-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IX9yoMgW7dN2Zi8mi8QqHFoHhxZZ7T2XfXdXQGwGo8m1z3F5vK78u/rAfLREGPMa sjIZhB7bbdb+37toDWR+8w== 0001111830-04-000046.txt : 20040206 0001111830-04-000046.hdr.sgml : 20040206 20040206151017 ACCESSION NUMBER: 0001111830-04-000046 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20031130 FILED AS OF DATE: 20040206 EFFECTIVENESS DATE: 20040206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATALANTA SOSNOFF INVESTMENT TRUST CENTRAL INDEX KEY: 0001053535 IRS NUMBER: 226756212 STATE OF INCORPORATION: OH FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-08669 FILM NUMBER: 04573871 BUSINESS ADDRESS: STREET 1: C/O ULTIMUS FUND SOLUTIONS, LLC STREET 2: 135 MERCHANT STREET, SUITE 230 CITY: CINCINNATI STATE: OH ZIP: 45246 BUSINESS PHONE: 5135873400 MAIL ADDRESS: STREET 1: C/O ULTIMUS FUND SOLUTIONS, LLC STREET 2: 135 MERCHANT STREET, SUITE 230 CITY: CINCINNATI STATE: OH ZIP: 45246 FORMER COMPANY: FORMER CONFORMED NAME: SOSNOFF INVESTMENT TRUST DATE OF NAME CHANGE: 19980122 N-CSRS 1 ncsrs-1103.txt ATALANTA/SOSNOFF INVESTMENT TRUST - N-CSRS ------------------------- OMB APPROVAL OMB Number: 3235-0570 Expires: Nov. 30, 2005 Estimated average burden hours per response: 5.0 ------------------------- 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 811-08669 -------------------------------- Atalanta/Sosnoff Investment Trust - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 101 Park Avenue New York, New York 10178 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Kevin S. Kelly Atalanta/Sosnoff Capital Corp. 101 Park Avenue New York, New York 10178 - -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (212) 867-5000 ---------------------------- Date of fiscal year end: May 31, 2004 -------------------- Date of reporting period: November 30, 2003 -------------------- Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. REPORTS TO STOCKHOLDERS. [GRAPHIC OMITTED] ATALANTA/SOSNOFF INVESTMENT TRUST SEMI-ANNUAL REPORT NOVEMBER 30, 2003 (UNAUDITED) ATALANTA/SOSNOFF FUND ATALANTA/SOSNOFF VALUE FUND LETTER TO SHAREHOLDERS JANUARY 5, 2004 ================================================================================ Dear Shareholder: For the six months ended November 30, 2003, the Atalanta/Sosnoff Fund returned 8.0%, compared with the S&P 500 Index return of 10.8%. For the 12 months ended December 31, 2003, the Atalanta/Sosnoff Fund returned 26.7%, compared with 28.7% for the S&P 500 Index. As of November 30, 2003, the average annual total return since inception (June 17, 1998) for the Atalanta/Sosnoff Fund was 5.7%, compared with 0.9% for the S&P 500 Index. For the six months ended November 30, 2003, the Atalanta/Sosnoff Value Fund returned 7.7%, compared with the S&P 500 Index return of 10.8%. For the 12 months ended December 31, 2003, the Atalanta/Sosnoff Value Fund returned 25.6%, compared with 28.7% for the S&P 500 Index. As of November 30, 2003, the average annual total return since inception (July 1, 1999) for the Atalanta/Sosnoff Value Fund was 4.6%, compared with -4.3% for the S&P 500 Index. After three years of contraction, March 2000 through March 2003, the economy worked off its capital goods bubble and responded mightily to fiscal stimulus and historic low interest rates. The expansion now has its own internal dynamics of rising employment, capital goods spending and the continuation of strong consumer buying. We expect above average GDP growth for at least four to eight quarters. The stimulus of deficit spending and benign Federal Reserve Board policy emphasis will reinforce economic momentum. Meanwhile, corporate profitability will benefit from rising productivity, a weak dollar and higher capacity utilization. These forces, now in place, could run through 2005. The market caught up with us during the fourth quarter, but the year was wonderful in terms of absolute performance. We have cut back HMO's and home builders that served us well for a long time. Our investment posture is based on a strong economic setting for the foreseeable future. The tilt towards stocks sensitive to economic growth continues. New adds embrace financial services, commodities and media where we are over-weighted along with the technology sector. Although we believe monetary policy will remain accommodative, yields on Treasuries should begin to move up throughout 2004. The stock market has parsed many of these benevolent forces and will need the reinforcement of strong and predictable corporate earnings growth, particularly for the multinationals, which are the backbone of the Standard and Poor's 500 Index. Technology and financials now comprise approximately 40 percent of this index so volatility of financial markets is a sure thing going forward. The index is presently selling at approximately 18 times forward 12-month earning power. This is a pricey but not extreme valuation. If economic momentum remains near 4 percent quarterly, the market could begin to discount 2005 within six months. Our visceral call is that growth will remain surprisingly strong for longer than most economists are projecting. The Federal Reserve Board (FRB) will begin to tighten money market rates by midyear but it should be a gradual and elongated process that soothes rather than roils financial markets. The biggest imponderable is not inflation. It will remain benign because of the large labor pool and low capacity utilization of our productive capacity. It is the course of the dollar. The fall of more than 20 percent on a trade-weighted comparison the past two years, could easily embrace another 10 percent. This trend will be construed bullishly by our FRB and Treasury, making the country more competitive and helping our balance of 1 trade deficit from deepening further. The biggest risk for financial markets would be a precipitous fall in the dollar. It would touch off a protective rise in interest rates to keep foreign funds, particularly Japan and China's, in place here. Any market sell off would be a buying opportunity as new equity money would come into our markets from abroad and touch off many more foreign acquisitions of U.S. properties. There is always plenty to worry about. Our balance of trade and balance of payments deficits are problems that can only be solved over a decade. Just so long as our economy is expanding faster than the rest of the world, foreign money should rest here in place. The Federal budget deficit probably will peak this year at close to 5 percent of GDP. Incremental