------------------------------------- 547,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TELECOMMUNICATIONS SERVICES - 1.6% MFS Communications Company, Inc. 10,000 532,500 - -------------------------------------------------------------------------------- 532,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TECHNOLOGY/NETWORK SYSTEMS - 1.2% Synopsys, Inc. 10,000 380,000 - -------------------------------------------------------------------------------- 380,000 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 11 THE INFORMATION AGE FUND ANNUAL RESULTS Schedule of Net Assets (CONTINUED) DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- CONSUMER & SPECIALTY RETAIL - 1.9% CompUSA, Inc. 20,000 $ 622,500 - -------------------------------------------------------------------------------- 622,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMMERCIAL SERVICES - 1.7% America Online, Inc. 15,000 562,500 - -------------------------------------------------------------------------------- 562,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONSUMER SOFTWARE - 2.1% Intuit, Inc. 9,000 702,000 - -------------------------------------------------------------------------------- 702,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL COMMON STOCKS - 90.6% (Cost: $29,423,102) 29,721,188 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- WARRANTS - -------------------------------------------------------------------------------- Intel Corp. - Warrants(3), Expire 3/14/98 20,000 535,000 - -------------------------------------------------------------------------------- TOTAL WARRANTS - 1.6% (Cost: $577,500) 535,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL INVESTMENTS - 92.2% (Cost: $30,000,602) 30,256,188 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS - -------------------------------------------------------------------------------- Cash 500 Repurchase Agreement State Street Bank and Trust Company, 5.00%, dated 12/29/95, due 1/02/96, maturity value $2,071,725 (collateralized by $1,605,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17) 2,070,000 - -------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 6.3% 2,070,500 - -------------------------------------------------------------------------------- OTHER ASSETS, NET - 1.5% 498,948 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS - 100% $ 32,825,636 - --------------------------------------------------------------------------------
(1) Income-producing security. (2) ADR -- American Depository Receipts. (3) See 4.e. in Notes to Financial Statements. The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY Statement of Net Assets
FOR THE PERIOD FROM 11/15/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $30,000,602) $ 30,256,188 Cash and cash equivalents 2,070,500 Receivable for investments sold 1,493,250 Receivable for fund shares subscribed 927,454 Receivables, other 33,350 - -------------------------------------------------------------------------------- TOTAL ASSETS 34,780,742 - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Payable for investments purchased 1,313,975 Payable for fund shares redeemed 581,621 Accrued expenses 59,510 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 1,955,106 - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 32,825,636 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - -------------------------------------------------------------------------------- Paid-in capital 34,686,571 Accumulated net realized loss from investments (2,116,521) Net unrealized appreciation on investments 255,586 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 32,825,636 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 9.30 Net Asset Value, offering and redemption price per share (Net assets of $32,825,636 applicable to 3,530,635 shares of beneficial interest outstanding with no par value) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 13 THE INFORMATION AGE FUND ANNUAL RESULTS Statement of Operations
FOR THE PERIOD FROM 11/15/95 (COMMENCEMENT OF OPERATIONS) THROUGH DECEMBER 31, 1995 - -------------------------------------------------------------------------------- INVESTMENT INCOME - -------------------------------------------------------------------------------- Interest $ 32,484 - -------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 32,484 - -------------------------------------------------------------------------------- EXPENSES - -------------------------------------------------------------------------------- Investment advisory fees 25,307 Custodian and transfer agent fees 7,032 Distribution fees 6,327 Administrative fees 6,327 Professional fees 3,691 Shareholder reports 2,901 Registration and filing fees 1,744 Trustees' fees and expenses 1,120 Other 1,046 Organizational expense 500 - -------------------------------------------------------------------------------- TOTAL EXPENSES 55,995 - -------------------------------------------------------------------------------- NET INVESTMENT LOSS (23,511) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REALIZED GAIN/LOSS AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS - -------------------------------------------------------------------------------- Net realized loss from investments (2,116,521) Net change in unrealized appreciation on investments 255,586 - -------------------------------------------------------------------------------- TOTAL NET REALIZED LOSS AND UNREALIZED APPRECIATION ON INVESTMENTS (1,860,935) - -------------------------------------------------------------------------------- NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS $ (1,884,446) - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY Statement of Changes in Net Assets
FOR THE PERIOD FROM 11/15/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- OPERATIONS - -------------------------------------------------------------------------------- Net investment loss $ (23,511) Net realized loss from investments (2,116,521) Net change in unrealized appreciation on investments 255,586 - -------------------------------------------------------------------------------- NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS (1,884,446) - -------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - -------------------------------------------------------------------------------- Net investment income - Realized gains on investments - - -------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS - - -------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS - -------------------------------------------------------------------------------- Net increase in net assets resulting from capital share transactions 34,710,082 - -------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS 34,710,082 - -------------------------------------------------------------------------------- TOTAL INCREASE IN NET ASSETS 32,825,636 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS - -------------------------------------------------------------------------------- Beginning of year 0 End of year $ 32,825,636 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 15 THE INFORMATION AGE FUND ANNUAL RESULTS Financial Highlights
FOR A SHARE OUTSTANDING PERIOD ENDED THROUGHOUT THE PERIOD: 12/31/95(1) - -------------------------------------------------------------------------------- Net Asset Value, beginning of period $ 10.00 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net investment loss (0.01) Net realized loss and unrealized appreciation on investments (0.69) - -------------------------------------------------------------------------------- Total decrease in net assets resulting from operations (0.70) - -------------------------------------------------------------------------------- Distributions from net investment income - Distributions from realized gain on investments - - -------------------------------------------------------------------------------- Total Distributions - - -------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $ 9.30 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL RETURN (7.00)% - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - -------------------------------------------------------------------------------- Net Assets, end of period $32,825,636 Ratio of Expenses to Average Net Assets 2.13% Ratio of Net Investment Loss to Average Net Assets (0.89)% Portfolio Turnover Rate 89% - --------------------------------------------------------------------------------
(1)The Fund commenced operations on 11/15/95. Per-share data for each of the periods has been determined by using the average number of shares outstanding throughout each period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 16 ROBERTSON, STEPHENS & COMPANY Notes to Financial Statements The Robertson Stephens Information Age Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a diversified, open-end management investment company. The Fund became effective to offer shares to the public on November 15, 1995. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low-Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Information Age Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for the period from November 15, 1995 (Commencement of Operations), through December 31, 1995. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. a. INVESTMENT VALUATIONS: Marketable securities including options are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. At December 31, 1995, 100% of the Fund's portfolio was valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which could have a significant impact on the value of the security. At December 31, 1995, no security of the Fund was valued using these guidelines and procedures. As its normal course of business, the Fund has invested a significant portion of its assets in companies within a number of industries in the technology and telecommunications sectors. Accordingly, the performance of the Fund may be subject to a greater risk of market fluctuation than that of a fund invested in a wider spectrum of market or industrial sectors. b. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Advisor to have satisfactory creditworthiness. c. FEDERAL INCOME TAXES: The Fund has made no provisions for federal income tax for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. 17 THE INFORMATION AGE FUND ANNUAL RESULTS Notes to Financial Statements (CONTINUED) d. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased, sold, or sold short (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. e. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. f. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: a. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995 were as follows:
11/15/95 - 12/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 3,937,648 $ 38,546,017 - -------------------------------------------------------------------------------- 3,937,648 38,546,017 - -------------------------------------------------------------------------------- Shares redeemed (407,013) (3,835,935) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 3,530,635 $ 34,710,082 - --------------------------------------------------------------------------------
NOTE 3 TRANSACTIONS WITH AFFILIATES: a. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays Robertson, Stephens & Company Investment Management, L.P. ("RSIM") an investment advisory fee and an administrative services fee calculated respectively at an annual rate of 1.00% and 0.25% of the average daily net assets of the Fund. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund incurred investment advisory fees and administrative fees of $25,307 and $6,327, respectively. RSIM has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees, but excluding distribution fees that exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. At December 31, 1995, there was no expected reimbursement of advisory fees and other expenses. b. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & CompanyLLC (RS & Co.), the Fund's Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. Ronald E. Elijah, Portfolio Manager, is a Member of RS Group. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. 18 ROBERTSON, STEPHENS & COMPANY c. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $1,120 for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995. d. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is approved annually by the Fund's Board of Trustees. Under the Plan, RS & Co. is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of the Fund's shares. The distirbution fee is calculated at an annual rate of 0.25% of the average daily net assets of the Fund. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund incurred distribution fees of $6,327. e. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the Fund paid brokerage commissions of $5,200 to RS & Co., which represented 25% of total commissions paid for the period. NOTE 4 INVESTMENTS: a. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding short- term investments) measured as a percentage of the Fund's average monthly investment portfolio for the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, was 89%. b. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $30,721,627. Accumulated net unrealized depreciation on investments was $(465,439), consisting of gross unrealized appreciation and depreciation of $1,169,474 and $(1,634,913), respectively. c. INVESTMENT PURCHASES AND SALES: For the period from November 15, 1995 (Commencement of Operations) through December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding short-term investments) were $46,256,105 and $14,138,982, respectively. d. WARRANTS: A warrant is an option which normally entitles the holder to purchase a proportionate number of a particular class of the issuer's securities at a predetermined price during a specific period. The Intel Corp. Warrants held by the Fund at December 31, 1995, were valued at the last sale price on the principal exchange or market on which they are traded, or, if there were no sales that day, at the mean between the closing bid and asked prices. 19 THE PARTNERS FUND ANNUAL RESULTS INDEPENDENT ACCOUNTANTS' REPORT To the Shareholders and Board of Trustees of The Robertson Stephens Partners Fund: In our opinion, the statement of net assets, including the schedules of net assets, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Partners Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, and the results of its operations, the changes in its net assets and the financial highlights for the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provides a reasonable basis for the opinion expressed above. /s/ Price Waterhouse LLP Price Waterhouse LLP San Francisco, California February 15, 1996 THE PARTNERS FUND ANNUAL RESULTS SCHEDULE OF NET ASSETS
DECEMBER 31, 1995 SHARES VALUE - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMMON STOCKS ALUMINUM -- 7.7% Kaiser Aluminum Corporation 20,000 $ 260,000 MAXXAM, Inc. 9,000 317,250 - ------------------------------------------------------------------------ 577,250 - ------------------------------------------------------------------------ AUTOMOBILE PARTS/EQUIPMENT -- 1.6% Wescast Industries, Inc., Class A(1) 12,500 120,312 - ------------------------------------------------------------------------ 120,312 - ------------------------------------------------------------------------ Construction/Infrastructure -- 6.0% American Buildings Company 20,000 450,000 - ------------------------------------------------------------------------ 450,000 - ------------------------------------------------------------------------ CONSUMER & BUSINESS SERVICES -- 10.9% Barefoot, Inc.(1) 11,000 115,500 Harper Group(1) 18,000 319,500 Pittston Services Group(1) 12,000 376,500 - ------------------------------------------------------------------------ 811,500 - ------------------------------------------------------------------------ ENERGY -- 20.8% Aztec Resources, Ltd. 29,000 47,785 Berkley Petroleum Corporation 50,000 302,087 CS Resources 10,000 72,318 Canadian 88 Energy Corporation 209,300 343,341 Canadian Conquest Exploration, Inc. 475,000 372,208 Discovery West Corporation 49,400 148,327 New Cache Petroleums, Ltd. 46,200 142,102 Nugas, Ltd. 50,000 77,627 Olympia Energy, Inc., Class A 75,000 42,841 - ------------------------------------------------------------------------ 1,548,636 - ------------------------------------------------------------------------ ENERGY SERVICES -- 7.9% EnServ Corporation 14,000 $ 120,469 Veritas Energy Services, Inc. 85,000 466,862 - ------------------------------------------------------------------------ 587,331
The accompanying notes are integral part of these financial statements. 8 ROBERTSON, STEPHENS & COMPANY
SHARES VALUE - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- MANUFACTURING -- 2.5% Gardner Denver Machinery, Inc. 10,000 190,000 - ------------------------------------------------------------------------ 190,000 - ------------------------------------------------------------------------ REAL ESTATE -- 5.6% Catellus Development Corporation 70,000 420,000 - ------------------------------------------------------------------------ 420,000 - ------------------------------------------------------------------------ OTHER COMMON STOCK-0.1% 600 6,450 - ------------------------------------------------------------------------ 6,450 - ------------------------------------------------------------------------ TOTAL COMMON STOCKS-63.1% (COST: $4,535,499) 4,711,479 - ------------------------------------------------------------------------ CASH AND CASH EQUIVALENTS Cash 142 Federal Mortgage Corporation Discount Note, 5.65%, 01/04/95 1,799,152 Repurchase Agreement 1,665,000 State Street Bank and Trust Company, 5.00%, 12/29/95 due 01/2/96, maturity value $1,665,925 (collateralized by $1,290,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17) - ------------------------------------------------------------------------ TOTAL CASH AND CASH EQUIVALENTS -- 46.3% 3,464,294 - ------------------------------------------------------------------------ - ------------------------------------------------------------------------ OTHER LIABILITIES, NET - (9.4%) (695,429) - ------------------------------------------------------------------------ - ------------------------------------------------------------------------ TOTAL NET ASSETS - 100.0% $ 7,480,344 - ------------------------------------------------------------------------ - ------------------------------------------------------------------------
(1) Income-producing security. The accompanying notes are an integral part of these financial statements. 9 THE PARTNERS FUND ANNUAL RESULTS STATEMENT OF NET ASSETS
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- ASSETS Investments, at value (Cost: $4,535,499) $ 4,711,479 Cash and cash equivalents 3,464,294 Receivable for investments sold 378,000 Receivable for fund shares subscribed 10,050 Receivable from Adviser 93,846 Dividends/interest receivable 694 - -------------------------------------------------------------------------------- TOTAL ASSETS 8,658,363 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- LIABILITIES Payable for investments purchased 1,141,652 Accrued expenses 36,367 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 1,178,019 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 7,480,344 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF Paid-in capital 7,248,887 Accumulated undistributed net investment income 46,395 Accumulated net realized gain from investments 36,775 Accumulated net realized loss from options (27,693) Net unrealized appreciation on investments 175,980 - -------------------------------------------------------------------------------- TOTAL NET ASSETS $ 7,480,344 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 10.39 Net Asset Value, offering and redemption price per share (net assets of $7,480,344 applicable to 720,218 shares of beneficial interest outstanding with no par value)
The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY STATEMENT OF OPERATIONS
FOR THE PERIOD 7/12/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- INVESTMENT INCOME Dividend Income $ 692 Interest 129,179 TOTAL INVESTMENT INCOME 129,871 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- EXPENSES - -------------------------------------------------------------------------------- Investment advisory fees 42,710 Organizational expenses 32,420 Professional fees 28,841 Custodian and transfer agent fees 20,574 Shareholder reports 20,254 Trustees' fees and expenses 11,251 Registration and filing fees 9,441 Distribution fees 8,542 Other 3,289 - -------------------------------------------------------------------------------- Total Expenses 177,322 Less: Reimbursement from Adviser (93,846) TOTAL EXPENSES, NET 83,476 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET INVESTMENT INCOME 46,395 - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS AND OPTIONS Net realized gain from investments 36,775 Net realized loss from options (27,693) Net change in unrealized appreciation on investments 175,980 TOTAL NET REALIZED GAIN AND UNREALIZED APPRECIATION ON INVESTMENTS 185,062 - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 231,457
The accompanying notes are an integral part of these financial statements. 11 THE PARTNERS FUND ANNUAL RESULTS STATEMENT OF CHANGES IN NET ASSETS
FOR THE PERIOD FROM 7/12/95 (COMMENCEMENT OF OPERATIONS) THROUGH 12/31/95 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- OPERATIONS - ---------------------------------------------------------------------------------- Net investment income $ 46,395 Net realized gain from investments 36,775 Net realized loss from options (27,693) Net change in unrealized appreciation on investments 175,980 - ---------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 231,457 - ---------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - ---------------------------------------------------------------------------------- Net investment income Realized gains on investments - ---------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS - ---------------------------------------------------------------------------------- - ---------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS Net increase in net assets resulting from capital share transactions 7,248,887 - ---------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS 7,248,887 - ----------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------- TOTAL INCREASE IN NET ASSETS 7,480,344 - ------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------ NET ASSETS - ------------------------------------------------------------------------------------ Beginning of period 0 End of period $7,480,344 - ------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING PERIOD ENDED THROUGHOUT THE PERIOD: 12/31/95 (1) - -------------------------------------------------------------------------------- Net Asset Value, beginning of period $10.00 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net investment income 0.06 Net realized gain and unrealized appreciation on investments 0.33 - -------------------------------------------------------------------------------- Total Increase in Net Assets Resulting From Operations 0.39 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Distributions from net investment income - Distributions from realized gains on investments - - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSET VALUE, END OF PERIOD $ 10.39 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL RETURN 3.90% - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- RATIOS/SUPPLEMENTAL DATA - -------------------------------------------------------------------------------- Net Assets, end of period $ 7,480,344 Ratio of Expenses to Average Net Assets 2.41%(2) Ratio of Net Investment Income to Average Net Assets 1.34%(2) Portfolio Turnover Rate 71% - --------------------------------------------------------------------------------
(1)The Fund commenced operations on 7/12/95. (2)If the Fund had paid all of its expenses and there had been no reimbursement by the Adviser, the ratio of expenses to average net assets for the period ended December 31, 1995, would have been 5.12%, and the ratio of net investment loss to average net assets would have been (1.37)% Per-share data has been determined by using the average number of shares outstanding throughout the period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 13 THE PARTNERS FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS The Robertson Stephens Partners Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act") as a non-diversified, open-end management investment company. The Fund became effective to offer shares to the public on July 12, 1995. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low- Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Partners Fund, for book and tax purposes, has a calendar (12/31) year-end. These financial statements reflect operations for the period from July 12, 1995 (Commencement of Operations), through December 31, 1995. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. A. INVESTMENT VALUATIONS: Marketable securities including options and foreign securities are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. Foreign securities prices are generally denominated in foreign currencies. The currencies are translated into U.S. dollars by using the exchange rates quoted at the close of The London Stock Exchange prior to when the Fund's net asset value is next determined. At December 31, 1995, 100% of the Fund's long positions were valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use all available resources including quotations from market makers and fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which would have a significant impact on the value of a security. At December 31, 1995, 0% of the Fund's long positions were valued using these guidelines and procedures. B. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Adviser to have satisfactory creditworthiness. C. FEDERAL INCOME TAXES: The Fund has made no provision for federal income tax for the period from July 12, 1995 (Commencement of Operations), through December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. D. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased and sold (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. E. FOREIGN CURRENCY TRANSLATION: The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign 14 ROBERTSON, STEPHENS & COMPANY currency are translated into U.S. dollars at the exchange rate each day. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the exchange rate in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. F. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. G. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: A. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the period from July 12, 1995 (Commencement of Operations), through December 31, 1995 were as follows:
7/12/95 - 12/31/95 SHARES AMOUNT - ----------------------------------------------- Shares sold 993,987 $ 10,001,278 Shares reinvested - - - ----------------------------------------------- 993,987 10,001,278 - ----------------------------------------------- Shares redeemed (273,769) (2,752,391) - ------------------------------------------------ Net increase 720,218 $ 7,248,887
