UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-08509

Buffalo Small Cap Fund, Inc.
(Exact name of registrant as specified in charter)

5420 West 61^st Place
Shawnee Mission, KS 66205
(Address of principal executive offices) (Zip code)

Kent W. Gasaway
5420 West 61^st Place
Shawnee Mission, KS 66205
(Name and address of agent for service)

(913) 384-1513
Registrant’s telephone number, including area code

Date of fiscal year end: March 31, 2006

Date of reporting period: September 30, 2005

Item 1. Report to Stockholders.

The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1)

BUFFALO ®

      FUNDS

Balanced Fund

High Yield Fund

Large Cap Fund

Micro Cap Fund

Mid Cap Fund

Science &
Technology Fund

Small Cap Fund

USA Global Fund

SEMIANNUAL REPORT

September 30, 2005

MESSAGE

To Our Shareholders

While the stock market has shown an upward bias the past six months, the direction has been far from definitive. However, I am happy to announce the direction of our firm is very clear. We are executing on many of the initiatives we discussed in past letters. Kornitzer Capital Management, Inc. (KCM), the manager of the Buffalo Funds, continues to expand infrastructure to improve its capabilities to shareholders across the board. This includes investment management and research, client service and marketing.

One of our promises was to have more face-to-face meetings with major shareholders. It is in all shareholders interests to see us do more long-term relationship building. We believe we build tremendous goodwill and loyalty with those shareholders who hear our story in person. A stable and secure asset base is certainly the preferable fit for our long-term, low turnover investment strategy. Our portfolio managers and relationship manager have been very busy traveling the past six months visiting financial advisors, consultants and institutions. We have a full travel schedule planned for the remainder of 2005 and will soon begin making arrangements for visits into 2006. We hope to see you soon!

On the research front, we continue to interview experienced investment professionals from all over the country. It is our intention to add more analysts to support the various teams managing the Buffalo Funds. We are optimistic we will make more announcements by the time of the next annual letter.

Regarding our outlook and positioning for the Funds, we would at this point have to go back to late 2002 to give you some parallels. While overall stock valuations are not yet at the bargain levels of 2002, we are seeing more and more compelling individual opportunities. In particular, we are using this difficult market to attempt to upgrade the quality of our companies in all our Funds, just as we did in 2002. The most highly valued companies often have the characteristics that we most covet: strong secular revenue growth, strong balance sheets, produce free cash flow, generate high profit margins, have barriers to entry in their marketplace, have scalable business models and have strong and deep management teams. These are the types of companies you have to wait patiently for valuations to reach reasonable levels. We are excited that many companies that fit these criteria are now reaching or nearing our purchase targets. We cannot control whether investors want to own stocks, in general. However, when investors get back into a stock buying mode we want to make sure we own companies we think will be in high demand. This opportunistic upgrading of portfolios benefited Buffalo shareholders when the market turned up in 2003-04. We believe it is the right thing to do in the current timeframe as well.

As fellow shareholders, we will continue to look out for your best interests. The attached Portfolio Management Review will give you an individual update on each Fund. We thank you for your confidence and support.

Sincerely,

Kent W. Gasaway
President
Buffalo Funds

Past performance does not guarantee future results. Mutual fund investing involves risk; loss of principle is possible. Please see the following Semi-Annual Report for the Funds’ holdings information.

2

PORTFOLIO MANAGEMENT REVIEW

Generally speaking, the last six months proved to be a good period for the equity markets, and our Funds posted positive returns across the board. The market’s resilience is fundamentally pinned to the underlying earnings growth in corporate America, which has remained strong despite much higher energy prices. As we move into November, investor concern is turning from hurricane-related economic exposure to whether consumer spending will “weather” the holiday spending season, given the anticipated rise in home heating costs and rising interest rates.

Uncertainty is the markets’ stock in trade, however, and we believe the underlying fundamentals of the economy are sound. We have been pleased with the earnings of the companies in the Funds over the last six months, and we believe the overall stock market is looking attractively valued and that stock performance will be led by corporate fundamentals.

Buffalo Small Cap Fund was up 6.05% over the last six months ending in September. This compares to the S&P Smallcap 600 Index which was up approximately 9.53% over the same period. Despite being underweight in the energy sector, much of the Fund’s performance over this short time period can be traced to our allocations in healthcare and technology consumer discretionary stocks. Several stocks were standout performers during the period, including Amylin Pharmaceuticals, Inc. (3.02% of Fund assets), Adtran, Inc. (2.27% of Fund assets) and Mentor Corp. (2.61% of Fund assets). Given the rising cost of energy and worries of a slowdown in consumer spending, some of our holdings in the consumer discretionary sector held performance back.

Buffalo Mid Cap Fund was up 10.85% over the last six months. The Fund’s benchmark, the S&P Midcap 400 Index, was up 9.35% over the same period. The outperformance over this relatively short period can be traced primarily to our technology and healthcare stocks, despite having little to no exposure in the energy sector — a sector that has performed admirably of late. Several stocks were standout performers: SanDisk Corp. (1.82% of Fund assets), Garmin Ltd. (1.75% of Fund assets) and Iron Mountain, Inc. (2.02% of Fund assets). Iron Mountain is well-positioned to benefit from the ever growing requirement for data storage and information management. Given the uncertainty that the market is forecasting for consumer spending, holdings within the consumer discretionary sector were laggards in the portfolio.

Buffalo Large Cap Fund was up 3.05% during the six-month period ending in September. The Fund's benchmark, the S&P 500 Index, was up 5.02% over the same period. The primary differential in returns can be attributed to the Fund’s underweighting in the energy sector. The Fund had some notable performers within the technology and financial sectors during the period, including Texas Instruments Inc. (2.12% of Fund assets), Northern Trust Corp. (3.73% of Fund assets) and Principal Financial Group, Inc. (1.90% of Fund assets). Aside from being underweight in the energy sector, consumer spending related holdings also held the Fund back during the period.

3

MESSAGE

To Our Shareholders (Continued)

Buffalo USA Global Fund was up 9.25% during the last six months. The S&P 500 Index was up 5.02% over the same period. The relative strength in the Fund can be attributed to its healthy weightings in technology and healthcare, despite being underweight in the very strong energy sector. Notable performers include Mentor Corp. (2.61% of Fund assets), Motorola, Inc. (1.85% of Fund assets) and Millipore Corp. (3.07% of Fund assets). Like all the companies in this Fund, these generate a substantial portion of their business outside of the United States.

Buffalo Science & Technology Fund was up 12.21% over the last six months. The S&P 500 Index and the Lipper Science & Technology Funds Index returned 5.02% and 10.95%, respectively, over the same period. We continually reposition the Fund to take advantage of opportunities presented in these relatively dynamic sectors. We increased the Fund’s weighting in technology holdings as technology stocks lagged early in the year, and we began to find better bargains in the technology sector versus the healthcare sector. Standout performers, as with some of our other Funds, included Amylin Pharmaceuticals, Inc. (2.85% of Fund assets), Adtran, Inc. (1.81% of Fund assets) and Mentor Corp. (1.79% of Fund assets).

Buffalo High Yield Fund was up 2.32% over the last half year. The Merrill Lynch High Yield Master Index was up 3.62% over the same period and the Lipper High Yield Bond Funds Index returned 3.43%. We feel that the underlying economy in general is strong and that the Federal Reserve is not yet finished raising short-term rates as it continues to fight inflation. We have held a relatively high cash position in the Fund because we believed that yields on high yield bonds were not “high” enough in view of the risk normally associated with such bonds. To stem the influx of new cash given the unusual market environment for high yield bonds, the Fund was temporarily closed to new purchases from broker-dealers from March 19, 2004 through November 14, 2005. Toward the end of the semi-annual period, however, the risk/reward characteristics began to improve and we are beginning to find attractive investment opportunities in the high yield bond market.

Buffalo Balanced Fund performed well, posting a positive return of 6.39% over the prior six months versus the S&P 500 Index, which posted gains of 5.02% over the same period. The S&P 500 Index and Merrill Lynch U.S. Domestic Master Index Weighted Average and the Lipper Balanced Funds Index posted gains of 3.97% and 4.77%, respectively, over the same period. Energy sector holdings were a primary contributor to performance, including Suncor Energy, Inc. (2.41% of Fund assets), Marathon Oil Corp. (1.60% of Fund assets) and ConocoPhillips (4.17% of Fund assets). We are continuing to keep the bond/equity mix at approximately 50%/50%, with most stocks paying dividends in the 2-3% range.

4

Buffalo Micro Cap Fund is the newest member of the Buffalo family and has been in existence for slightly over a year. The Fund was up 10.83% during the six-month period ending in September, with its benchmark, the Russell 2000 Index, up 9.21%. The Lipper Micro Cap Funds Index returned 10.31% over the same period. Notable performers over the last six months included LifeCell Corp. (1.53% of Fund assets), Meridian Bioscience, Inc. (1.36% of Fund assets), Captiva Software Corp. (2.04% of Fund assets) and Neoware Systems, Inc. (2.07% of Fund assets). The investment management team strives to identify attractive candidates for inclusion, and the Fund has garnered steady inflows. We believe the Micro Cap Fund is particularly well suited to the long-term management style of the Buffalo Funds. The companies we are identifying fit our trends and have attractive long-term prospects.

Thank you for your investments and confidence in the Buffalo Funds.

Sincerely, John C. Kornitzer President	Kent W. Gasaway Sr. Vice President
Robert Male Sr. Vice President	Grant P. Sarris Sr. Vice President
William J. Kornitzer III Sr. Vice President

5

INVESTMENT RESULTS

Total Returns as of September 30, 2005
			AVERAGE ANNUAL
	SIX MONTHS		ONE YEAR		FIVE YEARS		TEN YEARS		SINCE INCEPTION
Buffalo Balanced Fund
(inception date 8/12/94)		6.39%		11.67%		5.03%		7.27%		7.72%
S&P 500 Index		5.02%		12.25%		-1.49%		9.49%		11.10%
S&P 500 Index & Merrill Lynch US Domestic
Master Index Weighted Average*		3.97%		8.52%		1.78%		8.33%		9.50%
Lipper Balanced Funds Index		4.77%		10.05%		2.89%		7.86%		8.68%
Buffalo High Yield Fund
(inception date 5/19/95)		2.32%		3.18%		8.07%		7.59%		8.27%
Merrill Lynch High Yield Master Index		3.62%		6.69%		7.74%		7.08%		7.28%
Lipper High Yield Bond Funds Index		3.43%		6.85%		4.96%		5.49%		5.71%
Buffalo Large Cap Fund
(inception date 5/19/95)		3.05%		10.10%		-2.29%		8.77%		10.04%
S&P 500 Index		5.02%		12.25%		-1.49%		9.49%		10.48%
Lipper Capital Appreciation Funds Index		8.36%		17.14%		-2.95%		7.35%		8.64%
Lipper Large-Cap Core Funds Index		5.13%		11.47%		-2.75%		8.08%		9.02%
Buffalo Micro Cap Fund
(inception date 5/21/04)		10.83%		22.10%		N/A		N/A		12.71%
Russell 2000 Index		9.21%		17.95%		N/A		N/A		17.36%
Lipper Micro-Cap Funds Index		10.31%		19.85%		N/A		N/A		15.84%
Buffalo Mid Cap Fund
(inception date 12/17/01)		10.85%		22.70%		N/A		N/A		9.45%
S&P Midcap 400 Index		9.35%		22.16%		N/A		N/A		11.41%
Russell Midcap Index		10.35%		25.10%		N/A		N/A		13.10%
Lipper Mid-Cap Core Funds Index		8.16%		19.44%		N/A		N/A		9.80%
Buffalo Science & Technology Fund
(inception date 4/16/01)		12.21%		15.00%		N/A		N/A		4.25%
S&P 500 Index		5.02%		12.25%		N/A		N/A		2.63%
Lipper Science & Technology Funds Index		10.95%		17.81%		N/A		N/A		-3.87%
Buffalo Small Cap Fund
(inception date 4/14/98)		6.05%		15.99%		13.61%		N/A		17.52%
S&P Smallcap 600 Index		9.53%		21.21%		10.95%		N/A		8.47%
Russell 2000 Index		9.21%		17.95%		6.45%		N/A		5.72%
Lipper Small-Cap Core Funds Index		9.21%		17.89%		7.90%		N/A		7.27%
Buffalo USA Global Fund
(inception date 5/19/95)		9.25%		11.93%		-0.10%		10.65%		11.11%
S&P 500 Index		5.02%		12.25%		-1.49%		9.49%		10.48%
Lipper Capital Appreciation Funds Index		8.36%		17.14%		-2.95%		7.35%		8.64%
Lipper Global Funds Index		8.56%		20.60%		1.03%		7.66%		8.28%

*

The performance figure shown for comparison purposes is a weighted average made up of 60% of the S&P 500 Index and 40% of the Merrill Lynch U.S. Domestic Master Index.

Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting www.buffalofunds.com.

6

The Buffalo Balanced, Large Cap, Mid Cap, Science & Technology and USA Global Funds impose a 2.00% redemption fee on shares held for less than two months and the Buffalo High Yield, Micro Cap and Small Cap Funds will impose a 2.00% redemption fee on shares held less than six months.

The Fund returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The benchmark returns shown, excluding the Lipper Indices, reflect the reinvestment of dividends and capital gains but do not reflect the deduction of any investment management fees, other expenses or taxes. The performance of the Lipper Indices is presented net of the Funds’ fees and expenses, however applicable sales charges are not taken into consideration. One cannot invest directly in an index.

The S&P 500 Index is a capitalization weighted index of 500 large capitalization stocks which is designed to measure broad domestic securities markets. The Merrill Lynch U.S. Domestic Master Index is a capitalization weighted aggregation of outstanding U.S. treasury, agency and supranational, mortgage pass-through and investment grade corporate bonds meeting specified criteria. The Lipper Balanced Funds Index is an unmanaged, net asset value weighted index of the 30 largest balanced mutual funds. The Merrill Lynch High Yield Master Index is an unmanaged index comprised of over 1,200 high yield bonds representative of high yield bond markets as a whole. The Lipper High Yield Bond Funds Index is a widely recognized index of the 30 largest mutual funds that invest primarily in high yield bonds. The Lipper Large-Cap Core Funds Index is an unmanaged, equally weighted performance index of the 30 largest qualifying mutual funds (based on net assets) in the Lipper Large-Cap classification. The Lipper Capital Appreciation Funds Index is an equally weighted performance index of the 30 largest qualifying funds in the investment objective. The Russell 2000 Index consists of the smallest 2,000 securities in the Russell 3000 Index, representing approximately 8% of the Russell 3000 total market capitalization. The Lipper Micro-Cap Funds Index is an unmanaged equally weighted performance index of the 30 largest qualifying mutual funds (based on net assets) in the Lipper Micro-Cap classification. The S&P Midcap 400 Index consists of 400 domestic stocks chosen for market size, liquidity and industry group representation. It is a market-weighted index with each stock affecting the index in proportion to its market value. The Russell Midcap Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which represent approximately 25% of the total market capitalization of the Russell 1000 Index. The index has a total market range of approximately $1.6 billion to $12.4 billion. The Lipper Mid-Cap Core Funds Index is an unmanaged, equally weighted performance index of the 30 largest qualifying mutual funds (based on net assets) in the Lipper Mid-Cap classification. The Lipper Science & Technology Funds Index is an unmanaged, equally weighted performance index of the 30 largest qualifying mutual funds (based on net assets) in the Lipper Science and Technology classification. The S&P Smallcap 600 Index consists of 600 domestic stocks chosen for market size, liquidity, bid-asked spread, ownership, share turnover and number of no-trade days and industry group representation. The Lipper Small-Cap Core Funds Index is an unmanaged, equally weighted performance index of the 30 largest qualifying mutual funds (based on net assets) in the Lipper Small-Cap classification. The Lipper Global Funds Index is an equally weighted performance index of the 30 largest qualifying funds in the investment objective (to invest at least 25% of its portfolio in securities traded outside of the United States).

References to specific securities should not be construed as recommendations by the Funds or their Advisor. Please refer to the schedule of investments in the report for Fund holdings information.

Please refer to the prospectus for special risks associated with investing in the Buffalo Funds, including, but not limited to, risks involved with investments in science and technology, foreign, lower- or non-rated securities and smaller companies.

Must be preceded or accompanied by a current prospectus.

Quasar Distributors, LLC, distributor. 11/05

7

EXPENSE EXAMPLE

As a shareholder of the Funds, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (4/1/05 – 9/30/05). This information is unaudited.