tax receipts from corporate profits and capital gains will increase materially thereafter. By comparison, the deficit was higher in relation to GDP in the early Reagan years. It got us out of the nasty FRB created recession of 1981-1982 when Paul Volcker squeezed the inflationary expectations out of the country's psyche. Alan Greenspan doesn't have Volcker's problems. For a while then it looked as if the country's wage escalations would remain in the 7 to 8 percent range. Finally, the cost of carrying debt for the country and individuals today is lower than in previous cycles. We need this trend to continue if housing and consumer spending are to hold up. Capital spending, normally 10 percent of GDP, is reaccelerating and will be a motive growth force for a few years as corporate profits and cash flow increase. In summary, the internal dynamics of the country should elongate the business cycle for a couple of years barring severe geopolitical turmoil and serious terrorist acts proliferating in the western world. Equities should continue to outperform bonds in the new year based on corporate profits rising above consensus estimates. We are at $60 a share for the S&P 500 earnings in 2004. The new year faces its share of downside threats. The most basic for us are the price of oil, which is denominated in dollars, and the timing, scale and breadth of the dollar's current demise. If it's too rapid it will touch off FRB tightness earlier than expected. We discount this course just so long as our economy remains buoyant. In the interim, our major multinationals will benefit substantively from the weak dollar. It's an area where we are doing more research, particularly in energy and commodities. Keep in mind that Dow 10,000 is just a number. We were there years ago off and on. The deep basics are the sustainability of the business cycle and equity valuation. The market has discounted 2004 fairly adequately but could weigh in on 2005 before long. With all good wishes, Martin T. Sosnoff 2 ATALANTA/SOSNOFF FUND PORTFOLIO CHARACTERISTICS (UNAUDITED) ================================================================================ SECTOR CONCENTRATION VS. THE S&P 500 INDEX (AS OF NOVEMBER 30, 2003) [GRAPHIC OMITTED] ATALANTA/ SOSNOFF FUND S&P 500 INDEX - -------------------------------------------------------------------------------- Information Technology 26.3 18.1 Financials 24.2 20.7 Consumer Discretionary 21.7 11.4 Health Care 21.1 13.3 Industrials 4.6 10.7 Telecom Services 2.7 3.3 Consumer Staples 0.7 11.4 Energy 0 5.4 Utilities 0 2.8 Materials 0 2.9 Cash & Equivalents -1.3 0.0 TOP TEN HOLDINGS (AS OF NOVEMBER 30, 2003) % OF STOCK SECTOR PORTFOLIO ---------------------------------------------------------------------------- Microsoft Corp. Information Technology 4.47% Citigroup, Inc. Financials 4.28% Cisco Systems, Inc. Information Technology 4.27% Taiwan Semiconductor Manufacturing Co. LTD - ADR Information Technology 3.50% Lehman Brothers Holdings, Inc. Financials 3.46% Aetna, Inc. Healthcare 3.25% Hewlett-Packard Co. Information Technology 3.23% Berkshire Hathaway, Inc. - Class B Financials 3.12% UnitedHealth Group, Inc. Healthcare 3.06% Merrill Lynch & Co., Inc. Financials 2.98% ------- TOTAL: 35.62% ======= COMPARATIVE PERFORMANCE TOTAL RETURNS AVERAGE ANNUAL TOTAL RETURNS --------------- ------------------------------- SINCE INCEPTION* YEAR ENDED SINCE INCEPTION* TO NOVEMBER 30, DECEMBER 31, TO DECEMBER 31, 2003 2003 2003 --------------- ------------ --------------- Atalanta/Sosnoff Fund 35.6% 26.7% 6.3% Morningstar Large Cap Blend Category n/a 24.7% n/a Lipper Large-Cap Core Index n/a 24.8% n/a S&P 500 Index 5.2% 28.7% 1.9% *Inception June 17, 1998 3 ATALANTA/SOSNOFF VALUE FUND PORTFOLIO CHARACTERISTICS (UNAUDITED) ================================================================================ SECTOR CONCENTRATION VS. THE S&P 500 INDEX (AS OF NOVEMBER 30, 2003) [GRAPHIC OMITTED] ATALANTA/ SOSNOFF VALUE FUND S&P 500 INDEX - -------------------------------------------------------------------------------- Financials 28.3 20.7 Consumer Discretionary 23.1 11.4 Information Technology 22.8 18.1 Health Care 11.1 13.3 Industrials 8.4 10.7 Telecom Services 3.0 3.3 Consumer Staples 1.4 11.4 Energy 0 5.4 Materials 0 2.9 Utilities 0 2.8 Cash & Equivalents 1.9 0.0 TOP TEN HOLDINGS (AS OF NOVEMBER 30, 2003) % OF STOCK SECTOR PORTFOLIO ---------------------------------------------------------------------------- Citigroup, Inc. Financials 4.95% Taiwan Semiconductor Manufacturing Co. LTD - ADR Information Technology 4.27% Microsoft Corp. Information Technology 4.18% Berkshire Hathaway, Inc. - Class B Financials 4.18% Lehman Brothers Holdings, Inc. Financials 4.16% D.R. Horton, Inc. Industrials 3.41% Computer Associates International, Inc. Information Technology 3.40% Aetna, Inc. Healthcare 3.28% Cisco Systems, Inc. Information Technology 3.23% UnitedHealth Group, Inc. Healthcare 3.11% ------ TOTAL: 38.17% ====== COMPARATIVE PERFORMANCE TOTAL RETURNS AVERAGE ANNUAL TOTAL RETURNS --------------- ------------------------------- SINCE INCEPTION* YEAR ENDED SINCE INCEPTION* TO NOVEMBER 30, DECEMBER 31, TO DECEMBER 31, 2003 2003 2003 --------------- ------------ --------------- Atalanta/Sosnoff Value Fund 22.0% 25.6% 5.5% Lipper Large-Cap Value Index n/a 28.0% n/a S&P 500 Index ( 17.8%) 28.7% ( 3.2%) *Inception July 1, 1999 4 STATEMENTS OF ASSETS AND LIABILITIES NOVEMBER 30, 2003 (UNAUDITED) ================================================================================ ATALANTA/ ATALANTA/ SOSNOFF SOSNOFF VALUE FUND FUND - -------------------------------------------------------------------------------- ASSETS Investment securities: At amortized cost ........................ $ 33,355,425 $ 2,559,270 ============ =========== At market value (Note 1) ................. $ 39,403,432 $ 2,947,961 Dividends receivable ....................... 5,435 1,259 Receivable for securities sold ............. 194,978 23,997 Receivable for capital shares sold ......... 500 -- Receivable from Adviser (Note 3) ........... -- 11,248 Other assets ............................... 26,604 9,152 ----------- ----------- TOTAL ASSETS ......................... 39,630,949 2,993,617 ----------- ----------- LIABILITIES Bank overdraft ............................. 189,336 -- Payable for securities purchased ........... 1,150,412 79,182 Payable for capital shares redeemed ........ 62,774 -- Payable to Adviser (Note 3) ................ 39,352 -- Payable to other affiliates (Note 3) ....... 