NOTE 3 TRANSACTIONS WITH AFFILIATES: A. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Fund's Board of Trustees, the Fund pays Robertson, Stephens & Company Investment Management, L.P. ("RSIM"), an investment advisory fee calculated at an annual rate of 1.25% of the average daily net assets of the Fund. For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the Fund incurred investment advisory fees of $42,710. RSIM has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees but excluding distribution fees, which exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the Adviser agreed to reimburse $93,846 of its fees and other expenses. B. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & Company LLC (RS & Co.), the Fund's Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. Andrew P. Pilara, Jr., Portfolio Manager, is a Member of RS Group. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. C. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation 15 THE PARTNERS FUND ANNUAL RESULTS NOTES TO FINANCIAL STATEMENTS and reimbursement of expenses of $11,251 for the period from July 12, 1995 (Commencement of Operations) through December 31, 1995. D. DISTRIBUTION FEES: The Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is approved annually by the Fund's Board of Trustees. Under the Plan, RS & Co. is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an annual rate of 0.25% of the average daily net assets of the Fund. For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the Fund incurred distribution fees of $8,542. E. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the Fund paid brokerage commissions of $25 to RS & Co., which represented 0.1% of the total commissions paid for the period. NOTE 4 INVESTMENTS: A. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding short- term investments), measured as a percentage of the Fund's average monthly investment portfolio for the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, was 71%. B. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $4,535,499. Accumulated net unrealized appreciation on investments was $175,980, consisting of gross unrealized appreciation and depreciation of $403,307 and $(227,327), respectively. C. INVESTMENT PURCHASES AND SALES: For the period from July 12, 1995 (Commencement of Operations), through December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding options and short-term investments) were $6,038,159 and $1,539,435, respectively. D. OPTIONS: At December 31, 1995, the Fund had no hedge positions in put options. E. FOREIGN SECURITIES: Foreign securities investments involve special risks and considerations not typically associated with those of U.S. origin. These risks include, but are not limited to, reevaluation of currencies, adverse political, social, and economic developments, and less reliable information about issuers. Moreover, securities of many foreign companies and markets may be less liquid and their prices more volatile than those of U.S. companies and markets. At December 31, 1995, the Fund had its largest concentrated foreign investments, worth 25% of the Fund's total assets, in Canada. 14 THE VALUE + GROWTH FUND ANNUAL RESULTS Independent Accountants' Report To the Shareholders and Board of Trustees of The Robertson Stephens Value + Growth Fund In our opinion, the accompanying statement of net assets, including the schedule of net assets, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Robertson Stephens Value + Growth Fund (one of the series constituting The Robertson Stephens Investment Trust, hereinafter referred to as the "Fund") at December 31, 1995, the results of its operations for the nine-month period then ended and the changes in its net assets and the financial highlights for each of the periods presented, in conformity with generally accepted accounting principles. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with generally accepted auditing standards, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 1995, by correspondence with the custodian and brokers and the application of alternative auditing procedures where confirmations from brokers were not received, provide a reasonable basis for the opinion expressed above. /s/Price Waterhouse LLP Price Waterhouse LLP San Francisco, California February 15, 1996 9 THE VALUE + GROWTH FUND ANNUAL RESULTS Schedule of Net Assets
DECEMBER 31,1995 SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS - -------------------------------------------------------------------------------- Biotechnology - 1.8% Amgen, Inc. 350,000 $ 20,781,250 - -------------------------------------------------------------------------------- 20,781,250 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMMUNICATIONS EQUIPMENT - 4.5% 3Com Corporation 1,100,000 51,287,500 - -------------------------------------------------------------------------------- 51,287,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMPUTER HARDWARE & COMPONENTS - 13.4% Adaptec, Inc. 368,000 15,088,000 Compaq Computer Corporation 906,000 43,488,000 Dell Computer 380,000 13,157,500 Hewlett-Packard Company(1) 390,000 32,662,500 Seagate Technology, Inc. 638,000 30,305,000 Sun Microsystems, Inc. 400,000 18,250,000 - -------------------------------------------------------------------------------- 152,951,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- COMPUTER SOFTWARE - 12.5% Adobe Systems Incorporated(1) 312,000 19,344,000 Cadence Design Systems, Inc. 690,000 28,980,000 Computer Sciences Corporation 400,000 28,100,000 Microsoft Corporation 500,000 43,875,000 Parametric Technology Corporation 340,000 22,610,000 - -------------------------------------------------------------------------------- 142,909,000 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONSUMER & SPECIALTY RETAIL - 6.6% CompUSA, Inc. 400,000 12,450,000 Nike, Inc.(1) 900,000 62,662,500 - -------------------------------------------------------------------------------- 75,112,500 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CONSUMER ELECTRONICS - 1.3% Kemet Corporation 510,000 12,176,250 Vishay Intertechnology, Inc. 82,300 2,592,450 - -------------------------------------------------------------------------------- 14,768,700 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 10 ROBERTSON, STEPHENS & COMPANY SHARES VALUE - -------------------------------------------------------------------------------- DATA TELECOMMUNICATIONS - 7.7% Cabletron Systems, Inc. 595,000 $ 48,195,000 Cisco Systems, Inc. 530,000 39,551,250 - -------------------------------------------------------------------------------- 87,746,250 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- FINANCIAL SERVICES - 6.6% Charles Schwab Corporation(1) 821,900 16,540,737 First USA, Inc.(1) 184,000 8,165,000 Green Tree Financial Corporation(1) 510,000 13,451,250 Household International, Inc.(1) 385,000 22,763,125 MBNA Corporation(1) 250,000 9,218,750 Merrill Lynch & Company, Inc.(1) 100,000 5,100,000 - -------------------------------------------------------------------------------- 75,238,862 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- HEALTH MAINTENANCE ORGANIZATIONS - 15.4% Columbia/HCA Healthcare Corporation(1) 500,000 25,375,000 Healthsource, Inc. 1,162,000 41,832,000 Horizon/CMS Healthcare Corporation 100,000 2,525,000 Oxford Health Plans 630,000 46,541,250 PacifiCare Health Systems, Class B 70,000 6,090,000 U.S. Healthcare, Inc.(1) 300,000 13,950,000 United Healthcare Corporation(1) 545,000 35,697,500 Vencor, Inc. 100,000 3,250,000 - -------------------------------------------------------------------------------- 175,260,750 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- LODGING/RECREATION - 3.2% Hospitality Franchise Systems, Inc. 215,000 17,576,250 La Quinta Inns, Inc.(1) 235,000 6,433,125 Mirage Resorts, Inc. 350,000 12,075,000 - -------------------------------------------------------------------------------- 36,084,375 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NETWORK SYSTEMS - 3.4% Bay Networks 942,000 38,739,750 - -------------------------------------------------------------------------------- 38,739,750 - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 11 THE VALUE + GROWTH FUND ANNUAL RESULTS Schedule of Net Assets (CONTINUED) SHARES VALUE - -------------------------------------------------------------------------------- SEMICONDUCTOR EQUIPMENT - 11.5% Applied Materials, Inc.(1) 1,410,000 $55,518,750 KLA Instruments Corporation 547,400 14,266,613 Lam Research Corporation 424,200 19,407,150 Novellus Systems, Inc. 403,300 21,778,200 Teradyne, Inc. 788,600 19,715,000 - -------------------------------------------------------------------------------- 130,685,713 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SEMICONDUCTORS - 8.4% Altera Corporation 629,000 31,292,750 Atmel Corporation 365,000 8,166,875 Intel Corporation(1) 500,000 28,375,000 LSI Logic Corporation 300,000 9,825,000 Microchip Technology, Inc. 454,200 16,578,300 VLSI Technology, Inc. 80,000 1,450,000 - -------------------------------------------------------------------------------- 95,687,925 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TELECOMMUNICATIONS - 2.8% Allen Group(1) 354,000 7,920,750 Frontier Corporation(1) 450,000 13,500,000 LCI International, Inc. 495,000 10,147,500 - -------------------------------------------------------------------------------- 31,568,250 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL INVESTMENTS - 99.1%(Cost: $948,763,109) 1,128,821,825 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CASH AND CASH EQUIVALENTS - -------------------------------------------------------------------------------- Cash 233 - -------------------------------------------------------------------------------- Repurchase Agreement 16,544,000 State Street Bank and Trust Company, 5.00%, dated 12/29/95, due 01/2/96, maturity value $16,553,191 (collateralized by $12,820,000 par value U.S. Treasury Notes, 8.75%, due 05/15/17) - -------------------------------------------------------------------------------- TOTAL CASH AND CASH EQUIVALENTS - 1.4% 16,544,233 - -------------------------------------------------------------------------------- OTHER LIABILITIES, NET - (0.5)% (5,214,891) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSESTS - 100% $1,140,151,167 - --------------------------------------------------------------------------------
(1) Income-producing security The accompanying notes are an integral part of these financial statements. 12 ROBERTSON, STEPHENS & COMPANY Statement of Net Assets
DECEMBER 31, 1995 - -------------------------------------------------------------------------------- ASSETS - -------------------------------------------------------------------------------- Investments, at value (Cost: $948,763,109) $ 1,128,821,825 Cash and cash equivalents 16,544,233 Receivable for investments sold 46,500 Receivable for fund shares subscribed 5,695,678 Receivables, other 417,093 - -------------------------------------------------------------------------------- TOTAL ASSETS 1,151,525,329 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- LIABILITIES - -------------------------------------------------------------------------------- Payable for investments purchased 2,023,749 Payable for fund shares redeemed 7,969,344 Accrued expenses 1,381,069 - -------------------------------------------------------------------------------- TOTAL LIABILITIES 11,374,162 - -------------------------------------------------------------------------------- TOTAL NET ASSETS $1,140,151,167 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- NET ASSETS CONSIST OF: - -------------------------------------------------------------------------------- Paid-in capital 986,869,159 Accumulated net realized loss from investments (26,776,708) Net unrealized appreciation on investments 180,058,716 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- TOTAL NET ASSETS $1,140,151,167 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PRICING OF SHARES: $ 22.66
Net Asset Value, offering and redemption price per share (Net assets of $1,140,151,167 applicable to 50,318,588 shares of beneficial interest outstanding with no par value) - -------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. 13 THE VALUE + GROWTH FUND ANNUAL RESULTS Statement of Operations
NINE MONTHS ENDED DECEMBER 31, 1995 - -------------------------------------------------------------------------------- INVESTMENT INCOME - -------------------------------------------------------------------------------- Dividends (net of foreign tax withheld of $21,089) $ 1,998,900 Interest 1,143,886 Other Income 6,776 - -------------------------------------------------------------------------------- TOTAL INVESTMENT INCOME 3,149,562 - -------------------------------------------------------------------------------- EXPENSES - -------------------------------------------------------------------------------- Investment advisory fees 9,702,327 Custodian and transfer agent fees 834,156 Registration and filing fees 305,986 Interest expense 148,037 Shareholder reports 142,430 Professional fees 79,985 Trustees' fees and expenses 41,401 Other 17,598 - -------------------------------------------------------------------------------- TOTAL EXPENSES 11,271,920 - -------------------------------------------------------------------------------- NET INVESTMENT LOSS (8,122,358) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- REALIZED GAIN/(LOSS) AND UNREALIZED APPRECIATION/(DEPRECIATION) ON INVESTMENTS - -------------------------------------------------------------------------------- Net realized loss from investments (25,249,381) Net change in unrealized appreciation on investments 139,393,491 - -------------------------------------------------------------------------------- TOTAL NET REALIZED LOSS AND UNREALIZED APPRECIATION ON INVESTMENTS 114,144,110 - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $106,021,752 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 14 ROBERTSON, STEPHENS & COMPANY Statement of Changes in Net Assets
NINE MONTHS ENDED YEAR ENDED 12/31/95 3/31/95 - -------------------------------------------------------------------------------- OPERATIONS - -------------------------------------------------------------------------------- Net investment loss $ (8,122,358) $ (1,115,225) Net realized loss from investments (25,249,381) (1,344,592) Net realized gain from options - 455,848 Net realized gain from securities sold short - 73,750 Net change in unrealized appreciation on investments 139,393,491 39,217,602 Net change in unrealized depreciation on securities sold short - (103,750) - -------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 106,021,752 37,183,633 - -------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS - -------------------------------------------------------------------------------- Realized gains on investments - (1,566,892) - -------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS - (1,566,892) - -------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS - -------------------------------------------------------------------------------- Net increase in net assets resulting from capital share transactions 605,226,408 348,785,903 - -------------------------------------------------------------------------------- TOTAL CAPITAL SHARE TRANSACTIONS 605,226,408 348,785,903 - -------------------------------------------------------------------------------- TOTAL INCREASE IN NET ASSETS 711,248,160 384,402,644 - -------------------------------------------------------------------------------- NET ASSETS - -------------------------------------------------------------------------------- Beginning of year 428,903,007 44,500,363 End of year $1,140,151,167 $428,903,007 - --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 15 THE VALUE + GROWTH FUND ANNUAL RESULTS Financial Highlights
FOR A SHARE OUTSTANDING PERIOD ENDED YEAR ENDED YEAR ENDED PERIOD ENDED THROUGHOUT THE PERIOD: 12/31/95(2) 3/31/95 3/31/94 3/31/93(1) - ------------------------------------------------------------------------------------------------------------------------------ Net Asset Value, beginning of period $ 18.25 $ 13.56 $ 11.94 $ 10.00 - ------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------ Net investment (loss)/income (0.16) (0.18) (0.04) 0.12 Net realized gain and unrealized appreciation on investments 4.57 5.07 1.99 1.88 - ------------------------------------------------------------------------------------------------------------------------------ Total increase in net assets resulting from operations 4.41 4.89 1.95 2.00 - ------------------------------------------------------------------------------------------------------------------------------ Distributions from net investment income - - (0.03) (0.06) Distributions from realized gain on investments - (0.20) (0.30) - - ------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------ Total Distributions - (0.20) (0.33) (0.06) - ------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------ NET ASSET VALUE, END OF PERIOD $ 22.66 $ 18.25 $ 13.56 $ 11.94 - ------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------ TOTAL RETURN 24.16% 36.27% 16.32% 20.05% - ------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA - ------------------------------------------------------------------------------------------------------------------------------ Net Assets, end of period $ 1,140,151,167 $ 428,903,007 $44,500,363 $ 17,833,350 Ratio of Expenses to Average Net Assets 1.45% 1.68% 1.55%(3) 1.33%(3) Ratio of Net Investment (Loss)/Income to Average Net Assets (1.04)% (1.09)% (0.51)%(3) 1.26%(3) Portfolio Turnover Rate 104% 232% 250% 210% - ------------------------------------------------------------------------------------------------------------------------------
(1) From April 21, 1992 (Commencement of Operations) to 3/31/93. (2) Represents a 9-month period then ended. (3) If the Fund had paid all of its expenses and had received no reimbursement from the Adviser, the ratio of expenses to average net assets for the periods ended March 31, 1994 and March 31, 1993 would have been 2.35% and 2.71%, respectively, and the ratio of net investment income/(loss) to average net assets would have been (1.31)% and (0.12)%, respectively. Per-share data for each of the periods has been determined by using the average number of shares outstanding throughout each period. Ratios, except for total return and portfolio turnover rate, have been annualized. The accompanying notes are an integral part of these financial statements. 16 ROBERTSON, STEPHENS & COMPANY Notes to Financial Statements The Robertson Stephens Value + Growth Fund (the "Fund") is a series of the Robertson Stephens Investment Trust (the "Trust"), a Massachusetts business trust organized on May 11, 1987. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a diversified, open-end management investment company. The Fund became effective to offer shares to the public on May 12, 1992. Prior to the public offering, shares were offered in a private placement offering on April 21, 1992, at $10 per share, to sophisticated investors under Section 4(2) of the Securities Act of 1933. The Trust offers nine series of shares -- The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Value + Growth Fund, The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Global Natural Resources Fund, and The Robertson Stephens Global Low-Priced Stock Fund. The assets for each series are segregated and accounted for separately. The Value + Growth Fund, for book and tax purposes, has a calendar (12/31) year- end. These financial statements reflect operations for a nine-month period. NOTE 1 SIGNIFICANT ACCOUNTING POLICIES: The following policies are in conformity with generally accepted accounting principles. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. a. INVESTMENT VALUATIONS: Marketable securities including options are valued at the last sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and asked prices. At December 31, 1995, 100% of the Fund's portfolio was valued in this manner. Securities for which market quotations are not readily available are valued at their fair value as determined in accordance with the guidelines and procedures adopted by the Fund's Board of Trustees. The guidelines and procedures use fundamental valuation methods which include, but are not limited to, the analysis of: the effect of any restrictions on the sale of the security, product development and trends of the security's issuer, changes in the industry and other competing companies, significant changes in the issuer's financial position, and any other event which could have a significant impact on the value of the security. At December 31, 1995, no security of the Fund was valued using these guidelines and procedures. As its normal course of business, the Fund has invested a significant portion of its assets in companies within a number of industries in the technology and telecommunications sectors. Accordingly, the performance of the Fund may be subject to a greater risk of market fluctuation than that of a fund invested in a wider spectrum of market or industrial sectors. b. REPURCHASE AGREEMENTS: Repurchase agreements are fully collateralized by U.S. government securities. All collateral is held by the Fund's custodian and is monitored daily to ensure that the collateral's market value equals at least 100% of the repurchase price under the agreement. However, in the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Fund's policy is to limit repurchase agreement transactions to those parties deemed by the Fund's Investment Adviser to have satisfactory creditworthiness. 17 THE VALUE + GROWTH FUND ANNUAL RESULTS Notes to Financial Statements (CONTINUED) c. FEDERAL INCOME TAXES: The Fund has made no provisions for federal income tax for the nine months ended December 31, 1995. The Fund complied with requirements of the Internal Revenue Code for qualifying as a regulated investment company so as not to be subject to federal income tax. d. SECURITIES TRANSACTIONS: Securities transactions are accounted for on the date the securities are purchased, sold, or sold short (trade date). Realized gains and losses on securities transactions are determined on the basis of specific identification. e. INVESTMENT INCOME: Dividend income is recorded on the ex-dividend date. Interest income is accrued and recorded daily. f. CAPITAL ACCOUNTS: The Fund follows the provisions of the AICPA's Statement of Position 93-2 "Determination, Disclosure and Financial Statement Presentation of Income, Capital Gain and Return of Capital Distributions by Investment Companies" ("SOP"). The purpose of this SOP is to report undistributed net investment income and accumulated net realized gain or loss accounts in such a manner as to approximate amounts available for future distributions to shareholders, if any. NOTE 2 CAPITAL SHARES: a. TRANSACTIONS: The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Transactions in capital shares for the nine months ended December 31, 1995 and for the year ended March 31, 1995 were as follows:
4/1/95 - 12/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 71,111,212 $1,642,177,404 Shares reinvested 2,182 54,597 - -------------------------------------------------------------------------------- 71,113,394 1,642,232,001 - -------------------------------------------------------------------------------- Shares redeemed (44,296,835) (1,037,005,593) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net increase 26,816,559 $ 605,226,408 4/1/94 - 3/31/95 SHARES AMOUNT - -------------------------------------------------------------------------------- Shares sold 34,759,244 $ 574,001,458 Shares reinvested 79,555 1,276,754 - -------------------------------------------------------------------------------- 34,838,799 575,278,212 - -------------------------------------------------------------------------------- Shares redeemed (14,619,427) (226,492,309) - -------------------------------------------------------------------------------- Net increase 20,219,372 $ 348,785,903 - --------------------------------------------------------------------------------
NOTE 3 TRANSACTIONS WITH AFFILIATES: a. ADVISORY FEES AND EXPENSE LIMITATION: Under the terms of an advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund paid Robertson, Stephens & Company Investment Management, L.P. ("RSIM"), an investment advisory fee during fiscal 1995 calculated at an annual rate of 1.25% of the average daily net assets of the Fund. (As of January 1, 1996, that rate was reduced to 1% of the average daily net assets of the Fund.) For the nine months ended December 31, 1995, the Fund incurred investment advisory fees of $9,702,327. RSIM has agreed to reimburse the Fund for any annual operating expenses, including investment advisory fees, but excluding dividend expense for short sales, which exceed the most stringent limits prescribed by any state in which the Fund's shares are offered for sale. For the nine months ended December 31, 1995, there was no expected reimbursement of advisory fees and other expenses. b. AFFILIATED PERSONS: Certain officers and Trustees of the Fund are also Members and/or officers of Robertson, Stephens & Company Group, L.L.C. ("RS Group"), the parent of Robertson, Stephens & Company LLC (RS & Co.), the Fund's Distributor and RSIM, the Fund's Adviser. G. Randy Hecht, President, Chief Executive Officer and a Trustee of the Fund, is also a Director of RSIM, a Member of RS Group, and Chief Operating Officer of RS & Co. Terry R. Otton, Chief Financial Officer of the Fund, is a Member of RS Group and Chief Financial 18 ROBERTSON, STEPHENS & COMPANY Officer of RS & Co. John P. Rohal, a Trustee of the Fund, is a Member of RS Group and Director of Research for RS & Co. Ronald E. Elijah, Portfolio Manager, is a Member of RS Group. All affiliated and access persons, as defined in the 1940 Act, follow strict guidelines and policies on personal trading as outlined in the Fund's Code of Ethics. c. COMPENSATION OF TRUSTEES AND OFFICERS: Trustees and officers of the Fund who are affiliated persons receive no compensation from the Fund. Trustees of the Fund who are not interested persons of the Trust, as defined in the 1940 Act, collectively received compensation and reimbursement of expenses of $41,401 for the nine months ended December 31, 1995. d. DISTRIBUTION FEES: Effective on January 1, 1996, the Fund has entered into an agreement with RS & Co. for distribution services and has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, which is approved annually by the Fund's Board of Trustees. Under the Plan, RS & Co. is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of the Fund's shares. The distribution fee is calculated at an annual rate of 0.25% of the average daily net assets of the Fund. e. BROKERAGE COMMISSIONS: RSIM may direct orders for investment transactions to RS & Co. as broker-dealer, subject to Fund policies as stated in the prospectus, regulatory constraints, and the ability of RS & Co. to provide competitive prices and commission rates. All investment transactions in which RS & Co. acts as a broker may only be executed on an agency basis. Subject to certain constraints, the Fund may make purchases of securities from offerings or underwritings in which RS & Co. has been retained by the issuer. For the nine months ended December 31, 1995, the Fund paid brokerage commissions of $356,240 to RS & Co. which represented 21% of total commissions paid for the period. NOTE 4 INVESTMENTS: a. PORTFOLIO TURNOVER RATE: The portfolio turnover rate, which is calculated based on the lesser of the cost of investments purchased or the proceeds from investments sold (excluding options, securities sold short, and short-term investments) measured as a percentage of the Fund's average monthly investment portfolio for the nine months ended December 31, 1995, was 104%. b. TAX BASIS OF INVESTMENTS: At December 31, 1995, the cost of investments for federal income tax purposes was $951,916,535. Accumulated net unrealized appreciation on investments was $176,905,290, consisting of gross unrealized appreciation and depreciation of $205,497,759 and $(28,592,469), respectively. c. INVESTMENT PURCHASES AND SALES: For the nine months ended December 31, 1995, the cost of investments purchased and the proceeds from investments sold (excluding options, securities sold short, and short-term investments) were $1,619,932,751 and $1,035,627,673, respectively. d. OPTIONS: At December 31, 1995, the Fund had no hedge position in put options. e. SHORT SALES: At December 31, 1995, the Fund did not sell any securities short. 19 ROBERTSON STEPHENS INVESTMENT TRUST (The Robertson Stephens Asia Fund) (The Robertson Stephens Contrarian Fund) (The Robertson Stephens Developing Countries Fund) (The Robertson Stephens Diversified Growth Fund) (The Robertson Stephens Emerging Growth Fund) (The Robertson Stephens Emerging Europe Fund) (The Robertson Stephens Global Low-Priced Stock Fund) (The Robertson Stephens Global Natural Resources Fund) (The Robertson Stephens Growth & Income Fund) (The Robertson Stephens Information Age Fund) (The Robertson Stephens Partners Fund) (The Robertson Stephens Fund) (The Robertson Stephens Value + Growth Fund) _____________________________________ FORM N-lA PART C _____________________________________ PART C. OTHER INFORMATION ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS. (a) Financial Statements 1. The following audited financial statements for The Robertson Stephens Contrarian Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Global Low-Priced Stock Fund, The Robertson Stephens Global Natural Resources Fund, The Robertson Stephens Growth & Income Fund, The Robertson Stephens Information Age Fund, The Robertson Stephens Partners Fund, and The Robertson Stephens Value + Growth Fund, each a series of Registrant, are included in Part B: Schedules of Net Assets as of December 31, 1995; Schedules of Securities Sold Short as of December 31, 1995 (the Contrarian Fund and the Growth & Income Fund only); Statements of Assets and Liabilities as of December 31, 1995; Statements of Operations for the periods ended December 31, 1995; Statements of Changes in Net Assets for the periods ended December 31, 1995; Financial Highlights for each of the periods presented; Notes to Financial Statements; and Reports of Independent Accountant. (b) Exhibits 1.