ACTUAL EXPENSES

The first line of the tables below provides information about actual account values and actual expenses. Although the Funds charge no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Funds’ transfer agent. If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Funds’ transfer agent. You will be charged a redemption fee equal to 2.00% of the net amount of the redemption if you redeem your shares of the Buffalo Balanced, Large Cap, Mid Cap, Science & Technology and USA Global Funds within two months of purchase. The Buffalo High Yield, Small Cap and Micro Cap Funds will charge a redemption fee equal to 2.00% of the net amount of the redemption if you redeem your shares within six months of purchase. To the extent a Fund invests in shares of other investment companies as part of its investment strategy, you will indirectly bear your proportionate share of any fees and expenses charged by the underlying funds in which the Fund invests in addition to the expenses of the Fund. Actual expenses of the underlying funds are expected to vary among the various underlying funds. These expenses are not included in the example below. The example below includes management fees, registration fees and other expenses. However, the example below does not include portfolio trading commissions and related expenses and other extraordinary expenses as determined under U.S. generally accepted accounting principles. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second line of the tables below provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which are not the Funds’ actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in our Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	BUFFALO BALANCED FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,063.90		$5.33
Hypothetical (5% return before expenses)		$1,000.00		$1,019.90		$5.22

* Expenses are equal to the Fund’s annualized expense ratio of 1.03%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

	BUFFALO HIGH YIELD FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,023.20		$5.17
Hypothetical (5% return before expenses)		$1,000.00		$1,019.95		$5.16

* Expenses are equal to the Fund’s annualized expense ratio of 1.02%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

8

	BUFFALO LARGE CAP FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,030.50		$5.29
Hypothetical (5% return before expenses)		$1,000.00		$1,019.85		$5.27

* Expenses are equal to the Fund’s annualized expense ratio of 1.04%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

	BUFFALO MICRO CAP FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,108.30		$8.09
Hypothetical (5% return before expenses)		$1,000.00		$1,017.40		$7.74

* Expenses are equal to the Fund’s annualized expense ratio of 1.53%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

	BUFFALO MID CAP FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,108.50		$5.39
Hypothetical (5% return before expenses)		$1,000.00		$1,019.95		$5.16

* Expenses are equal to the Fund’s annualized expense ratio of 1.02%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

	BUFFALO SCIENCE & TECHNOLOGY FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,122.10		$5.53
Hypothetical (5% return before expenses)		$1,000.00		$1,019.85		$5.27

* Expenses are equal to the Fund’s annualized expense ratio of 1.04%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

	BUFFALO SMALL CAP FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,060.50		$5.22
Hypothetical (5% return before expenses)		$1,000.00		$1,020.00		$5.11

* Expenses are equal to the Fund’s annualized expense ratio of 1.01%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

	BUFFALO USA GLOBAL FUND
	BEGINNING ACCOUNT VALUE APRIL 1, 2005		ENDING ACCOUNT VALUE SEPTEMBER 30, 2005		EXPENSES PAID DURING PERIOD APRIL 1, 2005 - SEPTEMBER 30, 2005*
Actual		$1,000.00		$1,092.50		$5.46
Hypothetical (5% return before expenses)		$1,000.00		$1,019.85		$5.27

* Expenses are equal to the Fund’s annualized expense ratio of 1.04%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.

9

ALLOCATION OF

PORTFOLIO HOLDINGS

Percentages represent market value as a percentage of total investments on September 30, 2005 (unaudited).

BUFFALO BALANCED FUND	BUFFALO LARGE CAP FUND
BUFFALO HIGH YIELD FUND	BUFFALO MICRO CAP FUND

10

BUFFALO MID CAP FUND	BUFFALO SMALL CAP FUND
BUFFALO SCIENCE & TECHNOLOGY FUND	BUFFALO USA GLOBAL FUND

11

BUFFALO

BALANCED FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 53.87%
CONSUMER DISCRETIONARY – 0.93%
		Hotels, Restaurants & Leisure – 0.93%
	30,000	Argosy Gaming Co.(a)	$	1,409,700
		Total Consumer Discretionary		1,409,700
CONSUMER STAPLES – 9.60%
		Beverages – 2.40%
	10,800	Anheuser-Busch Companies, Inc.		464,832
	40,000	The Coca-Cola Co.		1,727,600
	25,000	PepsiCo, Inc.		1,417,750
				3,610,182
		Food & Staples Retailing – 0.57%
	20,000	Costco Wholesale Corp.		861,800
		Food Products – 5.58%
	25,000	Campbell Soup Co.		743,750
	75,000	ConAgra Foods, Inc.		1,856,250
	35,000	General Mills, Inc.		1,687,000
	30,000	H.J. Heinz Co.		1,096,200
	30,000	Kellogg Co.		1,383,900
	30,000	Sara Lee Corp.		568,500
	15,000	Wm. Wrigley Jr. Co.		1,078,200
				8,413,800
		Household Products – 1.05%
	30,000	Colgate-Palmolive Co.		1,583,700
		Total Consumer Staples		14,469,482
ENERGY – 20.78%
		Energy Equipment & Services – 0.07%
	11,742	Eagle Geophysical, Inc.(a)		108,613
		Oil & Gas – 20.71%
	10,000	Amerada Hess Corp.		1,375,000
	25,000	Anadarko Petroleum Corp.		2,393,750
	27,500	Apache Corp.		2,068,550
	40,000	BP PLC, ADR		2,834,000
	55,000	ChevronTexaco Corp.		3,560,150
	90,000	ConocoPhillips		6,291,900
	45,000	Exxon Mobil Corp.		2,859,300
	20,000	Frontier Oil Corp.		887,000
	29,861	Kerr-McGee Corp.		2,899,802
	35,000	Marathon Oil Corp.		2,412,550
	60,000	Suncor Energy, Inc.		3,631,800
				31,213,802
		Total Energy		31,322,415
FINANCIALS – 10.24%
		Commercial Banks – 2.90%
	45,000	Bank of America Corp.		1,894,500
	25,000	KeyCorp		806,250
	10,000	Marshall & Ilsley Corp.		435,100
	10,000	Northern Trust Corp.		505,500
	20,000	Wilmington Trust Corp.		729,000
				4,370,350

12

SHARES			MARKET VALUE
FINANCIALS (Continued)
		Diversified Financial Services – 2.87%
	50,000	Citigroup Inc.	$	2,276,000
	25,000	JPMorgan Chase & Co.		848,250
	10,000	PNC Financial Services Group		580,200
	20,000	Regions Financial Corp.		622,400
				4,326,850
		Insurance – 3.17%
	30,000	The Allstate Corp.		1,658,700
	15,000	The Chubb Corp.		1,343,250
	30,000	Cincinnati Financial Corp.		1,256,700
	10,000	Lincoln National Corp.		520,200
				4,778,850
		Thrifts & Mortgage Finance – 1.30%
	50,000	Washington Mutual, Inc.		1,961,000
		Total Financials		15,437,050
HEALTH CARE – 3.51%
		Health Care Equipment & Supplies – 0.66%
	25,000	Baxter International Inc.		996,750
		Pharmaceuticals – 2.85%
	25,000	Abbott Laboratories		1,060,000
	25,000	GlaxoSmithKline PLC, ADR		1,282,000
	20,000	Johnson & Johnson		1,265,600
	15,000	Wyeth		694,050
				4,301,650
		Total Health Care		5,298,400
INDUSTRIALS – 5.71%
		Aerospace & Defense – 2.48%
	30,000	Lockheed Martin Corp.		1,831,200
	35,000	Northrop Grumman Corp.		1,902,250
				3,733,450
		Air Freight & Logistics – 0.29%
	5,000	FedEx Corp.		435,650
		Airlines – 0.49%
	50,000	Southwest Airlines Co.		742,500
		Commercial Services & Supplies – 1.11%
	40,000	Pitney Bowes Inc.		1,669,600
		Industrial Conglomerates – 1.34%
	60,000	General Electric Co.		2,020,200
		Total Industrials		8,601,400
INFORMATION TECHNOLOGY – 2.46%
		Computers & Peripherals – 0.79%
	14,750	International Business Machines Corp.		1,183,245
		Semiconductor & Semiconductor Equipment – 0.82%
	50,000	Intel Corp.		1,232,500

13

BUFFALO

BALANCED FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES OR FACE AMOUNT			MARKET VALUE
INFORMATION TECHNOLOGY (Continued)
		Software – 0.85%
	50,000	Microsoft Corp.	$	1,286,500
		Total Information Technology		3,702,245
UTILITIES – 0.64%
		Multi-Utilities & Unregulated Power – 0.64%
	10,000	Kinder Morgan, Inc.		961,600
		Total Utilities		961,600
TOTAL COMMON STOCKS				81,202,292
(COST $62,061,576)
CONVERTIBLE PREFERRED STOCKS – 2.16%
MATERIALS – 2.16%
		Chemicals – 0.70%
	53,500	ICO, Inc.(a)		1,056,893
		Construction Materials – 1.46%
	40,000	TXI Capital Trust I		2,200,000
		Total Materials		3,256,893
TOTAL CONVERTIBLE PREFERRED STOCKS				3,256,893
(COST $2,778,140)
CORPORATE BONDS – 19.74%
CONSUMER DISCRETIONARY – 7.23%
		Automobiles – 4.41%
		Ford Motor Company
$	4,000,000	7.450%, 07/16/2031		3,140,000
		General Motors Acceptance Corp.
	4,000,000	8.000%, 11/01/2031		3,501,404
				6,641,404
		Hotels, Restaurants & Leisure – 0.75%
		Circus Circus
	55,000	7.625%, 07/15/2013		57,475
		Mikohn Gaming Corp.
	1,000,000	11.875%, 08/15/2008		1,076,250
				1,133,725
		Media – 0.07%
		Fisher Communications, Inc.
	100,000	8.625%, 09/15/2014		107,250
		Textiles, Apparel & Luxury Goods – 2.00%
		Interface, Inc.
	3,000,000	9.500%, 02/01/2014		3,015,000
		Total Consumer Discretionary		10,897,379

14

FACE AMOUNT			MARKET VALUE
CONSUMER STAPLES – 0.86%
		Food & Staples Retailing – 0.32%
		Rite Aid Corp.
$	500,000	7.500%, 01/15/2015	$	480,000
		Food Products – 0.54%
		Pilgrim’s Pride Corp.
	500,000	9.625%, 09/15/2011		540,000
	250,000	9.250%, 11/15/2013		276,250
				816,250
		Total Consumer Staples		1,296,250
ENERGY – 7.24%
		Oil & Gas – 7.24%
		Giant Industries, Inc.
	4,000,000	8.000%, 05/15/2014		4,200,000
		Swift Energy Co.
	10,000	9.375%, 05/01/2012		10,850
		Tesoro Petroleum Corp.
	1,250,000	9.625%, 04/01/2012		1,382,813
		United Refining Co.
	5,000,000	10.500%, 08/15/2012		5,325,000
		Total Energy		10,918,663
HEALTH CARE – 2.09%
		Health Care Equipment & Supplies – 0.10%
		Inverness Medical Innovations, Inc.
	150,000	8.750%, 02/15/2012		153,000
		Pharmaceuticals – 1.99%
		Alpharma, Inc.
	100,000	8.625%, 05/01/2011		103,500
		Warner Chilcott Corp.
	3,000,000	8.750%, 02/01/2015 (Acquired 01/13/2005, Cost $3,000,000)(b)		2,895,000
				2,998,500
		Total Health Care		3,151,500
INDUSTRIALS – 0.35%
		Commercial Services & Supplies – 0.35%
		Greenbrier Companies, Inc.
	500,000	8.375%, 05/15/2015		522,500
		Philip Services, Inc.
	25,644	6.000%, 04/15/2010(a)(c)(d)(e)		2
		Total Industrials		522,502
MATERIALS – 1.97%
		Metals & Mining – 1.97%
		Chaparral Steel Co.
	2,800,000	10.000%, 07/15/2013 (Acquired 06/29/2005, Cost $2,800,000)(b)		2,968,000
		Total Materials		2,968,000
TOTAL CORPORATE BONDS				29,754,294
(COST $29,851,331)

15

BUFFALO

BALANCED FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

FACE AMOUNT			MARKET VALUE
CONVERTIBLE BONDS – 11.14%
CONSUMER DISCRETIONARY – 4.57%
		Hotels, Restaurants & Leisure – 0.34%
		Magna Entertainment Corp.
$	500,000	7.250%, 12/15/2009	$	515,625
		Media – 4.23%
		Lions Gate Entertainment Corp.
	1,000,000	4.875%, 12/15/2010		1,853,750
	2,500,000	2.938%, 10/15/2024		2,584,375
	2,000,000	3.625%, 03/15/2025		1,927,500
				6,365,625
		Total Consumer Discretionary		6,881,250
HEALTH CARE – 2.17%
		Pharmaceuticals – 2.17%
		Amylin Pharmaceuticals, Inc.
	2,700,000	2.500%, 04/15/2011		3,111,750
		Axcan Pharma, Inc.
	150,000	4.250%, 04/15/2008		164,625
		Total Health Care		3,276,375
INDUSTRIALS – 2.56%
		Aerospace & Defense – 0.68%
		EDO Corp.
	1,000,000	5.250%, 04/15/2007		1,028,750
		Airlines – 1.88%
		JetBlue Airways Corp.
	3,000,000	3.750%, 03/15/2035		2,831,250
		Commercial Services & Supplies – 0.00%
		Philip Services, Inc.
	775,805	3.000%, 04/15/2020(a)(c)(d)		78
		Total Industrials		3,860,078
INFORMATION TECHNOLOGY – 1.84%
		Software & Services – 1.84%
		The BISYS Group Inc.
	2,775,000	4.000%, 03/15/2006		2,771,531
		Total Information Technology		2,771,531
TOTAL CONVERTIBLE BONDS				16,789,234
(COST $16,559,231)

16

SHARES OR FACE AMOUNT			MARKET VALUE
SHORT TERM INVESTMENTS – 12.23%
INVESTMENT COMPANY – 1.13%
	1,697,544	SEI Daily Income Trust Treasury II Fund – Class B	$	1,697,544
		Total Investment Companies		1,697,544
U.S. TREASURY OBLIGATIONS – 11.10%
		Public Finance, Taxation, And Monetary Policy – 11.10%
$	6,745,000	3.035%, 10/06/2005		6,742,703
	10,000,000	3.040%, 10/20/2005		9,983,810
		Total U.S. Treasury Obligations		16,726,513
TOTAL SHORT TERM INVESTMENTS				18,424,057
(COST $18,424,057)
TOTAL INVESTMENTS – 99.14%				149,426,770
(COST $129,674,335)
Other Assets in Excess of Liabilities – 0.86%				1,302,445
TOTAL NET ASSETS – 100.00%			$	150,729,215

	ADR — American Depository Receipt
(a)	Non-income producing
(b)	Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration normally to qualified institutional buyers. The total value of these securities amounted to $5,863,000 (3.89% of net assets) at September 30, 2005.
(c)	Security is in default at September 30, 2005.
(d)	Fair valued security. The total value of these securities amounted to $80 (0.00% of net assets) at September 30, 2005.
(e)	Payment-in-kind security.

See accompanying Notes to Financial Statements.