8,310 5,000 Other accrued expenses ..................... -- 2,800 ----------- ----------- TOTAL LIABILITIES .................... 1,450,184 86,982 ----------- ----------- NET ASSETS ................................. $ 38,180,765 $ 2,906,635 =========== =========== Net assets consist of: Paid-in capital ............................ $ 37,956,336 $ 2,758,411 Accumulated net investment loss ............ (146,960) (10,983) Accumulated net realized losses from security transactions ............... (5,676,618) (229,484) Net unrealized appreciation on investments . 6,048,007 388,691 ----------- ----------- Net assets ................................. $ 38,180,765 $ 2,906,635 =========== =========== Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) ........................... 3,405,516 267,244 =========== =========== Net asset value, offering price and redemption price per share (Note 1) ...... $ 11.21 $ 10.88 =========== =========== See accompanying notes to financial statements. 5 STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED NOVEMBER 30, 2003 (UNAUDITED) ================================================================================ ATALANTA/ ATALANTA/ SOSNOFF SOSNOFF VALUE FUND FUND - -------------------------------------------------------------------------------- INVESTMENT INCOME Dividends ................................ $ 107,589 $ 10,402 ----------- ----------- EXPENSES Investment advisory fees (Note 3) ........ 136,177 10,949 Administration fees (Note 3) ............. 26,326 12,000 Professional fees ........................ 22,407 13,928 Accounting services fees (Note 3) ........ 12,505 12,000 Service plan expense (Note 3) ............ 17,589 548 Transfer agent fees (Note 3) ............. 9,000 6,000 Trustees' fees and expenses .............. 6,490 6,127 Insurance expense ........................ 8,635 1,063 Registration fees ........................ 4,815 3,273 Custodian fees ........................... 5,963 1,800 Printing of shareholder reports .......... 3,276 906 Other expenses ........................... 1,366 5,018 ----------- ----------- TOTAL EXPENSES ......................... 254,549 73,612 Fees waived and/or expenses reimbursed by the Adviser (Note 3) ................ -- (52,227) ----------- ----------- NET EXPENSES ........................... 254,549 21,385 ----------- ----------- NET INVESTMENT LOSS ........................ (146,960) (10,983) ----------- ----------- REALIZED AND UNREALIZED GAINS ON INVESTMENTS Net realized gains from security transactions .................. 920,677 174,470 Net realized gains on option contracts written (Note 4) ............. 34,581 -- Net change in unrealized appreciation/ depreciation on investments ............ 1,783,050 41,124 ----------- ----------- NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS ..................... 2,738,308 215,594 ----------- ----------- NET INCREASE IN NET ASSETS FROM OPERATIONS .......................... $ 2,591,348 $ 204,611 =========== =========== See accompanying notes to financial statements. 6 STATEMENTS OF CHANGES IN NET ASSETS ================================================================================ ATALANTA/ SOSNOFF FUND - -------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR NOVEMBER 30, ENDED 2003 MAY 31, (UNAUDITED) 2003 - -------------------------------------------------------------------------------- FROM OPERATIONS: Net investment loss ...................... $ ( 146,960) $ ( 122,874) Net realized gains (losses) on: Security transactions .................. 920,677 (2,582,885) Option contracts written (Note 4) ...... 34,581 (24,282) Net change in unrealized appreciation/ depreciation on investments ............ 1,783,050 1,903,064 ----------- ----------- Net increase (decrease) in net assets from operations............................ 2,591,348 ( 826,977) ----------- ----------- FROM CAPITAL SHARE TRANSACTIONS: Proceeds from shares sold ................ 8,821,705 10,419,763 Payments for shares redeemed ............. (1,772,820) (8,041,532) ----------- ----------- Net increase in net assets from capital share transactions ............... 7,048,885 2,378,231 ----------- ----------- TOTAL INCREASE IN NET ASSETS ............... 9,640,233 1,551,254 NET ASSETS: Beginning of period ...................... 28,540,532 26,989,278 ----------- ----------- End of period ............................ $38,180,765 $28,540,532 =========== =========== CAPITAL SHARE ACTIVITY: Shares sold .............................. 820,720 1,101,989 Shares redeemed .......................... (163,695) (850,044) ----------- ----------- Net increase in shares outstanding ....... 657,025 251,945 Shares outstanding, beginning of period .. 2,748,491 2,496,546 ----------- ----------- Shares outstanding, end of period ........ 3,405,516 2,748,491 =========== =========== See accompanying notes to financial statements. 7 STATEMENTS OF CHANGES IN NET ASSETS ================================================================================ ATALANTA/ SOSNOFF VALUE FUND - -------------------------------------------------------------------------------- SIX MONTHS ENDED YEAR NOVEMBER 30, ENDED 2003 MAY 31, (UNAUDITED) 2003 - -------------------------------------------------------------------------------- FROM OPERATIONS: Net investment loss ...................... $ ( 10,983) $ ( 7,961) Net realized gains (losses) on: Security transactions .................. 174,470 (185,509) Option contracts written (Note 4) ...... -- 4,499 Net change in unrealized appreciation/ depreciation on investments ............ 41,124 93,636 ----------- ----------- Net increase (decrease) in net assets from operations ........................... 204,611 (95,335) ----------- ----------- FROM CAPITAL SHARE TRANSACTIONS: Proceeds from shares sold ................ 184,259 251,501 Payments for shares redeemed ............. (63,915) (44,451) ----------- ----------- Net increase in net assets from capital share transactions ........................ 120,344 207,050 ----------- ----------- TOTAL INCREASE IN NET ASSETS ............... 324,955 111,715 NET ASSETS: Beginning of period ...................... 2,581,680 2,469,965 ----------- ----------- End of period ............................ $ 2,906,635 $ 2,581,680 =========== =========== CAPITAL SHARE ACTIVITY: Shares sold .............................. 17,545 26,596 Shares redeemed .......................... (5,960) (4,805) ----------- ----------- Net increase in shares outstanding ....... 11,585 21,791 Shares outstanding, beginning of period .. 255,659 233,868 ----------- ----------- Shares outstanding, end of period ........ 267,244 255,659 =========== =========== See accompanying notes to financial statements. 8