(a) Copy of Amended and Restated Agreement and Declaration of Trust of Registrant.(A) 1.(b) Copy of Certificate of Amendment of Agreement and Declaration of Trust of Registrant.(C) 1.(c) Copy of Certificate of Amendment of Agreement and Declaration of Trust of Registrant.(D) 1.(d) Copy of Certificate of Amendment of Agreement and Declaration of Trust of Registrant.(L) 2. Copy of By-Laws of Registrant.(A) 3. Inapplicable. 4. Specimen Share Certificate.(A) 5.(a) Investment Advisory Agreement between Avon Capital Management Corporation (now Robertson Stephens Investment Management, Inc.) and Registrant on behalf of Robertson Stephens Emerging Growth Fund.(B) 5.(b) Form of Investment Advisory Agreement between Robertson Stephens Investment Management, Inc. and Registrant on behalf of Robertson Stephens Value Plus Fund.(D) 5.(c) Form of Investment Advisory Agreement between Robertson Stephens Investment Management, L.P. and Registrant on behalf of Robertson Stephens Contrarian Fund.(G) 5.(d) Agreement between Robertson Stephens Investment Management, Inc., Robertson Stephens Investment Management, L.P., Robertson, Stephens & Company, L.P. and Registrant on behalf of Robertson Stephens Value Plus Fund.(H) 5.(e) Form of Investment Advisory Agreement between Robertson Stephens Investment Management, L.P. and Registrant on behalf of Robertson Stephens Emerging Markets Fund.(I) C-1 5.(f) Form of Investment Advisory Agreement between Robertson Stephens Investment Management, L.P. and Registrant on behalf of Robertson Stephens Partners Fund.(L) 5.(g) Form of Investment Advisory Agreement between Robertson Stephens Investment Management, L.P. and Registrant on behalf of Robertson Stephens Growth & Income Fund.(M) 5.(h) Form of Investment Advisory Agreement between Robertson Stephens Investment Management, L.P. and Registrant (on behalf of each of Robertson Stephens Global Low-Priced Stock Fund, Robertson Stephens Global Natural Resources Fund, and Robertson Stephens Information Age Fund).(N) 5.(i) Form of Letter Agreement regarding the Investment Advisory Agreement listed in 5(d), above.(O) 5.(j) Form of Investment Advisory Agreement between Robertson, Stephens & Company, L.P. and Registrant (on behalf of Robertson Stephens Asia Fund).* 5.(k) Form of Investment Advisory Agreement between Robertson, Stephens & Company Investment Management, L.P. and Registrant (on behalf of Robertson Stephens Diversified Growth Fund).* 5.(l) Form of Investment Advisory Agreement between Robertson, Stephens & Company Investment Management, L.P. and Registrant (on behalf of Robertson Stephens Emerging Europe Fund).* 5.(m) Form of Investment Advisory Agreement between Robertson, Stephens & Company, L.P. and Registrant (on behalf of Robertson Stephens Fund).* 6.(a) Underwriting Agreement and Selling Group Agreement.(F) 6.(b) Consent of the Board of Trustees of Registrant.(H) 7. Inapplicable. 8. Custodian Agreement between Registrant and State Street Bank and Trust.(E) 9. Form of Administrative Services Agreement.* 10. Inapplicable. 11. Consent of Independent Accountants.* 12. Inapplicable. 13. Letter of Understanding Relating to Initial Capital.(A,J) 14. Disclosure Statement, Custodial Account Agreement and related documents for an Individual Retirement Account (State Street Bank and Trust).(E) 15.(a) Distribution Plan Pursuant to Rule 12b-l adopted by Registrant for Robertson Stephens Emerging Growth Fund.(A) 15.(b) Form of Distribution Plan Pursuant to Rule 12b-l adopted by Registrant for Robertson Stephens Contrarian Fund.(G) C-2 15.(c) Form of Distribution Plan Pursuant to Rule 12b-l adopted by Registrant for Robertson Stephens Emerging Markets Fund (now, Robertson Stephens Developing Countries Fund).(I) 15.(d) Form of Distribution Plan Pursuant to Rule 12b-1 adopted by Registrant for Robertson Stephens Partners Fund.(L) 15.(e) Form of Distribution Plan Pursuant to Rule 12b-1 adopted by Registrant for Robertson Stephens Growth & Income Fund.(L) 15.(f) Form of Distribution Plan Pursuant to Rule 12b-1 (in respect of each of Robertson Stephens Global Low-Priced Stock Fund, Robertson Stephens Global Natural Resources Fund and Robertson Stephens Information Age Fund).(N) 15.(g) Form of Distribution Plan Pursuant to Rule 12b-1 (in respect of Robertson Stephens Value + Growth Fund).(O) 15.(h) Form of Distribution Plan Pursuant to Rule 12b-1 (in respect of each of Robertson Stephens Asia Fund, Robertson Stephens Diversified Growth Fund, Robertson Stephens Emerging Europe Fund, and Robertson Stephens Fund).* 16. Schedule of Computation of Performance Quotation.(D) 17.(a) Power of Attorney.(H) 17.(b) Power of Attorney of Terry R. Otton.(M) 17.(c) Power of Attorney.* 27.A- 27.I Financial Data Schedules.* Incorporated by a reference to like-numbered exhibits: (A) Previously filed as part of the Registration Statement filed August 12, 1987. (B) Previously filed as part of the Post-Effective Amendment No. 1 to the Registration Statement on March 3, 1988. (C) Previously filed as part of the Post-Effective Amendment No. 4 to the Registration Statement on May 1, 1991. (D) Previously filed as part of the Post-Effective Amendment No. 6 to the Registration Statement on March 12, 1992. (E) Previously filed as part of the Post-Effective Amendment No. 8 to the Registration Statement on June 30, 1992. (F) Previously filed as part of the Post-Effective Amendment No. 11 to the Registration Statement on February 5, 1993. (G) Previously filed as part of the Post-Effective Amendment No. 13 to the Registration Statement on April 30, 1993. (H) Previously filed as part of the Post-Effective Amendment No. 16 to the Registration Statement on December 8, 1993. (I) Previously filed as part of the Post-Effective Amendment No. 18 to the Registration Statement on April 29, 1994. (J) Previously filed as part of the Post-Effective Amendment No. 19 to the Registration Statement on July 5, 1994. C-3 (K) Previously filed as part of the Post-Effective Amendment No. 20 to the Registration Statement on October 14, 1994. (L) Previously filed as part of the Post-Effective Amendment No. 21 to the Registration Statement on April 28, 1995. (M) Previously filed as part of the Post-Effective Amendment No. 22 to the Registration Statement on July 3, 1995. (N) Previously filed as part of the Post-Effective Amendment No. 23 to the Registration Statement on September 1, 1995. (O) Previously filed as part of the Post-Effective Amendment No. 24 to the Registration Statement on January 16, 1996. (*) Filed herewith. ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT. As of the date of this Registration Statement, there is no person controlled by or under common control with the Registrant. ITEM 26. NUMBER OF HOLDERS OF SECURITIES. On May 10, 1996, Registrant had the following number of security holders: Title of Class Number of Record Holders --------------- ------------------------ Shares of Beneficial Interest of 0 The Robertson Stephens Asia Fund Shares of Beneficial Interest of 17,924 The Robertson Stephens Contrarian Fund Shares of Beneficial Interest of 1,377 The Robertson Stephens Developing Countries Fund Shares of Beneficial Interest of 0 The Robertson Stephens Diversified Growth Fund Shares of Beneficial Interest of 0 The Robertson Stephens Emerging Europe Fund Shares of Beneficial Interest of 7,244 The Robertson Stephens Emerging Growth Fund C-4 Shares of Beneficial Interest of 340 The Robertson Stephens Global Low-Priced Stock Fund Shares of Beneficial Interest of 404 The Robertson Stephens Global Natural Resources Fund Shares of Beneficial Interest of 4,520 The Robertson Stephens Growth & Income Fund Shares of Beneficial Interest of 2,648 The Robertson Stephens Information Age Fund Shares of Beneficial Interest of 439 The Robertson Stephens Partners Fund Shares of Beneficial Interest of 0 The Robertson Stephens Fund Shares of Beneficial Interest of 31,482 The Robertson Stephens Value + Growth Fund ITEM 27. INDEMNIFICATION Under the terms of Registrant's By-laws, Article XI (See Exhibit 2 to this Registration Statement), Registrant may indemnify and insure its trustees, officers, employees, agents and other persons who may be indemnified by Registrant under the Investment Company Act of 1940 (the "1940 Act"). Insofar as indemnification for liabilities arising under the Securities Act may be permitted to trustees and officers and controlling persons of Registrant pursuant to the foregoing provisions, or otherwise, Registrant has been advised that in the opinion of the Securities and Exchange Commission, such indemnification by Registrant is against public policy as expressed in the Securities Act, and therefore may be unenforceable. In the event that a claim for such indemnification (except insofar as it provides for the payment by Registrant of expenses incurred or paid by a trustee, officer or controlling person in the successful defense of any action, suit or proceeding) is asserted against Registrant by any trustee, officer or controlling person and the Securities and Exchange Commission is still of the same opinion, Registrant will, unless in the opinion of its counsel the matter has been settled by a controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by it is against public policy as expressed in the Securities Act, and will be governed by the final adjudication of such issue. Registrant also participates in a policy of insurance which insures Registrant, its present, past and future trustees, officers, employees, agents and investment advisers against any liability incurred on account of any alleged negligent act, error or omission committed in connection with the operation of the Trust, but excluding losses incurred by reason of any fraudulent breach of trust or intention to deceive or defraud, or dishonest, criminal or malicious act C-5 finally adjudicated. Coverage for the insureds generally includes losses incurred by reason of any actual or alleged breach of duty, neglect, error, misstatement, misleading statement or other act or omission committed by such person in such capacity, but generally excludes losses incurred on account of personal dishonesty, fraudulent breach of trust, lack of good faith or intention to deceive or defraud or willful failure to act prudently. ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER. Robertson Stephens Investment Management, Inc. ("RSIM, Inc."), a Delaware corporation, and Robertson, Stephens & Company Investment Management, L.P. ("RSIM, L.P."), a California limited partnership, are the investment advisers to Registrant. Since they commenced operations in March 1986 and June 1993, respectively, RSIM Inc.'s and RSIM, L.P.'s principal businesses have been to render investment advisory services to clients, including Registrant, limited partnerships and various private accounts. RSIM, Inc. is wholly owned by Robertson, Stephens & Company LLC, a Delaware limited liability company, of which Robertson, Stephens & Company Group, L.L.C., a Delaware limited liability company, is the managing member and Robertson, Stephens & Company, Inc., a California corporation, is the only other member. Robertson, Stephens & Company LLC is a registered securities broker-dealer and the principal underwriter for each of the Funds. RSIM, L.P.'s sole general partner is Robertson, Stephens & Company, Inc., and its sole limited partner is Robertson, Stephens & Company LLC. Information about G. Randy Hecht, an officer of RSIM, L.P. and a director of RSIM, Inc., is set forth in Part A herein and under Item 29 below. Information about David J. Evans, Secretary and Security Analyst of RSIM, Inc., and Portfolio Manager of RSIM, Inc. for Robertson Stephens Emerging Growth Fund, is set forth in Part A herein. Information about Paul H. Stephens, Portfolio Manager of RSIM, L.P. for Robertson Stephens Contrarian Fund, is set forth in Part A herein and under Item 29 below. Information about Ronald E. Elijah, Portfolio Manager of RSIM, L.P. for Robertson Stephens Information Age Fund and for Robertson Stephens Value + Growth Fund, is set forth in Part A herein and under Item 29 below. Information about Michael Hoffman, Portfolio Manager of RSIM, L.P. for Robertson Stephens Developing Countries Fund, is set forth in Part A herein. Information about Andrew P. Pilara, Jr., Portfolio Manager of RSIM, L.P. for Robertson Stephens Partners Fund and for Robertson Stephens Global Natural Resources Fund, is set forth in Part A herein and under Item 29 below. Information about M. Hannah Sullivan, Portfolio Manager of RSIM, L.P. for Robertson Stephens Global Low-Priced Stock Fund, is set forth in Part A herein. Information about John L. Wallace, Portfolio Manager of RSIM, L.P. for Robertson Stephens Growth & Income Fund and for Robertson Stephens Diversified Growth Fund, is set forth in Part A herein and under Item 29 below. Herbert L. Damner, Jr., a Director of RSIM, Inc., has been a partner of Damner, Pike & Co., a real estate firm located at 345 California Street, 21st Floor, San Francisco, CA 94104, since January 1984. C-6 ITEM 29. PRINCIPAL UNDERWRITERS. (a) Robertson, Stephens & Company LLC is the principal underwriter of each of the Funds. Robertson, Stephens & Company LLC acts as the principal underwriter, depositor and/or investment adviser for the following private investment companies: RCS II, a Limited Partnership The Robertson Stephens Orphan Fund-C- RCS III, a CA Limited Partnership RCS Health Care Partners, LP RCS/BNP Atlantic Fund RS & Co. IV, L.P. RS Property Fund I, L.P. Environmental Venture Fund RS Residential Fund, L.P. RCS Limited Environment Private Bayview Investors, L.P. Equity Fund II Crossover II, L.P. Crossover Fund, L.P. The Robertson Stephens Black Bear Fund, L.P. (b) The table below sets forth certain information as of May 10, 1996 as to the members of Robertson, Stephens & Company LLC, the principal underwriter of Registrant's shares. The managing member of Robertson, Stephens & Company LLC is Robertson, Stephens & Company Group, L.L.C., a Delaware limited liability company. The principal business address for each of the persons named below is 555 California Street, San Francisco, CA 94104. POSITIONS AND OFFICES POSITIONS AND OFFICES NAME WITH UNDERWRITER WITH REGISTRANT Mary Katherine Barger Managing Director and Member None Brian S. Bean Managing Director and Member None M. Kathleen Behrens Managing Director and Member None Keith E. Benjamin Managing Director and Member None Lars-Christian Brask Managing Director and Member None Richard G. Bianchina Managing Director and Member None Frank W. Birnie, Jr. Managing Director and Member None Georgene R. Carambat Managing Director and Member None Farah H. Champsi Managing Director and Member None Brendan Dyson Managing Director and Member None Thomas P. Eddy, Jr. Managing Director and Member None Richard C. Edwards Managing Director and Member None Ronald E. Elijah Managing Director and Member None Robert L. Emery Managing Director and Member None Kenneth R. Fitzsimmons, Jr. Managing Director and Member None James P. Foster Managing Director and Member None David L. Goldsmith Managing Director and Member None Robert Grady Managing Director and Member None John M. Grillos Managing Director and Member None Tony M. Haertl Managing Director and Member None Charles A. Hamilton Managing Director and Member None Kenneth C. Haupt Managing Director and Member None G. Randy Hecht Managing Director and Member President, Chief Executive Officer, and Trustee E. David Hetz Managing Director and Member None Thomas E. Hodapp Managing Director and Member None C-7 Paul Johnson Managing Director and Member None Michael H. Joly Managing Director and Member None Seymour F. Kaufman Managing Director and Member None John F. Keating, Jr. Managing Director and Member None Daniel L. Klesken Managing Director and Member None Janet J. Kloppenburg Managing Director and Member None Michael G. McCaffery Managing Director and Member None D. Christie McLellan Managing Director and Member None Douglas C. Moore Managing Director and Member None Daniel J. Murphy Managing Director and Member None Robert J. Nowlin Managing Director and Member None Terry R. Otton Managing Director and Member Treasurer, Chief Financial Officer, and Principal Accounting Officer J. Misha Petkevich Managing Director and Member None Andrew P. Pilara, Jr. Managing Director and Member None Karl Power Managing Director and Member None William Ring Managing Director and Member None George V. Robertson Managing Director and Member None Sanford R. Robertson Managing Director and Member None Andrew H. Roediger Managing Director and Member None John P. Rohal Managing Director and Member Trustee John Rossi Managing Director and Member None Neil J. Sandler Managing Director and Member None Stephen Schweich Managing Director and Member None Paul G. Sherer Managing Director and Member None Russell R. Silvestri Managing Director and Member None Mark J. Simon Managing Director and Member None Paul C. Slivon Managing Director and Member None Sheryl R. Skolnick Managing Director and Member None Michael J. Stark Managing Director and Member None Paul H. Stephens Managing Director and Member None John L. Wallace Managing Director and Member None Edward Weller Managing Director and Member None Deborah A. Widener Managing Director and Member None William S. Wisialowski Managing Director and Member None Vivian R. Wohl Managing Director and Member None Donald E. Zimmer Managing Director and Member None (c) Inapplicable. ITEM 30. LOCATION OF ACCOUNTS AND RECORDS The records required by Section 31(a) and Rule 31a-1 through 3 under the 1940 Act will be maintained by Registrant at its offices, 555 California Street, San Francisco, CA 94104 except that pursuant to Rule 31a-3 under the 1940 Act, the Transfer Agent (located at 1004 Baltimore, Kansas City, MO 64105) and Custodian (located at 225 Franklin Street, Boston, MA 02110) for Registrant, will maintain the records required by subparagraphs (b)(1) and (b)(2)(D) of Rule 31a-1. C-8 ITEM 31. MANAGEMENT SERVICES. Registrant has entered into an agreement with State Street Bank and Trust Company for certain transfer agency and shareholder services. Pursuant to the agreement, State Street Bank and Trust Company, among other things, maintains accounts for shareholders of record of registrant, processes requests to purchase and redeem shares and mails communications by Registrant to its shareholders. ITEM 32. UNDERTAKINGS. The Registrant has made the following undertakings which are still applicable: (a) Registrant has undertaken to comply with Section 16(a) of the Investment Company Act of 1940, as amended, which requires the prompt convening of a meeting of shareholders to elect trustees to fill existing vacancies in the Registrant's Board of Trustees in the event that less than a majority of the trustees have been elected to such position by shareholders. Registrant has also undertaken to promptly call a meeting of shareholders for the purpose of voting upon the question of removal of any Trustee or Trustees when requested in writing to do so by the record holders of not less than 10 percent of the Registrant's outstanding shares and to assist its shareholders in communicating with other shareholders in accordance with the requirements of Section 16(c) of the Investment Company Act of 1940, as amended. (b) The Registrant undertakes to file a post-effective amendment containing financial statements (that need not be certified) as to each of The Robertson Stephens Asia Fund, The Robertson Stephens Diversified Growth Fund, The Robertson Stephens Emerging Europe Fund, and The Robertson Stephens Fund within four to six months following the effective date of this Amendment. (c) Registrant has undertaken to furnish each person to whom a prospectus is delivered with a copy of the Registrant's latest annual report to shareholders when available, upon request and without charge. C-9 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company of 1940, the Registrant has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City and County of San Francisco and State of California, on the 17th day of May, 1996. ROBERTSON STEPHENS INVESTMENT TRUST By: G. Randy Hecht* --------------------------------- President and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below, on May 17, 1996, by the following persons in the capacities indicated. SIGNATURE CAPACITY G. RANDY HECHT* Principal Executive Officer - ----------------- and Trustee George R. Hecht TERRY R. OTTON* Treasurer, Chief Financial Officer, - ------------------ and Principal Accounting Officer Terry R. Otton LEONARD B. AUERBACH* Trustee - --------------------- Leonard B. Auerbach DANIEL R. COONEY* Trustee - ------------------- Daniel R. Cooney JAMES K. PETERSON* Trustee - ------------------ James K. Peterson JOHN P. ROHAL* Trustee - -------------- John P. Rohal *By /s/ Robert I. Goldbaum ----------------------------------------------------- Robert I. Goldbaum, Attorney-in-Fact pursuant to the Powers of Attorney filed herewith. C-10 EXHIBIT INDEX Exhibit No. Title Page No. - ----------- ----- -------- 5(j) Form of Investment Advisory Agreement for Robertson Stephens Asia Fund 5(k) Form of Investment Advisory Agreement for Robertson Stephens Diversified Growth Fund 5(l) Form of Investment Advisory Agreement for Robertson Stephens Emerging Europe Fund 5(m) Form of Investment Advisory Agreement for Robertson Stephens Fund 9 Form of Administrative Services Agreement 11 Consent of Independent Accountants 15(h) Form of Distribution Plan Pursuant to Rule 12b-1 in respect of Robertson Stephens Asia Fund, Robertson Stephens Diversified Growth Fund, Robertson Stephens Emerging Europe Fund, and Robertson Stephens Fund 17(c) Power of Attorney 27.A-27.I Financial Data Schedules C-11 EX-5.(J) 2 EX5(J) ASIA ROBERTSON STEPHENS INVESTMENT TRUST INVESTMENT ADVISORY AGREEMENT This INVESTMENT ADVISORY AGREEMENT ("Agreement") is made as of the __th day of August, 1996, by and between ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized and existing under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to its series of shares known as ROBERTSON STEPHENS ASIA FUND (the "Fund"), and ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. (the "Adviser") W I T N E S S E T H : WHEREAS, the Trust is an open-end, management investment company, registered as such under the Investment Company Act of 1940, as amended (the "Act"); and WHEREAS, the Trust desires to retain the Adviser to render advice and services to the Trust and Fund pursuant to the terms and provisions of this Agreement, and the Adviser is interested in furnishing said advice and services; NOW, THEREFORE, in consideration of the covenants and the mutual promises hereinafter set forth, the parties hereto mutually agree as follows: 1. EMPLOYMENT OF ADVISER. (a) The Trust hereby employs the Adviser, and the Adviser hereby accepts such employment, to render investment advice and investment management services with respect to the assets of the Fund, consistent with the investment objective and policies of the Fund and subject to the supervision and direction of the Trust's Board of Trustees. The Adviser shall, except as otherwise provided for herein, as part of its duties hereunder, (i) furnish the Trust with investment advice, research and recommendations with respect to the investment of the Fund's assets and the purchase and sale of its portfolio securities, including the taking of such other steps as may be necessary to implement such advice and recommendations, (ii) furnish the Trust and Fund with reports, statements and other data on securities, economic conditions and other pertinent subjects in respect of the investment management of the Fund which the Trust's Board of Trustees may request, and (iii) in general superintend and manage the investments of the Fund, subject to the ultimate supervision and direction of the Trust's Board of Trustees. (b) The Adviser shall determine the securities to be purchased or sold by the Fund and will place orders pursuant to its determinations with or through such persons, brokers or dealers (including Robertson, Stephens & Company LLC) in conformity with the policy with respect to brokerage as set forth in the Trust's Registration Statement and the Fund's Prospectus and Statement of Additional Information or as the Trustees may direct from time to time. 2. SUB-ADVISERS AND CONSULTANTS. The Adviser may from time to time, in its discretion, delegate certain of its responsibilities under this Agreement to one or more qualified companies, each of which is registered under the Investment Advisers Act of 1940, as amended, provided that the separate costs of employing such companies and of the companies themselves are borne by the Adviser and not by the Fund. 3. ADVISER IS INDEPENDENT CONTRACTOR. The Adviser shall, for all purposes herein, be deemed to be an independent contractor, and shall, unless otherwise expressly provided and authorized, have no authority to act for or represent the Trust or Fund in any way, or in any way be deemed an agent for the Trust or Fund. It is expressly understood and agreed that the services to be rendered by the Adviser to the Trust and Fund under the provisions of this Agreement are not to be deemed exclusive, and the Adviser shall be free to render similar or different services to others so long as its ability to render the services provided for in this Agreement shall not be impaired thereby. 4. RESPONSIBILITIES AND PERSONNEL OF ADVISER. The Adviser agrees to use its best efforts in the furnishing of investment advice, research and recommendations to the Fund, in the preparation of reports and information, and in the management of the Fund's assets, all pursuant to this Agreement, and for this purpose the Adviser shall, at its own expense, maintain such staff and employ or retain such personnel and consult with such other persons as it shall from time to time determine to be necessary to the performance of its obligations under this Agreement. Without limiting the generality of the foregoing, the staff and personnel of the Adviser shall be deemed to include persons employed or retained by the Adviser to furnish statistical, research, and other factual information, advice regarding economic factors and trends, information with respect to technical and scientific developments, and such other information, advice and assistance as the Adviser may desire and request. 5. FURNISHING OF STATEMENTS AND REPORTS. The Trust shall from time to time furnish to the Adviser detailed statements of the portfolio investments and assets of the Fund and information as to its investment objectives and needs, and shall make available to the Adviser such financial reports, business descriptions and plans, proxy statements, legal and other information relating to its investments as may be in the possession of the Trust or available to it and such other information as the Adviser may reasonably request. 