17

BUFFALO

HIGH YIELD FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 9.81%
CONSUMER STAPLES – 2.13%
		Beverages – 1.05%
	61,000	The Coca-Cola Co.	$	2,634,590
		Food Products – 1.08%
	110,360	ConAgra Foods, Inc.		2,731,410
		Total Consumer Staples		5,366,000
ENERGY – 0.06%
		Energy Equipment & Services – 0.06%
	17,025	Eagle Geophysical, Inc.(a)		157,481
		Total Energy		157,481
FINANCIALS – 2.85%
		Capital Markets – 0.53%
	60,420	WP Stewart & Co. Ltd.		1,348,574
		Commercial Banks – 1.28%
	44,700	Bank of America Corp.		1,881,870
	41,500	KeyCorp		1,338,375
				3,220,245
		Diversified Financial Services – 0.52%
	28,700	Citigroup Inc.		1,306,424
		Thrifts & Mortgage Finance – 0.52%
	33,500	Washington Mutual, Inc.		1,313,870
		Total Financials		7,189,113
HEALTH CARE – 0.56%
		Pharmaceuticals – 0.56%
	38,025	Bayer AG, ADR		1,399,320
		Total Health Care		1,399,320
INDUSTRIALS – 0.66%
		Commercial Services & Supplies – 0.66%
	122,450	The ServiceMaster Co.		1,657,973
		Total Industrials		1,657,973
INFORMATION TECHNOLOGY – 1.05%
		Communications Equipment – 1.05%
	157,000	Nokia OYJ, ADR		2,654,870
		Total Information Technology		2,654,870
TELECOMMUNICATION SERVICES – 2.50%
		Diversified Telecommunication Services – 2.50%
	101,210	SBC Communications Inc.		2,426,004
	80,550	Sprint Nextel Corp.		1,915,479
	60,200	Verizon Communications Inc.		1,967,938
		Total Telecommunication Services		6,309,421
TOTAL COMMON STOCKS				24,734,178
(COST $23,774,785)

18

SHARES OR FACE AMOUNT			MARKET VALUE
CONVERTIBLE PREFERRED STOCKS – 3.58%
FINANCIALS – 2.25%
		Commercial Banks – 2.25%
	101,200	Boston Private Capital Trust I (Acquired 10/06/2004, Cost $5,060,000)(b)	$	4,857,600
	17,000	Boston Private Capital Trust I		816,000
		Total Financials		5,673,600
MATERIALS – 1.33%
		Chemicals – 0.60%
	76,200	ICO, Inc.(a)		1,505,331
		Construction Materials – 0.73%
	33,500	TXI Capital Trust I		1,842,500
		Total Materials		3,347,831
TOTAL CONVERTIBLE PREFERRED STOCKS				9,021,431
(COST $8,248,203)
PREFERRED STOCKS – 0.00%
CONSUMER DISCRETIONARY – 0.00%
		Media – 0.00%
	7,250	Adelphia Communications Corp.(a)		3,263
		Total Consumer Discretionary		3,263
TOTAL PREFERRED STOCKS				3,263
(COST $719,125)
CORPORATE BONDS – 54.92%
CONSUMER DISCRETIONARY – 30.35%
		Auto Components – 1.09%
		Lear Corp.
$	2,755,000	8.110%, 05/15/2009		2,742,013
		Automobiles – 3.72%
		Ford Motor Credit Company
	2,660,000	7.375%, 10/28/2009		2,571,627
		Ford Motor Company
	3,880,000	7.450%, 07/16/2031		3,045,800
		General Motors Acceptance Corp.
	4,195,000	6.875%, 08/28/2012		3,759,316
				9,376,743
		Hotels, Restaurants & Leisure – 13.27%
		Ameristar Casinos, Inc.
	1,780,000	10.750%, 02/15/2009		1,911,275
		Aztar Corp.
	1,700,000	7.875%, 06/15/2014		1,785,000
		Circus Circus
	3,100,000	7.625%, 07/15/2013		3,239,500
		Host Marriott LP
	2,185,000	9.250%, 10/01/2007		2,313,368

19

BUFFALO

HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

FACE AMOUNT			MARKET VALUE
CONSUMER DISCRETIONARY (Continued)
		Hotels, Restaurants & Leisure (Continued)
		Isle of Capri Casinos
$	4,025,000	7.000%, 03/01/2014	$	3,879,094
		Mandalay Resort Group
	460,000	10.250%, 08/01/2007		496,800
		MGM Mirage
	180,000	8.375%, 02/01/2011		194,400
		Mikohn Gaming Corp.
	4,587,000	11.875%, 08/15/2008		4,936,759
		Park Place Entertainment Corp.
	300,000	8.875%, 09/15/2008		328,875
	595,000	8.125%, 05/15/2011		665,656
		Penn National Gaming, Inc.
	2,785,000	8.875%, 03/15/2010		2,952,100
	1,455,000	6.750%, 03/01/2015		1,433,175
		Royal Caribbean Cruises Ltd.
	3,930,000	7.500%, 10/15/2027		4,205,100
		Trump Entertainment Resorts, Inc.
	5,275,000	8.500%, 06/01/2015		5,116,750
				33,457,852
		Household Durables – 3.27%
		Rent-A-Center, Inc.
	4,110,000	7.500%, 05/01/2010		3,930,188
		Rent-Way, Inc.
	850,000	11.875%, 06/15/2010		939,250
		WCI Communities, Inc.
	3,160,000	10.625%, 02/15/2011		3,373,300
				8,242,738
		Leisure Equipment & Products – 1.02%
		Pinnacle Entertainment, Inc.
	2,570,000	8.250%, 03/15/2012		2,582,850
		Media – 0.07%
		Fisher Communications, Inc.
	175,000	8.625%, 09/15/2014		187,687
		Multiline Retail – 0.01%
		Wal-Mart Stores
	36,000	8.750%, 12/29/2006		36,084
		Specialty Retail – 3.12%
		Central Garden and Pet Co.
	3,290,000	9.125%, 02/01/2013		3,536,750
		FTD, Inc.
	2,605,000	7.750%, 02/15/2014		2,624,537
		GSC Holdings Corp.
	1,700,000	8.000%, 10/01/2012 (Acquired 09/21/2005, Cost $1,677,693)(b)		1,700,000
				7,861,287
		Textiles, Apparel & Luxury Goods – 4.07%
		Interface, Inc.
	2,250,000	10.375%, 02/01/2010		2,441,250
	3,570,000	9.500%, 02/01/2014		3,587,850
		Oxford Industries, Inc.
	835,000	8.875%, 06/01/2011		872,575

20

FACE AMOUNT			MARKET VALUE
CONSUMER DISCRETIONARY (Continued)
		Textiles, Apparel & Luxury Goods (Continued)
		Phillips Van-Heusen
$	3,120,000	7.750%, 11/15/2023	$	3,354,000
				10,255,675
		Wireless Telecommunication Services – 0.71%
		Rogers Wireless, Inc.
	1,665,000	7.500%, 03/15/2015		1,802,363
		Total Consumer Discretionary		76,545,292
CONSUMER STAPLES – 4.72%
		Food & Staples Retailing – 1.03%
		Rite Aid Corp.
	2,700,000	7.500%, 01/15/2015		2,592,000
		Food Products – 1.38%
		Pilgrim’s Pride Corp.
	2,085,000	9.625%, 09/15/2011		2,251,800
	1,110,000	9.250%, 11/15/2013		1,226,550
				3,478,350
		Household Products – 1.50%
		Spectrum Brands, Inc.
	185,000	8.500%, 10/01/2013		179,450
	4,000,000	7.375%, 02/01/2015		3,620,000
				3,799,450
		Personal Products – 0.81%
		Elizabeth Arden, Inc.
	2,000,000	7.750%, 01/15/2014		2,045,000
		Total Consumer Staples		11,914,800
ENERGY – 7.77%
		Oil & Gas – 7.77%
		Giant Industries, Inc.
	4,615,000	8.000%, 05/15/2014		4,845,750
		The Premcor Refining Group Inc.
	2,200,000	9.250%, 02/01/2010		2,403,500
	450,000	9.500%, 02/01/2013		509,625
	2,530,000	7.500%, 06/15/2015		2,719,750
		Swift Energy Co.
	300,000	9.375%, 05/01/2012		325,500
		Tesoro Petroleum Corp.
	3,900,000	9.625%, 04/01/2012		4,314,375
		United Refining Co.
	4,200,000	10.500%, 08/15/2012		4,473,000
		Total Energy		19,591,500
HEALTH CARE – 4.65%
		Health Care Equipment & Supplies – 1.67%
		Bausch & Lomb, Inc.
	3,265,000	7.125%, 08/01/2028		3,528,071
		Inverness Medical Innovations, Inc.
	665,000	8.750%, 02/15/2012		678,300
				4,206,371

21

BUFFALO

HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

FACE AMOUNT			MARKET VALUE
HEALTH CARE (Continued)
		Pharmaceuticals – 2.98%
		Alpharma, Inc.
$	1,730,000	8.625%, 05/01/2011	$	1,790,550
		Warner Chilcott Corp.
	5,940,000	8.750%, 02/01/2015 (Acquired 01/13/2005, Cost $5,940,000)(b)		5,732,100
				7,522,650
		Total Health Care		11,729,021
INDUSTRIALS – 6.38%
		Commercial Services & Supplies – 6.38%
		Allied Waste North America
	867,000	9.250%, 09/01/2012		942,862
	3,600,000	7.875%, 04/15/2013		3,690,000
		Cenveo Inc.
	2,065,000	9.625%, 03/15/2012		2,225,038
		Greenbrier Companies, Inc.
	1,750,000	8.375%, 05/15/2015		1,828,750
		Iron Mountain, Inc.
	1,350,000	8.625%, 04/01/2013		1,420,875
	4,255,000	7.750%, 01/15/2015		4,340,100
		Mobile Mini, Inc.
	1,265,000	9.500%, 07/01/2013		1,404,150
		Philip Services, Inc.
	25,106	6.000%, 04/15/2010(a)(c)(d)(e)		2
		Williams Scotsman, Inc.
	250,000	8.500%, 10/01/2015 (Acquired 09/20/2005, Cost $250,000)(b)		254,375
		Total Industrials		16,106,152
MATERIALS – 1.05%
		Construction Materials – 1.05%
		U.S. Concrete, Inc.
	2,615,000	8.375%, 04/01/2014		2,641,150
		Total Materials		2,641,150
TOTAL CORPORATE BONDS				138,527,915
(COST $133,244,400)
CONVERTIBLE BONDS – 23.93%
CONSUMER DISCRETIONARY – 9.60%
		Internet & Catalog Retail – 2.11%
		Overstock.com, Inc.
	6,800,000	3.750%, 12/01/2011		5,321,000
		Leisure Equipment & Products – 1.93%
		WMS Industries, Inc.
	3,140,000	2.750%, 07/15/2010		4,859,150
		Media – 4.61%
		Lions Gate Entertainment Corp.
	1,000,000	4.875%, 12/15/2010		1,853,750
	6,500,000	2.938%, 10/15/2024		6,719,375
	1,500,000	3.625%, 03/15/2025		1,445,625

22

FACE AMOUNT			MARKET VALUE
CONSUMER DISCRETIONARY (Continued)
		Media (Continued)
		Xm Satellite Radio, Inc.
$	1,700,000	1.750%, 12/01/2009 (Acquired 02/25/2005, Cost $1,571,027)(b)	$	1,617,125
				11,635,875
		Specialty Retail – 0.95%
		Best Buy
	2,175,000	2.250%, 01/15/2022		2,389,781
		Total Consumer Discretionary		24,205,806
ENERGY – 0.06%
		Energy Equipment & Services – 0.06%
		Moran Energy, Inc.
	161,000	8.750%, 01/15/2008		153,755
		Total Energy		153,755
HEALTH CARE – 5.58%
		Health Care Providers & Services – 0.60%
		Community Health Systems Inc.
	1,290,000	4.250%, 10/15/2008		1,506,075
		Pharmaceuticals – 4.98%
		Amylin Pharmaceuticals, Inc.
	5,040,000	2.500%, 04/15/2011		5,808,600
		Axcan Pharma, Inc.
	1,745,000	4.250%, 04/15/2008		1,915,138
		First Horizon Pharmaceutical Corp.
	4,760,000	1.750%, 03/08/2024 (Acquired 03/03/2004 – 04/27/2004, Cost $4,720,239)(b)		4,831,400
				12,555,138
		Total Health Care		14,061,213
INDUSTRIALS – 3.84%
		Airlines – 2.26%
		JetBlue Airways Corp.
	6,050,000	3.750%, 03/15/2035		5,709,687
		Commercial Services & Supplies – 1.58%
		NCO Group, Inc.
	3,985,000	4.750%, 04/15/2006		3,980,019
		Philip Services, Inc.
	759,568	3.000%, 04/15/2020(a)(c)(d)		76
				3,980,095
		Total Industrials		9,689,782
INFORMATION TECHNOLOGY – 4.85%
		Semiconductor & Semiconductor Equipment – 1.89%
		Fairchild Semiconductor International
	4,830,000	5.000%, 11/01/2008		4,781,700
		Software – 1.38%
		Wind River Systems, Inc.
	3,505,000	3.750%, 12/15/2006		3,483,094

23

BUFFALO

HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES OR FACE AMOUNT			MARKET VALUE
INFORMATION TECHNOLOGY (Continued)
		Software & Services – 1.58%
		The BISYS Group Inc.
$	3,985,000	4.000%, 03/15/2006	$	3,980,019
		Total Information Technology		12,244,813
TOTAL CONVERTIBLE BONDS				60,355,369
(COST $57,449,640)
SHORT TERM INVESTMENTS – 6.52%
INVESTMENT COMPANY – 0.07%
	187,072	SEI Daily Income Trust Treasury II Fund – Class B		187,072
		Total Investment Companies		187,072
U.S. TREASURY OBLIGATIONS – 6.45%
		Public Finance, Taxation, And Monetary Policy – 6.45%
$	16,260,000	3.035%, 10/06/2005		16,254,462
		Total U.S. Treasury Obligations		16,254,462
TOTAL SHORT TERM INVESTMENTS				16,441,534
(COST $16,441,534)
TOTAL INVESTMENTS – 98.76%				249,083,690
(COST $239,877,687)
Other Assets in Excess of Liabilities – 1.24%				3,132,872
TOTAL NET ASSETS – 100.00%			$	252,216,562

	ADR — American Depository Receipt
(a)	Non-income producing
(b)	Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration normally to qualified institutional buyers. The total value of these securities amounted to $18,992,600 (7.53% of net assets) at September 30, 2005.
(c)	Security is in default at September 30, 2005.
(d)	Fair valued security. The total value of these securities amounted to $78 (0.00% of net assets) at September 30, 2005.
(e)	Payment-in-kind security.

See accompanying Notes to Financial Statements.

24

BUFFALO

LARGE CAP FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 97.31%
CONSUMER DISCRETIONARY – 18.75%
		Hotels, Restaurants & Leisure – 7.64%
	10,200	Carnival Corp.	$	509,796
	13,000	Harrah’s Entertainment, Inc.		847,470
	18,500	Marriott International, Inc. – Class A		1,165,500
	24,100	McDonald’s Corp.		807,109
	24,500	Royal Caribbean Cruises Ltd.		1,058,400
				4,388,275
		Household Durables – 0.71%
	7,100	Electronic Arts Inc.(a)		403,919
		Leisure Equipment & Products – 3.36%
	24,500	Harley-Davidson, Inc.		1,186,780
	27,500	International Game Technology		742,500
				1,929,280
		Media – 7.04%
	82,400	Time Warner Inc.		1,492,264
	33,700	Univision Communications, Inc.(a)		894,061
	23,900	Viacom Inc. – Class B		788,939
	35,900	The Walt Disney Co.		866,267
				4,041,531
		Total Consumer Discretionary		10,763,005
CONSUMER STAPLES – 7.69%
		Beverages – 2.38%
	24,100	PepsiCo, Inc.		1,366,711
		Food & Staples Retailing – 3.90%
	29,500	CVS Corp.		855,795
	31,800	Walgreen Co.		1,381,710
				2,237,505
		Household Products – 1.41%
	15,400	Colgate-Palmolive Co.		812,966
		Total Consumer Staples		4,417,182
FINANCIALS – 18.74%
		Capital Markets – 5.59%
	13,000	The Goldman Sachs Group, Inc.		1,580,540
	30,200	Morgan Stanley		1,628,988
				3,209,528
		Commercial Banks – 6.98%
	35,000	The Bank of New York Co., Inc.		1,029,350
	26,100	Mellon Financial Corp.		834,417
	42,400	Northern Trust Corp.		2,143,320
				4,007,087
		Diversified Financial Services – 4.27%
	31,600	American Express Co.		1,815,104
	7,600	Franklin Resources, Inc.		638,096
				2,453,200

25

BUFFALO

LARGE CAP FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
FINANCIALS (Continued)
		Insurance – 1.90%
	23,000	Principal Financial Group, Inc.	$	1,089,510
		Total Financials		10,759,325
HEALTH CARE – 21.65%
		Health Care Equipment & Supplies – 5.97%
	39,800	Baxter International Inc.		1,586,826
	46,700	Boston Scientific Corp.(a)		1,091,379
	11,300	C.R. Bard, Inc.		746,139
				3,424,344
		Pharmaceuticals – 15.68%
	34,500	Abbott Laboratories		1,462,800
	44,200	Bayer AG, ADR		1,626,560
	25,800	Johnson & Johnson		1,632,624
	13,500	Schering AG, ADR		855,900
	91,200	Schering-Plough Corp.		1,919,760
	45,100	Teva Pharmaceutical Industries, Ltd., ADR		1,507,242
				9,004,886
		Total Health Care		12,429,230
INDUSTRIALS – 6.69%
		Air Freight & Logistics – 2.88%
	19,000	FedEx Corp.		1,655,470
		Airlines – 1.22%
	46,987	Southwest Airlines Co.		697,757
		Commercial Services & Supplies – 2.59%
	34,600	Automatic Data Processing, Inc.		1,489,184
		Total Industrials		3,842,411
INFORMATION TECHNOLOGY – 23.79%
		Communications Equipment – 5.62%
	50,100	Cisco Systems, Inc.(a)		898,293
	44,800	Corning Inc.(a)		865,984
	86,555	Nokia OYJ, ADR		1,463,645
				3,227,922
		Electronic Equipment & Instruments – 1.23%
	54,521	AU Optronics Corp., ADR		706,592
		Internet Software & Services – 1.37%
	39,800	Expedia, Inc.(a)		788,438
		IT Services – 2.11%
	30,222	First Data Corp.		1,208,880
		Semiconductor & Semiconductor Equipment – 8.49%
	32,000	Analog Devices, Inc.		1,188,480
	31,700	Applied Materials, Inc.		537,632
	47,300	Intel Corp.		1,165,945
	35,900	Texas Instruments Inc.		1,217,010
	27,600	Xilinx, Inc.		768,660
				4,877,727

26

SHARES			MARKET VALUE
INFORMATION TECHNOLOGY (Continued)
		Software – 4.97%
	61,100	Microsoft Corp.	$	1,572,103
	56,500	Symantec Corp.(a)		1,280,290
				2,852,393
		Total Information Technology		13,661,952
TOTAL COMMON STOCKS				55,873,105
(COST $50,061,821)
SHORT TERM INVESTMENTS – 2.70%
INVESTMENT COMPANY – 2.70%
	1,554,094	SEI Daily Income Trust Treasury II Fund – Class B		1,554,094
		Total Investment Companies		1,554,094
TOTAL SHORT TERM INVESTMENTS				1,554,094
(COST $1,554,094)
TOTAL INVESTMENTS – 100.01%				57,427,199
(COST $51,615,915)
Liabilities in Excess of Other Assets – (0.01)%				(7,545	)
TOTAL NET ASSETS – 100.00%			$	57,419,654

	ADR — American Depository Receipt
(a)	Non-income producing

See accompanying Notes to Financial Statements.