ATALANTA/SOSNOFF FUND FINANCIAL HIGHLIGHTS =========================================================================================================== SIX MONTHS ENDED YEAR YEAR YEAR YEAR PERIOD NOVEMBER, 30 ENDED ENDED ENDED ENDED ENDED 2003 MAY 31, MAY 31, MAY 31, MAY 31, MAY 31, (UNAUDITED) 2003 2002 2001 2000 1999(a) - ----------------------------------------------------------------------------------------------------------- PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD: Net asset value at beginning of period .. $ 10.38 $ 10.81 $ 12.39 $ 14.93 $ 12.34 $ 10.00 ------- ------- ------- ------- ------- ------- Income (loss) from investment operations: Net investment loss ................... (0.04) (0.04) (0.05) (0.04) (0.12) (0.05) Net realized and unrealized gains (losses) on investments ............. 0.87 (0.39) (1.53) 0.17 2.71 2.39 ------- ------- ------- ------- ------- ------- Total from investment operations ........ 0.83 (0.43) (1.58) 0.13 2.59 2.34 ------- ------- ------- ------- ------- ------- Less distributions: From net realized gains ............... -- -- -- (2.67) -- -- ------- ------- ------- ------- ------- ------- Net asset value at end of period ........ $ 11.21 $ 10.38 $ 10.81 $ 12.39 $ 14.93 $ 12.34 ======= ======= ======= ======= ======= ======= Total return ............................ 8.00%(b) (3.98%) (12.75%) 0.37% 20.99% 23.40%(b) ======= ======= ======= ======= ======= ======= RATIOS AND SUPPLEMENTAL DATA: Net assets at end of period (000's)...... $ 38,181 $ 28,541 $ 26,989 $20,066 $ 18,485 $13,480 ======= ======= ======= ======= ======= ======= Ratio of net expenses to average net assets(c).................. 1.45%(d) 1.50% 1.50% 1.50% 1.50% 1.50%(d) Ratio of net investment loss to average net assets (0.84%)(d) (0.53%) (0.54%) (0.36%) (0.88%) (0.60%)(d) Portfolio turnover rate 97%(d) 120% 98% 141% 143% 124%(d)
(a) Represents the period from the initial public offering of shares, June 17, 1998, through May 31, 1999. (b) Not annualized. (c) Absent fee waivers and expense reimbursements by the Adviser, the ratio of expenses to average net assets would have been 1.72%, 1.83%, 1.73%, 1.95% and 2.54%(d) for the periods ended May 31, 2003, 2002, 2001, 2000 and 1999, respectively (Note 3). There were no fee waivers during the period ended November 30, 2003. (d) Annualized. See accompanying notes to financial statements. 9
Atalanta/Sosnoff Value Fund Financial Highlights ====================================================================================================== SIX MONTHS ENDED YEAR YEAR YEAR YEAR NOVEMBER, 30 ENDED ENDED ENDED ENDED 2003 MAY 31, MAY 31, MAY 31, MAY 31, (UNAUDITED) 2003 2002 2001 2000(a) - ------------------------------------------------------------------------------------------------------ PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD: Net asset value at beginning of period ... $ 10.10 $ 10.56 $ 11.29 $ 10.68 $ 10.00 ------- ------- ------- ------- ------- Income (loss) from investment operations: Net investment income (loss) ............. (0.04) (0.03) (0.04) 0.04 (0.03) Net realized and unrealized gains (losses) on investments ......................... 0.82 (0.43) (0.38) 1.62 0.71 ------- ------- ------- ------- ------- Total from investment operations ........... 0.78 (0.46) (0.42) 1.66 0.68 ------- ------- ------- ------- ------- Less distributions: From net investment income ............... -- -- -- (0.04) -- From net realized gains .................. -- -- (0.31) (1.01) -- ------- ------- ------- ------- ------- Total distributions ........................ -- -- (0.31) (1.05) -- ------- ------- ------- ------- ------- Net asset value at end of period ........... $ 10.88 $ 10.10 $ 10.56 $ 11.29 $ 10.68 ======= ======= ======= ======= ======= Total return ............................... 7.72%(b) (4.36%) (3.74%) 15.14% 6.80%(b) ======= ======= ======= ======= ======= RATIOS AND SUPPLEMENTAL DATA: Net assets at end of period (000's) ........ $ 2,907 $ 2,582 $ 2,470 $ 3,036 $ 2,137 ======= ======= ======= ======= ======= Ratio of net expenses to average net assets(c) ............................. 1.54%(d) 1.50% 1.50% 1.50% 1.50%(d) Ratio of net investment income (loss) to average net assets ....................... (0.79%)(d) (0.37%) (0.38%) 0.34% (0.38%)(d) Portfolio turnover rate .................... 146%(d) 143% 200% 983% 416%(d)
(a) Represents the period from the initial public offering of shares, July 1, 1999, through May 31, 2000. (b) Not annualized. (c) Absent fee waivers and expense reimbursements by the Adviser, the ratio of expenses to average net assets would have been 5.29%(d), 5.11%, 4.14%, 4.26% and 4.87%(d) for the periods ended November 30, 2003, May 31, 2003, 2002, 2001 and 2000, respectively (Note 3). (d) Annualized. See accompanying notes to financial statements. 10 ATALANTA/SOSNOFF FUND PORTFOLIO OF INVESTMENTS NOVEMBER 30, 2003 (UNAUDITED) ================================================================================ COMMON STOCKS -- 101.3% SHARES VALUE - -------------------------------------------------------------------------------- CONSUMER DISCRETIONARY-- 21.7% Cablevision Systems New York Group* ............ 29,500 $ 611,240 Clear Channel Communications, Inc. ............. 14,100 589,521 Comcast Corp.* ................................. 38,000 1,145,700 Fox Entertainment Group, Inc. * ................ 24,300 693,765 KB HOME ........................................ 11,100 764,568 Lowes Co., Inc. ................................ 18,500 1,078,550 Pulte Homes, Inc. .............................. 6,400 611,456 Staples, Inc.* ................................. 30,900 838,935 Time Warner, Inc.* ............................. 47,900 779,812 Viacom, Inc. - Class B ......................... 29,527 1,161,002 ---------- 8,274,549 ---------- CONSUMER STAPLES-- 0.7% Wal-Mart Stores, Inc. .......................... 5,000 278,200 ---------- FINANCIALS -- 24.2% Ace LTD ........................................ 11,100 404,595 American Express Co. ........................... 15,900 726,789 Berkshire Hathaway, Inc. - Class B * ........... 439 1,229,639 Citigroup, Inc. ................................ 35,880 1,687,795 Franklin Resources, Inc. ....................... 8,300 396,989 Goldman Sachs Group, Inc. (The) ................ 