6. EXPENSES OF EACH PARTY. (a) The Adviser shall bear all expenses in connection with the performance of its services under this Agreement. The Adviser shall also pay (i) all compensation, if any, to the executive officers of the Fund and their related expenses and (ii) all compensation, if any, and out-of-pocket expenses of the Trust's trustees, who are "interested persons" of the Trust (as defined in the Act). -2- (b) The Trust shall bear all expenses of the Fund's organization, operations, and business not specifically assumed or agreed to be paid by the Adviser as provided in this Agreement. In particular, but without limiting the generality of the foregoing, the Trust on behalf of the Fund and out of its assets shall pay: (A) CUSTODY AND ACCOUNTING SERVICES. All expenses of the transfer, receipt, safekeeping, servicing and accounting for the cash, securities, and other property of the Fund, including all charges of depositories, custodians, and other agents, if any; (B) SHAREHOLDER SERVICING. All expenses of maintaining and servicing shareholder accounts, including all charges for transfer, shareholder recordkeeping, dividend disbursing, redemption, and other agents for the benefit of the Fund; (C) BOOKS AND RECORDS. All costs and expenses associated with the maintenance of the Fund's books of account and records as required by the Act; (D) SHAREHOLDER MEETINGS. All fees and expenses incidental to holding meetings of shareholders, including the printing of notices and proxy material, and proxy solicitation therefor, provided that the Adviser shall be responsible for and assume all expenses and fees with respect to meetings of the Fund's shareholders held solely for the benefit of the Adviser; (E) PROSPECTUSES AND STATEMENTS OF ADDITIONAL INFORMATION. All expenses of preparing and printing of annual or more frequent revisions of the Prospectus and Statement of Additional Information relating to the offering of the Fund's shares and of mailing them to shareholders; (F) PRICING. All expenses of computing the Fund's net asset value per share, including the cost of any equipment or services used for obtaining price quotations; (G) COMMUNICATION EQUIPMENT. All charges for equipment or services used for communication between the Adviser or the Trust and the custodian, transfer agent or any other agent selected by the Trust; (H) LEGAL AND ACCOUNTING FEES AND EXPENSES. All charges for services and expenses of the Trust's legal counsel and independent auditors for the benefit of the Trust; -3- (I) TRUSTEES' FEES AND EXPENSES. All compensation of trustees, other than those who are interested persons of or affiliated with the Adviser, and all expenses incurred in connection with their service and meetings; (J) FEDERAL REGISTRATION FEES. All fees and expenses of registering and maintaining the registration of the Trust under the Act and the registration of Fund shares under the Securities Act of 1933, as amended (the "1933 Act"), including all fees and expenses incurred in connection with the preparation, printing and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act or the Act, and any amendments or supplements thereto that may be made from time to time; (K) STATE REGISTRATION FEES. All fees and expenses (including the compensation of personnel who may be employed by the Adviser or an affiliate) of qualifying and maintaining qualification of the Trust and of the Fund shares for sale under securities laws of various states or jurisdictions, and of registration and qualification of the Trust under all other laws applicable to the Trust or its business activities (including registering the Trust as a broker-dealer, or any officer of the Trust or any person as agent or salesman of the Trust in any state); (L) ISSUE AND REDEMPTION OF TRUST SHARES. All expenses incurred in connection with the issue, redemption, and transfer of Fund shares, including the expense of confirming all Fund share transactions, and of preparing and transmitting the Fund's share certificates; (M) BONDING AND INSURANCE. All expenses of bond, liability, and other insurance coverage required by law or deemed advisable by the Board of Trustees; (N) BROKERAGE COMMISSIONS. All brokerage commissions and other charges incident to the purchase, sale, or lending of the Fund's portfolio securities; (O) TAXES. All taxes or governmental fees payable by or in respect of the Trust or Fund to federal, state, or other governmental agencies, domestic or foreign, including stamp or other transfer taxes; (P) TRADE ASSOCIATION FEES. All fees, dues, and other expenses incurred in connection with the Trust's membership in any trade association or other investment organization; -4- (Q) INTEREST. All interest which may accrue and be payable as a result of the Fund's activities; (R) STATIONERY AND POSTAGE. The cost of all stationery and postage required by the Fund, unless otherwise payable by another party with respect to an activity or expense referred to above; and (S) NONRECURRING AND EXTRAORDINARY EXPENSES. Such nonrecurring expenses as may arise, including the costs of actions, suits, or proceedings to which the Trust on behalf of the Fund is a party and the expenses the Trust on behalf of the Fund may incur as a result of its legal obligation to provide indemnification to its officers, trustees, and agents. (c) In the event that the Trust offers other series of its shares in the future, then the Fund shall only be responsible for expenses directly attributable to it and its operations and for such other costs and expenses of the Trust as the Board of Trustees may by resolution or otherwise direct. 7. REIMBURSEMENT FOR ADVANCED COSTS AND EXPENSES. To the extent the Adviser incurs any costs or performs any services which are an obligation of the Trust or Fund, as set forth herein, the Trust on behalf of the Fund and out of the Fund's assets shall promptly reimburse the Adviser for such costs and expenses. To the extent the services for which the Fund is obligated to pay are performed by the Adviser, the Adviser shall be entitled to recover from the Fund only to the extent of its actual costs for such services. 8. FEES. (a) The Trust on behalf of the Fund and out of the Fund's assets agrees to pay to the Adviser, and the Adviser agrees to accept, as full compensation for all services furnished or provided to the Trust and Fund hereunder, and as full reimbursement for all expenses assumed by the Adviser, a management fee computed at the rate of 1.00% per annum of the average daily net assets of the Fund. (b) The management fee shall be accrued daily during each month by the Trust on behalf of the Fund and paid to the Adviser on the first business day of the succeeding month. The initial monthly fee under this Agreement shall be payable on the first business day of the first month following the effective date of this Agreement. The fee to the Adviser shall be prorated for the portion of any month in which this Agreement is in effect which is not a complete month according to the proportion which the number of calendar days in the month during which the Agreement is in effect bears to the calendar days in the month. If this Agreement is terminated prior to the end of any month, the fee to the Adviser shall be payable within ten (10) days after the date of termination. (c) The Adviser may reduce or waive any portion of the compensation due to it hereunder, or for reimbursement of expenses by the Trust pursuant to -5- Paragraph 7 of this Agreement, and any such reduction or waiver shall be applicable only with respect to the specific items waived and shall not constitute a waiver of any future compensation or reimbursement due to the Adviser hereunder. In the event that expenses of the Fund for any fiscal year should exceed the expense limitation on investment company expenses imposed by any statute or regulatory authority of any jurisdiction in which shares of the Fund are qualified for offer or sale, the compensation due the Adviser for such fiscal year shall be reduced by the amount of such excess by a reduction or refund thereof, or by the Adviser's assumption of expenses of the Fund. Any fee withheld pursuant to this paragraph from the Adviser (including by way of the assumption of expenses by the Adviser) shall be reimbursed by the Trust to the Adviser in the first fiscal year or the second fiscal year next succeeding the fiscal year of the withholding to the extent permitted by the applicable state law to the extent the expenses of the Fund for the next succeeding fiscal year or second succeeding fiscal year do not exceed any such expense limitation in effect at the time, or any more restrictive limitation to which the Adviser has agreed. (d) The Adviser may agree not to require payment of any portion of the compensation or reimbursement of expenses otherwise due to it pursuant to this Agreement prior to the time such compensation or reimbursement has accrued as a liability of the Trust. Any such agreement shall be applicable only with respect to the specific items covered thereby and shall not constitute an agreement not to require payment of any future compensation or reimbursement due to the Adviser hereunder. 9. SHORT POSITIONS IN FUND'S SHARES. The Adviser agrees that neither it nor any of its officers or employees shall take any short position in the shares of the Fund. This prohibition shall not prevent the purchase of such shares by any of the officers and Trustees or employees of the Adviser or any trust, pension, profit-sharing or other benefit plan for such persons or affiliates thereof, at a price not less than the net asset value thereof at the time of purchase, as allowed pursuant to rules promulgated under the Act. 10. RELATIONSHIP TO PROVISIONS OF AGREEMENT AND DECLARATION OF TRUST. Nothing herein contained shall be deemed to require the Trust to take any action contrary to its Agreement and Declaration of Trust or any applicable statute or regulation, or to relieve or deprive the Board of Trustees of the Trust of its responsibility for and control of the conduct of the affairs of the Trust and Fund. 11. DUTIES AND STANDARDS OF CARE. (a) In the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of obligations or duties hereunder on the part of the Adviser, the Adviser shall not be subject to liability to the Fund or to any shareholder of the Fund for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by the Fund. -6- (b) No provision of this Agreement shall be construed to protect any Trustee or officer of the Trust or director or officer of the Adviser from liability in violation of Sections 17(h) and (i) of the Act. (c) A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this Agreement is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the obligations arising out of this Agreement are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. The Adviser acknowledges that it has received notice of and accepts the limitations of liability as set forth in the Agreement and Declaration of Trust of the Trust. The Adviser agrees that the Trust's obligations hereunder shall be limited to the Fund and to its assets, and that the Adviser or any affiliated or related party shall not seek satisfaction of any such obligation from any shareholder of the Fund nor from any trustee, officer, employee or agent of the Trust. 12. TERM AND RENEWAL. This Agreement shall remain in effect for a period of two (2) years, unless sooner terminated in accordance with Paragraph 13 hereof, and shall continue in effect from year to year thereafter so long as such continuation is approved at least annually by (i) the Board of Trustees of the Trust or by the vote of a majority of the outstanding voting securities of the Fund, and (ii) the vote of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting for the purpose of voting on such approval. 13. TERMINATION. This Agreement may be terminated at any time, without payment of any penalty, by the Board of Trustees of the Trust or by a vote of a majority of its outstanding voting securities, upon sixty (60) days' written notice to the Adviser, and by the Adviser upon sixty (60) days' written notice to the Trust. This Agreement shall also terminate in the event of any transfer or assignment thereof, as defined in the Act. 14. CERTAIN DEFINITIONS. The terms "majority of the outstanding voting securities" of the Trust or Fund and "interested persons" shall have the meanings as set forth in the Act. The term "net assets" shall have the meaning and shall be calculated as set forth in the Trust's Registration Statement from time to time. 15. SEVERABILITY. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. 16. HEADINGS. The headings used herein are for convenience and ease of reference only. No legal effect is intended, nor is to be derived from such headings. -7- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and attested by their duly authorized officers, all as of the day and year first above written. ROBERTSON STEPHENS INVESTMENT TRUST ATTEST: ------------------------------ President - -------------------------- Secretary ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. ATTEST: ----------------------------- President - -------------------------- Secretary -8- EX-5.(K) 3 EX 5(K) DIVERS GROWTH ROBERTSON STEPHENS INVESTMENT TRUST INVESTMENT ADVISORY AGREEMENT This INVESTMENT ADVISORY AGREEMENT ("Agreement") is made as of the __th day of August, 1996, by and between ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized and existing under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to its series of shares known as ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND (the "Fund"), and ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. (the "Adviser") W I T N E S S E T H : WHEREAS, the Trust is an open-end, management investment company, registered as such under the Investment Company Act of 1940, as amended (the "Act"); and WHEREAS, the Trust desires to retain the Adviser to render advice and services to the Trust and Fund pursuant to the terms and provisions of this Agreement, and the Adviser is interested in furnishing said advice and services; NOW, THEREFORE, in consideration of the covenants and the mutual promises hereinafter set forth, the parties hereto mutually agree as follows: 1. EMPLOYMENT OF ADVISER. (a) The Trust hereby employs the Adviser, and the Adviser hereby accepts such employment, to render investment advice and investment management services with respect to the assets of the Fund, consistent with the investment objective and policies of the Fund and subject to the supervision and direction of the Trust's Board of Trustees. The Adviser shall, except as otherwise provided for herein, as part of its duties hereunder, (i) furnish the Trust with investment advice, research and recommendations with respect to the investment of the Fund's assets and the purchase and sale of its portfolio securities, including the taking of such other steps as may be necessary to implement such advice and recommendations, (ii) furnish the Trust and Fund with reports, statements and other data on securities, economic conditions and other pertinent subjects in respect of the investment management of the Fund which the Trust's Board of Trustees may request, and (iii) in general superintend and manage the investments of the Fund, subject to the ultimate supervision and direction of the Trust's Board of Trustees. (b) The Adviser shall determine the securities to be purchased or sold by the Fund and will place orders pursuant to its determinations with or through such persons, brokers or dealers (including Robertson, Stephens & Company LLC) in conformity with the policy with respect to brokerage as set forth in the Trust's Registration Statement and the Fund's Prospectus and Statement of Additional Information or as the Trustees may direct from time to time. 2. SUB-ADVISERS AND CONSULTANTS. The Adviser may from time to time, in its discretion, delegate certain of its responsibilities under this Agreement to one or more qualified companies, each of which is registered under the Investment Advisers Act of 1940, as amended, provided that the separate costs of employing such companies and of the companies themselves are borne by the Adviser and not by the Fund. 3. ADVISER IS INDEPENDENT CONTRACTOR. The Adviser shall, for all purposes herein, be deemed to be an independent contractor, and shall, unless otherwise expressly provided and authorized, have no authority to act for or represent the Trust or Fund in any way, or in any way be deemed an agent for the Trust or Fund. It is expressly understood and agreed that the services to be rendered by the Adviser to the Trust and Fund under the provisions of this Agreement are not to be deemed exclusive, and the Adviser shall be free to render similar or different services to others so long as its ability to render the services provided for in this Agreement shall not be impaired thereby. 4. RESPONSIBILITIES AND PERSONNEL OF ADVISER. The Adviser agrees to use its best efforts in the furnishing of investment advice, research and recommendations to the Fund, in the preparation of reports and information, and in the management of the Fund's assets, all pursuant to this Agreement, and for this purpose the Adviser shall, at its own expense, maintain such staff and employ or retain such personnel and consult with such other persons as it shall from time to time determine to be necessary to the performance of its obligations under this Agreement. Without limiting the generality of the foregoing, the staff and personnel of the Adviser shall be deemed to include persons employed or retained by the Adviser to furnish statistical, research, and other factual information, advice regarding economic factors and trends, information with respect to technical and scientific developments, and such other information, advice and assistance as the Adviser may desire and request. 5. FURNISHING OF STATEMENTS AND REPORTS. The Trust shall from time to time furnish to the Adviser detailed statements of the portfolio investments and assets of the Fund and information as to its investment objectives and needs, and shall make available to the Adviser such financial reports, business descriptions and plans, proxy statements, legal and other information relating to its investments as may be in the possession of the Trust or available to it and such other information as the Adviser may reasonably request. 6. EXPENSES OF EACH PARTY. (a) The Adviser shall bear all expenses in connection with the performance of its services under this Agreement. The Adviser shall also pay (i) all compensation, if any, to the executive officers of the Fund and their related expenses and (ii) all compensation, if any, and out-of-pocket expenses of the Trust's trustees, who are "interested persons" of the Trust (as defined in the Act). -2- (b) The Trust shall bear all expenses of the Fund's organization, operations, and business not specifically assumed or agreed to be paid by the Adviser as provided in this Agreement. In particular, but without limiting the generality of the foregoing, the Trust on behalf of the Fund and out of its assets shall pay: (A) CUSTODY AND ACCOUNTING SERVICES. All expenses of the transfer, receipt, safekeeping, servicing and accounting for the cash, securities, and other property of the Fund, including all charges of depositories, custodians, and other agents, if any; (B) SHAREHOLDER SERVICING. All expenses of maintaining and servicing shareholder accounts, including all charges for transfer, shareholder recordkeeping, dividend disbursing, redemption, and other agents for the benefit of the Fund; (C) BOOKS AND RECORDS. All costs and expenses associated with the maintenance of the Fund's books of account and records as required by the Act; (D) SHAREHOLDER MEETINGS. All fees and expenses incidental to holding meetings of shareholders, including the printing of notices and proxy material, and proxy solicitation therefor, provided that the Adviser shall be responsible for and assume all expenses and fees with respect to meetings of the Fund's shareholders held solely for the benefit of the Adviser; (E) PROSPECTUSES AND STATEMENTS OF ADDITIONAL INFORMATION. All expenses of preparing and printing of annual or more frequent revisions of the Prospectus and Statement of Additional Information relating to the offering of the Fund's shares and of mailing them to shareholders; (F) PRICING. All expenses of computing the Fund's net asset value per share, including the cost of any equipment or services used for obtaining price quotations; (G) COMMUNICATION EQUIPMENT. All charges for equipment or services used for communication between the Adviser or the Trust and the custodian, transfer agent or any other agent selected by the Trust; (H) LEGAL AND ACCOUNTING FEES AND EXPENSES. All charges for services and expenses of the Trust's legal counsel and independent auditors for the benefit of the Trust; -3- (I) TRUSTEES' FEES AND EXPENSES. All compensation of trustees, other than those who are interested persons of or affiliated with the Adviser, and all expenses incurred in connection with their service and meetings; (J) FEDERAL REGISTRATION FEES. All fees and expenses of registering and maintaining the registration of the Trust under the Act and the registration of Fund shares under the Securities Act of 1933, as amended (the "1933 Act"), including all fees and expenses incurred in connection with the preparation, printing and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act or the Act, and any amendments or supplements thereto that may be made from time to time; (K) STATE REGISTRATION FEES. All fees and expenses (including the compensation of personnel who may be employed by the Adviser or an affiliate) of qualifying and maintaining qualification of the Trust and of the Fund shares for sale under securities laws of various states or jurisdictions, and of registration and qualification of the Trust under all other laws applicable to the Trust or its business activities (including registering the Trust as a broker-dealer, or any officer of the Trust or any person as agent or salesman of the Trust in any state); (L) ISSUE AND REDEMPTION OF TRUST SHARES. All expenses incurred in connection with the issue, redemption, and transfer of Fund shares, including the expense of confirming all Fund share transactions, and of preparing and transmitting the Fund's share certificates; (M) BONDING AND INSURANCE. All expenses of bond, liability, and other insurance coverage required by law or deemed advisable by the Board of Trustees; (N) BROKERAGE COMMISSIONS. All brokerage commissions and other charges incident to the purchase, sale, or lending of the Fund's portfolio securities; (O) TAXES. All taxes or governmental fees payable by or in respect of the Trust or Fund to federal, state, or other governmental agencies, domestic or foreign, including stamp or other transfer taxes; (P) TRADE ASSOCIATION FEES. All fees, dues, and other expenses incurred in connection with the Trust's membership in any trade association or other investment organization; -4- (Q) INTEREST. All interest which may accrue and be payable as a result of the Fund's activities; (R) STATIONERY AND POSTAGE. The cost of all stationery and postage required by the Fund, unless otherwise payable by another party with respect to an activity or expense referred to above; and (S) NONRECURRING AND EXTRAORDINARY EXPENSES. Such nonrecurring expenses as may arise, including the costs of actions, suits, or proceedings to which the Trust on behalf of the Fund is a party and the expenses the Trust on behalf of the Fund may incur as a result of its legal obligation to provide indemnification to its officers, trustees, and agents. (c) In the event that the Trust offers other series of its shares in the future, then the Fund shall only be responsible for expenses directly attributable to it and its operations and for such other costs and expenses of the Trust as the Board of Trustees may by resolution or otherwise direct. 7. REIMBURSEMENT FOR ADVANCED COSTS AND EXPENSES. To the extent the Adviser incurs any costs or performs any services which are an obligation of the Trust or Fund, as set forth herein, the Trust on behalf of the Fund and out of the Fund's assets shall promptly reimburse the Adviser for such costs and expenses. To the extent the services for which the Fund is obligated to pay are performed by the Adviser, the Adviser shall be entitled to recover from the Fund only to the extent of its actual costs for such services. 8. FEES. (a) The Trust on behalf of the Fund and out of the Fund's assets agrees to pay to the Adviser, and the Adviser agrees to accept, as full compensation for all services furnished or provided to the Trust and Fund hereunder, and as full reimbursement for all expenses assumed by the Adviser, a management fee computed at the rate of 1.00% per annum of the average daily net assets of the Fund. (b) The management fee shall be accrued daily during each month by the Trust on behalf of the Fund and paid to the Adviser on the first business day of the succeeding month. The initial monthly fee under this Agreement shall be payable on the first business day of the first month following the effective date of this Agreement. The fee to the Adviser shall be prorated for the portion of any month in which this Agreement is in effect which is not a complete month according to the proportion which the number of calendar days in the month during which the Agreement is in effect bears to the calendar days in the month. If this Agreement is terminated prior to the end of any month, the fee to the Adviser shall be payable within ten (10) days after the date of termination. (c) The Adviser may reduce or waive any portion of the compensation due to it hereunder, or for reimbursement of expenses by the Trust pursuant to -5- Paragraph 7 of this Agreement, and any such reduction or waiver shall be applicable only with respect to the specific items waived and shall not constitute a waiver of any future compensation or reimbursement due to the Adviser hereunder. In the event that expenses of the Fund for any fiscal year should exceed the expense limitation on investment company expenses imposed by any statute or regulatory authority of any jurisdiction in which shares of the Fund are qualified for offer or sale, the compensation due the Adviser for such fiscal year shall be reduced by the amount of such excess by a reduction or refund thereof, or by the Adviser's assumption of expenses of the Fund. Any fee withheld pursuant to this paragraph from the Adviser (including by way of the assumption of expenses by the Adviser) shall be reimbursed by the Trust to the Adviser in the first fiscal year or the second fiscal year next succeeding the fiscal year of the withholding to the extent permitted by the applicable state law to the extent the expenses of the Fund for the next succeeding fiscal year or second succeeding fiscal year do not exceed any such expense limitation in effect at the time, or any more restrictive limitation to which the Adviser has agreed. (d) The Adviser may agree not to require payment of any portion of the compensation or reimbursement of expenses otherwise due to it pursuant to this Agreement prior to the time such compensation or reimbursement has accrued as a liability of the Trust. Any such agreement shall be applicable only with respect to the specific items covered thereby and shall not constitute an agreement not to require payment of any future compensation or reimbursement due to the Adviser hereunder. 9. SHORT POSITIONS IN FUND'S SHARES. The Adviser agrees that neither it nor any of its officers or employees shall take any short position in the shares of the Fund. This prohibition shall not prevent the purchase of such shares by any of the officers and Trustees or employees of the Adviser or any trust, pension, profit-sharing or other benefit plan for such persons or affiliates thereof, at a price not less than the net asset value thereof at the time of purchase, as allowed pursuant to rules promulgated under the Act. 10. RELATIONSHIP TO PROVISIONS OF AGREEMENT AND DECLARATION OF TRUST. Nothing herein contained shall be deemed to require the Trust to take any action contrary to its Agreement and Declaration of Trust or any applicable statute or regulation, or to relieve or deprive the Board of Trustees of the Trust of its responsibility for and control of the conduct of the affairs of the Trust and Fund. 11. DUTIES AND STANDARDS OF CARE. (a) In the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of obligations or duties hereunder on the part of the Adviser, the Adviser shall not be subject to liability to the Fund or to any shareholder of the Fund for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by the Fund. -6- (b) No provision of this Agreement shall be construed to protect any Trustee or officer of the Trust or director or officer of the Adviser from liability in violation of Sections 17(h) and (i) of the Act. (c) A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this Agreement is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the obligations arising out of this Agreement are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. The Adviser acknowledges that it has received notice of and accepts the limitations of liability as set forth in the Agreement and Declaration of Trust of the Trust. The Adviser agrees that the Trust's obligations hereunder shall be limited to the Fund and to its assets, and that the Adviser or any affiliated or related party shall not seek satisfaction of any such obligation from any shareholder of the Fund nor from any trustee, officer, employee or agent of the Trust. 