27

BUFFALO

MICRO CAP FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 89.94%
CONSUMER DISCRETIONARY – 28.05%
		Hotels, Restaurants & Leisure – 6.98%
	11,100	Life Time Fitness, Inc.(a)	$	367,854
	20,520	McCormick & Schmick’s Seafood Restaurants, Inc.(a)		433,382
	16,600	Orient-Express Hotels Ltd. – Class A		471,772
	15,400	Steiner Leisure Ltd.(a)		523,138
	56,300	Sunterra Corp.(a)		739,219
	46,200	Trump Entertainment Resorts, Inc.(a)		828,828
				3,364,193
		Internet & Catalog Retail – 3.10%
	20,775	Coldwater Creek Inc.(a)		523,946
	40,000	Provide Commerce Inc.(a)		970,800
				1,494,746
		Leisure Equipment & Products – 5.21%
	37,300	Coachmen Industries, Inc.		428,577
	56,800	Digital Theater Systems Inc.(a)		956,512
	36,000	Marine Products Corp.		397,080
	28,700	MarineMax, Inc.(a)		731,563
				2,513,732
		Media – 1.87%
	86,200	Imax Corp.(a)		899,066
		Specialty Retail – 8.02%
	48,100	A.C. Moore Arts & Crafts, Inc.(a)		922,558
	46,350	Cache, Inc.(a)		705,911
	55,700	FTD Group, Inc.(a)		576,495
	43,000	Golf Galaxy, Inc.(a)		685,420
	61,700	J. Jill Group Inc.(a)		976,094
				3,866,478
		Textiles, Apparel & Luxury Goods – 2.87%
	41,000	The Dixie Group, Inc.(a)		653,540
	16,200	Oxford Industries, Inc.		730,944
				1,384,484
		Total Consumer Discretionary		13,522,699
CONSUMER STAPLES – 0.84%
		Beverages – 0.84%
	8,600	Hansen Natural Corp.(a)		404,888
		Total Consumer Staples		404,888
FINANCIALS – 6.44%
		Commercial Banks – 2.10%
	24,100	Boston Private Financial Holdings, Inc.		639,614
	10,800	PrivateBancorp, Inc.		370,224
				1,009,838
		Consumer Finance – 2.26%
	21,000	Asset Acceptance Capital Corp.(a)		629,370
	10,700	Portfolio Recovery Associates, Inc.(a)		462,026
				1,091,396

28

SHARES			MARKET VALUE
FINANCIALS (Continued)
		Diversified Financial Services – 2.08%
	50,200	Cohen & Steers, Inc.	$	1,004,000
		Total Financials		3,105,234
HEALTH CARE – 27.52%
		Biotechnology – 6.51%
	100,742	Biosphere Medical Inc.(a)		572,215
	34,100	LifeCell Corp.(a)		737,583
	47,200	Neurochem, Inc.(a)		601,800
	93,300	Orchid Cellmark, Inc.(a)		793,050
	206,200	Vasogen Inc.(a)		435,082
				3,139,730
		Health Care Equipment & Supplies – 14.02%
	113,000	Align Technology, Inc.(a)		759,360
	32,300	AngioDynamics, Inc.(a)		678,300
	77,184	Cardiac Science Corp.(a)		827,412
	33,100	ev3, Inc.(a)		620,625
	67,900	Lifecore Biomedical, Inc.(a)		820,911
	31,650	Meridian Bioscience, Inc.		655,155
	48,100	Merit Medical Systems, Inc.(a)		853,294
	46,900	Molecular Devices Corp.(a)		979,741
	60,000	Spectranetics Corp.(a)		564,600
				6,759,398
		Health Care Providers & Services – 6.99%
	160,000	Health Fitness Corp.(a)		366,400
	26,800	ICON PLC, ADR(a)		1,340,000
	27,900	Lifeline Systems, Inc.(a)		932,697
	24,200	PRA International(a)		733,502
				3,372,599
		Total Health Care		13,271,727
INDUSTRIALS – 10.26%
		Commercial Services & Supplies – 10.26%
	46,300	Concorde Career Colleges, Inc.(a)		710,705
	16,900	CRA International Inc.(a)		704,561
	66,700	Educate, Inc.(a)		1,000,500
	22,100	First Advantage Corp. – Class A(a)		649,740
	30,800	FirstService Corp.(a)		706,860
	47,000	Hudson Highland Group, Inc.(a)		1,173,590
		Total Industrials		4,945,956
INFORMATION TECHNOLOGY – 16.83%
		Computers & Peripherals – 1.89%
	34,200	Applied Films Corp.(a)		718,200
	101,680	Wells-Gardner Electronics Corp.(a)		193,192
				911,392
		Electronic Equipment & Instruments – 3.97%
	37,300	FARO Technologies, Inc.(a)		726,977
	23,500	Measurement Specialties, Inc.(a)		498,200
	40,400	Plexus Corp.(a)		690,436
				1,915,613

29

BUFFALO

MICRO CAP FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES OR FACE AMOUNT			MARKET VALUE
INFORMATION TECHNOLOGY (Continued)
		Internet Software & Services – 4.19%
	51,500	Audible, Inc.(a)	$	632,935
	46,500	eCollege.com Inc.(a)		690,990
	81,400	Stellent, Inc.(a)		697,598
				2,021,523
		Semiconductor & Semiconductor Equipment – 1.37%
	58,241	Entegris, Inc.(a)		658,123
		Software – 5.41%
	54,700	Captiva Software Corp.(a)		982,412
	59,600	Neoware Systems, Inc.(a)		997,704
	29,400	THQ Inc.(a)		626,808
				2,606,924
		Total Information Technology		8,113,575
TOTAL COMMON STOCKS				43,364,079
(COST $37,695,037)
SHORT TERM INVESTMENTS – 14.68%
INVESTMENT COMPANY – 2.49%
	1,198,532	SEI Daily Income Trust Treasury II Fund – Class B		1,198,532
		Total Investment Companies		1,198,532
U.S. TREASURY OBLIGATIONS – 12.19%
		Public Finance, Taxation, And Monetary Policy – 12.19%
$	5,880,000	3.035%, 10/06/2005		5,877,981
		Total U.S. Treasury Obligations		5,877,981
TOTAL SHORT TERM INVESTMENTS				7,076,513
(COST $7,076,513)
TOTAL INVESTMENTS – 104.62%				50,440,592
(COST $44,771,550)
Liabilities in Excess of Other Assets – (4.62)%				(2,225,765	)
TOTAL NET ASSETS – 100.00%			$	48,214,827

	ADR — American Depository Receipt
(a)	Non-income producing

See accompanying Notes to Financial Statements.

30

BUFFALO

MID CAP FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 92.35%
CONSUMER DISCRETIONARY – 27.55%
		Auto Components – 1.31%
	65,900	Autoliv, Inc.	$	2,866,650
		Hotels, Restaurants & Leisure – 7.74%
	53,600	Boyd Gaming Corp.		2,311,232
	90,425	Fairmont Hotels & Resorts Inc.		3,022,003
	62,900	Harrah’s Entertainment, Inc.		4,100,451
	54,950	MGM Mirage(a)		2,405,162
	67,200	Penn National Gaming, Inc.(a)		2,090,592
	69,700	Royal Caribbean Cruises Ltd.		3,011,040
				16,940,480
		Leisure Equipment & Products – 4.89%
	70,400	Brunswick Corp.		2,656,192
	36,750	Harley-Davidson, Inc.		1,780,170
	41,900	International Game Technology		1,131,300
	155,650	Take-Two Interactive Software, Inc.(a)		3,438,308
	58,400	Winnebago Industries, Inc.		1,691,848
				10,697,818
		Media – 1.18%
	300,100	EMI Group PLC, ADR		2,574,888
		Specialty Retail – 12.09%
	27,000	Abercrombie & Fitch Co. – Class A		1,345,950
	101,600	Barnes & Noble, Inc.		3,830,320
	61,400	Chico’s FAS, Inc.(a)		2,259,520
	100,400	Michaels Stores, Inc.		3,319,224
	146,600	PETsMART, Inc.		3,192,948
	123,100	Talbots, Inc.		3,683,152
	74,300	Tiffany & Co.		2,954,911
	58,200	Weight Watchers International, Inc.(a)		3,001,956
	74,300	Williams-Sonoma, Inc.(a)		2,849,405
				26,437,386
		Textiles, Apparel & Luxury Goods – 0.34%
	9,400	Mohawk Industries, Inc.(a)		754,350
		Total Consumer Discretionary		60,271,572
CONSUMER STAPLES – 1.26%
		Food & Staples Retailing – 1.26%
	94,900	CVS Corp.		2,753,049
		Total Consumer Staples		2,753,049
FINANCIALS – 9.07%
		Capital Markets – 6.53%
	102,475	A.G. Edwards, Inc.		4,489,430
	200,800	Janus Capital Group Inc.		2,901,560
	38,250	Legg Mason, Inc.		4,195,642
	41,300	T. Rowe Price Group, Inc.		2,696,890
				14,283,522
		Commercial Banks – 0.70%
	47,600	Mellon Financial Corp.		1,521,772

31

BUFFALO

MID CAP FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
FINANCIALS (Continued)
		Diversified Financial Services – 1.12%
	102,650	H&R Block, Inc.	$	2,461,547
		Insurance – 0.72%
	33,350	Principal Financial Group, Inc.		1,579,790
		Total Financials		19,846,631
HEALTH CARE – 22.82%
		Biotechnology – 5.03%
	206,200	Amylin Pharmaceuticals, Inc.(a)		7,173,698
	113,600	MedImmune, Inc.(a)		3,822,640
				10,996,338
		Health Care Equipment & Supplies – 6.83%
	42,000	Fisher Scientific International Inc.(a)		2,606,100
	66,700	Millipore Corp.(a)		4,194,763
	61,250	Sigma-Aldrich Corp.		3,923,675
	28,000	Stericycle, Inc.(a)		1,600,200
	63,200	Waters Corp.(a)		2,629,120
				14,953,858
		Health Care Providers & Services – 3.61%
	84,600	Charles River Laboratories International, Inc.(a)		3,690,252
	73,200	Pharmaceutical Product Development, Inc.(a)		4,209,732
				7,899,984
		Pharmaceuticals – 7.35%
	85,200	Barr Pharmaceuticals Inc.(a)		4,679,184
	123,300	Medicis Pharmaceutical Corp. – Class A		4,014,648
	140,400	Shire Pharmaceuticals PLC, ADR		5,193,396
	59,700	Watson Pharmaceuticals, Inc.(a)		2,185,617
				16,072,845
		Total Health Care		49,923,025
INDUSTRIALS – 8.51%
		Commercial Services & Supplies – 8.51%
	119,100	Career Education Corp.(a)		4,235,196
	85,100	ChoicePoint Inc.(a)		3,673,767
	145,600	DeVry, Inc.(a)		2,773,680
	128,400	Hewitt Associates, Inc. – Class A(a)		3,502,752
	120,600	Iron Mountain, Inc.(a)		4,426,020
		Total Industrials		18,611,415
INFORMATION TECHNOLOGY – 23.14%
		Communications Equipment – 3.21%
	56,600	Garmin Ltd.		3,839,178
	84,600	Scientific-Atlanta, Inc.		3,173,346
				7,012,524
		Electronic Equipment & Instruments – 2.03%
	108,989	AU Optronics Corp., ADR		1,412,497
	98,000	Jabil Circuit, Inc.(a)		3,030,160
				4,442,657

32

SHARES OR FACE AMOUNT			MARKET VALUE
INFORMATION TECHNOLOGY (Continued)
		IT Services – 1.77%
	26,300	CheckFree Corp.(a)	$	994,666
	62,500	Fiserv, Inc.(a)		2,866,875
				3,861,541
		Office Electronics – 0.84%
	53,575	Diebold, Inc.		1,846,195
		Semiconductor & Semiconductor Equipment – 8.74%
	178,900	Altera Corp.(a)		3,418,779
	54,100	KLA-Tencor Corp.		2,637,916
	83,800	National Semiconductor Corp.		2,203,940
	127,500	Novellus Systems, Inc.(a)		3,197,700
	82,500	SanDisk Corp.(a)		3,980,625
	223,600	Semtech Corp.(a)		3,682,692
				19,121,652
		Software – 6.55%
	309,900	BEA Systems, Inc.(a)		2,782,902
	162,850	Cadence Design Systems, Inc.(a)		2,631,656
	143,800	Citrix Systems, Inc.(a)		3,615,132
	249,800	Red Hat, Inc.(a)		5,293,262
				14,322,952
		Total Information Technology		50,607,521
TOTAL COMMON STOCKS				202,013,213
(COST $167,062,564)
SHORT TERM INVESTMENTS – 7.11%
INVESTMENT COMPANY – 0.35%
	765,463	SEI Daily Income Trust Treasury II Fund – Class B		765,463
		Total Investment Companies		765,463
U.S. TREASURY OBLIGATIONS – 6.76%
		Public Finance, Taxation, And Monetary Policy – 6.76%
$	14,800,000	3.035%, 10/06/2005		14,794,622
		Total U.S. Treasury Obligations		14,794,622
TOTAL SHORT TERM INVESTMENTS				15,560,085
(COST $15,560,085)
TOTAL INVESTMENTS – 99.46%				217,573,298
(COST $182,622,649)
Other Assets in Excess of Liabilities – 0.54%				1,186,059
TOTAL NET ASSETS – 100.00%			$	218,759,357

	ADR — American Depository Receipt
(a)	Non-income producing

See accompanying Notes to Financial Statements.