8,600 826,288 J.P. Morgan Chase & Co. ........................ 20,700 731,952 Lehman Brothers Holdings, Inc. ................. 18,900 1,364,769 Merrill Lynch & Co., Inc. ...................... 20,700 1,174,725 RenaissanceRE Holdings LTD ..................... 14,500 695,420 ---------- 9,238,961 ---------- HEALTHCARE -- 21.1% Aetna, Inc. .................................... 19,900 1,281,162 Amgen, Inc.* ................................... 12,600 724,626 Boston Scientific Corp.* ....................... 24,200 868,538 Caremark Rx, Inc.* ............................. 36,200 966,540 Eli Lilly and Co. .............................. 9,100 623,896 Forest Laboratories, Inc.* ..................... 16,500 901,560 Gilead Sciences, Inc.* ......................... 13,200 774,576 INAMED Corp.* .................................. 8,700 681,732 UnitedHealth Group, Inc. ....................... 22,400 1,207,360 ---------- 8,029,990 ---------- INDUSTRIALS -- 4.6% D.R. Horton, Inc. .............................. 22,900 1,000,730 Ryland Group, Inc. (The) ....................... 8,400 774,060 ---------- 1,774,790 ---------- INFORMATION TECHNOLOGY-- 26.3% Cisco Systems, Inc.* ........................... 74,300 1,683,638 Computer Associates International, Inc. ........ 49,100 1,144,030 Dell Computer Corp.* ........................... 29,200 1,007,400 EchoStar Communications Corp.* ................. 30,800 1,061,984 Hewlett-Packard Co. ............................ 58,700 1,273,203 11 ATALANTA/SOSNOFF FUND PORTFOLIO OF INVESTMENTS (CONTINUED) ================================================================================ COMMON STOCKS -- 101.3% (Continued) SHARES VALUE - -------------------------------------------------------------------------------- INFORMATION TECHNOLOGY -- 26.3% (Continued) International Business Machines Corp. .......... 8,200 $ 742,428 Microsoft Corp. ................................ 68,600 1,763,020 Taiwan Semiconductor Manufacturing Co. LTD - ADR* 127,015 1,380,653 ---------- 10,056,356 ---------- TELECOMMUNICATIONS SERVICES-- 2.7% Nextel Communications, Inc.* ................... 40,800 1,033,464 ---------- TOTAL COMMON STOCKS (Cost $32,638,303) ......... $ 38,686,310 ========== ================================================================================ CASH EQUIVALENTS -- 1.9% SHARES VALUE - -------------------------------------------------------------------------------- First American Treasury Obligation Fund - Class S (Cost $717,122) ................................ 717,122 $ 717,122 ---------- TOTAL INVESTMENT SECURITIES-- 103.2% (Cost $33,355,425) ............................. $39,403,432 LIABILITIES IN EXCESS OF OTHER ASSETS-- (3.2%) . (1,222,667) ---------- NET ASSETS-- 100.0% ............................ $38,180,765 ========== See accompanying notes to financial statements. * Non-income producing security 12 ATALANTA/SOSNOFF VALUE FUND PORTFOLIO OF INVESTMENTS NOVEMBER 30, 2003 (UNAUDITED) ================================================================================ COMMON STOCKS -- 96.7% SHARES VALUE - -------------------------------------------------------------------------------- CONSUMER DISCRETIONARY-- 23.1% Cablevision Systems New York Group* ............ 2,800 $ 58,016 Clear Channel Communications, Inc. ............. 1,300 54,353 Comcast Corp.* ................................. 2,800 84,420 Fox Entertainment Group, Inc. * ................ 1,800 51,390 KB HOME ........................................ 1,200 82,656 Lowes Co., Inc. ................................ 1,100 64,130 Pulte Homes, Inc. .............................. 700 66,878 Staples, Inc.* ................................. 2,400 65,160 Time Warner, Inc.* ............................. 3,600 58,608 Viacom, Inc. - Class B ......................... 2,200 86,504 ---------- 672,115 ---------- CONSUMER STAPLES-- 1.4% Loews Corp. - Carolina Group ................... 1,800 41,580 ---------- FINANCIALS -- 26.9% Ace LTD ........................................ 1,200 43,740 American Express Co. ........................... 1,200 54,852 Berkshire Hathaway, Inc. - Class B * ........... 44 123,244 Citigroup, Inc. ................................ 3,100 145,824 Franklin Resources, Inc. ....................... 600 28,698 Goldman Sachs Group, Inc. (The) ................ 800 76,864 J.P. Morgan Chase & Co. ........................ 1,600 56,576 Lehman Brothers Holdings, Inc. ................. 1,700 122,757 Merrill Lynch & Co., Inc. ...................... 1,500 85,125 UnumProvident Corp. ............................ 3,000 44,790 ---------- 782,470 ---------- HEALTHCARE -- 11.1% Aetna, Inc. .................................... 1,500 96,570 Caremark Rx, Inc.* ............................. 2,700 72,090 Eli Lilly and Co. .............................. 900 61,704 UnitedHealth Group, Inc. ....................... 1,700 91,630 ---------- 321,994 ---------- INDUSTRIALS -- 8.4% D.R. Horton, Inc. .............................. 2,300 100,510 Deere & Co. .................................... 1,000 61,230 Ryland Group, Inc. (The) ....................... 900 82,935 ---------- 244,675 ---------- INFORMATION TECHNOLOGY-- 22.8% Cisco Systems, Inc. * .......................... 4,200 95,172 Computer Associates International, Inc. ........ 4,300 100,190 EchoStar Communications Corp.* ................. 1,500 51,720 Hewlett-Packard Co. ............................ 4,200 91,098 International Business Machines Corp. .......... 300 27,162 Microsoft Corp. ................................ 4,800 123,360 Taiwan Semiconductor Manufacturing Co. LTD - ADR* 11,567 125,733 Xerox Corp. .................................... 3,900 47,502 ---------- 661,937 ---------- 13 ATALANTA/SOSNOFF VALUE FUND PORTFOLIO OF INVESTMENTS (CONTINUED) ================================================================================ COMMON STOCKS -- 96.7% (Continued) SHARES VALUE - -------------------------------------------------------------------------------- TELECOMMUNICATIONS SERVICES-- 3.0% Nextel Communications, Inc.* ................... 3,400 $ 86,122 ---------- TOTAL COMMON STOCKS (Cost $2,423,474) .......... $ 2,810,893 ---------- ================================================================================ REAL ESTATE INVESTMENT TRUSTS-- 1.4% SHARES VALUE - -------------------------------------------------------------------------------- Equity Office Properties Trust (Cost $40,323) .. 