12. TERM AND RENEWAL. This Agreement shall remain in effect for a period of two (2) years, unless sooner terminated in accordance with Paragraph 13 hereof, and shall continue in effect from year to year thereafter so long as such continuation is approved at least annually by (i) the Board of Trustees of the Trust or by the vote of a majority of the outstanding voting securities of the Fund, and (ii) the vote of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting for the purpose of voting on such approval. 13. TERMINATION. This Agreement may be terminated at any time, without payment of any penalty, by the Board of Trustees of the Trust or by a vote of a majority of its outstanding voting securities, upon sixty (60) days' written notice to the Adviser, and by the Adviser upon sixty (60) days' written notice to the Trust. This Agreement shall also terminate in the event of any transfer or assignment thereof, as defined in the Act. 14. CERTAIN DEFINITIONS. The terms "majority of the outstanding voting securities" of the Trust or Fund and "interested persons" shall have the meanings as set forth in the Act. The term "net assets" shall have the meaning and shall be calculated as set forth in the Trust's Registration Statement from time to time. 15. SEVERABILITY. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. 16. HEADINGS. The headings used herein are for convenience and ease of reference only. No legal effect is intended, nor is to be derived from such headings. -7- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and attested by their duly authorized officers, all as of the day and year first above written. ROBERTSON STEPHENS INVESTMENT TRUST ATTEST: ------------------ President - ----------------- Secretary ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. ATTEST: ------------------ President - ----------------- Secretary -8- EX-5.(L) 4 EXHIBIT 5-(L) EUROPE ROBERTSON STEPHENS INVESTMENT TRUST INVESTMENT ADVISORY AGREEMENT This INVESTMENT ADVISORY AGREEMENT ("Agreement") is made as of the __th day of August, 1996, by and between ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized and existing under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to its series of shares known as ROBERTSON STEPHENS EMERGING EUROPE (the "Fund"), and ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. (the "Adviser") W I T N E S S E T H : WHEREAS, the Trust is an open-end, management investment company, registered as such under the Investment Company Act of 1940, as amended (the "Act"); and WHEREAS, the Trust desires to retain the Adviser to render advice and services to the Trust and Fund pursuant to the terms and provisions of this Agreement, and the Adviser is interested in furnishing said advice and services; NOW, THEREFORE, in consideration of the covenants and the mutual promises hereinafter set forth, the parties hereto mutually agree as follows: 1. EMPLOYMENT OF ADVISER. (a) The Trust hereby employs the Adviser, and the Adviser hereby accepts such employment, to render investment advice and investment management services with respect to the assets of the Fund, consistent with the investment objective and policies of the Fund and subject to the supervision and direction of the Trust's Board of Trustees. The Adviser shall, except as otherwise provided for herein, as part of its duties hereunder, (i) furnish the Trust with investment advice, research and recommendations with respect to the investment of the Fund's assets and the purchase and sale of its portfolio securities, including the taking of such other steps as may be necessary to implement such advice and recommendations, (ii) furnish the Trust and Fund with reports, statements and other data on securities, economic conditions and other pertinent subjects in respect of the investment management of the Fund which the Trust's Board of Trustees may request, and (iii) in general superintend and manage the investments of the Fund, subject to the ultimate supervision and direction of the Trust's Board of Trustees. (b) The Adviser shall determine the securities to be purchased or sold by the Fund and will place orders pursuant to its determinations with or through such persons, brokers or dealers (including Robertson, Stephens & Company LLC) in conformity with the policy with respect to brokerage as set forth in the Trust's Registration Statement and the Fund's Prospectus and Statement of Additional Information or as the Trustees may direct from time to time. 2. SUB-ADVISERS AND CONSULTANTS. The Adviser may from time to time, in its discretion, delegate certain of its responsibilities under this Agreement to one or more qualified companies, each of which is registered under the Investment Advisers Act of 1940, as amended, provided that the separate costs of employing such companies and of the companies themselves are borne by the Adviser and not by the Fund. 3. ADVISER IS INDEPENDENT CONTRACTOR. The Adviser shall, for all purposes herein, be deemed to be an independent contractor, and shall, unless otherwise expressly provided and authorized, have no authority to act for or represent the Trust or Fund in any way, or in any way be deemed an agent for the Trust or Fund. It is expressly understood and agreed that the services to be rendered by the Adviser to the Trust and Fund under the provisions of this Agreement are not to be deemed exclusive, and the Adviser shall be free to render similar or different services to others so long as its ability to render the services provided for in this Agreement shall not be impaired thereby. 4. RESPONSIBILITIES AND PERSONNEL OF ADVISER. The Adviser agrees to use its best efforts in the furnishing of investment advice, research and recommendations to the Fund, in the preparation of reports and information, and in the management of the Fund's assets, all pursuant to this Agreement, and for this purpose the Adviser shall, at its own expense, maintain such staff and employ or retain such personnel and consult with such other persons as it shall from time to time determine to be necessary to the performance of its obligations under this Agreement. Without limiting the generality of the foregoing, the staff and personnel of the Adviser shall be deemed to include persons employed or retained by the Adviser to furnish statistical, research, and other factual information, advice regarding economic factors and trends, information with respect to technical and scientific developments, and such other information, advice and assistance as the Adviser may desire and request. 5. FURNISHING OF STATEMENTS AND REPORTS. The Trust shall from time to time furnish to the Adviser detailed statements of the portfolio investments and assets of the Fund and information as to its investment objectives and needs, and shall make available to the Adviser such financial reports, business descriptions and plans, proxy statements, legal and other information relating to its investments as may be in the possession of the Trust or available to it and such other information as the Adviser may reasonably request. 6. EXPENSES OF EACH PARTY. (a) The Adviser shall bear all expenses in connection with the performance of its services under this Agreement. The Adviser shall also pay (i) all compensation, if any, to the executive officers of the Fund and their related expenses and (ii) all compensation, if any, and out-of-pocket expenses of the Trust's trustees, who are "interested persons" of the Trust (as defined in the Act). -2- (b) The Trust shall bear all expenses of the Fund's organization, operations, and business not specifically assumed or agreed to be paid by the Adviser as provided in this Agreement. In particular, but without limiting the generality of the foregoing, the Trust on behalf of the Fund and out of its assets shall pay: (A) CUSTODY AND ACCOUNTING SERVICES. All expenses of the transfer, receipt, safekeeping, servicing and accounting for the cash, securities, and other property of the Fund, including all charges of depositories, custodians, and other agents, if any; (B) SHAREHOLDER SERVICING. All expenses of maintaining and servicing shareholder accounts, including all charges for transfer, shareholder recordkeeping, dividend disbursing, redemption, and other agents for the benefit of the Fund; (C) BOOKS AND RECORDS. All costs and expenses associated with the maintenance of the Fund's books of account and records as required by the Act; (D) SHAREHOLDER MEETINGS. All fees and expenses incidental to holding meetings of shareholders, including the printing of notices and proxy material, and proxy solicitation therefor, provided that the Adviser shall be responsible for and assume all expenses and fees with respect to meetings of the Fund's shareholders held solely for the benefit of the Adviser; (E) PROSPECTUSES AND STATEMENTS OF ADDITIONAL INFORMATION. All expenses of preparing and printing of annual or more frequent revisions of the Prospectus and Statement of Additional Information relating to the offering of the Fund's shares and of mailing them to shareholders; (F) PRICING. All expenses of computing the Fund's net asset value per share, including the cost of any equipment or services used for obtaining price quotations; (G) COMMUNICATION EQUIPMENT. All charges for equipment or services used for communication between the Adviser or the Trust and the custodian, transfer agent or any other agent selected by the Trust; (H) LEGAL AND ACCOUNTING FEES AND EXPENSES. All charges for services and expenses of the Trust's legal counsel and independent auditors for the benefit of the Trust; -3- (I) TRUSTEES' FEES AND EXPENSES. All compensation of trustees, other than those who are interested persons of or affiliated with the Adviser, and all expenses incurred in connection with their service and meetings; (J) FEDERAL REGISTRATION FEES. All fees and expenses of registering and maintaining the registration of the Trust under the Act and the registration of Fund shares under the Securities Act of 1933, as amended (the "1933 Act"), including all fees and expenses incurred in connection with the preparation, printing and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act or the Act, and any amendments or supplements thereto that may be made from time to time; (K) STATE REGISTRATION FEES. All fees and expenses (including the compensation of personnel who may be employed by the Adviser or an affiliate) of qualifying and maintaining qualification of the Trust and of the Fund shares for sale under securities laws of various states or jurisdictions, and of registration and qualification of the Trust under all other laws applicable to the Trust or its business activities (including registering the Trust as a broker-dealer, or any officer of the Trust or any person as agent or salesman of the Trust in any state); (L) ISSUE AND REDEMPTION OF TRUST SHARES. All expenses incurred in connection with the issue, redemption, and transfer of Fund shares, including the expense of confirming all Fund share transactions, and of preparing and transmitting the Fund's share certificates; (M) BONDING AND INSURANCE. All expenses of bond, liability, and other insurance coverage required by law or deemed advisable by the Board of Trustees; (N) BROKERAGE COMMISSIONS. All brokerage commissions and other charges incident to the purchase, sale, or lending of the Fund's portfolio securities; (O) TAXES. All taxes or governmental fees payable by or in respect of the Trust or Fund to federal, state, or other governmental agencies, domestic or foreign, including stamp or other transfer taxes; (P) TRADE ASSOCIATION FEES. All fees, dues, and other expenses incurred in connection with the Trust's membership in any trade association or other investment organization; -4- (Q) INTEREST. All interest which may accrue and be payable as a result of the Fund's activities; (R) STATIONERY AND POSTAGE. The cost of all stationery and postage required by the Fund, unless otherwise payable by another party with respect to an activity or expense referred to above; and (S) NONRECURRING AND EXTRAORDINARY EXPENSES. Such nonrecurring expenses as may arise, including the costs of actions, suits, or proceedings to which the Trust on behalf of the Fund is a party and the expenses the Trust on behalf of the Fund may incur as a result of its legal obligation to provide indemnification to its officers, trustees, and agents. (c) In the event that the Trust offers other series of its shares in the future, then the Fund shall only be responsible for expenses directly attributable to it and its operations and for such other costs and expenses of the Trust as the Board of Trustees may by resolution or otherwise direct. 7. REIMBURSEMENT FOR ADVANCED COSTS AND EXPENSES. To the extent the Adviser incurs any costs or performs any services which are an obligation of the Trust or Fund, as set forth herein, the Trust on behalf of the Fund and out of the Fund's assets shall promptly reimburse the Adviser for such costs and expenses. To the extent the services for which the Fund is obligated to pay are performed by the Adviser, the Adviser shall be entitled to recover from the Fund only to the extent of its actual costs for such services. 8. FEES. (a) The Trust on behalf of the Fund and out of the Fund's assets agrees to pay to the Adviser, and the Adviser agrees to accept, as full compensation for all services furnished or provided to the Trust and Fund hereunder, and as full reimbursement for all expenses assumed by the Adviser, a management fee computed at the rate of 1.50% per annum of the average daily net assets of the Fund. (b) The management fee shall be accrued daily during each month by the Trust on behalf of the Fund and paid to the Adviser on the first business day of the succeeding month. The initial monthly fee under this Agreement shall be payable on the first business day of the first month following the effective date of this Agreement. The fee to the Adviser shall be prorated for the portion of any month in which this Agreement is in effect which is not a complete month according to the proportion which the number of calendar days in the month during which the Agreement is in effect bears to the calendar days in the month. If this Agreement is terminated prior to the end of any month, the fee to the Adviser shall be payable within ten (10) days after the date of termination. (c) The Adviser may reduce or waive any portion of the compensation due to it hereunder, or for reimbursement of expenses by the Trust pursuant to -5- Paragraph 7 of this Agreement, and any such reduction or waiver shall be applicable only with respect to the specific items waived and shall not constitute a waiver of any future compensation or reimbursement due to the Adviser hereunder. In the event that expenses of the Fund for any fiscal year should exceed the expense limitation on investment company expenses imposed by any statute or regulatory authority of any jurisdiction in which shares of the Fund are qualified for offer or sale, the compensation due the Adviser for such fiscal year shall be reduced by the amount of such excess by a reduction or refund thereof, or by the Adviser's assumption of expenses of the Fund. Any fee withheld pursuant to this paragraph from the Adviser (including by way of the assumption of expenses by the Adviser) shall be reimbursed by the Trust to the Adviser in the first fiscal year or the second fiscal year next succeeding the fiscal year of the withholding to the extent permitted by the applicable state law to the extent the expenses of the Fund for the next succeeding fiscal year or second succeeding fiscal year do not exceed any such expense limitation in effect at the time, or any more restrictive limitation to which the Adviser has agreed. (d) The Adviser may agree not to require payment of any portion of the compensation or reimbursement of expenses otherwise due to it pursuant to this Agreement prior to the time such compensation or reimbursement has accrued as a liability of the Trust. Any such agreement shall be applicable only with respect to the specific items covered thereby and shall not constitute an agreement not to require payment of any future compensation or reimbursement due to the Adviser hereunder. 9. SHORT POSITIONS IN FUND'S SHARES. The Adviser agrees that neither it nor any of its officers or employees shall take any short position in the shares of the Fund. This prohibition shall not prevent the purchase of such shares by any of the officers and Trustees or employees of the Adviser or any trust, pension, profit-sharing or other benefit plan for such persons or affiliates thereof, at a price not less than the net asset value thereof at the time of purchase, as allowed pursuant to rules promulgated under the Act. 10. RELATIONSHIP TO PROVISIONS OF AGREEMENT AND DECLARATION OF TRUST. Nothing herein contained shall be deemed to require the Trust to take any action contrary to its Agreement and Declaration of Trust or any applicable statute or regulation, or to relieve or deprive the Board of Trustees of the Trust of its responsibility for and control of the conduct of the affairs of the Trust and Fund. 11. DUTIES AND STANDARDS OF CARE. (a) In the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of obligations or duties hereunder on the part of the Adviser, the Adviser shall not be subject to liability to the Fund or to any shareholder of the Fund for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by the Fund. -6- (b) No provision of this Agreement shall be construed to protect any Trustee or officer of the Trust or director or officer of the Adviser from liability in violation of Sections 17(h) and (i) of the Act. (c) A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this Agreement is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the obligations arising out of this Agreement are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. The Adviser acknowledges that it has received notice of and accepts the limitations of liability as set forth in the Agreement and Declaration of Trust of the Trust. The Adviser agrees that the Trust's obligations hereunder shall be limited to the Fund and to its assets, and that the Adviser or any affiliated or related party shall not seek satisfaction of any such obligation from any shareholder of the Fund nor from any trustee, officer, employee or agent of the Trust. 12. TERM AND RENEWAL. This Agreement shall remain in effect for a period of two (2) years, unless sooner terminated in accordance with Paragraph 13 hereof, and shall continue in effect from year to year thereafter so long as such continuation is approved at least annually by (i) the Board of Trustees of the Trust or by the vote of a majority of the outstanding voting securities of the Fund, and (ii) the vote of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting for the purpose of voting on such approval. 13. TERMINATION. This Agreement may be terminated at any time, without payment of any penalty, by the Board of Trustees of the Trust or by a vote of a majority of its outstanding voting securities, upon sixty (60) days' written notice to the Adviser, and by the Adviser upon sixty (60) days' written notice to the Trust. This Agreement shall also terminate in the event of any transfer or assignment thereof, as defined in the Act. 14. CERTAIN DEFINITIONS. The terms "majority of the outstanding voting securities" of the Trust or Fund and "interested persons" shall have the meanings as set forth in the Act. The term "net assets" shall have the meaning and shall be calculated as set forth in the Trust's Registration Statement from time to time. 15. SEVERABILITY. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. 16. HEADINGS. The headings used herein are for convenience and ease of reference only. No legal effect is intended, nor is to be derived from such headings. -7- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and attested by their duly authorized officers, all as of the day and year first above written. ROBERTSON STEPHENS INVESTMENT TRUST ATTEST: ------------------- President - ----------------- Secretary ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. ATTEST: ------------------- President - ----------------- Secretary -8- EX-5.(M) 5 EXHIBIT 5(M) RS FUND ROBERTSON STEPHENS INVESTMENT TRUST INVESTMENT ADVISORY AGREEMENT This INVESTMENT ADVISORY AGREEMENT ("Agreement") is made as of the __th day of August, 1996, by and between ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized and existing under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to its series of shares known as ROBERTSON STEPHENS FUND (the "Fund"), and ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. (the "Adviser") W I T N E S S E T H : WHEREAS, the Trust is an open-end, management investment company, registered as such under the Investment Company Act of 1940, as amended (the "Act"); and WHEREAS, the Trust desires to retain the Adviser to render advice and services to the Trust and Fund pursuant to the terms and provisions of this Agreement, and the Adviser is interested in furnishing said advice and services; NOW, THEREFORE, in consideration of the covenants and the mutual promises hereinafter set forth, the parties hereto mutually agree as follows: 1. EMPLOYMENT OF ADVISER. (a) The Trust hereby employs the Adviser, and the Adviser hereby accepts such employment, to render investment advice and investment management services with respect to the assets of the Fund, consistent with the investment objective and policies of the Fund and subject to the supervision and direction of the Trust's Board of Trustees. The Adviser shall, except as otherwise provided for herein, as part of its duties hereunder, (i) furnish the Trust with investment advice, research and recommendations with respect to the investment of the Fund's assets and the purchase and sale of its portfolio securities, including the taking of such other steps as may be necessary to implement such advice and recommendations, (ii) furnish the Trust and Fund with reports, statements and other data on securities, economic conditions and other pertinent subjects in respect of the investment management of the Fund which the Trust's Board of Trustees may request, and (iii) in general superintend and manage the investments of the Fund, subject to the ultimate supervision and direction of the Trust's Board of Trustees. (b) The Adviser shall determine the securities to be purchased or sold by the Fund and will place orders pursuant to its determinations with or through such persons, brokers or dealers (including Robertson, Stephens & Company LLC) in conformity with the policy with respect to brokerage as set forth in the Trust's Registration Statement and the Fund's Prospectus and Statement of Additional Information or as the Trustees may direct from time to time. 2. SUB-ADVISERS AND CONSULTANTS. The Adviser may from time to time, in its discretion, delegate certain of its responsibilities under this Agreement to one or more qualified companies, each of which is registered under the Investment Advisers Act of 1940, as amended, provided that the separate costs of employing such companies and of the companies themselves are borne by the Adviser and not by the Fund. 3. ADVISER IS INDEPENDENT CONTRACTOR. The Adviser shall, for all purposes herein, be deemed to be an independent contractor, and shall, unless otherwise expressly provided and authorized, have no authority to act for or represent the Trust or Fund in any way, or in any way be deemed an agent for the Trust or Fund. It is expressly understood and agreed that the services to be rendered by the Adviser to the Trust and Fund under the provisions of this Agreement are not to be deemed exclusive, and the Adviser shall be free to render similar or different services to others so long as its ability to render the services provided for in this Agreement shall not be impaired thereby. 4. RESPONSIBILITIES AND PERSONNEL OF ADVISER. The Adviser agrees to use its best efforts in the furnishing of investment advice, research and recommendations to the Fund, in the preparation of reports and information, and in the management of the Fund's assets, all pursuant to this Agreement, and for this purpose the Adviser shall, at its own expense, maintain such staff and employ or retain such personnel and consult with such other persons as it shall from time to time determine to be necessary to the performance of its obligations under this Agreement. Without limiting the generality of the foregoing, the staff and personnel of the Adviser shall be deemed to include persons employed or retained by the Adviser to furnish statistical, research, and other factual information, advice regarding economic factors and trends, information with respect to technical and scientific developments, and such other information, advice and assistance as the Adviser may desire and request. 5. FURNISHING OF STATEMENTS AND REPORTS. The Trust shall from time to time furnish to the Adviser detailed statements of the portfolio investments and assets of the Fund and information as to its investment objectives and needs, and shall make available to the Adviser such financial reports, business descriptions and plans, proxy statements, legal and other information relating to its investments as may be in the possession of the Trust or available to it and such other information as the Adviser may reasonably request. 