33

BUFFALO SCIENCE &

TECHNOLOGY FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 95.05%
HEALTH CARE – 39.75%
		Biotechnology – 5.70%
	64,700	Amylin Pharmaceuticals, Inc.(a)	$	2,250,913
	44,100	AtheroGenics, Inc.(a)		706,923
	26,100	MedImmune, Inc.(a)		878,265
	315,300	Vasogen, Inc.(a)		665,283
				4,501,384
		Health Care Equipment & Supplies – 18.48%
	76,800	Align Technology, Inc.(a)		516,096
	44,800	American Medical Systems Holdings, Inc.(a)		902,720
	20,800	Baxter International Inc.		829,296
	28,600	Boston Scientific Corp.(a)		668,382
	14,800	C.R. Bard, Inc.		977,244
	42,400	ev3, Inc.(a)		795,000
	12,700	Fisher Scientific International Inc.(a)		788,035
	32,300	Immucor, Inc.(a)		886,312
	10,350	INAMED Corp.(a)		783,288
	25,700	Mentor Corp.		1,413,757
	15,200	Millipore Corp.(a)		955,928
	14,000	Sigma-Aldrich Corp.		896,840
	17,200	St. Jude Medical, Inc.(a)		804,960
	23,500	Sybron Dental Specialties, Inc.(a)		977,130
	34,200	Varian Medical Systems, Inc.(a)		1,351,242
	24,900	Waters Corp.(a)		1,035,840
				14,582,070
		Health Care Providers & Services – 4.06%
	29,000	Charles River Laboratories International, Inc.(a)		1,264,980
	17,200	Covance Inc.(a)		825,428
	19,300	Pharmaceutical Product Development, Inc.(a)		1,109,943
				3,200,351
		Pharmaceuticals – 11.51%
	21,400	Abbott Laboratories		907,360
	71,400	Axcan Pharma Inc.(a)		922,488
	23,200	Barr Pharmaceuticals Inc.(a)		1,274,144
	25,100	Bayer AG, ADR		923,680
	12,000	Johnson & Johnson		759,360
	13,900	Schering AG, ADR		881,260
	43,700	Schering-Plough Corp.		919,885
	24,900	Shire Pharmaceuticals Group PLC, ADR		921,051
	23,800	Teva Pharmaceutical Industries, Ltd., ADR		795,396
	16,700	Wyeth		772,709
				9,077,333
		Total Health Care		31,361,138

34

SHARES			MARKET VALUE
INDUSTRIALS – 1.62%
		Commercial Services & Supplies – 1.62%
	46,700	Hewitt Associates, Inc. – Class A(a)	$	1,273,976
		Total Industrials		1,273,976
INFORMATION TECHNOLOGY – 53.68%
		Communications Equipment – 6.17%
	45,400	Adtran, Inc.		1,430,100
	74,800	Cisco Systems, Inc.(a)		1,341,164
	74,700	Nokia OYJ, ADR		1,263,177
	22,300	Scientific-Atlanta, Inc.		836,473
				4,870,914
		Computers & Peripherals – 3.04%
	29,450	Dell Inc.(a)		1,007,190
	107,300	EMC Corp.(a)		1,388,462
				2,395,652
		Electronic Equipment & Instruments – 7.48%
	23,900	Agilent Technologies, Inc.(a)		782,725
	49,905	AU Optronics Corp., ADR		646,769
	42,100	Jabil Circuit, Inc.(a)		1,301,732
	46,300	Molex Inc.		1,235,284
	40,750	National Instruments Corp.		1,004,080
	54,300	Plexus Corp.(a)		927,987
				5,898,577
		Office Electronics – 0.65%
	15,000	Diebold, Inc.		516,900
		Semiconductor & Semiconductor Equipment – 20.20%
	61,150	Altera Corp.(a)		1,168,576
	36,700	Analog Devices, Inc.		1,363,038
	17,200	Broadcom Corp. – Class A(a)		806,852
	41,600	Cabot Microelectronics Corp.(a)		1,222,208
	40,800	Cree, Inc.(a)		1,020,816
	65,900	Fairchild Semiconductor International, Inc.(a)		979,274
	43,100	FormFactor Inc.(a)		983,542
	53,550	Intel Corp.		1,320,007
	15,000	KLA-Tencor Corp.		731,400
	22,550	Maxim Integrated Products, Inc.		961,758
	31,800	Microchip Technology Inc.		957,816
	51,200	MKS Instruments, Inc.(a)		882,176
	31,200	Novellus Systems, Inc.(a)		782,496
	29,900	SanDisk Corp.(a)		1,442,675
	26,800	Semtech Corp.(a)		441,396
	25,800	Texas Instruments Inc.		874,620
				15,938,650

35

BUFFALO SCIENCE &

TECHNOLOGY FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES OR FACE AMOUNT			MARKET VALUE
INFORMATION TECHNOLOGY (Continued)
		Software – 16.14%
	109,300	BEA Systems, Inc.(a)	$	981,514
	51,550	Cadence Design Systems, Inc.(a)		833,048
	43,900	Citrix Systems, Inc.(a)		1,103,646
	52,200	FileNet Corp.(a)		1,456,380
	28,700	Kronos Inc.(a)		1,281,168
	46,400	Manhattan Associates, Inc.(a)		1,076,480
	54,200	Microsoft Corp.		1,394,566
	110,400	Oracle Corp.(a)		1,367,856
	90,700	Red Hat, Inc.(a)		1,921,933
	58,100	Symantec Corp.(a)		1,316,546
				12,733,137
		Total Information Technology		42,353,830
TOTAL COMMON STOCKS				74,988,944
(COST $62,484,428)
SHORT TERM INVESTMENTS – 5.18%
INVESTMENT COMPANY – 0.62%
	491,862	SEI Daily Income Trust Treasury II Fund – Class B		491,862
		Total Investment Companies		491,862
U.S. TREASURY OBLIGATIONS – 4.56%
		Public Finance, Taxation, And Monetary Policy – 4.56%
$	3,600,000	3.035%, 10/06/2005		3,598,774
		Total U.S. Treasury Obligations		3,598,774
TOTAL SHORT TERM INVESTMENTS				4,090,636
(COST $4,090,636)
TOTAL INVESTMENTS – 100.23%				79,079,580
(COST $66,575,064)
Liabilities in Excess of Other Assets – (0.23)%				(184,835	)
TOTAL NET ASSETS – 100.00%			$	78,894,745

	ADR — American Depository Receipt
(a)	Non-income producing

See accompanying Notes to Financial Statements.

36

BUFFALO

SMALL CAP FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 96.52%
CONSUMER DISCRETIONARY – 27.33%
		Auto Components – 1.26%
	1,389,764	Gentex Corp.	$	24,181,894
		Hotels, Restaurants & Leisure – 5.24%
	710,500	Alliance Gaming Corp.(a)		7,708,925
	860,000	Ameristar Casinos, Inc.		17,922,400
	447,350	Isle of Capri Casinos, Inc.(a)		9,564,343
	996,750	Orient-Express Hotels Ltd. – Class A		28,327,635
	1,184,660	Penn National Gaming, Inc.(a)		36,854,773
				100,378,076
		Household Durables – 2.48%
	12,600	Ethan Allen Interiors Inc.		395,010
	1,473,812	Rent-A-Center, Inc.(a)		28,459,310
	655,600	WCI Communities Inc.(a)		18,599,372
				47,453,692
		Internet & Catalog Retail – 1.01%
	502,300	Overstock.com, Inc.(a)		19,263,205
		Leisure Equipment & Products – 4.19%
	4,700	Brunswick Corp.		177,331
	1,268,800	Monaco Coach Corp.		18,702,112
	632,000	Winnebago Industries, Inc.		18,309,040
	1,532,750	WMS Industries, Inc.(a)		43,116,257
				80,304,740
		Media – 1.31%
	2,629,400	Lions Gate Entertainment Corp.(a)		25,084,476
		Multiline Retail – 1.79%
	1,322,200	Tuesday Morning Corp.		34,205,314
		Specialty Retail – 8.60%
	1,713,100	Borders Group, Inc.		37,979,427
	560,750	Central Garden & Pet Co.(a)		25,373,937
	1,601,475	Christopher & Banks Corp.		22,212,458
	1,208,602	Gamestop Corp. – Class B(a)		34,312,211
	1,329,790	J. Jill Group Inc.(a)(b)		21,037,278
	879,100	Zale Corp.(a)		23,893,938
				164,809,249
		Textiles, Apparel & Luxury Goods – 1.45%
	615,725	Oxford Industries, Inc.		27,781,512
		Total Consumer Discretionary		523,462,158
CONSUMER STAPLES – 2.71%
		Food & Staples Retailing – 2.71%
	1,160,400	Performance Food Group Co.(a)		36,622,224
	430,500	United Natural Foods, Inc.(a)		15,222,480
		Total Consumer Staples		51,844,704

37

BUFFALO

SMALL CAP FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
FINANCIALS – 6.10%
		Capital Markets – 4.19%
	431,050	A.G. Edwards, Inc.	$	18,884,301
	414,800	Gamco Investors, Inc. – Class A(b)		19,018,580
	709,875	Raymond James Financial, Inc.		22,801,185
	878,250	W.P. Stewart & Co. Ltd.		19,602,540
				80,306,606
		Commercial Banks – 1.91%
	787,500	Boston Private Financial Holdings, Inc.		20,900,250
	429,250	Wilmington Trust Corp.		15,646,162
				36,546,412
		Total Financials		116,853,018
HEALTH CARE – 24.97%
		Biotechnology – 3.02%
	1,662,300	Amylin Pharmaceuticals, Inc.(a)		57,831,417
		Health Care Equipment & Supplies – 11.50%
	2,894,000	Align Technology, Inc.(a)		19,447,680
	1,430,360	American Medical Systems Holdings, Inc.(a)		28,821,754
	962,800	Cambrex Corp.		18,254,688
	299,875	Fisher Scientific International Inc.(a)		18,607,244
	794,000	Immucor, Inc.(a)		21,787,360
	484,900	INAMED Corp.(a)		36,697,232
	910,200	Mentor Corp.		50,070,102
	175,300	Stericycle, Inc.(a)		10,018,395
	399,275	Sybron Dental Specialties, Inc.(a)		16,601,854
				220,306,309
		Health Care Providers & Services – 7.11%
	755,575	Charles River Laboratories International, Inc.(a)		32,958,181
	767,625	Covance Inc.(a)		36,838,324
	1,022,653	Pharmaceutical Product Development, Inc.(a)		58,812,774
	295,646	VCA Antech, Inc.(a)		7,544,886
				136,154,165
		Pharmaceuticals – 3.34%
	1,987,900	Axcan Pharma Inc.(a)		25,683,668
	1,216,850	First Horizon Pharmaceutical Corp.(a)		24,178,810
	1,842,000	QLT, Inc.(a)		14,128,140
				63,990,618
		Total Health Care		478,282,509

38

SHARES			MARKET VALUE
INDUSTRIALS – 12.87%
		Commercial Services & Supplies – 12.87%
	521,500	Bright Horizons Family Solutions, Inc.(a)	$	20,025,600
	2,264,325	Corinthian Colleges, Inc.(a)		30,047,593
	1,742,400	DeVry, Inc.(a)		33,192,720
	1,509,800	Educate, Inc.(a)		22,647,000
	1,249,800	FirstService Corp.(a)		28,682,910
	1,111,500	Heidrick & Struggles International, Inc.(a)(b)		35,990,370
	521,700	ITT Educational Services, Inc.(a)		25,745,895
	1,241,500	Korn/Ferry International(a)		20,348,185
	1,559,050	Navigant Consulting, Inc.(a)		29,871,398
		Total Industrials		246,551,671
INFORMATION TECHNOLOGY – 22.54%
		Communications Equipment – 2.27%
	1,379,550	Adtran, Inc.		43,455,825
		Electronic Equipment & Instruments – 3.52%
	1,264,900	Dolby Laboratories, Inc. – Class A(a)		20,238,400
	1,092,400	National Instruments Corp.		26,916,736
	1,182,122	Plexus Corp.(a)		20,202,465
				67,357,601
		Semiconductor & Semiconductor Equipment – 11.13%
	1,069,000	Cabot Microelectronics Corp.(a)		31,407,220
	1,454,000	Cree, Inc.(a)		36,379,080
	1,993,150	Fairchild Semiconductor International, Inc.(a)		29,618,209
	825,000	FormFactor, Inc.(a)		18,826,500
	3,191,000	Micrel, Inc.(a)		35,834,930
	1,748,368	MKS Instruments, Inc.(a)		30,124,380
	1,883,600	Semtech Corp.(a)		31,022,892
				213,213,211
		Software – 5.62%
	1,755,700	FileNet Corp.(a)		48,984,030
	594,800	Kronos Inc.(a)		26,551,872
	1,381,500	Manhattan Associates, Inc.(a)		32,050,800
				107,586,702
		Total Information Technology		431,613,339
TOTAL COMMON STOCKS				1,848,607,399
(COST $1,536,926,113)

39

BUFFALO

SMALL CAP FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES OR FACE AMOUNT			MARKET VALUE
SHORT TERM INVESTMENTS – 4.13%
INVESTMENT COMPANY – 0.04%
	651,424	SEI Daily Income Trust Treasury II Fund – Class B	$	651,424
		Total Investment Companies		651,424
U.S. TREASURY OBLIGATIONS – 4.09%
		Public Finance, Taxation, And Monetary Policy – 4.09%
$	78,400,000	3.035%, 10/06/2005		78,374,769
		Total U.S. Treasury Obligations		78,374,769
TOTAL SHORT TERM INVESTMENTS				79,026,193
(COST $79,026,193)
TOTAL INVESTMENTS – 100.65%				1,927,633,592
(COST $1,615,952,306)
Liabilities in Excess of Other Assets – (0.65)%				(12,427,929	)
TOTAL NET ASSETS – 100.00%			$	1,915,205,663

(a)	Non-income producing
(b)	Affiliated company; the Fund owns 5% or more of the outstanding voting securities of the issuer. The total value of affiliated securities amounted to $76,046,228 (3.97% of net assets), with an acquisition cost of $72,246,245. See Note 6.

See accompanying Notes to Financial Statements.

40

BUFFALO

USA GLOBAL FUND

SCHEDULE OF INVESTMENTS

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
COMMON STOCKS – 97.75%
CONSUMER DISCRETIONARY – 14.84%
		Auto Components – 6.27%
	106,400	Gentex Corp.	$	1,851,360
	29,800	Johnson Controls, Inc.		1,849,090
	33,300	Lear Corp.		1,131,201
				4,831,651
		Hotels, Restaurants & Leisure – 3.93%
	24,400	Las Vegas Sands Corp.(a)		803,004
	66,600	McDonald’s Corp.		2,230,434
				3,033,438
		Leisure Equipment & Products – 3.04%
	73,200	GTECH Holdings Corp.		2,346,792
		Specialty Retail – 1.60%
	31,100	Tiffany & Co.		1,236,847
		Total Consumer Discretionary		11,448,728
CONSUMER STAPLES – 16.02%
		Beverages – 2.62%
	46,700	The Coca-Cola Co.		2,016,973
		Food Products – 5.59%
	42,900	H.J. Heinz Co.		1,567,566
	38,200	Wm. Wrigley Jr. Co.		2,745,816
				4,313,382
		Household Products – 4.84%
	32,300	Colgate-Palmolive Co.		1,705,117
	34,100	Kimberly-Clark Corp.		2,029,973
				3,735,090
		Personal Products – 2.97%
	39,400	The Gillette Co.		2,293,080
		Total Consumer Staples		12,358,525
ENERGY – 2.40%
		Energy Equipment & Services – 2.40%
	26,950	Halliburton Co.		1,846,614
		Total Energy		1,846,614
FINANCIALS – 4.79%
		Insurance – 4.79%
	42,900	AFLAC Inc.		1,943,370
	28,300	American International Group, Inc.		1,753,468
		Total Financials		3,696,838

41

BUFFALO

USA GLOBAL FUND

SCHEDULE OF INVESTMENTS (continued)

September 30, 2005 (unaudited)