1,500 $ 41,595 ---------- ================================================================================ CASH EQUIVALENTS -- 3.3% SHARES VALUE - -------------------------------------------------------------------------------- First American Treasury Obligation Fund - Class S (Cost $95,473) ............................... 95,473 $ 95,473 ---------- TOTAL INVESTMENT SECURITIES-- 101.4% (Cost $2,559,270)............................. $ 2,947,961 LIABILITIES IN EXCESS OF OTHER ASSETS-- (1.4%).. ( 41,326) ---------- NET ASSETS-- 100.0%............................. $ 2,906,635 ========== See accompanying notes to financial statements. * Non-income producing security 14 NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2003 (UNAUDITED) ================================================================================ 1. SIGNIFICANT ACCOUNTING POLICIES The Atalanta/Sosnoff Fund and the Atalanta/Sosnoff Value Fund (individually, a Fund, and, collectively, the Funds) are each a no-load series of the Atalanta/Sosnoff Investment Trust (the Trust), an open-end management investment company registered under the Investment Company Act of 1940. The Trust was organized as an Ohio business trust on January 29, 1998. The Atalanta/Sosnoff Fund was capitalized on May 6, 1998, when Atalanta Sosnoff Capital, LLC (the Adviser) purchased the initial 10,000 shares of the Fund at $10 per share. The public offering of shares of the Atalanta/Sosnoff Fund commenced on June 17, 1998. The public offering of shares of the Atalanta/Sosnoff Value Fund commenced on July 1, 1999, when the Adviser purchased the initial 200,000 shares of the Fund at $10 per share. The Funds had no operations prior to the public offering of their respective shares except for the initial issuance of shares. The Atalanta/Sosnoff Fund seeks long-term capital appreciation through equity investments in companies which the Adviser believes are entering into a period of accelerating earnings momentum. The Atalanta/Sosnoff Value Fund seeks long-term capital appreciation by investing primarily in equity securities which the Adviser believes are fundamentally undervalued. The following is a summary of the Funds' significant accounting policies: Securities valuation -- The Funds' portfolio securities are valued as of the close of the regular session of trading on the New York Stock Exchange (normally 4:00 p.m., Eastern time). Securities which are traded on stock exchanges are valued at the last reported sale price or, if not traded on a particular day, at the closing bid price. Securities which are quoted by NASDAQ are valued at the NASDAQ Official Closing Price. Securities traded in the over-the-counter market, and which are not quoted by NASDAQ, are valued at the last sale price, if available, otherwise, at the last quoted bid price. Securities for which market quotations are not readily available are valued at fair value as determined in good faith in accordance with consistently applied procedures established by and under the general supervision of the Board of Trustees. Short-term instruments (those remaining maturities of 60 days or less) are valued at amortized cost, which approximates market value. Share valuation -- The net asset value per share of each Fund is calculated daily by dividing the total value of each Fund's assets, less liabilities, by the number of shares outstanding, rounded to the nearest cent. The offering and redemption price per share of each Fund is equal to the net asset value per share. Investment income -- Dividend income is recorded on the ex-dividend date. Interest income is accrued as earned. Discounts and premiums on fixed-income securities are amortized using the interest method. Distributions to shareholders -- Dividends arising from net investment income, if any, are declared and paid annually to shareholders of each Fund. Net realized short-term capital gains, if any, may be distributed throughout the year and net realized long-term capital gains, if any, are distributed at least once each year. The amount of distributions from net investment income and net realized gains are determined in accordance with federal income tax 15 NOTES TO FINANCIAL STATEMENTS (CONTINUED) ================================================================================ regulations which may differ from accounting principles generally accepted in the United States. These "book/tax" differences are either temporary or permanent in nature and are primarily due to losses deferred due to wash sales. There were no distributions for the Atalanta/Sosnoff Fund or the Atalanta/Sosnoff Value Fund during the periods ended November 30, 2003 and May 31, 2003. Security transactions -- Security transactions are accounted for on trade date. Securities sold are determined on a specific identification basis. Option transactions - The Funds may write covered call options for which premiums are received and are recorded as liabilities, and are subsequently valued daily at the closing prices on their primary exchanges. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised increase the proceeds used to calculate the realized gain or loss on the sale of the security. If a closing purchase transaction is used to terminate the Funds' obligation on a call, a gain or loss will be realized, depending upon whether the price of the closing purchase transaction is more or less than the premium previously received on the call written. Estimates -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Federal income tax -- It is each Fund's policy to comply with the special provisions of the Internal Revenue Code (the Code) applicable to regulated investment companies. As provided therein, in any fiscal year in which a Fund so qualifies and distributes at least 90% of its taxable income, the Fund (but not the shareholders) will be relieved of federal income tax on the income distributed. Accordingly, no provision for income taxes has been made. In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also each Fund's intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years. The tax character of distributable earnings at November 30, 2003 was as follows: - -------------------------------------------------------------------------------- ATALANTA/ ATALANTA/ SOSNOFF SOSNOFF VALUE FUND FUND - -------------------------------------------------------------------------------- Accumulated net investment loss........ $ ( 146,960) $ ( 10,983) Capital loss carryforwards............. ( 6,434,917) ( 399,083) Unrealized appreciation................ 5,839,098 377,056 Other gains............................ 