6. EXPENSES OF EACH PARTY. (a) The Adviser shall bear all expenses in connection with the performance of its services under this Agreement. The Adviser shall also pay (i) all compensation, if any, to the executive officers of the Fund and their related expenses and (ii) all compensation, if any, and out-of-pocket expenses of the Trust's trustees, who are "interested persons" of the Trust (as defined in the Act). -2- (b) The Trust shall bear all expenses of the Fund's organization, operations, and business not specifically assumed or agreed to be paid by the Adviser as provided in this Agreement. In particular, but without limiting the generality of the foregoing, the Trust on behalf of the Fund and out of its assets shall pay: (A) CUSTODY AND ACCOUNTING SERVICES. All expenses of the transfer, receipt, safekeeping, servicing and accounting for the cash, securities, and other property of the Fund, including all charges of depositories, custodians, and other agents, if any; (B) SHAREHOLDER SERVICING. All expenses of maintaining and servicing shareholder accounts, including all charges for transfer, shareholder recordkeeping, dividend disbursing, redemption, and other agents for the benefit of the Fund; (C) BOOKS AND RECORDS. All costs and expenses associated with the maintenance of the Fund's books of account and records as required by the Act; (D) SHAREHOLDER MEETINGS. All fees and expenses incidental to holding meetings of shareholders, including the printing of notices and proxy material, and proxy solicitation therefor, provided that the Adviser shall be responsible for and assume all expenses and fees with respect to meetings of the Fund's shareholders held solely for the benefit of the Adviser; (E) PROSPECTUSES AND STATEMENTS OF ADDITIONAL INFORMATION. All expenses of preparing and printing of annual or more frequent revisions of the Prospectus and Statement of Additional Information relating to the offering of the Fund's shares and of mailing them to shareholders; (F) PRICING. All expenses of computing the Fund's net asset value per share, including the cost of any equipment or services used for obtaining price quotations; (G) COMMUNICATION EQUIPMENT. All charges for equipment or services used for communication between the Adviser or the Trust and the custodian, transfer agent or any other agent selected by the Trust; (H) LEGAL AND ACCOUNTING FEES AND EXPENSES. All charges for services and expenses of the Trust's legal counsel and independent auditors for the benefit of the Trust; -3- (I) TRUSTEES' FEES AND EXPENSES. All compensation of trustees, other than those who are interested persons of or affiliated with the Adviser, and all expenses incurred in connection with their service and meetings; (J) FEDERAL REGISTRATION FEES. All fees and expenses of registering and maintaining the registration of the Trust under the Act and the registration of Fund shares under the Securities Act of 1933, as amended (the "1933 Act"), including all fees and expenses incurred in connection with the preparation, printing and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act or the Act, and any amendments or supplements thereto that may be made from time to time; (K) STATE REGISTRATION FEES. All fees and expenses (including the compensation of personnel who may be employed by the Adviser or an affiliate) of qualifying and maintaining qualification of the Trust and of the Fund shares for sale under securities laws of various states or jurisdictions, and of registration and qualification of the Trust under all other laws applicable to the Trust or its business activities (including registering the Trust as a broker-dealer, or any officer of the Trust or any person as agent or salesman of the Trust in any state); (L) ISSUE AND REDEMPTION OF TRUST SHARES. All expenses incurred in connection with the issue, redemption, and transfer of Fund shares, including the expense of confirming all Fund share transactions, and of preparing and transmitting the Fund's share certificates; (M) BONDING AND INSURANCE. All expenses of bond, liability, and other insurance coverage required by law or deemed advisable by the Board of Trustees; (N) BROKERAGE COMMISSIONS. All brokerage commissions and other charges incident to the purchase, sale, or lending of the Fund's portfolio securities; (O) TAXES. All taxes or governmental fees payable by or in respect of the Trust or Fund to federal, state, or other governmental agencies, domestic or foreign, including stamp or other transfer taxes; (P) TRADE ASSOCIATION FEES. All fees, dues, and other expenses incurred in connection with the Trust's membership in any trade association or other investment organization; -4- (Q) INTEREST. All interest which may accrue and be payable as a result of the Fund's activities; (R) STATIONERY AND POSTAGE. The cost of all stationery and postage required by the Fund, unless otherwise payable by another party with respect to an activity or expense referred to above; and (S) NONRECURRING AND EXTRAORDINARY EXPENSES. Such nonrecurring expenses as may arise, including the costs of actions, suits, or proceedings to which the Trust on behalf of the Fund is a party and the expenses the Trust on behalf of the Fund may incur as a result of its legal obligation to provide indemnification to its officers, trustees, and agents. (c) In the event that the Trust offers other series of its shares in the future, then the Fund shall only be responsible for expenses directly attributable to it and its operations and for such other costs and expenses of the Trust as the Board of Trustees may by resolution or otherwise direct. 7. REIMBURSEMENT FOR ADVANCED COSTS AND EXPENSES. To the extent the Adviser incurs any costs or performs any services which are an obligation of the Trust or Fund, as set forth herein, the Trust on behalf of the Fund and out of the Fund's assets shall promptly reimburse the Adviser for such costs and expenses. To the extent the services for which the Fund is obligated to pay are performed by the Adviser, the Adviser shall be entitled to recover from the Fund only to the extent of its actual costs for such services. 8. FEES. (a) The Trust on behalf of the Fund and out of the Fund's assets agrees to pay to the Adviser, and the Adviser agrees to accept, as full compensation for all services furnished or provided to the Trust and Fund hereunder, and as full reimbursement for all expenses assumed by the Adviser, a management fee computed at the rate of 1.50% per annum of the average daily net assets of the Fund. (b) The management fee shall be accrued daily during each month by the Trust on behalf of the Fund and paid to the Adviser on the first business day of the succeeding month. The initial monthly fee under this Agreement shall be payable on the first business day of the first month following the effective date of this Agreement. The fee to the Adviser shall be prorated for the portion of any month in which this Agreement is in effect which is not a complete month according to the proportion which the number of calendar days in the month during which the Agreement is in effect bears to the calendar days in the month. If this Agreement is terminated prior to the end of any month, the fee to the Adviser shall be payable within ten (10) days after the date of termination. (c) The Adviser may reduce or waive any portion of the compensation due to it hereunder, or for reimbursement of expenses by the Trust pursuant to -5- Paragraph 7 of this Agreement, and any such reduction or waiver shall be applicable only with respect to the specific items waived and shall not constitute a waiver of any future compensation or reimbursement due to the Adviser hereunder. In the event that expenses of the Fund for any fiscal year should exceed the expense limitation on investment company expenses imposed by any statute or regulatory authority of any jurisdiction in which shares of the Fund are qualified for offer or sale, the compensation due the Adviser for such fiscal year shall be reduced by the amount of such excess by a reduction or refund thereof, or by the Adviser's assumption of expenses of the Fund. Any fee withheld pursuant to this paragraph from the Adviser (including by way of the assumption of expenses by the Adviser) shall be reimbursed by the Trust to the Adviser in the first fiscal year or the second fiscal year next succeeding the fiscal year of the withholding to the extent permitted by the applicable state law to the extent the expenses of the Fund for the next succeeding fiscal year or second succeeding fiscal year do not exceed any such expense limitation in effect at the time, or any more restrictive limitation to which the Adviser has agreed. (d) The Adviser may agree not to require payment of any portion of the compensation or reimbursement of expenses otherwise due to it pursuant to this Agreement prior to the time such compensation or reimbursement has accrued as a liability of the Trust. Any such agreement shall be applicable only with respect to the specific items covered thereby and shall not constitute an agreement not to require payment of any future compensation or reimbursement due to the Adviser hereunder. 9. SHORT POSITIONS IN FUND'S SHARES. The Adviser agrees that neither it nor any of its officers or employees shall take any short position in the shares of the Fund. This prohibition shall not prevent the purchase of such shares by any of the officers and Trustees or employees of the Adviser or any trust, pension, profit-sharing or other benefit plan for such persons or affiliates thereof, at a price not less than the net asset value thereof at the time of purchase, as allowed pursuant to rules promulgated under the Act. 10. RELATIONSHIP TO PROVISIONS OF AGREEMENT AND DECLARATION OF TRUST. Nothing herein contained shall be deemed to require the Trust to take any action contrary to its Agreement and Declaration of Trust or any applicable statute or regulation, or to relieve or deprive the Board of Trustees of the Trust of its responsibility for and control of the conduct of the affairs of the Trust and Fund. 11. DUTIES AND STANDARDS OF CARE. (a) In the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of obligations or duties hereunder on the part of the Adviser, the Adviser shall not be subject to liability to the Fund or to any shareholder of the Fund for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security by the Fund. -6- (b) No provision of this Agreement shall be construed to protect any Trustee or officer of the Trust or director or officer of the Adviser from liability in violation of Sections 17(h) and (i) of the Act. (c) A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this Agreement is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the obligations arising out of this Agreement are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. The Adviser acknowledges that it has received notice of and accepts the limitations of liability as set forth in the Agreement and Declaration of Trust of the Trust. The Adviser agrees that the Trust's obligations hereunder shall be limited to the Fund and to its assets, and that the Adviser or any affiliated or related party shall not seek satisfaction of any such obligation from any shareholder of the Fund nor from any trustee, officer, employee or agent of the Trust. 12. TERM AND RENEWAL. This Agreement shall remain in effect for a period of two (2) years, unless sooner terminated in accordance with Paragraph 13 hereof, and shall continue in effect from year to year thereafter so long as such continuation is approved at least annually by (i) the Board of Trustees of the Trust or by the vote of a majority of the outstanding voting securities of the Fund, and (ii) the vote of a majority of the Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting for the purpose of voting on such approval. 13. TERMINATION. This Agreement may be terminated at any time, without payment of any penalty, by the Board of Trustees of the Trust or by a vote of a majority of its outstanding voting securities, upon sixty (60) days' written notice to the Adviser, and by the Adviser upon sixty (60) days' written notice to the Trust. This Agreement shall also terminate in the event of any transfer or assignment thereof, as defined in the Act. 14. CERTAIN DEFINITIONS. The terms "majority of the outstanding voting securities" of the Trust or Fund and "interested persons" shall have the meanings as set forth in the Act. The term "net assets" shall have the meaning and shall be calculated as set forth in the Trust's Registration Statement from time to time. 15. SEVERABILITY. If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. 16. HEADINGS. The headings used herein are for convenience and ease of reference only. No legal effect is intended, nor is to be derived from such headings. -7- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and attested by their duly authorized officers, all as of the day and year first above written. ROBERTSON STEPHENS INVESTMENT TRUST ATTEST: ------------------- President - ------------------ Secretary ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. ATTEST: ------------------- President - ------------------ Secretary -8- EX-9 6 EXHIBIT 9 ADMIN SERVICES ROBERTSON STEPHENS INVESTMENT TRUST 555 California Street San Francisco, California 94104 August __, 1996 Robertson, Stephens & Company Investment Management, L.P. 555 California Street San Francisco, California 94104 Re: ADMINISTRATIVE SERVICES AGREEMENT --------------------------------- Dear Sirs: Robertson Stephens Investment Trust, a Massachusetts business trust (the "Trust"), is engaged in the business of an investment company. The Trust desires that you act as administrator of the various series of shares of the Trust (each, a "Fund") set out on Schedule A hereto, and you are willing to act as such administrator and to perform such services under the terms and conditions hereinafter set forth. Accordingly, the Trust, on behalf of each Fund, agrees with you as follows: 1. DELIVERY OF FUND DOCUMENTS. The Trust has furnished you with copies properly certified or authenticated of each of the following: (a) the Agreement and Declaration of Trust of the Trust (the "Declaration of Trust"). (b) the By-Laws of the Trust as in effect on the date hereof. (c) Resolutions of the Board of Trustees of the Trust selecting you as administrator and approving the form of this Agreement. The Trust will furnish you from time to time with copies, properly certified or authenticated, of all amendments of or supplements to the foregoing, if any. 2. ADMINISTRATIVE SERVICES. You will continuously provide business management services to each Fund and will generally, subject to the general oversight of the Trustees and except as provided in the next following paragraph, manage all of the business and affairs of each Fund, subject always to the provisions of the Trust's Declaration of Trust and By-Laws and of the Investment Company Act of 1940, as amended (the "1940 Act"), and subject, further, to such policies and instructions as the Board of Trustees may from time to time establish. You shall, except as provided in the next following paragraph, advise and assist the officers of the Trust in taking such steps as are necessary or appropriate to carry out the decisions of the Board of Trustees regarding the conduct of the business of each Fund. No provision of this Agreement shall be deemed to require you at any time to provide to any Fund or to any person with respect to any Fund investment research, advice, or supervision, or in any way to advise any Fund or any person acting on behalf of any Fund as to the value of securities or other investments or as to the advisability of investing in, purchasing, or selling securities or other investments. 3. ALLOCATION OF CHARGES AND EXPENSES. You will make available, without expense to the Funds, the services of such of your directors, officers, and employees as may duly be elected Trustees or officers of the Trust, subject to their individual consent to serve and to any limitations imposed by law. You will pay the compensation of such of your directors, officers, and employees as may duly be elected Trustees or officers of the Trust. You will not be required to pay any expenses of the Trust other than those specifically allocated to you in this paragraph 3. In particular, but without limiting the generality of the foregoing, you will not be required to pay: clerical salaries not relating to the services described in paragraph 2 above; fees and expenses incurred by the Trust in connection with membership in investment company organizations; brokers' commissions; payment for portfolio pricing services to a pricing agent, if any; legal, auditing, or accounting expenses; taxes or governmental fees; the fees and expenses of the transfer agent of the Funds; the cost of preparing share certificates or any other expenses, including clerical expenses, incurred in connection with the issue, sale, underwriting, redemption, or repurchase of shares of the Funds; the expenses of and fees for registering or qualifying securities for sale; the fees and expenses of Trustees of the Trust who are not affiliated with you; the cost of preparing and distributing reports and notices to shareholders; public and investor relations expenses; or the fees or disbursements of custodians of the Funds' assets, including expenses incurred in the performance of any obligations enumerated by the Declaration of Trust or By- Laws of the Trust insofar as they govern agreements with any such custodian. 4. COMPENSATION. As compensation for the services performed and the facilities furnished and expenses assumed by you, each Fund shall pay you, promptly (but in any event within three business days) after the last day of each calendar month, a fee, calculated daily, of 0.25 of 1% annually of such Fund's average daily net assets. If this Agreement is terminated as to any Fund as of any date not the last day of a calendar month, the fee payable to you by such Fund shall be paid promptly (but in any event within three business days) after such date of termination. -2- The average daily net assets of a Fund shall in all cases be based only on business days and be computed as of the time of the regular close of business of the New York Stock Exchange, or such other time as may be determined by the Board of Trustees. 5. LIMITATION OF LIABILITY. You shall not be liable for any error of judgement or mistake of law or for any loss suffered by a Fund in connection with the matters to which this Agreement relates except a loss resulting from willful misfeasance, bad faith, or gross negligence on your part in the performance of your duties, or from reckless disregard by you of your obligations and duties under this Agreement. Any person, even though also employed by you, who may be or become an employee of and paid by the Trust shall be deemed, when acting within the scope of his or her employment by the Trust, to be acting in such employment solely for the Trust and not as your employee or agent. 6. DURATION AND TERMINATION OF THIS AGREEMENT. This Agreement shall remain in force until _______________, 1998 and continue from year to year thereafter in respect of each Fund, but only so long as such continuance is specifically approved in respect of such Fund at least annually by the vote of a majority of the Trustees who are not interested persons of you or of the Trust, cast in person at a meeting called for the purpose of voting on such approval and by a vote of the Board of Trustees. This Agreement may, on 30 days notice, be terminated as to any Fund at any time without the payment of any penalty by you, and, as to any Fund, immediately upon notice, by the Board of Trustees or by vote of a majority of the outstanding voting securities of that Fund. In interpreting the provisions of this Agreement, the definitions contained in Section 2(a) of the 1940 Act, as modified by rule 18f-2 under the Act (particularly the definitions of "interested person" and "majority of the outstanding voting securities"), as from time to time amended, shall be applied, subject, however, to such exemptions as may be granted by the Securities and Exchange Commission by any rule, regulation, or order. 7. AMENDMENT OF THIS AGREEMENT. No provisions of this Agreement may be changed, waived, discharged, or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge, or termination is sought, and no amendment of this Agreement shall be effective as to any Fund until approved by the Board of Trustees, including a majority of the Trustees who are not interested persons of you or of the Trust, cast in person at a meeting called for the purpose of voting on such approval. 8. MISCELLANEOUS. The captions in this Agreement are included for convenience of reference only and in no way define or delimit any of the provisions hereof or otherwise affect their construction or effect. This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of The Commonwealth of Massachusetts, and notice is hereby given that -3- this instrument is executed on behalf of the Trustees of the Trust as Trustees and not individually, and that the obligations of or arising out of this instrument are not binding upon any of the Trustees, officers, or shareholders individually but are binding only upon the assets and property of the Trust. If you are in agreement with the foregoing, please sign the form of acceptance on the accompanying counterpart of this letter and return such counterpart to the Trust, whereupon this letter shall become a binding contract. Yours very truly, ROBERTSON STEPHENS INVESTMENT TRUST By: --------------------------- The foregoing Agreement is hereby accepted as of the date thereof. ROBERTSON, STEPHENS & COMPANY INVESTMENT MANAGEMENT, L.P. By: ----------------------------- -4- SCHEDULE A AUGUST __, 1996 ROBERTSON STEPHENS ASIA FUND ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND ROBERTSON STEPHENS EMERGING EUROPE FUND ROBERTSON STEPHENS FUND -5- EX-11 7 EXHIBIT 11 ACCOUNT CONSENT CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the use in the Statement of Additional Information constituting part of this Post-Effective Amendment No. 25 to the registration statement on Form N-1A of Robertson Stephens Investment Trust (the "Registration Statement") of our reports dated February 15, 1996, relating to the financial statements and financial highlights of The Robertson Stephens Growth & Income Fund, The Robertson Stephens Emerging Growth Fund, The Robertson Stephens Partners Fund, The Robertson Stephens Global Natural Resources Fund, The Robertson Stephens Global Low-Priced Stock Fund, The Robertson Stephens Developing Countries Fund, The Robertson Stephens Information Age Fund, the Robertson Stephens Contrarian Fund, and The Robertson Stephens Value + Growth Fund, which appear in such Statement of Additional Information, and to the incorporation by reference of our reports into the combined Prospectus for the aforementioned Funds which constitutes part of this Registration Statement. We also consent to the reference to us under the heading "Independent Accountants" in such Statement of Additional Information and to the references to us under the "Financial Highlights" headings in the aforementioned Prospectus. PRICE WATERHOUSE LLP San Francisco, California May 15, 1996 EX-15.(H) 8 EXH-15(H)DISTRIB PLANS ROBERTSON STEPHENS ASIA FUND DISTRIBUTION PLAN This Distribution Plan (the "Plan") is adopted in accordance with Rule 12b- 1 (the "Rule") under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to the shares offered by its series of shares designated as ROBERTSON STEPHENS ASIA FUND (the "Fund"). 1. ANNUAL FEE. The Trust will pay to Robertson, Stephens & Company LLC ("RS&Co."), as the distributor of the Fund's shares, an annual fee for RS&Co.'s services in such capacity including its expenses in connection with the promotion and distribution of the Fund's shares (collectively, "Distribution Expenses"). The annual fee paid to RS&Co. under the Plan will be calculated daily and paid monthly by the Fund on the first day of each month at an annual rate of 0.25% of the Fund's average daily net assets. 2. DISTRIBUTION EXPENSES IN EXCESS OF OR LESS THAN AMOUNT OF FEE. All Distribution Expenses of RS&Co. in excess of its compensation hereunder shall be borne by RS&Co. The fees paid by the Trust on behalf of the Fund shall not be refundable in the event that in any given year the fees are greater than RS&Co.'s Distribution Expenses for that year. 3. EXPENSES COVERED BY THE PLAN. The fee paid to RS&Co. under Section 1 of the Plan may be used by RS&Co. to pay for any expenses primarily intended to result in the sale of the Fund's shares, including, but not limited to: (a) costs of payments, including incentive compensation, made to the partners and employees of, agents for and consultants to RS&Co. or any other broker-dealers that engage in the distribution of the Fund's shares; (b) payments made to, and expenses of, persons who provide support services in connection with the distribution of the Fund's shares, including, but not limited to, personnel of RS&Co., office space and equipment, telephone facilities, answering routine inquiries regarding the Fund, processing shareholder transactions and providing any other shareholder services not otherwise provided by the Trust's transfer agency; (c) all payments made pursuant to the form of Distribution and Service Agreement attached hereto as an Exhibit; (d) costs relating to the formulation and implementation of marketing and promotional activities, including, but not limited to, direct mail promotions and television, radio, newspaper, magazine and other mass media advertising; (e) costs of printing and distributing prospectuses, statements of additional information and reports of the Fund to prospective shareholders of the Fund; (f) costs involved in preparing, printing and distributing sales literature pertaining to the Fund; and (g) costs involved in obtaining whatever information, analyses and reports with respect to marketing and promotional activities that the Trust may, from time to time, deem advisable. Such expenses shall be deemed incurred whether paid directly by RS&Co. or by a third party to the extent reimbursed therefor by RS&Co. 4. PROPHYLACTIC PROVISIONS. No additional payments are to be made by the Trust with respect to the Fund as a result of the Plan other than (a) the compensation the Fund is otherwise obligated to pay to Robertson Stephens Investment Management, Inc. (the "Adviser") pursuant to the Investment Advisory Agreement as in effect at any time, (b) payments pursuant to Section 1 of the Plan, and (c) payments made by the Fund in the ordinary course of its business. To the extent any payments by the Fund under Subparagraph (b) above, or to or by the Adviser, RS&Co. or other parties on behalf of the Fund, the Adviser or RS&Co. are deemed to be payments for the financing of any activity primarily intended to result in the sale of shares of the Fund within the context of the Rule, then such payments shall be deemed to have been made pursuant to the Plan, except that the limitation set forth in the first sentence of Section 2 of the Plan shall not apply. The costs and activities, the payment of which are intended to be within the scope of the Plan pursuant to this Section, shall include, but not necessarily be limited to, the following: (i) the costs of preparing, printing, and mailing all required reports and notices to existing shareholders; (ii) the costs of preparing, printing, and mailing or other dissemination of all prospectuses and statements of additional information; (iii) the costs of preparing, printing and mailing any proxy statements, proxies and related solicitation materials; (iv) all legal and accounting fees relating to the preparation of any such reports, prospectuses, proxies, proxy statements and related solicitation materials; (v) all fees and expenses relating to the qualification of the Trust and/or Fund and/or its shares under the securities or "Blue Sky" laws of any jurisdiction; (vi) all fees under the Securities Act of 1933 and the Act, including fees in connection with any application for exemption relating to or directed toward the sale of the Fund's shares; (vii) all fees and assessments of the Investment Company Institute and other trade or any successor organizations, irrespective of whether some of its activities are designed to provide sales assistance; (viii) all costs of preparing and mailing confirmations of shares sold or redeemed, and reports of share balances; (ix) all costs of responding to telephone or mail inquiries of investors or prospective investors; and -2- (x) payments to dealers, financial institutions, advisers, or other firms, any one of whom may receive monies (in addition to any amounts paid pursuant to the Exhibit hereto) in respect to the Fund's shares owned by shareholders for whom such firm is the dealer of record or holder of record in any capacity, or with whom such firm has a servicing, agency, or distribution relationship. Servicing may include, among other things: (A) answering client inquiries regarding the Fund; (B) assisting clients in changing account designations and addresses; (C) performing subaccounting; (D) establishing and maintaining shareholder accounts and records; (E) processing purchase and redemption transactions; (F) providing periodic statements showing a client's account balance and integrating such statements with those of other transactions and balances in the client's other accounts serviced by such firm; (G) arranging for bank wire transfers; and (H) such other services as the Fund may require. 5. WRITTEN REPORTS. RS&Co. shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the monies paid to it under the Plan and the purposes for which such monies were expended, and shall furnish the Board of Trustees of the Trust with such other information as the Board of Trustees may reasonably request in connection with the payments made under the Plan in order to enable the Board of Trustees to make an informed determination of whether the Plan should be continued. 6. TERMINATION. The Plan may be terminated at any time, without penalty, by vote of a majority of the outstanding voting securities of the Fund or by a majority of the Trustees who are not interested persons of the Trust and have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan (the "Qualified Trustees"), and any Distribution and Service Agreement under the Plan may be likewise terminated, on not more than sixty (60) days prior written notice. 7. AMENDMENTS. The Plan and any Distribution and Service Agreement may not be amended to increase materially the amount to be spent for distribution and servicing of Fund shares pursuant to Section 1 hereof without approval by a majority of the outstanding voting securities of the Fund. All material amendments to the Plan and any Distribution and Service Agreement entered into with third parties shall also be approved in the manner described in Section 10, below. 8. SELECTION OF NON-INTERESTED TRUSTEES. So long as the Plan is in effect, the selection and nomination of the Trust's non-interested Trustees shall be committed to the discretion of such non-interested Trustees. 