SHARES			MARKET VALUE
HEALTH CARE – 30.26%
		Health Care Equipment & Supplies – 16.91%
	58,600	Baxter International Inc.	$	2,336,382
	37,000	Boston Scientific Corp.(a)		864,690
	36,600	Mentor Corp.		2,013,366
	37,700	Millipore Corp.(a)		2,370,953
	33,900	Sigma-Aldrich Corp.		2,171,634
	25,500	Sybron Dental Specialties, Inc.(a)		1,060,290
	14,100	Varian Medical Systems, Inc.(a)		557,091
	40,100	Waters Corp.(a)		1,668,160
				13,042,566
		Pharmaceuticals – 13.35%
	59,500	Abbott Laboratories		2,522,800
	38,500	Johnson & Johnson		2,436,280
	137,300	Schering-Plough Corp.		2,890,165
	52,900	Wyeth		2,447,683
				10,296,928
		Total Health Care		23,339,494
INDUSTRIALS – 3.59%
		Aerospace & Defense – 1.35%
	14,800	Teleflex Inc.		1,043,400
		Commercial Services & Supplies – 2.24%
	7,700	Getty Images, Inc.(a)		662,508
	32,900	Heidrick & Struggles International, Inc.(a)		1,065,302
				1,727,810
		Total Industrials		2,771,210
INFORMATION TECHNOLOGY – 25.85%
		Communications Equipment – 3.65%
	77,500	Cisco Systems, Inc.(a)		1,389,575
	64,600	Motorola, Inc.		1,427,014
				2,816,589
		Electronic Equipment & Instruments – 2.98%
	23,900	Cognex Corp.		718,673
	36,800	Molex Inc.		981,824
	24,300	National Instruments Corp.		598,752
				2,299,249
		Semiconductor & Semiconductor Equipment – 14.58%
	47,300	Analog Devices, Inc.		1,756,722
	43,002	Applied Materials, Inc.		729,314
	42,905	Cabot Microelectronics Corp.(a)		1,260,549
	81,500	Fairchild Semiconductor International, Inc.(a)		1,211,090
	33,000	FormFactor, Inc.(a)		753,060
	63,000	Integrated Device Technology, Inc.(a)		676,620
	97,500	Intel Corp.		2,403,375
	25,200	KLA-Tencor Corp.		1,228,752
	46,500	National Semiconductor Corp.		1,222,950
				11,242,432

42

SHARES OR FACE AMOUNT			MARKET VALUE
INFORMATION TECHNOLOGY (Continued)
		Software – 4.64%
	94,200	Microsoft Corp.	$	2,423,766
	93,000	Oracle Corp.(a)		1,152,270
				3,576,036
		Total Information Technology		19,934,306
TOTAL COMMON STOCKS				75,395,715
(COST $59,054,656)
SHORT TERM INVESTMENTS – 3.25%
INVESTMENT COMPANY – 0.66%
	506,285	SEI Daily Income Trust Treasury II Fund – Class B		506,285
		Total Investment Companies		506,285
U.S. TREASURY OBLIGATIONS – 2.59%
		Public Finance, Taxation, And Monetary Policy – 2.59%
$	2,000,000	3.035%, 10/06/2005		1,999,319
		Total U.S. Treasury Obligations		1,999,319
TOTAL SHORT TERM INVESTMENTS				2,505,604
(COST $2,505,604)
TOTAL INVESTMENTS – 101.00%				77,901,319
(COST $61,560,260)
Liabilities in Excess of Other Assets – (1.00)%				(774,543	)
TOTAL NET ASSETS – 100.00%			$	77,126,776

(a) Non-income producing

See accompanying Notes to Financial Statements.

43

STATEMENTS OF ASSETS

AND LIABILITIES

September 30, 2005 (unaudited)

	BUFFALO BALANCED FUND			BUFFALO HIGH YIELD FUND			BUFFALO LARGE CAP FUND			BUFFALO MICRO CAP FUND
ASSETS:
Investments in securities, at cost:
Investments in securities of unaffiliated issuers	$	129,674,335		$	239,877,687		$	51,615,915		$	44,771,550
Investments in securities of affiliated issuers		—			—			—			—
Total investments, at cost	$	129,674,335		$	239,877,687		$	51,615,915		$	44,771,550
Investments in securities, at value:
Investments in securities of unaffiliated issuers	$	149,426,770		$	249,083,690		$	57,427,199		$	50,440,592
Investments in securities of affiliated issuers		—			—			—			—
Total investments, at value		149,426,770			249,083,690			57,427,199			50,440,592
Receivables:
Investments sold		—			1,093,099			—			6,912
Fund shares sold		510,078			30,453			5,303			23,084
Dividends		78,013			89,108			30,243			7,760
Interest		825,339			3,497,299			2,410			2,025
Other assets		22,750			19,082			12,527			12,822
Total assets		150,862,950			253,812,731			57,477,682			50,493,195
LIABILITIES:
Payables:
Investments purchased		—			906,594			—			2,214,008
Fund shares purchased		9,527			476,691			10,816			5,633
Management fees		122,678			211,594			46,795			57,470
Accrued expenses		1,530			1,290			417			1,257
Total liabilities		133,735			1,596,169			58,028			2,278,368
NET ASSETS	$	150,729,215		$	252,216,562		$	57,419,654		$	48,214,827
NET ASSETS CONSIST OF:
Capital (capital stock and paid-in capital)	$	138,591,747		$	246,010,423		$	53,694,942		$	42,465,277
Accumulated net investment income (loss)		114,172			(918,939	)		(12,690	)		(230,031	)
Accumulated net realized gain (loss) from
investment transactions		(7,729,139	)		(2,080,925	)		(2,073,882	)		310,539
Net unrealized appreciation of investments		19,752,435			9,206,003			5,811,284			5,669,042
NET ASSETS APPLICABLE TO OUTSTANDING SHARES	$	150,729,215		$	252,216,562		$	57,419,654		$	48,214,827
Capital shares, $1.00 par value:
Authorized		25,000,000			100,000,000			10,000,000			Unlimited
Outstanding		14,390,706			22,835,588			3,150,074			4,096,729
NET ASSET VALUE PER SHARE	$	10.47		$	11.04		$	18.23		$	11.77

See accompanying Notes to Financial Statements.

44

	BUFFALO MID CAP FUND			BUFFALO SCIENCE & TECHNOLOGY FUND			BUFFALO SMALL CAP FUND			BUFFALO USA GLOBAL FUND
ASSETS:
Investments in securities, at cost:
Investments in securities of unaffiliated issuers	$	182,622,649		$	66,575,064		$	1,543,706,061		$	61,560,260
Investments in securities of affiliated issuers		—			—			72,246,245			—
Total investments, at cost	$	182,622,649		$	66,575,064		$	1,615,952,306		$	61,560,260
Investments in securities, at value:
Investments in securities of unaffiliated issuers	$	217,573,298		$	79,079,580		$	1,851,587,364		$	77,901,319
Investments in securities of affiliated issuers		—			—			76,046,228			—
Total investments, at value		217,573,298			79,079,580			1,927,633,592			77,901,319
Receivables:
Investments sold		636,390			—			696,788			—
Fund shares sold		603,042			199,000			1,251,868			2,413
Dividends		151,747			8,304			407,653			55,721
Interest		2,541			2,059			1,883			2,700
Other assets		11,757			10,993			50,500			13,673
Total assets		218,978,775			79,299,936			1,930,042,284			77,975,826
LIABILITIES:
Payables:
Investments purchased		—			324,901			11,583,782			710,540
Fund shares purchased		44,063			15,512			1,646,586			74,756
Management fees		173,616			63,447			1,601,074			63,380
Accrued expenses		1,739			1,331			5,179			374
Total liabilities		219,418			405,191			14,836,621			849,050
NET ASSETS	$	218,759,357		$	78,894,745		$	1,915,205,663		$	77,126,776
NET ASSETS CONSIST OF:
Capital (capital stock and paid-in capital)	$	178,587,903		$	66,537,487		$	1,353,847,941		$	61,468,152
Accumulated net investment income (loss)		(282,476	)		(146,493	)		(4,595,960	)		17,884
Accumulated net realized gain (loss) from
investment transactions		5,503,281			(765	)		254,272,396			(700,319	)
Net unrealized appreciation of investments		34,950,649			12,504,516			311,681,286			16,341,059
NET ASSETS APPLICABLE TO OUTSTANDING SHARES	$	218,759,357		$	78,894,745		$	1,915,205,663		$	77,126,776
Capital shares, $1.00 par value:
Authorized		Unlimited			Unlimited			100,000,000			10,000,000
Outstanding		15,737,913			6,550,705			68,666,703			3,760,681
NET ASSET VALUE PER SHARE	$	13.90		$	12.04		$	27.89		$	20.51

45

STATEMENTS

OF OPERATIONS

Six Months Ended September 30, 2005 (unaudited)

	BUFFALO BALANCED FUND			BUFFALO HIGH YIELD FUND			BUFFALO LARGE CAP FUND			BUFFALO MICRO CAP FUND
INVESTMENT INCOME:
Interest	$	1,941,589		$	7,138,698		$	10,817		$	63,914
Dividends:
Dividends from securities of unaffiliated issuers		924,362			735,020			365,357			40,217
Dividends from securities of affiliated issuers (Note 6)		—			—			—			—
Foreign taxes withheld		(896	)		(17,598	)		(19,820	)		—
Total investment income		2,865,055			7,856,120			356,354			104,131
EXPENSES:
Management fees		724,831			1,364,998			286,701			316,969
Registration fees		17,519			15,668			11,244			15,989
Other		2,902			5,705			1,541			1,204
Total expenses		745,252			1,386,371			299,486			334,162
Net investment income (loss)		2,119,803			6,469,749			56,868			(230,031	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) from:
Investment transactions of unaffiliated issuers		(849,006	)		(1,451,419	)		1,227,855			140,349
Investment transactions of affiliated issuers (Note 6)		—			—			—			—
Net unrealized appreciation/depreciation during
the period on investments		7,704,080			918,311			429,499			4,472,993
Net realized and unrealized gain (loss) on investments
resulting from operations		6,855,074			(533,108	)		1,657,354			4,613,342
Net increase in net assets resulting from operations	$	8,974,877		$	5,936,641		$	1,714,222		$	4,383,311

See accompanying Notes to Financial Statements.

46

	BUFFALO MID CAP FUND			BUFFALO SCIENCE & TECHNOLOGY FUND			BUFFALO SMALL CAP FUND			BUFFALO USA GLOBAL FUND
INVESTMENT INCOME:
Interest	$	188,259		$	30,562		$	822,400		$	12,170
Dividends:
Dividends from securities of unaffiliated issuers		503,620			214,182			4,117,426			440,650
Dividends from securities of affiliated issuers (Note 6)		—			—			7,134			—
Foreign taxes withheld		(13,750	)		(17,814	)		—			—
Total investment income		678,129			226,930			4,946,960			452,820
EXPENSES:
Management fees		942,410			360,144			9,488,387			378,126
Registration fees		14,835			11,661			24,554			12,744
Other		3,360			1,618			29,979			1,904
Total expenses		960,605			373,423			9,542,920			392,774
Net investment income (loss)		(282,476	)		(146,493	)		(4,595,960	)		60,046
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) from:
Investment transactions of unaffiliated issuers		4,036,130			481,871			120,837,982			767,844
Investment transactions of affiliated issuers (Note 6)		—			—			—			—
Net unrealized appreciation/depreciation during
the period on investments		15,293,467			8,039,712			(9,328,008	)		5,821,903
Net realized and unrealized gain (loss) on investments
resulting from operations		19,329,597			8,521,583			111,509,974			6,589,747
Net increase in net assets resulting from operations	$	19,047,121		$	8,375,090		$	106,914,014		$	6,649,793

47

STATEMENTS OF CHANGES

IN NET ASSETS

	BUFFALO BALANCED FUND						BUFFALO HIGH YIELD FUND
	SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			YEAR ENDED MARCH 31, 2005			SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			YEAR ENDED MARCH 31, 2005
OPERATIONS:
Net investment income (loss)	$	2,119,803		$	3,749,386		$	6,469,749		$	12,021,120
Net realized gain (loss) from investment transactions		(849,006	)		(1,135,977	)		(1,451,419	)		4,226,417
Net unrealized appreciation/depreciation during the
period on investments		7,704,080			8,952,840			918,311			(6,434,461	)
Net increase in net assets resulting from operations		8,974,877			11,566,249			5,936,641			9,813,076
DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income		(2,054,909	)		(3,923,730	)		(7,951,279	)		(12,618,871	)
Net realized gain from investment transactions		—			—			—			—
Total distributions to shareholders		(2,054,909	)		(3,923,730	)		(7,951,279	)		(12,618,871	)
CAPITAL SHARE TRANSACTIONS:
Shares sold		17,532,009			104,045,655			9,641,607			63,198,005
Reinvested distributions		1,145,268			2,322,792			5,694,629			9,421,082
		18,677,277			106,368,447			15,336,236			72,619,087
Redemptions		(17,914,401	)		(48,250,229	)		(65,866,552	)		(89,283,486	)
Redemption fees (Note 4)		4,916			5,463			15,843			92,463
Shares repurchased		(17,909,485	)		(48,244,766	)		(65,850,709	)		(89,191,023	)
Net increase (decrease) from capital share transactions		767,792			58,123,681			(50,514,473	)		(16,571,936	)
Total increase (decrease) in net assets		7,687,760			65,766,200			(52,529,111	)		(19,377,731	)
NET ASSETS:
Beginning of period		143,041,455			77,275,255			304,745,673			324,123,404
End of period	$	150,729,215		$	143,041,455		$	252,216,562		$	304,745,673
Accumulated net investment income (loss) at end of period	$	114,172		$	49,278		$	(918,939	)	$	562,591
Fund share transactions:
Shares sold		1,724,381			10,766,009			863,620			5,576,601
Reinvested distributions		110,734			236,440			512,649			835,299
		1,835,115			11,002,449			1,376,269			6,411,900
Shares repurchased		(1,771,617	)		(4,917,615	)		(5,916,713	)		(7,882,441	)
Net increase (decrease) in fund shares		63,498			6,084,834			(4,540,444	)		(1,470,541	)

(1) Commenced operations on May 21, 2004.

See accompanying Notes to Financial Statements.

48

	BUFFALO LARGE CAP FUND						BUFFALO MICRO CAP FUND
	SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			YEAR ENDED MARCH 31, 2005			SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			PERIOD ENDED MARCH 31, 2005(1)
OPERATIONS:
Net investment income (loss)	$	56,868		$	363,278		$	(230,031	)	$	(252,123	)
Net realized gain (loss) from investment transactions		1,227,855			831,683			140,349			422,313
Net unrealized appreciation/depreciation during the
period on investments		429,499			(339,067	)		4,472,993			1,196,049
Net increase in net assets resulting from operations		1,714,222			855,894			4,383,311			1,366,239
DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income		(389,126	)		(88,195	)		—			—
Net realized gain from investment transactions		—			—			—			—
Total distributions to shareholders		(389,126	)		(88,195	)		—			—
CAPITAL SHARE TRANSACTIONS:
Shares sold		4,847,395			8,275,804			6,748,724			43,733,081
Reinvested distributions		383,451			87,189			—			—
		5,230,846			8,362,993			6,748,724			43,733,081
Redemptions		(5,435,068	)		(10,489,893	)		(2,247,416	)		(5,835,581	)
Redemption fees (Note 4)		123			853			3,276			63,193
Shares repurchased		(5,434,945	)		(10,489,040	)		(2,244,140	)		(5,772,388	)
Net increase (decrease) from capital share transactions		(204,099	)		(2,126,047	)		4,504,584			37,960,693
Total increase (decrease) in net assets		1,120,997			(1,358,348	)		8,887,895			39,326,932
NET ASSETS:
Beginning of period		56,298,657			57,657,005			39,326,932			—
End of period	$	57,419,654		$	56,298,657		$	48,214,827		$	39,326,932
Accumulated net investment income (loss) at end of period	$	(12,690	)	$	319,568		$	(230,031	)	$	—
Fund share transactions:
Shares sold		268,257			472,866			594,228			4,275,966
Reinvested distributions		21,057			4,976			—			—
		289,314			477,842			594,228			4,275,966
Shares repurchased		(299,756	)		(598,417	)		(199,854	)		(573,611	)
Net increase (decrease) in fund shares		(10,442	)		(120,575	)		394,374			3,702,355

49

STATEMENTS OF CHANGES

IN NET ASSETS (Continued)

	BUFFALO MID CAP FUND						BUFFALO SCIENCE & TECHNOLOGY FUND
	SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			YEAR ENDED MARCH 31, 2005			SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			YEAR ENDED MARCH 31, 2005
OPERATIONS:
Net investment income (loss)	$	(282,476	)	$	(577,833	)	$	(146,493	)	$	(130,280	)
Net realized gain from investment transactions		4,036,130			2,791,710			481,871			830,214
Net unrealized appreciation/depreciation during the
period on investments		15,293,467			125,588			8,039,712			(1,850,495	)
Net increase (decrease) in net assets resulting from operations		19,047,121			2,339,465			8,375,090			(1,150,561	)
DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income		—			—			—			—
Net realized gain from investment transactions		—			(1,920,221	)		—			—
Total distributions to shareholders		—			(1,920,221	)		—			—
CAPITAL SHARE TRANSACTIONS:
Shares sold		45,964,160			123,268,855			22,638,625			48,199,849
Reinvested distributions		—			1,895,707			—			—
		45,964,160			125,164,562			22,638,625			48,199,849
Redemptions		(17,134,796	)		(66,776,224	)		(14,821,580	)		(19,284,088	)
Redemption fees (Note 4)		3,269			2,044			12,653			416
Shares repurchased		(17,131,527	)		(66,774,180	)		(14,808,927	)		(19,283,672	)
Net increase (decrease) from capital share transactions		28,832,633			58,390,382			7,829,698			28,916,177
Total increase (decrease) in net assets		47,879,754			58,809,626			16,204,788			27,765,616
NET ASSETS:
Beginning of period		170,879,603			112,069,977			62,689,957			34,924,341
End of period	$	218,759,357		$	170,879,603		$	78,894,745		$	62,689,957
Accumulated net investment income (loss) at end of period	$	(282,476	)	$	—		$	(146,493	)	$	—
Fund share transactions:
Shares sold		3,439,963			10,082,713			1,981,255			4,468,491
Reinvested distributions		—			150,932			—			—
		3,439,963			10,233,645			1,981,255			4,468,491
Shares repurchased		(1,328,302	)		(5,621,736	)		(1,275,002	)		(1,788,085	)
Net increase (decrease) in fund shares		2,111,661			4,611,909			706,253			2,680,406

See accompanying Notes to Financial Statements.