967,208 181,234 ------------ ---------- Total distributable earnings........... $ 224,429 $ 148,224 ============ ========== - -------------------------------------------------------------------------------- 16 NOTES TO FINANCIAL STATEMENTS (CONTINUED) ================================================================================ As of May 31, 2003, the Funds had the following capital loss carryforwards for federal income tax purposes. These capital loss carryforwards may be utilized in the current and future years to offset net realized capital gains, if any, prior to distribution to shareholders. - -------------------------------------------------------------------------------- ATALANTA/ ATALANTA/ SOSNOFF SOSNOFF VALUE EXPIRES MAY 31, FUND FUND - -------------------------------------------------------------------------------- 2009................................. $ 968,544 $ -- 2010................................. 987,464 151,888 2011................................. 4,478,909 247,195 ----------- --------- $ 6,434,917 $ 399,083 =========== ========= - -------------------------------------------------------------------------------- The following information is based upon the federal income tax cost of the investment securities as of November 30, 2003: - -------------------------------------------------------------------------------- ATALANTA/ ATALANTA/ SOSNOFF SOSNOFF VALUE FUND FUND - -------------------------------------------------------------------------------- Gross unrealized appreciation.......... $ 6,436,076 $ 404,799 Gross unrealized depreciation.......... ( 596,978) ( 27,743) ----------- --------- Net unrealized appreciation............ $ 5,839,098 $ 377,056 =========== ========= Federal income tax cost................ $ 33,564,334 $ 2,570,905 =========== ========= The difference between the federal income tax cost and the financial statement cost of portfolio investments is due to certain timing differences in the recognition of capital losses under income tax regulations and accounting principles generally accepted in the United States. 2. INVESTMENT TRANSACTIONS Investment transactions, other than short-term investments and U.S. government securities, were as follows for the six months ended November 30, 2003: - -------------------------------------------------------------------------------- ATALANTA/ ATALANTA/ SOSNOFF SOSNOFF VALUE FUND FUND - -------------------------------------------------------------------------------- Purchases of investment securities..... $ 24,224,545 $ 2,045,196 ============ =========== Proceeds from sales of investment securities............................ $ 16,249,431 $ 1,921,069 ============ =========== - -------------------------------------------------------------------------------- 17 NOTES TO FINANCIAL STATEMENTS (CONTINUED) ================================================================================ 3. TRANSACTIONS WITH AFFILIATES Certain officers of the Trust are also officers of the Adviser. Certain other officers of the Trust are also officers of Ultimus Fund Solutions, LLC (Ultimus), the administrative services agent, shareholder servicing and transfer agent and accounting services agent for the Trust. INVESTMENT ADVISORY AGREEMENT The Funds' investments are managed by the Adviser pursuant to the terms of an Investment Advisory Agreement. Each Fund pays the Adviser an investment advisory fee, computed and accrued daily and paid monthly, at an annual rate of 0.75% of average daily net assets of each Fund. This base management fee of 0.75% may be increased or decreased by 0.25% if a Fund outperforms or underperforms its relevant benchmark by at least 2.00% (referred to as the "performance fee adjustment"). For the six months ended November 30, 2003, the Atalanta/Sosnoff Fund and the Atalanta/Sosnoff Value Fund paid an additional $4,949 and $513, respectively, in investment advisory fees pursuant to the performance fee adjustment. The Adviser has committed to waive its investment advisory fees and reimburse the Funds for expenses incurred to the extent necessary to limit total operating expenses of each Fund (before any performance fee adjustment) to a maximum level of 1.50% of each Fund's average daily net assets. Accordingly, during the six months ended November 30, 2003, the Adviser waived its investment advisory fees of $10,949, which includes $513 of the performance fee adjustment, and reimbursed $41,278 of other operating expenses for the Atalanta/Sosnoff Value Fund. There were no waivers for the Atalanta/Sosnoff Fund. ADMINISTRATION AGREEMENT Under the terms of an Administration Agreement, Ultimus supplies non-investment related statistical and research data, internal regulatory compliance services and executive and administrative services for the Funds. Ultimus prepares the tax returns, reports to shareholders of each Fund, reports to and filings with the Securities and Exchange Commission and state securities commissions, and materials for meetings of the Board of Trustees. For these services, Ultimus receives a monthly fee at an annual rate of 0.15% of each Fund's average daily net assets up to $50 million; 0.125% of such net assets between $50 million and $100 million; 0.10% of such net assets between $100 million and $250 million; 0.075% of such nets assets between $250 million and $500 million; and 0.05% of such net assets in excess of $500 million, subject to a $2,000 minimum monthly fee per Fund. FUND ACCOUNTING AGREEMENT Under the terms of a Fund Accounting Agreement, Ultimus calculates the daily net asset value per share and maintains the financial books and records of each Fund. For these services, Ultimus receives a fee, based on current asset levels, of $2,000 per month from each Fund plus an asset-based fee computed as a percentage of each Fund's average net assets. In addition, each Fund reimburses Ultimus for out-of-pocket expenses related to the pricing of each Fund's portfolio securities. 