9. RELATIONSHIP TO AGREEMENT AND DECLARATION OF TRUST. A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of the Commonwealth of Massachusetts and notice is hereby given that this Plan is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the Trust's obligations arising out of this Plan are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. -3- 10. EFFECTIVE DATE OF PLAN. The Plan shall take effect on August __, 1996, and, unless sooner terminated, shall continue in effect for a period of more than one year after it takes effect only so long as such continuance is specifically approved at least annually by votes of the majority (or whatever greater percentage may, from time to time, be required by Section 12(b) of the Act or the rules and regulations thereunder) of both (i) the Trustees of the Trust, and (ii) the Qualified Trustees, cast in person at a meeting called for the purpose of voting on this Plan. 11. PRESERVATION OF MATERIALS. The Trust will preserve copies of the Plan, any agreements relating to the Plan and any report made pursuant to Section 5 above, for a period of not less than six years (the first two years in an easily accessible place) from the date of the Plan, agreement or report. 12. MEANINGS OF CERTAIN TERMS. As used in the Plan, the terms "interested person," "majority of the outstanding voting securities" and "assignment" will be deemed to have the same meaning that those terms have under the Act and the rules and regulations under the Act, subject to any exemption that may be granted to the Trust under the Act by the Securities and Exchange Commission, and provided that "majority of the outstanding voting securities" shall refer only to securities to which this Plan relates. -4- This Plan and the terms and provisions hereof are hereby accepted and agreed to by the Trust, on behalf of the Fund, and RS&Co., as evidenced by their execution hereof, as of this __th day of August, 1996. ROBERTSON STEPHENS INVESTMENT TRUST By: ------------------------- G. Randy Hecht, President ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------- G. Randy Hecht, Chief Operating Officer -5- EXHIBIT ROBERTSON STEPHENS ASIA FUND Distribution and Service Agreement - -------------------------- - -------------------------- - -------------------------- - -------------------------- Gentlemen: This Distribution and Service Agreement has been adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a Massachusetts business trust (the "Trust"), on behalf of its series of shares designated as ROBERTSON STEPHENS ASIA FUND (the "Fund"), as part of a plan pursuant to said Rule (the "Plan"). The Plan has been approved by a majority of the Trustees who are not interested persons of the Trust or the Fund and who have no direct or indirect financial interest in the operation of the Plan (the "non-interested Trustees"), cast in person at a meeting called for the purpose of voting on such Plan. Such approval included a determination that in the exercise of the reasonable business judgment of the Board of Trustees and in light of the Trustees' fiduciary duties, there is a reasonable likelihood that the Plan will benefit the Fund and its shareholders. The Plan has also been approved by a vote of at least a majority of the outstanding voting securities of the Fund, as defined in the Act and limited to the securities covered by the Plan. 1. To the extent you provide distribution, marketing or administrative services, including, but not limited to, furnishing services and assistance to your customers who own Fund shares, answering routine inquiries regarding the Fund, or assisting in changing account designations and addresses, we shall pay you a monthly fee based on the average net asset value during any month of Fund shares which are attributable to customers of your firm, at the rate set forth on the Schedule attached hereto and made a part of this Agreement (the "Schedule"); PROVIDED, HOWEVER, that you acknowledge by your execution hereof that all payments by the Fund to us under the Plan shall be paid in accordance with Article III, Section 26 of the Rules of Fair Practice of the National Association of Securities Dealers, Inc., as such Section may change from time to time ("Section 26"), including, without limitation, the limitations set forth in Section 26 on the maximum asset-based sales charges (as defined in Section 26) payable with respect to such shares. Accordingly, it is agreed that to the extent -6- the fees payable to us under the Plan with respect to the Fund are reduced or prohibited by the operation of Section 26, our payments to you hereunder will likewise be reduced or will cease, and you agree that we shall be obligated to pay you a fee hereunder only if and to the extent we actually receive a fee from the Fund pursuant to the Plan. 2. In no event may the aggregate annual fee paid to you pursuant to the Schedule attached hereto exceed _______ [such amount to be negotiable by RS&Co. but not to exceed 0.75%] percent of the value of the Fund's net assets attributable to shares held in your customers' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as the Fund uses to compute its net assets as set forth in its then effective Prospectus), without approval by a majority of the outstanding shares of the Fund. 3. You shall furnish us and the Fund with such information as shall reasonably be requested by the Trust's Board of Trustees with respect to the fees paid to you pursuant to the Schedule. 4. We shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the amounts expended under the Plan by us with respect to the Fund and the purposes for which such expenditures were made. 5. This Agreement may be terminated by us or by you, by the vote of a majority of the non-interested Trustees, or by a vote of a majority of the outstanding shares of the Fund, on sixty (60) days' prior written notice, all without payment of any penalty. It shall also be terminated automatically by any act that terminates the Fund's Distribution Plan with Robertson, Stephens & Company LLC, and in the event of its assignment. 6. The provisions of the Plan between the Trust and us, insofar as they relate to you, are incorporated herein by reference. This Agreement shall take effect on the date hereof. ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------------------ Authorized Officer Agreed and Accepted: - --------------------------- (Name) By: ----------------------- (Authorized Officer) -7- ROBERTSON STEPHENS ASIA FUND ---------------------- SCHEDULE TO DISTRIBUTION AND SERVICE AGREEMENT BETWEEN ROBERTSON, STEPHENS & COMPANY LLC AND ---------------------- (NAME) Pursuant to the provisions of the Distribution and Service Agreement between the above parties with respect to ROBERTSON STEPHENS ASIA FUND (the "Fund"), Robertson, Stephens & Company LLC shall pay a monthly fee to the above- named party based on the average net asset value of Fund shares during the previous calendar month the sales of which are attributable to the above-named party, as follows: -8- ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND DISTRIBUTION PLAN This Distribution Plan (the "Plan") is adopted in accordance with Rule 12b-1 (the "Rule") under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to the shares offered by its series of shares designated as ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND (the "Fund"). 1. ANNUAL FEE. The Trust will pay to Robertson, Stephens & Company LLC ("RS&Co."), as the distributor of the Fund's shares, an annual fee for RS&Co.'s services in such capacity including its expenses in connection with the promotion and distribution of the Fund's shares (collectively, "Distribution Expenses"). The annual fee paid to RS&Co. under the Plan will be calculated daily and paid monthly by the Fund on the first day of each month at an annual rate of 0.25% of the Fund's average daily net assets. 2. DISTRIBUTION EXPENSES IN EXCESS OF OR LESS THAN AMOUNT OF FEE. All Distribution Expenses of RS&Co. in excess of its compensation hereunder shall be borne by RS&Co. The fees paid by the Trust on behalf of the Fund shall not be refundable in the event that in any given year the fees are greater than RS&Co.'s Distribution Expenses for that year. 3. EXPENSES COVERED BY THE PLAN. The fee paid to RS&Co. under Section 1 of the Plan may be used by RS&Co. to pay for any expenses primarily intended to result in the sale of the Fund's shares, including, but not limited to: (a) costs of payments, including incentive compensation, made to the partners and employees of, agents for and consultants to RS&Co. or any other broker-dealers that engage in the distribution of the Fund's shares; (b) payments made to, and expenses of, persons who provide support services in connection with the distribution of the Fund's shares, including, but not limited to, personnel of RS&Co., office space and equipment, telephone facilities, answering routine inquiries regarding the Fund, processing shareholder transactions and providing any other shareholder services not otherwise provided by the Trust's transfer agency; (c) all payments made pursuant to the form of Distribution and Service Agreement attached hereto as an Exhibit; (d) costs relating to the formulation and implementation of marketing and promotional activities, including, but not limited to, direct mail promotions and television, radio, newspaper, magazine and other mass media advertising; (e) costs of printing and distributing prospectuses, statements of additional information and reports of the Fund to prospective shareholders of the Fund; (f) costs involved in preparing, printing and distributing sales literature pertaining to the Fund; and (g) costs involved in obtaining whatever information, analyses and reports with respect to marketing and promotional activities that the Trust may, from time to time, deem advisable. Such expenses shall be deemed incurred whether paid directly by RS&Co. or by a third party to the extent reimbursed therefor by RS&Co. 4. PROPHYLACTIC PROVISIONS. No additional payments are to be made by the Trust with respect to the Fund as a result of the Plan other than (a) the compensation the Fund is otherwise obligated to pay to Robertson, Stephens & Company Investment Management, L.P. (the "Adviser") pursuant to the Investment Advisory Agreement as in effect at any time, (b) payments pursuant to Section 1 of the Plan, and (c) payments made by the Fund in the ordinary course of its business. To the extent any payments by the Fund under Subparagraph (b) above, or to or by the Adviser, RS&Co. or other parties on behalf of the Fund, the Adviser or RS&Co. are deemed to be payments for the financing of any activity primarily intended to result in the sale of shares of the Fund within the context of the Rule, then such payments shall be deemed to have been made pursuant to the Plan, except that the limitation set forth in the first sentence of Section 2 of the Plan shall not apply. The costs and activities, the payment of which are intended to be within the scope of the Plan pursuant to this Section, shall include, but not necessarily be limited to, the following: (i) the costs of preparing, printing, and mailing all required reports and notices to existing shareholders; (ii) the costs of preparing, printing, and mailing or other dissemination of all prospectuses and statements of additional information; (iii) the costs of preparing, printing and mailing any proxy statements, proxies and related solicitation materials; (iv) all legal and accounting fees relating to the preparation of any such reports, prospectuses, proxies, proxy statements and related solicitation materials; (v) all fees and expenses relating to the qualification of the Trust and/or Fund and/or its shares under the securities or "Blue Sky" laws of any jurisdiction; (vi) all fees under the Securities Act of 1933 and the Act, including fees in connection with any application for exemption relating to or directed toward the sale of the Fund's shares; (vii) all fees and assessments of the Investment Company Institute and other trade or any successor organizations, irrespective of whether some of its activities are designed to provide sales assistance; (viii) all costs of preparing and mailing confirmations of shares sold or redeemed, and reports of shares balances; (ix) all costs of responding to telephone or mail inquiries of investors or prospective investors; and -2- (x) payments to dealers, financial institutions, advisers, or other firms, any one of whom may receive monies (in addition to any amounts paid pursuant to the Exhibit hereto) in respect to the Fund's shares owned by shareholders for whom such firm is the dealer of record or holder of record in any capacity, or with whom such firm has a servicing, agency, or distribution relationship. Servicing may include, among other things: (A) answering client inquiries regarding the Fund; (B) assisting clients in changing account designations and addresses; (C) performing subaccounting; (D) establishing and maintaining shareholder accounts and records; (E) processing purchase and redemption transactions; (F) providing periodic statements showing a client's account balance and integrating such statements with those of other transactions and balances in the client's other accounts serviced by such firm; (G) arranging for bank wire transfers; and (H) such other services as the Fund may require. 5. WRITTEN REPORTS. RS&Co. shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the monies paid to it under the Plan and the purposes for which such monies were expended, and shall furnish the Board of Trustees of the Trust with such other information as the Board of Trustees may reasonably request in connection with the payments made under the Plan in order to enable the Board of Trustees to make an informed determination of whether the Plan should be continued. 6. TERMINATION. The Plan may be terminated at any time, without penalty, by vote of a majority of the outstanding voting securities of the Fund or by a majority of the Trustees who are not interested persons of the Trust and have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan (the "Qualified Trustees"), and any Distribution and Service Agreement under the Plan may be likewise terminated, on not more than sixty (60) days prior written notice. 7. AMENDMENTS. The Plan and any Distribution and Service Agreement may not be amended to increase materially the amount to be spent for distribution and servicing of Fund shares pursuant to Section 1 hereof without approval by a majority of the outstanding voting securities of the Fund. All material amendments to the Plan and any Distribution and Service Agreement entered into with third parties shall also be approved in the manner described in Section 10, below. 8. SELECTION OF NON-INTERESTED TRUSTEES. So long as the Plan is in effect, the selection and nomination of the Trust's non-interested Trustees shall be committed to the discretion of such non-interested Trustees. 9. RELATIONSHIP TO AGREEMENT AND DECLARATION OF TRUST. A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of the Commonwealth of Massachusetts and notice is hereby given that this Plan is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the Trust's obligations arising out of this Plan are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. -3- 10. EFFECTIVE DATE OF PLAN. The Plan shall take effect on August __, 1996, and, unless sooner terminated, shall continue in effect for a period of more than one year after it takes effect only so long as such continuance is specifically approved at least annually by votes of the majority (or whatever greater percentage may, from time to time, be required by Section 12(b) of the Act or the rules and regulations thereunder) of both (i) the Trustees of the Trust, and (ii) the Qualified Trustees, cast in person at a meeting called for the purpose of voting on this Plan. 11. PRESERVATION OF MATERIALS. The Trust will preserve copies of the Plan, any agreements relating to the Plan and any report made pursuant to Section 5 above, for a period of not less than six years (the first two years in an easily accessible place) from the date of the Plan, agreement or report. 12. MEANINGS OF CERTAIN TERMS. As used in the Plan, the terms "interested person," "majority of the outstanding voting securities" and "assignment" will be deemed to have the same meaning that those terms have under the Act and the rules and regulations under the Act, subject to any exemption that may be granted to the Trust under the Act by the Securities and Exchange Commission, and provided that "majority of the outstanding voting securities" shall refer only to securities to which this Plan relates. -4- This Plan and the terms and provisions hereof are hereby accepted and agreed to by the Trust, on behalf of the Fund, and RS&Co., as evidenced by their execution hereof, as of this __th day of August, 1996. ROBERTSON STEPHENS INVESTMENT TRUST By: ------------------------- G. Randy Hecht, President ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------- G. Randy Hecht, Chief Operating Officer -5- EXHIBIT ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND Distribution and Service Agreement - -------------------------- - -------------------------- - -------------------------- - -------------------------- Gentlemen: This Distribution and Service Agreement has been adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a Massachusetts business trust (the "Trust"), on behalf of its series of shares designated as ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND (the "Fund"), as part of a plan pursuant to said Rule (the "Plan"). The Plan has been approved by a majority of the Trustees who are not interested persons of the Trust or the Fund and who have no direct or indirect financial interest in the operation of the Plan (the "non-interested Trustees"), cast in person at a meeting called for the purpose of voting on such Plan. Such approval included a determination that in the exercise of the reasonable business judgment of the Board of Trustees and in light of the Trustees' fiduciary duties, there is a reasonable likelihood that the Plan will benefit the Fund and its shareholders. The Plan has also been approved by a vote of at least a majority of the outstanding voting securities of the Fund, as defined in the Act and limited to the securities covered by the Plan. 1. To the extent you provide distribution, marketing or administrative services, including, but not limited to, furnishing services and assistance to your customers who own Fund shares, answering routine inquiries regarding the Fund, or assisting in changing account designations and addresses, we shall pay you a monthly fee based on the average net asset value during any month of Fund shares which are attributable to customers of your firm, at the rate set forth on the Schedule attached hereto and made a part of this Agreement (the "Schedule"); PROVIDED, HOWEVER, that you acknowledge by your execution hereof that all payments by the Fund to us under the Plan shall be paid in accordance with Article III, Section 26 of the Rules of Fair Practice of the National Association of Securities Dealers, Inc., as such Section may change from time to time ("Section 26"), including, without limitation, the limitations set forth in Section 26 on the maximum asset-based sales charges (as defined in Section 26) payable with respect to such shares. Accordingly, it is agreed that to the extent -6- the fees payable to us under the Plan with respect to the Fund are reduced or prohibited by the operation of Section 26, our payments to you hereunder will likewise be reduced or will cease, and you agree that we shall be obligated to pay you a fee hereunder only if and to the extent we actually receive a fee from the Fund pursuant to the Plan. 2. In no event may the aggregate annual fee paid to you pursuant to the Schedule attached hereto exceed _______ [such amount to be negotiable by RS&Co. but not to exceed 0.75%] percent of the value of the Fund's net assets attributable to shares held in your customers' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as the Fund uses to compute its net assets as set forth in its then effective Prospectus), without approval by a majority of the outstanding shares of the Fund. 3. You shall furnish us and the Fund with such information as shall reasonably be requested by the Trust's Board of Trustees with respect to the fees paid to you pursuant to the Schedule. 4. We shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the amounts expended under the Plan by us with respect to the Fund and the purposes for which such expenditures were made. 5. This Agreement may be terminated by us or by you, by the vote of a majority of the non-interested Trustees, or by a vote of a majority of the outstanding shares of the Fund, on sixty (60) days' prior written notice, all without payment of any penalty. It shall also be terminated automatically by any act that terminates the Fund's Distribution Plan with Robertson, Stephens & Company LLC, and in the event of its assignment. 6. The provisions of the Plan between the Trust and us, insofar as they relate to you, are incorporated herein by reference. This Agreement shall take effect on the date hereof. ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------------------ Authorized Officer Agreed and Accepted: - --------------------------- (Name) By: ----------------------- (Authorized Officer) -7- ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND ---------------------- SCHEDULE TO DISTRIBUTION AND SERVICE AGREEMENT BETWEEN ROBERTSON, STEPHENS & COMPANY LLC AND ---------------------- (NAME) Pursuant to the provisions of the Distribution and Service Agreement between the above parties with respect to ROBERTSON STEPHENS DIVERSIFIED GROWTH FUND (the "Fund"), Robertson, Stephens & Company LLC shall pay a monthly fee to the above-named party based on the average net asset value of Fund shares during the previous calendar month the sales of which are attributable to the above- named party, as follows: -8- ROBERTSON STEPHENS EMERGING EUROPE FUND DISTRIBUTION PLAN This Distribution Plan (the "Plan") is adopted in accordance with Rule 12b- 1 (the "Rule") under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to the shares offered by its series of shares designated as ROBERTSON STEPHENS EMERGING EUROPE FUND (the "Fund"). 1. ANNUAL FEE. The Trust will pay to Robertson, Stephens & Company LLC ("RS&Co."), as the distributor of the Fund's shares, an annual fee for RS&Co.'s services in such capacity including its expenses in connection with the promotion and distribution of the Fund's shares (collectively, "Distribution Expenses"). The annual fee paid to RS&Co. under the Plan will be calculated daily and paid monthly by the Fund on the first day of each month at an annual rate of 0.25% of the Fund's average daily net assets. 2. DISTRIBUTION EXPENSES IN EXCESS OF OR LESS THAN AMOUNT OF FEE. All Distribution Expenses of RS&Co. in excess of its compensation hereunder shall be borne by RS&Co. The fees paid by the Trust on behalf of the Fund shall not be refundable in the event that in any given year the fees are greater than RS&Co.'s Distribution Expenses for that year. 3. EXPENSES COVERED BY THE PLAN. The fee paid to RS&Co. under Section 1 of the Plan may be used by RS&Co. to pay for any expenses primarily intended to result in the sale of the Fund's shares, including, but not limited to: (a) costs of payments, including incentive compensation, made to the partners and employees of, agents for and consultants to RS&Co. or any other broker-dealers that engage in the distribution of the Fund's shares; (b) payments made to, and expenses of, persons who provide support services in connection with the distribution of the Fund's shares, including, but not limited to, personnel of RS&Co., office space and equipment, telephone facilities, answering routine inquiries regarding the Fund, processing shareholder transactions and providing any other shareholder services not otherwise provided by the Trust's transfer agency; (c) all payments made pursuant to the form of Distribution and Service Agreement attached hereto as an Exhibit; (d) costs relating to the formulation and implementation of marketing and promotional activities, including, but not limited to, direct mail promotions and television, radio, newspaper, magazine and other mass media advertising; (e) costs of printing and distributing prospectuses, statements of additional information and reports of the Fund to prospective shareholders of the Fund; (f) costs involved in preparing, printing and distributing sales literature pertaining to the Fund; and (g) costs involved in obtaining whatever information, analyses and reports with respect to marketing and promotional activities that the Trust may, from time to time, deem advisable. Such expenses shall be deemed incurred whether paid directly by RS&Co. or by a third party to the extent reimbursed therefor by RS&Co. 4. PROPHYLACTIC PROVISIONS. No additional payments are to be made by the Trust with respect to the Fund as a result of the Plan other than (a) the compensation the Fund is otherwise obligated to pay to Robertson Stephens Investment Management, Inc. (the "Adviser") pursuant to the Investment Advisory Agreement as in effect at any time, (b) payments pursuant to Section 1 of the Plan, and (c) payments made by the Fund in the ordinary course of its business. To the extent any payments by the Fund under Subparagraph (b) above, or to or by the Adviser, RS&Co. or other parties on behalf of the Fund, the Adviser or RS&Co. are deemed to be payments for the financing of any activity primarily intended to result in the sale of shares of the Fund within the context of the Rule, then such payments shall be deemed to have been made pursuant to the Plan, except that the limitation set forth in the first sentence of Section 2 of the Plan shall not apply. The costs and activities, the payment of which are intended to be within the scope of the Plan pursuant to this Section, shall include, but not necessarily be limited to, the following: (i) the costs of preparing, printing, and mailing all required reports and notices to existing shareholders; (ii) the costs of preparing, printing, and mailing or other dissemination of all prospectuses and statements of additional information; (iii) the costs of preparing, printing and mailing any proxy statements, proxies and related solicitation materials; (iv) all legal and accounting fees relating to the preparation of any such reports, prospectuses, proxies, proxy statements and related solicitation materials; (v) all fees and expenses relating to the qualification of the Trust and/or Fund and/or its shares under the securities or "Blue Sky" laws of any jurisdiction; (vi) all fees under the Securities Act of 1933 and the Act, including fees in connection with any application for exemption relating to or directed toward the sale of the Fund's shares; (vii) all fees and assessments of the Investment Company Institute and other trade or any successor organizations, irrespective of whether some of its activities are designed to provide sales assistance; (viii) all costs of preparing and mailing confirmations of shares sold or redeemed, and reports of share balances; (ix) all costs of responding to telephone or mail inquiries of investors or prospective investors; and -2- (x) payments to dealers, financial institutions, advisers, or other firms, any one of whom may receive monies (in addition to any amounts paid pursuant to the Exhibit hereto) in respect to the Fund's shares owned by shareholders for whom such firm is the dealer of record or holder of record in any capacity, or with whom such firm has a servicing, agency, or distribution relationship. Servicing may include, among other things: (A) answering client inquiries regarding the Fund; (B) assisting clients in changing account designations and addresses; (C) performing subaccounting; (D) establishing and maintaining shareholder accounts and records; (E) processing purchase and redemption transactions; (F) providing periodic statements showing a client's account balance and integrating such statements with those of other transactions and balances in the client's other accounts serviced by such firm; (G) arranging for bank wire transfers; and (H) such other services as the Fund may require. 