50

	BUFFALO SMALL CAP FUND						BUFFALO USA GLOBAL FUND
	SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			YEAR ENDED MARCH 31, 2005			SIX MONTHS ENDED SEPTEMBER 30, 2005 (UNAUDITED)			YEAR ENDED MARCH 31, 2005
OPERATIONS:
Net investment income (loss)	$	(4,595,960	)	$	(4,927,065	)	$	60,046		$	557,427
Net realized gain from investment transactions		120,837,982			196,779,926			767,844			2,622,670
Net unrealized appreciation/depreciation during the
period on investments		(9,328,008	)		(100,392,491	)		5,821,903			(3,947,995	)
Net increase (decrease) in net assets resulting from operations		106,914,014			91,460,370			6,649,793			(767,898	)
DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income		—			(1,191,873	)		(185,287	)		(508,381	)
Net realized gain from investment transactions		—			(60,513,785	)		—			—
Total distributions to shareholders		—			(61,705,658	)		(185,287	)		(508,381	)
CAPITAL SHARE TRANSACTIONS:
Shares sold		172,796,721			539,110,830			4,572,525			21,324,052
Reinvested distributions		—			59,859,507			180,836			496,840
		172,796,721			598,970,337			4,753,361			21,820,892
Redemptions		(210,424,692	)		(487,766,975	)		(8,069,685	)		(25,760,075	)
Redemption fees (Note 4)		72,200			20,596			1,589			140
Shares repurchased		(210,352,492	)		(487,746,379	)		(8,068,096	)		(25,759,935	)
Net increase (decrease) from capital share transactions		(37,555,771	)		111,223,958			(3,314,735	)		(3,939,043	)
Total increase (decrease) in net assets		69,358,243			140,978,670			3,149,771			(5,215,322	)
NET ASSETS:
Beginning of period		1,845,847,420			1,704,868,750			73,977,005			79,192,327
End of period	$	1,915,205,663		$	1,845,847,420		$	77,126,776		$	73,977,005
Accumulated net investment income (loss) at end of period	$	(4,595,960	)	$	—		$	17,884		$	143,125
Fund share transactions:
Shares sold		6,205,870			20,957,242			233,579			1,124,245
Reinvested distributions		—			2,234,471			9,236			25,667
		6,205,870			23,191,713			242,815			1,149,912
Shares repurchased		(7,723,497	)		(19,355,268	)		(413,401	)		(1,348,481	)
Net increase (decrease) in fund shares		(1,517,627	)		3,836,445			(170,586	)		(198,569	)

51

FINANCIAL HIGHLIGHTS

BUFFALO BALANCED FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				YEARS ENDED MARCH 31,
stock outstanding throughout the period.	(UNAUDITED)				2005			2004			2003			2002(1)			2001
Net asset value, beginning of period		$	9.98		$	9.38		$	7.27		$	9.27		$	8.97		$	9.86
Income from investment operations:
Net investment income			0.15			0.29			0.29			0.20			0.33			0.35
Net gains (losses) on securities
(both realized and unrealized)			0.49			0.62			2.12			(1.99	)		0.23			(0.79	)
Total from investment operations			0.64			0.91			2.41			(1.79	)		0.56			(0.44	)
Less dividends from net investment income			(0.15	)		(0.31	)		(0.30	)		(0.21	)		(0.26	)		(0.45	)
Paid-in capital from redemption fees (Note 4)			—	(2)		—	(2)		—			—			—			—
Net asset value, end of period		$	10.47		$	9.98		$	9.38		$	7.27		$	9.27		$	8.97
Total return*			6.39	%		9.75	%		33.50	%		(19.32	%)		6.48	%		(4.58	%)
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	150,729		$	143,041		$	77,275		$	18,050		$	22,869		$	27,690
Ratio of expenses to average net assets**			1.03	%		1.03	%		1.05	%		1.10	%		1.08	%		1.06	%
Ratio of net investment income
to average net assets**			2.92	%		3.13	%		3.47	%		2.60	%		2.71	%		3.72	%
Portfolio turnover rate			9	%		30	%		32	%		45	%		12	%		68	%

*	Total return not annualized for periods of less than one full year.
**	Annualized for periods less than one full year.
(1)	As required, effective April 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premiums on debt securities. The effect of this change for the period ended March 31, 2002 was to decrease net investment income per share by less than 1/2 of a cent, increase net realized and unrealized gains and losses per share by less than 1/2 of a cent, and the ratio of net investment income to average net assets per share was unchanged. Per share, ratios and supplemental data for periods prior to April 1, 2001 have not been restated to reflect this change in presentation.
(2)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

52

FINANCIAL HIGHLIGHTS

BUFFALO HIGH YIELD FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				YEARS ENDED MARCH 31,
stock outstanding throughout the period.	(UNAUDITED)				2005			2004			2003			2002(1)			2001
Net asset value, beginning of period		$	11.13		$	11.24		$	9.86		$	9.87		$	10.24		$	10.21
Income from investment operations:
Net investment income			0.28			0.42			0.43			0.55			0.73			1.05
Net gains (losses) on securities
(both realized and unrealized)			(0.03	)		(0.09	)		1.37			0.01			(0.34	)		0.02
Total from investment operations			0.25			0.33			1.80			0.56			0.39			1.07
Less dividends from net investment income			(0.34	)		(0.44	)		(0.43	)		(0.57	)		(0.76	)		(1.04	)
Paid-in capital from redemption fees (Note 4)			—	(2)		—	(2)		0.01			—			—			—
Net asset value, end of period		$	11.04		$	11.13		$	11.24		$	9.86		$	9.87		$	10.24
Total return*			2.32	%		2.96	%		18.56	%		5.95	%		3.95	%		11.16	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	252,217		$	304,746		$	324,123		$	143,008		$	69,857		$	41,651
Ratio of expenses to average net assets**			1.02	%		1.02	%		1.03	%		1.03	%		1.04	%		1.04	%
Ratio of net investment income
to average net assets**			4.74	%		3.71	%		3.89	%		6.24	%		7.63	%		10.30	%
Portfolio turnover rate			11	%		45	%		51	%		33	%		36	%		54	%

*	Total return not annualized for periods of less than one full year.
**	Annualized for periods less than one full year.
(1)	As required, effective April 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premiums on debt securities. The effect of this change for the period ended March 31, 2002 was to decrease net investment income per share by less than 1/2 of a cent, increase net realized and unrealized gains and losses per share by less than 1/2 of a cent, and decrease the ratio of net investment income to average net assets from 7.73% to 7.63%. Per share, ratios and supplemental data for periods prior to April 1, 2001 have not been restated to reflect this change in presentation.
(2)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

53

FINANCIAL HIGHLIGHTS

BUFFALO LARGE CAP FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				YEARS ENDED MARCH 31,
stock outstanding throughout the period.	(UNAUDITED)				2005			2004			2003			2002			2001
Net asset value, beginning of period		$	17.81		$	17.57		$	12.57		$	18.14		$	17.99		$	21.91
Income from investment operations:
Net investment income (loss)			0.02			0.12			0.01			0.03			(0.03	)		0.04
Net gains (losses) on securities
(both realized and unrealized)			0.52			0.15			5.02			(5.60	)		0.39			(1.98	)
Total from investment operations			0.54			0.27			5.03			(5.57	)		0.36			(1.94	)
Less distributions:
Dividends from net investment income			(0.12	)		(0.03	)		(0.03	)		—			(0.01	)		(0.03	)
Distributions from capital gains			—			—			—			—			(0.20	)		(1.95	)
Total distributions			(0.12	)		(0.03	)		(0.03	)		—			(0.21	)		(1.98	)
Paid-in capital from redemption fees (Note 4)			—	(1)		—	(1)		—			—			—			—
Net asset value, end of period		$	18.23		$	17.81		$	17.57		$	12.57		$	18.14		$	17.99
Total return*			3.05	%		1.52	%		40.05	%		(30.71	%)		2.06	%		(9.86	%)
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	57,420		$	56,299		$	57,657		$	35,664		$	53,708		$	42,927
Ratio of expenses to average net assets**			1.04	%		1.05	%		1.04	%		1.06	%		1.06	%		1.04	%
Ratio of net investment income (loss)
to average net assets**			0.20	%		0.64	%		0.10	%		0.21	%		(0.17	%)		0.17	%
Portfolio turnover rate			14	%		17	%		41	%		16	%		7	%		27	%

*	Total return not annualized for periods of less than one full year.
**	Annualized for periods less than one full year.
(1)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

54

FINANCIAL HIGHLIGHTS

BUFFALO MICRO CAP FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				FOR THE PERIOD FROM MAY 21, 2004 (COMMENCEMENT OF OPERATIONS) TO
stock outstanding throughout the period.	(UNAUDITED)				MARCH 31, 2005
Net asset value, beginning of period		$	10.62			$	10.00
Income from investment operations:
Net investment loss			(0.06	)			(0.07	)
Net gains on securities (both realized and unrealized)			1.21				0.66
Total from investment operations			1.15				0.59
Paid-in capital from redemption fees (Note 4)			—	(1)			0.03
Net asset value, end of period		$	11.77			$	10.62
Total return*			10.83	%			6.20	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	48,215			$	39,327
Ratio of expenses to average net assets**			1.53	%			1.58	%
Ratio of net investment loss to average net assets**			(1.05	%)			(1.14	%)
Portfolio turnover rate*			29	%			28	%

*	Not annualized for periods less than one full year
**	Annualized for periods less than one full year
(1)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

55

FINANCIAL HIGHLIGHTS

BUFFALO MID CAP FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				YEARS ENDED MARCH 31,									FOR THE PERIOD FROM DECEMBER 17, 2001 (COMMENCEMENT OF OPERATIONS) TO
stock outstanding throughout the period.	(UNAUDITED)				2005			2004			2003			MARCH 31, 2002
Net asset value, beginning of period		$	12.54		$	12.43		$	7.54		$	10.12			$	10.00
Income from investment operations:
Net investment loss			(0.02	)		(0.04	)		(0.04	)		(0.04	)			(0.01	)
Net gains (losses) on securities
(both realized and unrealized)			1.38			0.31			4.93			(2.54	)			0.13
Total from investment operations			1.36			0.27			4.89			(2.58	)			0.12
Less distributions from capital gains			—			(0.16	)		—			—				—
Paid-in capital from redemption fees (Note 4)			—	(1)		—	(1)		—			—				—
Net asset value, end of period		$	13.90		$	12.54		$	12.43		$	7.54			$	10.12
Total return*			10.85	%		2.15	%		64.85	%		(25.49	%)			1.20	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	218,759		$	170,880		$	112,070		$	39,193			$	31,755
Ratio of expenses to average net assets**			1.02	%		1.03	%		1.03	%		1.10	%			1.16	%
Ratio of net investment loss to average net assets**			(0.30	%)		(0.39	%)		(0.48	%)		(0.59	%)			(0.71	%)
Portfolio turnover rate*			11	%		21	%		24	%		8	%			3	%

*	Not annualized for periods less than one full year
**	Annualized for periods less than one full year
(1)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

56

FINANCIAL HIGHLIGHTS

BUFFALO SCIENCE & TECHNOLOGY FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				YEARS ENDED MARCH 31,									FOR THE PERIOD FROM APRIL 16, 2001 (COMMENCEMENT OF OPERATIONS) TO
stock outstanding throughout the period.	(UNAUDITED)				2005			2004			2003			MARCH 31, 2002
Net asset value, beginning of period		$	10.73		$	11.04		$	6.01		$	10.18			$	10.00
Income from investment operations:
Net investment loss			(0.02	)		(0.02	)		(0.04	)		(0.05	)			(0.05	)
Net gains (losses) on securities
(both realized and unrealized)			1.33			(0.29	)		5.07			(4.12	)			0.23
Total from investment operations			1.31			(0.31	)		5.03			(4.17	)			0.18
Paid-in capital from redemption fees (Note 4)			—	(1)		—	(1)		—			—				—
Net asset value, end of period		$	12.04		$	10.73		$	11.04		$	6.01			$	10.18
Total return*			12.21	%		(2.81	%)		83.69	%		(40.96	%)			1.80	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	78,895		$	62,690		$	34,924		$	14,537			$	18,512
Ratio of expenses to average net assets**			1.04	%		1.05	%		1.03	%		1.23	%			1.17	%
Ratio of net investment loss to average net assets**			(0.41	%)		(0.24	%)		(0.55	%)		(0.73	%)			(0.77	%)
Portfolio turnover rate*			29	%		25	%		38	%		26	%			4	%

*	Not annualized for periods less than one full year
**	Annualized for periods less than one full year
(1)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

57

FINANCIAL HIGHLIGHTS

BUFFALO SMALL CAP FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				YEARS ENDED MARCH 31,
stock outstanding throughout the period.	(UNAUDITED)				2005			2004			2003			2002			2001
Net asset value, beginning of period		$	26.30		$	25.70		$	13.79		$	21.08		$	14.97		$	15.38
Income from investment operations:
Net investment loss			(0.07	)		(0.07	)		(0.10	)		(0.10	)		(0.03	)		(0.01	)
Net gains (losses) on securities
(both realized and unrealized)			1.66			1.56			12.21			(7.16	)		6.17			1.27
Total from investment operations			1.59			1.49			12.11			(7.26	)		6.14			1.26
Less distributions:
Dividends from net investment income			—			(0.02	)		—			—			—			—
Distributions from capital gains			—			(0.87	)		(0.20	)		(0.03	)		(0.03	)		(1.67	)
Total distributions			—			(0.89	)		(0.20	)		(0.03	)		(0.03	)		(1.67	)
Paid-in capital from redemption fees (Note 4)			—	(1)		—	(1)		—			—			—			—
Net asset value, end of period		$	27.89		$	26.30		$	25.70		$	13.79		$	21.08		$	14.97
Total return*			6.05	%		5.75	%		88.07	%		(34.49	%)		41.04	%		8.95	%
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	1,915,206		$	1,845,847		$	1,704,869		$	685,634		$	1,285,143		$	53,473
Ratio of expenses to average net assets**			1.01	%		1.01	%		1.01	%		1.02	%		1.01	%		1.04	%
Ratio of net investment loss to average net assets**			(0.48	%)		(0.28	%)		(0.53	%)		(0.55	%)		(0.44	%)		(0.12	%)
Portfolio turnover rate			15	%		35	%		22	%		24	%		6	%		31	%

*	Total return not annualized for periods of less than one full year.
**	Annualized for periods less than one full year.
(1)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

58

FINANCIAL HIGHLIGHTS

BUFFALO USA GLOBAL FUND
Condensed data for a share of capital	SIX MONTHS ENDED SEPTEMBER 30, 2005				YEARS ENDED MARCH 31,
stock outstanding throughout the period.	(UNAUDITED)				2005			2004			2003			2002			2001
Net asset value, beginning of period		$	18.82		$	19.18		$	13.04		$	18.84		$	17.48		$	25.01
Income from investment operations:
Net investment income (loss)			0.02			0.12			0.02			(0.01	)		(0.06	)		(0.01	)
Net gains (losses) on securities
(both realized and unrealized)			1.72			(0.37	)		6.12			(5.79	)		1.42			(4.67	)
Total from investment operations			1.74			(0.25	)		6.14			(5.80	)		1.36			(4.68	)
Less distributions:
Dividends from net investment income			(0.05	)		(0.11	)		—			—			—			—
Distributions from capital gains			—			—			—			—			—			(2.85	)
Total distributions			(0.05	)		(0.11	)		—			—			—			(2.85	)
Paid-in capital from redemption fees (Note 4)			—	(1)		—	(1)		—			—			—			—
Net asset value, end of period		$	20.51		$	18.82		$	19.18		$	13.04		$	18.84		$	17.48
Total return*			9.25	%		(1.30	%)		47.11	%		(30.79	%)		7.78	%		(19.80	%)
Ratios/Supplemental Data
Net assets, end of period (in thousands)		$	77,127		$	73,977		$	79,192		$	60,735		$	72,579		$	49,335
Ratio of expenses to average net assets**			1.04	%		1.04	%		1.03	%		1.04	%		1.05	%		1.03	%
Ratio of net investment income (loss)
to average net assets**			0.16	%		0.67	%		0.14	%		(0.10	%)		(0.39	%)		(0.05	%)
Portfolio turnover rate			4	%		33	%		21	%		7	%		6	%		17	%

*	Total return not annualized for periods of less than one full year.
**	Annualized for periods less than one full year.
(1)	Less than $0.01 per share.