18 NOTES TO FINANCIAL STATEMENTS (CONTINUED) ================================================================================ TRANSFER AGENT AGREEMENT Under the terms of a Transfer Agent and Shareholder Services Agreement, Ultimus maintains the records of each shareholder's account, answers shareholders' inquiries concerning their accounts, processes purchases and redemptions of each Fund's shares, acts as dividend and distribution disbursing agent, and performs other shareholder service functions. For these services, Ultimus receives a monthly fee at an annual rate of $18 per shareholder account from each Fund, subject to a $1,500 minimum monthly fee for each Fund (except that if a Fund has less than 25 shareholders, the monthly fee is reduced to $1,000 and if a Fund has less than 100 shareholders but not less than 25, the monthly fee is reduced to $1,250). In addition, each Fund reimburses Ultimus for out-of-pocket expenses including, but not limited to, postage and supplies. SERVICE PLAN The Trust has adopted a Service Plan (the Plan) under which each Fund compensates Atalanta Sosnoff Management, LLC (the Distributor) for services related to the distribution and promotion of Fund shares. Each Fund pays the Distributor a fee, computed and accrued daily and paid monthly, at a maximum annual rate of 0.25% of the average daily net assets of each Fund. During the six months ended November 30, 2003, the Atalanta/Sosnoff Fund and the Atalanta/Sosnoff Value Fund incurred expenses of $17,589 and $548 respectively, under the Plan. 4. CALL OPTIONS WRITTEN A summary of written call option contracts during the six months ended November 30, 2003 for the Atalanta/Sosnoff Fund is as follows: - -------------------------------------------------------------------------------- ATALANTA/SOSNOFF FUND - -------------------------------------------------------------------------------- OPTION OPTION CONTRACTS PREMIUMS - -------------------------------------------------------------------------------- Options outstanding at beginning of period....... -- $ -- Options written.................................. 87 34,581 Options canceled in a closing purchase transaction..................................... ( 87) ( 34,581) ---------- ---------- Options outstanding at end of period............. -- $ -- ========== ========== - -------------------------------------------------------------------------------- 19 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK ATALANTA/SOSNOFF INVESTMENT TRUST 101 Park Avenue o New York, New York 10178 toll free 1-877-SOSNOFF (767-6633) website o www.atalantasosnoff.com e-mail o asfund@atalantasosnoff.com BOARD OF TRUSTEES Toni E. Sosnoff Howard A. Drucker Irving L. Straus Aida L. Wilder INVESTMENT ADVISER Atalanta Sosnoff Capital, LLC 101 Park Avenue o New York, New York 10178 212-867-5000 DISTRIBUTOR Atalanta Sosnoff Management, LLC 101 Park Avenue o New York, New York 10178 TRANSFER AGENT Ultimus Fund Solutions, LLC P.O. Box 46707 o Cincinnati, Ohio 45246-0707 SHAREHOLDER SERVICES Nationwide: (Toll-Free) 1-877-SOSNOFF 1-877-767-6633 A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling toll-free 1-877-SOSNOFF (1-877-767-6633), or on the Securities and Exchange Commission's website at http://www.sec.gov. ITEM 2. CODE OF ETHICS. Not required ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not required ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not required ITEM 5. AUDIT COMMITTEE OF LISTED COMPANIES. Not required ITEM 6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not required ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. (a) Based on their evaluation of the registrant's disclosure controls and procedures (as defined in Rule 301-2(c) under the Investment Company Act of 1940), the registrant's principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis. (b) There were no significant changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 10. EXHIBITS. File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated. (a) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable (b) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2): Attached hereto Exhibit 99.CERT Certifications pursuant to Section 302 of the Sarbanes- Oxley Act of 2002 Exhibit 99.906CERT Certifications pursuant to Section 906 of the Sarbanes- Oxley Act of 2002 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) Atalanta/Sosnoff Investment Trust ------------------------------------------------------------------ By (Signature and Title)* /s/ Kevin S. Kelly ------------------------------------- Kevin S. Kelly, President Date February 2, 2004 ------------------------------- 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/ Kevin S. Kelly ------------------------------------- Kevin S.Kelly, President Date February 2, 2004 ------------------------------- By (Signature and Title)* /s/ Mark J. Seger ------------------------------------- Mark J. Seger, Treasurer Date February 2, 2004 ------------------------------- * Print the name and title of each signing officer under his or her signature. EX-99.CERT 3 ex99cert.txt ATALANTA/SOSNOFF INVTRUST - SECTION 302 CERTS EX-99.CERT CERTIFICATIONS -------------- I, Kevin S. Kelly, certify that: 1. I have reviewed this report on Form N-CSR of Atalanta/Sosnoff Investment Trust; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: February 2, 2004 /s/ Kevin S. Kelly ---------------------------------- Kevin S. Kelly, President CERTIFICATIONS -------------- I, Mark J. Seger, certify that: 1. I have reviewed this report on Form N-CSR of Atalanta/Sosnoff Investment Trust; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: February 2, 2004 /s/ Mark J. Seger ------------------------------ Mark J. Seger, Treasurer EX-99.906CERT 4 ex99906cert.txt ATALANTA/SOSNOFF INV TRUST - SECTION 906 CERT. EX-99.906CERT CERTIFICATIONS -------------- Kevin S. Kelly, Chief Executive Officer, and Mark J. Seger, Chief Financial Officer, of Atalanta/Sosnoff Investment Trust (the "Registrant"), each certify that: 1. The Registrant's periodic report on Form N-CSR for the period ended November 30, 2003 (the "Form N-CSR") fully complies with the requirements of section 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant. CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL OFFICER Atalanta/Sosnoff Investment Trust Atalanta/Sosnoff Investment Trust /s/ Kevin S. Kelly /s/ Mark J. Seger - ----------------------------- --------------------------- Kevin S. Kelly, President Mark J. Seger, Treasurer Date: February 2, 2004 February 2, 2004 A SIGNED ORIGINAL OF THIS WRITTEN STATEMENT REQUIRED BY SECTION 906, OR OTHER DOCUMENT AUTHENTICATING, ACKNOWLEDGING OR OTHERWISE ADOPTING THE SIGNATURE THAT APPEARS IN TYPED FORM WITHIN THE ELECTRONIC VERSION OF THIS WRITTEN STATEMENT REQUIRED BY SECTION 906, HAS BEEN PROVIDED TO ATALANTA/SOSNOFF INVESTMENT TRUST AND WILL BE RETAINED BY ATALANTA/SOSNOFF INVESTMENT TRUST AND FURNISHED TO THE SECURITIES AND EXCHANGE COMMISSION OR ITS STAFF UPON REQUEST. -----END PRIVACY-ENHANCED MESSAGE-----