5. WRITTEN REPORTS. RS&Co. shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the monies paid to it under the Plan and the purposes for which such monies were expended, and shall furnish the Board of Trustees of the Trust with such other information as the Board of Trustees may reasonably request in connection with the payments made under the Plan in order to enable the Board of Trustees to make an informed determination of whether the Plan should be continued. 6. TERMINATION. The Plan may be terminated at any time, without penalty, by vote of a majority of the outstanding voting securities of the Fund or by a majority of the Trustees who are not interested persons of the Trust and have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan (the "Qualified Trustees"), and any Distribution and Service Agreement under the Plan may be likewise terminated, on not more than sixty (60) days prior written notice. 7. AMENDMENTS. The Plan and any Distribution and Service Agreement may not be amended to increase materially the amount to be spent for distribution and servicing of Fund shares pursuant to Section 1 hereof without approval by a majority of the outstanding voting securities of the Fund. All material amendments to the Plan and any Distribution and Service Agreement entered into with third parties shall also be approved in the manner described in Section 10, below. 8. SELECTION OF NON-INTERESTED TRUSTEES. So long as the Plan is in effect, the selection and nomination of the Trust's non-interested Trustees shall be committed to the discretion of such non-interested Trustees. 9. RELATIONSHIP TO AGREEMENT AND DECLARATION OF TRUST. A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of the Commonwealth of Massachusetts and notice is hereby given that this Plan is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the Trust's obligations arising out of this Plan are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. -3- 10. EFFECTIVE DATE OF PLAN. The Plan shall take effect on August __, 1996, and, unless sooner terminated, shall continue in effect for a period of more than one year after it takes effect only so long as such continuance is specifically approved at least annually by votes of the majority (or whatever greater percentage may, from time to time, be required by Section 12(b) of the Act or the rules and regulations thereunder) of both (i) the Trustees of the Trust, and (ii) the Qualified Trustees, cast in person at a meeting called for the purpose of voting on this Plan. 11. PRESERVATION OF MATERIALS. The Trust will preserve copies of the Plan, any agreements relating to the Plan and any report made pursuant to Section 5 above, for a period of not less than six years (the first two years in an easily accessible place) from the date of the Plan, agreement or report. 12. MEANINGS OF CERTAIN TERMS. As used in the Plan, the terms "interested person," "majority of the outstanding voting securities" and "assignment" will be deemed to have the same meaning that those terms have under the Act and the rules and regulations under the Act, subject to any exemption that may be granted to the Trust under the Act by the Securities and Exchange Commission, and provided that "majority of the outstanding voting securities" shall refer only to securities to which this Plan relates. -4- This Plan and the terms and provisions hereof are hereby accepted and agreed to by the Trust, on behalf of the Fund, and RS&Co., as evidenced by their execution hereof, as of this __th day of August, 1996. ROBERTSON STEPHENS INVESTMENT TRUST By: ------------------------- G. Randy Hecht, President ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------- G. Randy Hecht, Chief Operating Officer -5- EXHIBIT ROBERTSON STEPHENS EMERGING EUROPE FUND Distribution and Service Agreement - -------------------------- - -------------------------- - -------------------------- - -------------------------- Gentlemen: This Distribution and Service Agreement has been adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a Massachusetts business trust (the "Trust"), on behalf of its series of shares designated as ROBERTSON STEPHENS EMERGING EUROPE FUND (the "Fund"), as part of a plan pursuant to said Rule (the "Plan"). The Plan has been approved by a majority of the Trustees who are not interested persons of the Trust or the Fund and who have no direct or indirect financial interest in the operation of the Plan (the "non-interested Trustees"), cast in person at a meeting called for the purpose of voting on such Plan. Such approval included a determination that in the exercise of the reasonable business judgment of the Board of Trustees and in light of the Trustees' fiduciary duties, there is a reasonable likelihood that the Plan will benefit the Fund and its shareholders. The Plan has also been approved by a vote of at least a majority of the outstanding voting securities of the Fund, as defined in the Act and limited to the securities covered by the Plan. 1. To the extent you provide distribution, marketing or administrative services, including, but not limited to, furnishing services and assistance to your customers who own Fund shares, answering routine inquiries regarding the Fund, or assisting in changing account designations and addresses, we shall pay you a monthly fee based on the average net asset value during any month of Fund shares which are attributable to customers of your firm, at the rate set forth on the Schedule attached hereto and made a part of this Agreement (the "Schedule"); PROVIDED, HOWEVER, that you acknowledge by your execution hereof that all payments by the Fund to us under the Plan shall be paid in accordance with Article III, Section 26 of the Rules of Fair Practice of the National Association of Securities Dealers, Inc., as such Section may change from time to time ("Section 26"), including, without limitation, the limitations set forth in Section 26 on the maximum asset-based sales charges (as defined in Section 26) payable with respect to such shares. Accordingly, it is agreed that to the extent -6- the fees payable to us under the Plan with respect to the Fund are reduced or prohibited by the operation of Section 26, our payments to you hereunder will likewise be reduced or will cease, and you agree that we shall be obligated to pay you a fee hereunder only if and to the extent we actually receive a fee from the Fund pursuant to the Plan. 2. In no event may the aggregate annual fee paid to you pursuant to the Schedule attached hereto exceed _______ [such amount to be negotiable by RS&Co. but not to exceed 0.75%] percent of the value of the Fund's net assets attributable to shares held in your customers' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as the Fund uses to compute its net assets as set forth in its then effective Prospectus), without approval by a majority of the outstanding shares of the Fund. 3. You shall furnish us and the Fund with such information as shall reasonably be requested by the Trust's Board of Trustees with respect to the fees paid to you pursuant to the Schedule. 4. We shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the amounts expended under the Plan by us with respect to the Fund and the purposes for which such expenditures were made. 5. This Agreement may be terminated by us or by you, by the vote of a majority of the non-interested Trustees, or by a vote of a majority of the outstanding shares of the Fund, on sixty (60) days' prior written notice, all without payment of any penalty. It shall also be terminated automatically by any act that terminates the Fund's Distribution Plan with Robertson, Stephens & Company LLC, and in the event of its assignment. 6. The provisions of the Plan between the Trust and us, insofar as they relate to you, are incorporated herein by reference. This Agreement shall take effect on the date hereof. ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------------------ Authorized Officer Agreed and Accepted: - --------------------------- (Name) By: ----------------------- (Authorized Officer) -7- ROBERTSON STEPHENS EMERGING EUROPE FUND ---------------------- SCHEDULE TO DISTRIBUTION AND SERVICE AGREEMENT BETWEEN ROBERTSON, STEPHENS & COMPANY LLC AND ---------------------- (NAME) Pursuant to the provisions of the Distribution and Service Agreement between the above parties with respect to ROBERTSON STEPHENS EMERGING EUROPE FUND (the "Fund"), Robertson, Stephens & Company LLC shall pay a monthly fee to the above-named party based on the average net asset value of Fund shares during the previous calendar month the sales of which are attributable to the above- named party, as follows: -8- ROBERTSON STEPHENS FUND DISTRIBUTION PLAN This Distribution Plan (the "Plan") is adopted in accordance with Rule 12b- 1 (the "Rule") under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a business trust organized under the laws of the Commonwealth of Massachusetts (the "Trust"), with respect to the shares offered by its series of shares designated as ROBERTSON STEPHENS FUND (the "Fund"). 1. ANNUAL FEE. The Trust will pay to Robertson, Stephens & Company LLC ("RS&Co."), as the distributor of the Fund's shares, an annual fee for RS&Co.'s services in such capacity including its expenses in connection with the promotion and distribution of the Fund's shares (collectively, "Distribution Expenses"). The annual fee paid to RS&Co. under the Plan will be calculated daily and paid monthly by the Fund on the first day of each month at an annual rate of 0.50% of the Fund's average daily net assets. 2. DISTRIBUTION EXPENSES IN EXCESS OF OR LESS THAN AMOUNT OF FEE. All Distribution Expenses of RS&Co. in excess of its compensation hereunder shall be borne by RS&Co. The fees paid by the Trust on behalf of the Fund shall not be refundable in the event that in any given year the fees are greater than RS&Co.'s Distribution Expenses for that year. 3. EXPENSES COVERED BY THE PLAN. The fee paid to RS&Co. under Section 1 of the Plan may be used by RS&Co. to pay for any expenses primarily intended to result in the sale of the Fund's shares, including, but not limited to: (a) costs of payments, including incentive compensation, made to the partners and employees of, agents for and consultants to RS&Co. or any other broker-dealers that engage in the distribution of the Fund's shares; (b) payments made to, and expenses of, persons who provide support services in connection with the distribution of the Fund's shares, including, but not limited to, personnel of RS&Co., office space and equipment, telephone facilities, answering routine inquiries regarding the Fund, processing shareholder transactions and providing any other shareholder services not otherwise provided by the Trust's transfer agency; (c) all payments made pursuant to the form of Distribution and Service Agreement attached hereto as an Exhibit; (d) costs relating to the formulation and implementation of marketing and promotional activities, including, but not limited to, direct mail promotions and television, radio, newspaper, magazine and other mass media advertising; (e) costs of printing and distributing prospectuses, statements of additional information and reports of the Fund to prospective shareholders of the Fund; (f) costs involved in preparing, printing and distributing sales literature pertaining to the Fund; and (g) costs involved in obtaining whatever information, analyses and reports with respect to marketing and promotional activities that the Trust may, from time to time, deem advisable. Such expenses shall be deemed incurred whether paid directly by RS&Co. or by a third party to the extent reimbursed therefor by RS&Co. 4. PROPHYLACTIC PROVISIONS. No additional payments are to be made by the Trust with respect to the Fund as a result of the Plan other than (a) the compensation the Fund is otherwise obligated to pay to Robertson Stephens Investment Management, Inc. (the "Adviser") pursuant to the Investment Advisory Agreement as in effect at any time, (b) payments pursuant to Section 1 of the Plan, and (c) payments made by the Fund in the ordinary course of its business. To the extent any payments by the Fund under Subparagraph (b) above, or to or by the Adviser, RS&Co. or other parties on behalf of the Fund, the Adviser or RS&Co. are deemed to be payments for the financing of any activity primarily intended to result in the sale of shares of the Fund within the context of the Rule, then such payments shall be deemed to have been made pursuant to the Plan, except that the limitation set forth in the first sentence of Section 2 of the Plan shall not apply. The costs and activities, the payment of which are intended to be within the scope of the Plan pursuant to this Section, shall include, but not necessarily be limited to, the following: (i) the costs of preparing, printing, and mailing all required reports and notices to existing shareholders; (ii) the costs of preparing, printing, and mailing or other dissemination of all prospectuses and statements of additional information; (iii) the costs of preparing, printing and mailing any proxy statements, proxies and related solicitation materials; (iv) all legal and accounting fees relating to the preparation of any such reports, prospectuses, proxies, proxy statements and related solicitation materials; (v) all fees and expenses relating to the qualification of the Trust and/or Fund and/or its shares under the securities or "Blue Sky" laws of any jurisdiction; (vi) all fees under the Securities Act of 1933 and the Act, including fees in connection with any application for exemption relating to or directed toward the sale of the Fund's shares; (vii) all fees and assessments of the Investment Company Institute and other trade or any successor organizations, irrespective of whether some of its activities are designed to provide sales assistance; (viii) all costs of preparing and mailing confirmations of shares sold or redeemed, and reports of share balances; (ix) all costs of responding to telephone or mail inquiries of investors or prospective investors; and -2- (x) payments to dealers, financial institutions, advisers, or other firms, any one of whom may receive monies (in addition to any amounts paid pursuant to the Exhibit hereto) in respect to the Fund's shares owned by shareholders for whom such firm is the dealer of record or holder of record in any capacity, or with whom such firm has a servicing, agency, or distribution relationship. Servicing may include, among other things: (A) answering client inquiries regarding the Fund; (B) assisting clients in changing account designations and addresses; (C) performing subaccounting; (D) establishing and maintaining shareholder accounts and records; (E) processing purchase and redemption transactions; (F) providing periodic statements showing a client's account balance and integrating such statements with those of other transactions and balances in the client's other accounts serviced by such firm; (G) arranging for bank wire transfers; and (H) such other services as the Fund may require. 5. WRITTEN REPORTS. RS&Co. shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the monies paid to it under the Plan and the purposes for which such monies were expended, and shall furnish the Board of Trustees of the Trust with such other information as the Board of Trustees may reasonably request in connection with the payments made under the Plan in order to enable the Board of Trustees to make an informed determination of whether the Plan should be continued. 6. TERMINATION. The Plan may be terminated at any time, without penalty, by vote of a majority of the outstanding voting securities of the Fund or by a majority of the Trustees who are not interested persons of the Trust and have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan (the "Qualified Trustees"), and any Distribution and Service Agreement under the Plan may be likewise terminated, on not more than sixty (60) days prior written notice. 7. AMENDMENTS. The Plan and any Distribution and Service Agreement may not be amended to increase materially the amount to be spent for distribution and servicing of Fund shares pursuant to Section 1 hereof without approval by a majority of the outstanding voting securities of the Fund. All material amendments to the Plan and any Distribution and Service Agreement entered into with third parties shall also be approved in the manner described in Section 10, below. 8. SELECTION OF NON-INTERESTED TRUSTEES. So long as the Plan is in effect, the selection and nomination of the Trust's non-interested Trustees shall be committed to the discretion of such non-interested Trustees. 9. RELATIONSHIP TO AGREEMENT AND DECLARATION OF TRUST. A copy of the Agreement and Declaration of Trust of the Trust is on file with the Secretary of State of the Commonwealth of Massachusetts and notice is hereby given that this Plan is executed on behalf of the Trustees of the Trust as Trustees, and not individually, and that the Trust's obligations arising out of this Plan are not binding upon the Trustees or holders of the Trust's shares individually but are binding only upon the assets and property of the Fund. -3- 10. EFFECTIVE DATE OF PLAN. The Plan shall take effect on August __, 1996, and, unless sooner terminated, shall continue in effect for a period of more than one year after it takes effect only so long as such continuance is specifically approved at least annually by votes of the majority (or whatever greater percentage may, from time to time, be required by Section 12(b) of the Act or the rules and regulations thereunder) of both (i) the Trustees of the Trust, and (ii) the Qualified Trustees, cast in person at a meeting called for the purpose of voting on this Plan. 11. PRESERVATION OF MATERIALS. The Trust will preserve copies of the Plan, any agreements relating to the Plan and any report made pursuant to Section 5 above, for a period of not less than six years (the first two years in an easily accessible place) from the date of the Plan, agreement or report. 12. MEANINGS OF CERTAIN TERMS. As used in the Plan, the terms "interested person," "majority of the outstanding voting securities" and "assignment" will be deemed to have the same meaning that those terms have under the Act and the rules and regulations under the Act, subject to any exemption that may be granted to the Trust under the Act by the Securities and Exchange Commission, and provided that "majority of the outstanding voting securities" shall refer only to securities to which this Plan relates. -4- This Plan and the terms and provisions hereof are hereby accepted and agreed to by the Trust, on behalf of the Fund, and RS&Co., as evidenced by their execution hereof, as of this __th day of August, 1996. ROBERTSON STEPHENS INVESTMENT TRUST By: ------------------------- G. Randy Hecht, President ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------- G. Randy Hecht, Chief Operating Officer -5- EXHIBIT ROBERTSON STEPHENS FUND Distribution and Service Agreement - -------------------------- - -------------------------- - -------------------------- - -------------------------- Gentlemen: This Distribution and Service Agreement has been adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the "Act"), by ROBERTSON STEPHENS INVESTMENT TRUST, a Massachusetts business trust (the "Trust"), on behalf of its series of shares designated as ROBERTSON STEPHENS FUND (the "Fund"), as part of a plan pursuant to said Rule (the "Plan"). The Plan has been approved by a majority of the Trustees who are not interested persons of the Trust or the Fund and who have no direct or indirect financial interest in the operation of the Plan (the "non-interested Trustees"), cast in person at a meeting called for the purpose of voting on such Plan. Such approval included a determination that in the exercise of the reasonable business judgment of the Board of Trustees and in light of the Trustees' fiduciary duties, there is a reasonable likelihood that the Plan will benefit the Fund and its shareholders. The Plan has also been approved by a vote of at least a majority of the outstanding voting securities of the Fund, as defined in the Act and limited to the securities covered by the Plan. 1. To the extent you provide distribution, marketing or administrative services, including, but not limited to, furnishing services and assistance to your customers who own Fund shares, answering routine inquiries regarding the Fund, or assisting in changing account designations and addresses, we shall pay you a monthly fee based on the average net asset value during any month of Fund shares which are attributable to customers of your firm, at the rate set forth on the Schedule attached hereto and made a part of this Agreement (the "Schedule"); PROVIDED, HOWEVER, that you acknowledge by your execution hereof that all payments by the Fund to us under the Plan shall be paid in accordance with Article III, Section 26 of the Rules of Fair Practice of the National Association of Securities Dealers, Inc., as such Section may change from time to time ("Section 26"), including, without limitation, the limitations set forth in Section 26 on the maximum asset-based sales charges (as defined in Section 26) payable with respect to such shares. Accordingly, it is agreed that to the extent -6- the fees payable to us under the Plan with respect to the Fund are reduced or prohibited by the operation of Section 26, our payments to you hereunder will likewise be reduced or will cease, and you agree that we shall be obligated to pay you a fee hereunder only if and to the extent we actually receive a fee from the Fund pursuant to the Plan. 2. In no event may the aggregate annual fee paid to you pursuant to the Schedule attached hereto exceed _______ [such amount to be negotiable by RS&Co. but not to exceed 0.75%] percent of the value of the Fund's net assets attributable to shares held in your customers' accounts which are eligible for payment pursuant to this Agreement (determined in the same manner as the Fund uses to compute its net assets as set forth in its then effective Prospectus), without approval by a majority of the outstanding shares of the Fund. 3. You shall furnish us and the Fund with such information as shall reasonably be requested by the Trust's Board of Trustees with respect to the fees paid to you pursuant to the Schedule. 4. We shall furnish to the Board of Trustees of the Trust, for their review, on a quarterly basis, a written report of the amounts expended under the Plan by us with respect to the Fund and the purposes for which such expenditures were made. 5. This Agreement may be terminated by us or by you, by the vote of a majority of the non-interested Trustees, or by a vote of a majority of the outstanding shares of the Fund, on sixty (60) days' prior written notice, all without payment of any penalty. It shall also be terminated automatically by any act that terminates the Fund's Distribution Plan with Robertson, Stephens & Company LLC, and in the event of its assignment. 6. The provisions of the Plan between the Trust and us, insofar as they relate to you, are incorporated herein by reference. This Agreement shall take effect on the date hereof. ROBERTSON, STEPHENS & COMPANY LLC By: Robertson, Stephens & Company, Inc., General Partner By: ------------------------------------ Authorized Officer Agreed and Accepted: - --------------------------- (Name) By: ----------------------- (Authorized Officer) -7- ROBERTSON STEPHENS FUND ---------------------- SCHEDULE TO DISTRIBUTION AND SERVICE AGREEMENT BETWEEN ROBERTSON, STEPHENS & COMPANY LLC AND ---------------------- (NAME) Pursuant to the provisions of the Distribution and Service Agreement between the above parties with respect to ROBERTSON STEPHENS FUND (the "Fund"), Robertson, Stephens & Company LLC shall pay a monthly fee to the above-named party based on the average net asset value of Fund shares during the previous calendar month the sales of which are attributable to the above-named party, as follows: -8- EX-17.C 9 EXHIBIT 17(C) POWER OF ATTY POWER OF ATTORNEY We, the undersigned officers and trustees of ROBERTSON STEPHENS INVESTMENT TRUST, hereby constitute and appoint each of G. Randy Hecht, Terry R. Otton, and Robert I. Goldbaum our true and lawful attorneys, singly and together with the others so appointed, with full power to each, to sign for each of us, and in our names and in the capacities indicated below, the Registration Statement on Form N-1A of the Robertson Stephens Investment Trust and any and all amendments (including post-effective amendments) to said Registration Statement and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys full power and authority to do and perform each and every act and thing requisite or necessary to be done in the premises, as fully to all intents and purposes as said attorney or attorneys might or could do in person, and hereby ratify and confirm all that said attorney or attorneys may lawfully do or cause to be done by virtue thereof. WITNESS our hands and seal on the date set forth below. SIGNATURE TITLE DATE - --------- ----- ---- /s/ George R. Hecht Principal Executive March 1, 1996 - ------------------------ Officer and Trustee George R. Hecht /s/ Terry R. Otton Treasurer, Principal March 1, 1996 - ------------------------ Financial Officer, and Terry R. Otton Principal Accounting Officer /s/ Leonard B. Auerbach Trustee March 1, 1996 - ------------------------ Leonard B. Auerbach /s/ Daniel R. Cooney Trustee March 1, 1996 - ------------------------ Daniel R. Cooney /s/ James K. Peterson Trustee March 1, 1996 - ------------------------ James K. Peterson /s/ John P. Rohal Trustee March 1, 1996 - ------------------------ John P. Rohal EX-27.A 10 FDS EX-27A
6 01 EMERGING GROWTH 1,000 9-MOS DEC-31-1995 APR-01-1995 DEC-31-1995 115,078 133,776 5,395 29,681 0 168,852 114 0 1,009 1,123 0 137,795 8,733 9,925 0 0 11,235 0 18,699 167,729 28 783 32 2,119 (1,276) 22,505 (731) 20,498 0 0 13,461 0 41,669 76,254 13,001 (14,547) 1,028 6,599 0 0 1,288 0 2,119 171,344 18.36 (.15) 2.58 0 (1.58) 0 19.21 1.64 0 0
EX-27.B 11 FDS EX-27B
6 02 VALUE & GROWTH 1,000 9-MOS DEC-31-1995 APR-01-1995 DEC-31-1995 948,763 1,128,822 6,159 16,544 0 1,151,525 2,024 0 9,350 11,374 0 986,869 50,319 23,502 0 0 (26,777) 0 180,059 1,140,151 1,999 1,144 7 11,272 (8,122) (25,249) 139,393 106,022 0 0 0 0 1,642,177 1,037,006 55 711,248 0 (1,530) 0 0 9,702 0 11,272 1,035,691 18.25 (.16) 4.57 0 0 0 22.66 1.45 0 0
EX-27.C 12 FDS EX-27C
6 03 CONTRARIAN 1,000 9-MOS DEC-31-1995 APR-01-1995 DEC-31-1995 273,762 372,887 246,406 4,433 0 623,726 335 0 115,914 116,249 0 448,475 36,818 37,158 0 0 (46,347) 0 105,349 507,477 1,407 7,423 0 9,605 (775) 10,474 108,157 117,856 0 0 0 0 349,025 357,050 0 (8,025) 0 (55,103) 0 0 5,649 0 9,605 501,825 10.70 (0.01) 3.09 0 0 0 13.78 2.54 0 0
EX-27.D 13 FDS EX-27D
6 04 DEVELOPING COUNTRIES 1,000 9-MOS DEC-31-1995 APR-01-1995 DEC-31-1995 14,787 12,580 390 1,662 0 14,632 0 0 288 288 0 19,052 1,787 974 0 0 (2,502) 0 (2,027) 14,344 108 47 0 214 (59) (1,784) 112 (1,672) 0 0 0 0 23,110 15,381 0 5,998 26 (718) 0 0 146 0 496 15,526 8.57 (.03) (.52) 0 0 0 8.02 1.83 0 0
EX-27.E 14 FDS EX-27E
6 05 PARTNERS 1,000 OTHER DEC-31-1995 JUL-12-1995 DEC-31-1995 4,535 4,711 483 3,464 0 8,658 1,142 0 36 1,178 0 7,249 720 0 46 0 9 0 176 7,480 1 129 0 83 46 9 176 231 0 0 0 0 10,001 2,752 0 7,480 0 0 0 0 43 0 177 7,316 0 .06 .33 0 0 0 10.39 2.41 0 0
EX-27.F 15 FDS EX-27F
6 06 GROWTH & INCOME 1,000 OTHER DEC-31-1995 JUL-12-1995 DEC-31-1995 120,961 134,321 2,465 6,008 0 142,794 4,403 0 1,789 5,892 0 126,943 12,183 0 0 0 (3,447) 0 13,406 136,902 483 329 0 817 (5) (3,448) 13,406 9,953 0 0 0 0 150,811 23,862 0 136,902 0 0 0 0 415 0 816 89,137 10.00 0 1.24 0 0 0 11.24 1.94 0 0
EX-27.G 16 FDS EX-27G
6 07 INFORMATION AGE 1,000 OTHER DEC-31-1995 NOV-15-1995 DEC-31-1995 30,001 30,256 2,454 2,071 0 34,781 1,314 0 641 1,955 0 34,687 3,531 0 0 0 (2,117) 0 256 32,826 0 32 0 56 (24) (2,117) 256 (1,885) 0 0 0 0 38,546 3,836 0 32,825 0 0 0 0 25 0 56 20,440 10.00 (.01) (.69) 0 0 0 9.30 2.13 0 0
EX-27.H 17 FDS EX-27H
6 08 GLOBAL LOW-PRICED STOCK FUND 1,000 OTHER DEC-31-1995 NOV-15-1995 DEC-15-1995 442 462 32 1,317 0 1,811 148 0 20 168 0 1,621 157 0 1 0 0 0 21 1,643 0 3 0 2 1 0 21 22 0 0 0 0 1,692 71 0 1,643 0 0 0 0 1 0 8 701 10.00 .03 .42 0 0 0 10.45 1.91 0 0
EX-27.I 18 FDS EX-27I
6 09 GLOBAL NATURAL RESOURCES 1,000 OTHER DEC-31-1995 NOV-15-1995 DEC-15-1995 389 395 46 581 0 1,022 210 0 20 230 0 785 78 0 1 0 0 0 6 792 0 2 0 1 1 0 6 7 0 0 0 0 795 10 0 792 0 0 0 0 1 0 7 383 10.00 .02 .10 0 0 0 10.12 2.60 0 0
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