See accompanying Notes to Financial Statements.

59

NOTES TO FINANCIAL

STATEMENTS

September 30, 2005 (unaudited)

1. SIGNIFICANT ACCOUNTING POLICIES:

The Buffalo Balanced Fund, Inc., Buffalo High Yield Fund, Inc., Buffalo Large Cap Fund, Inc., Buffalo Funds (comprised of the Buffalo Micro Cap Fund, Buffalo Mid Cap Fund and Buffalo Science & Technology Fund), Buffalo Small Cap Fund, Inc. and Buffalo USA Global Fund, Inc. (the “Funds”) are registered under the Investment Company Act of 1940, as amended, as diversified open-end management investment companies. The shares of the Buffalo Funds are issued in multiple series, with each series, in effect, representing a separate Fund. The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements.

A. INVESTMENT VALUATION — Corporate stocks and bonds traded on a national securities exchange or national market, except those traded using the National Association of Securities Dealers’ Automated Quotation System (“NASDAQ”), are valued at the latest sales price thereof. All equity securities that are traded using NASDAQ are valued using the NASDAQ Official Closing Price (“NOCP”), which may not necessarily represent the last sales price. If there has been no sale on such exchange or on NASDAQ on such day, the security is valued at the mean between the most recent quoted bid and asked price.

When market quotations are not readily available, any security or other asset is valued at its fair value as determined in good faith under procedures approved by the Boards of Directors. If events occur that will affect the value of a Fund’s portfolio securities before the NAV has been calculated, the security will generally be priced using a fair value procedure. The Board has adopted specific procedures for valuing portfolio securities and delegated the responsibility of fair value determinations to a Valuation Committee. Some of the factors that may be considered by the Valuation Committee in determining fair value are fundamental analytical data relating to the investment; the nature and duration of any restriction on the disposition; trading in similar securities of the same issuer or comparable companies; information from broker-dealers; and an evaluation of the forces that influence the market in which the securities are purchased or sold.

Securities with maturities of 60 days or less when acquired or subsequently within 60 days of maturity are valued at amortized cost, which approximates market value.

B. FEDERAL INCOME TAXES — Each Fund complies with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as regulated investment companies and to make the requisite distributions of income and capital gains to its shareholders sufficient to relieve it from all or substantially all federal income taxes. Therefore, no federal income tax provision has been provided.

C. INVESTMENT TRANSACTIONS AND INVESTMENT INCOME — Investment transactions are accounted for on the date the securities are purchased or sold (trade date). Dividend income is recorded on the ex-dividend date. Interest income is recognized on the accrual basis. Realized gains and losses from investment transactions are reported on the identified cost basis. All discounts/premiums are accreted/amortized for financial reporting purposes and are included in interest income.

D. DISTRIBUTIONS TO SHAREHOLDERS — Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. These differences are primarily due to differing treatments for premium amortization on debt securities and deferral of post October and wash sale losses.

E. USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from such estimates.

F. INDEMNIFICATIONS — Under the Funds’ organizational documents, its Officers and Directors are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts that provide general indemnification to other parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred, and may not occur. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote.

60

2. FEDERAL TAX MATTERS:

The tax character of distributions paid during the periods ended September 30, 2005 and March 31, 2005 were as follows:

	SIX MONTHS ENDED SEPTEMBER 30, 2005						YEAR ENDED MARCH 31, 2005
	ORDINARY INCOME		LONG-TERM CAPITAL GAINS		RETURN OF CAPITAL		ORDINARY INCOME		LONG-TERM CAPITAL GAINS		RETURN OF CAPITAL
Buffalo Balanced Fund	$	2,054,909	$	—	$	—	$	3,923,730	$	—	$	—
Buffalo High Yield Fund		7,951,279		—		—		12,618,871		—		—
Buffalo Large Cap Fund		89,126		—		—		88,195		—		—
Buffalo Micro Cap Fund(1)		—		—		—		—		—		—
Buffalo Mid Cap Fund		—		—		—		720,305		1,339,808		—
Buffalo Science & Technology Fund		—		—		—		—		—		—
Buffalo Small Cap Fund		—		—		—		33,687,874		39,992,904		—
Buffalo USA Global Fund		185,287		—		—		508,381		—		—

(1)	Commenced operations on May 21, 2004.
The tax characteristics of the distributions paid for the six months ended September 30, 2005 are estimated based on current period results and may differ from their ultimate classification once the Funds have completed their tax year ending March 31, 2006.

As of March 31, 2005, the components of accumulated earnings (losses) on a tax basis were as follows:

	BUFFALO BALANCED FUND			BUFFALO HIGH YIELD FUND			BUFFALO LARGE CAP FUND			BUFFALO MICRO CAP FUND
Cost of investments(a)	$	130,255,095		$	293,108,543		$	50,911,654		$	38,591,145
Gross unrealized appreciation		17,095,866			15,464,876			9,918,870			4,374,699
Gross unrealized depreciation		(5,215,902	)		(8,915,466	)		(4,569,499	)		(3,229,111	)
Net unrealized appreciation	$	11,879,964		$	6,549,410		$	5,349,371		$	1,145,588
Undistributed ordinary income		68,504			1,786,196			319,568			220,651
Undistributed long-term capital gain		—			—			—			—
Total distributable earnings	$	68,504		$	1,786,196		$	319,568		$	220,651
Other accumulated gains (losses)		(6,730,968	)		(114,829	)		(3,269,323	)		—
Total accumulated earnings (losses)	$	5,217,500		$	8,220,777		$	2,399,616		$	1,366,239

(a) Represents cost for federal income tax purposes and differs from the cost for financial reporting purposes.

	BUFFALO MID CAP FUND			BUFFALO SCIENCE & TECHNOLOGY FUND			BUFFALO SMALL CAP FUND			BUFFALO USA GLOBAL FUND
Cost of investments(a)	$	149,758,967		$	58,397,947		$	1,516,521,388		$	63,991,152
Gross unrealized appreciation		26,275,653			8,660,620			435,395,870			14,546,471
Gross unrealized depreciation		(6,618,471	)		(4,278,339	)		(115,919,237	)		(4,335,961	)
Net unrealized appreciation	$	19,657,182		$	4,382,281		$	319,476,633		$	10,210,510
Undistributed ordinary income		1,297,834			—			11,390,003			143,125
Undistributed long-term capital gain		169,317			—			123,577,072			—
Total distributable earnings	$	1,467,151		$	—		$	134,967,075		$	143,125
Other accumulated gains (losses)		—			(400,113	)		—			(1,159,517	)
Total accumulated earnings (losses)	$	21,124,333		$	3,982,168		$	454,443,708		$	9,194,118

(a) Represents cost for federal income tax purposes and differs from the cost for financial reporting purposes.

61

NOTES TO FINANCIAL

STATEMENTS (Continued)

As of March 31, 2005, the accumulated net realized loss on sales of investments and losses deferred for federal income tax purposes which are available to offset future taxable gains are as follows:

	CAPITAL LOSS CARRYOVER		EXPIRES
Buffalo Balanced Fund	$	2,546,950		2007
		2,192,010		2009
		226,010		2011
		601,388		2012
		29,360		2013
Buffalo High Yield Fund		114,829		2011
Buffalo Large Cap Fund		2,259,380		2011
		1,009,943		2012
Buffalo Science & Technology Fund		400,113		2011
Buffalo USA Global Fund		1,159,517		2011

The Buffalo Balanced Fund incurred a loss for tax purposes from November 1, 2004 to March 31, 2005 in the amount of $1,135,250. As permitted by tax regulations, the Fund elected to defer and treat this loss as arising in the fiscal year ended March 31, 2006.

For the fiscal year ended March 31, 2005, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from net investment income designated as qualified dividend income for each Fund were as follows (unaudited):

Buffalo Balanced Fund	42	%
Buffalo High Yield Fund	9	%
Buffalo Large Cap Fund	100	%
Buffalo Mid Cap Fund	39	%
Buffalo Small Cap Fund	25	%
Buffalo USA Global Fund	100	%

For corporate shareholders, the percentage of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended March 31, 2005 were as follows (unaudited):

Buffalo Balanced Fund	39	%
Buffalo High Yield Fund	7	%
Buffalo Large Cap Fund	100	%
Buffalo Mid Cap Fund	30	%
Buffalo Small Cap Fund	22	%
Buffalo USA Global Fund	100	%

3. TRANSACTIONS WITH AFFILIATES:

Management fees are paid to Kornitzer Capital Management, Inc. at the rate of 1.00% per annum of the average daily net asset values of the Funds, except for the Buffalo Micro Cap Fund, which has a management fee rate of 1.45%. The management fees are for services, which include administration and all other operating expenses of the Funds, except the cost of acquiring and disposing of portfolio securities, taxes, if any, imposed directly on the Funds and its shares, insurance, certain director expenses and the cost of qualifying the Funds’ shares for sale in any jurisdiction. Certain officers and a director of the Funds are also officers and/or directors of Kornitzer Capital Management, Inc.

A director of the Funds is affiliated with U.S. Bancorp Fund Services, LLC and U.S. Bank, N.A., which provide accounting, administration, transfer agency and custodian services to the Funds.

4. REDEMPTION FEE:

Shares of the Buffalo Balanced Fund, Buffalo Large Cap Fund, Buffalo Mid Cap Fund, Buffalo Science & Technology Fund and Buffalo USA Global Fund sold or exchanged within two months of their purchase and shares of the Buffalo High Yield Fund, Buffalo Micro Cap Fund and Buffalo Small Cap Fund sold or exchanged within six months of their purchase are subject to a redemption fee of 2.00% of the value of the shares sold or exchanged. The Fund will employ the “first in, first out” method to calculate the two month or six month holding period. The redemption fee does not apply to shares purchased through reinvested distributions (dividends and capital gains) or to shares held through 401(k) or other retirement plans. The redemption fee is retained by the Funds and will help pay transaction and tax costs that long-term investors may bear when the Funds realize capital gains as a result of selling securities to meet investor redemptions.

62

5. INVESTMENT TRANSACTIONS:

The aggregate purchases and sales of securities, excluding short-term investments and U.S. government securities, for the Funds for the six months ended September 30, 2005, were as follows:

	BUFFALO BALANCED FUND		BUFFALO HIGH YIELD FUND		BUFFALO LARGE CAP FUND		BUFFALO MICRO CAP FUND		BUFFALO MID CAP FUND		BUFFALO SCIENCE & TECHNOLOGY FUND		BUFFALO SMALL CAP FUND		BUFFALO USA GLOBAL FUND
Purchases		$17,099,392		$42,864,227		$8,059,762		$15,346,194		$44,162,181		$25,836,563		$271,479,702		$3,075,915
Proceeds from Sales		$11,264,951		$25,961,619		$9,627,573		$11,259,580		$18,990,140		$20,219,051		$316,581,253		$6,879,648

There were no purchases or sales of long-term U.S. government securities for any Funds during the six months ended September 30, 2005.

6. OTHER AFFILIATES:*

Investments representing 5% or more of the outstanding voting securities of a portfolio company result in that company being considered an affiliated company, as defined in the 1940 Act. The aggregate market value of all securities of affiliated companies held in the Buffalo Small Cap Fund as of September 30, 2005 amounted to $76,046,228 representing 3.97% of net assets. There were no affiliated companies held in any other Funds. Transactions in the Buffalo Small Cap Fund during the six months ended September 30, 2005 in which the issuer was an “affiliated person” are as follows:

	GAMCO INVESTORS, INC. – CLASS A**		HEIDRICK & STRUGGLES INTERNATIONAL, INC.		J. JILL GROUP INC.		TOTAL
March 31, 2005
Balance
Shares		—		—		1,329,790		1,329,790
Cost	$	—	$	—	$	20,294,000	$	20,294,000
Gross Additions
Shares		68,800		95,600		—		164,400
Cost	$	3,115,721	$	2,433,707	$	—	$	5,549,428
Gross Deductions
Shares		—		—		—		—
Cost	$	—	$	—	$	—	$	—
September 30, 2005
Balance
Shares		414,800		1,111,500		1,329,790		2,856,090
Cost	$	16,319,567	$	35,632,678	$	20,294,000	$	72,246,245
Realized gain	$	—	$	—	$	—	$	—
Investment income	$	7,134	$	—	$	—	$	7,134

*	As a result of the Buffalo Small Cap Fund’s beneficial ownership of the common stock of these companies, regulators require that the Fund state that it may be deemed an affiliate of the respective issuer. The Fund disclaims that the “affiliated persons” are affiliates of the Distributor, Advisor, Funds or any other client of the Advisor.
**	Gabelli Asset Management Inc. – Class A changed its name to Gamco Investors, Inc. – Class A effective August 29, 2005.
	Note: Schedule may not roll forward as schedule only reflects activity during time the Fund was deemed an affiliate (held more than 5% of stock’s outstanding securities).

The Buffalo Funds have adopted proxy voting polices and procedures that delegate to Kornitzer Capital Management, Inc., the Funds’ investment adviser, the authority to vote proxies. A description of the Buffalo Funds proxy voting policies and procedures is available without charge, upon request, by calling the Funds toll free at 1-800-49-BUFFALO. A description of these policies and procedures is also included in the Funds’ Statement of Additional Information, which is available on the SEC’s website at http://www.sec.gov.

The actual voting records relating to portfolio securities during the twelve month period June 30, 2005 (as filed with the SEC on Form N-PX) are available without charge, upon request, by calling the Funds toll free at 1-800-49-BUFFALO or by accessing the SEC’s website at http://www.sec.gov.

The Funds file their complete schedule of portfolio holdings with the SEC four times each fiscal year at quarter-ends. The Funds file the Schedule of Portfolio Holdings with the SEC on Form N-CSR (second and fourth quarters) and on Form N-Q (first and third quarters). Shareholders may view the Funds’ Forms N-CSR and N-Q on the SEC’s website at www.sec.gov. Forms N-CSR and N-Q may also be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the SEC’s Public Reference Room may be obtained by calling 1-202-942-8090 (direct) or 1-800-SEC-0330 (general SEC number).

63

BUFFALO FUNDS

Balanced Fund
High Yield Fund
Large Cap Fund
Micro Cap Fund
Mid Cap Fund
Science & Technology Fund
Small Cap Fund
USA Global Fund

1-800-49-BUFFALO
(1-800-492-8332)
www.buffalofunds.com

Item 2. Code of Ethics.

Not applicable for semi-annual reports.

Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual reports.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Schedule of Investments.

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

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

Not Applicable.

Item 11. Controls and Procedures.

(a) The registrant’s Principal Executive Officer and Principal Financial Officer has reviewed the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) as of a date within 90 days of the filing of this report as required by Rule 30a-3(b) under the 1940 Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on his review, the Principal Executive Officer and Principal Financial Officer has concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to him by others within the registrant and by the registrant’s service providers.

(b) There were no changes in the registrant’s internal controls over financial reporting that occurred during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a) (1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not Applicable.

(2) Certifications pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 are filed herewith.

(3) Not Applicable.

(b) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)	Buffalo Small Cap Fund, Inc.
By (Signature and Title)	/s/ Kent W. Gasaway Kent W. Gasaway, President and Treasurer
Date	December 8, 2005

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)	/s/ Kent W. Gasaway Kent W. Gasaway, President and Treasurer
Date	December 8, 2005