N-CSR 1 dcmncsr.htm [Information in brackets is instructional and must be deleted prior to filing







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

811-09527



The DCM Series Trust


(Exact name of registrant as specified in charter)


7 Wells Avenue, Newton, MA 02459


(Address of principal executive offices)

(Zip code)


Emile Molineaux, Gemini Fund Services, LLC


150 Motor Parkway, Suite 205, Hauppauge, NY 11788  

(Name and address of agent for service)


Registrant's telephone number, including area code:

617 527-0033



Date of fiscal year end:

9/30


Date of reporting period: 3/31/04



Item 1.  Reports to Stockholders.


 

SEMI-ANNUAL REPORT

DCM GROWTH FUND

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TRUSTEES

Scott Allen

Stuart N. Cole

Stephen Dephoure

Jonathan J. Derby

Mark A Derby

Neal Shalom

 

INVESTMENT ADVISOR

Derby Capital Management, Inc.

7 Wells Avenue

Newton, MA 02459

 

ADMINISTRATOR

Gemini Fund Services, LLC

150 Motor Parkway

Hauppauge, NY 11788

 

CUSTODIAN

Bank of New York Co., Inc.

15 Broad Street, 7th Floor

New York, NY 10286

 

LEGAL COUNSEL

 

Goodwin Procter LLP

Exchange Place

Boston, MA 02109

DCM Growth Fund

 
 

INDEPENDENT ACCOUNTANTS

Russell, Brier & Co.

Ten P.O. Square – 6th Floor

Boston, MA 02109

 
 

DCM Growth Fund

c/o Gemini Fund Services, LLC

Omaha, NE 68154-1952

www.dcmfunds.com

 

Member NASD/SIPC

  

Not FDIC Insured

No Bank Guarantee

May Lose Value

March 31, 2004












DCM GROWTH FUND

SCHEDULE OF INVESTMENTS

March 31, 2004 (Unaudited)

         

 Market

 Shares

 

 

 

 

 

Security

  

 Value

          
  

COMMON STOCK - 81.75%

   
   

Consumer Discretionary - 15.06%

   
    

Manufacturing - 3.19%

   

           3,795

   

American Standard Co., Inc. +

  

 $       431,681

          
    

Media - 4.06%

   

           6,230

   

Gannett, Inc.

  

          549,112

          
    

Retailing - 7.81%

   

           7,491

   

Home Depot, Inc.

  

          279,864

         23,525

   

Rent-A-Center Inc. +

  

          776,090

         

       1,055,954

          
   

Consumer Staples - 6.01%

   
    

Food, Beverage & Tobacco - 6.01%

   

         33,750

   

Coca-Cola Femsa, S.A. de C.V.

  

          813,037

          
   

Financials - 30.81%

   
    

Diversified Financials - 22.13%

   

           8,788

   

Bank of New York, Inc.

  

          276,822

         18,432

   

Citigroup, Inc.

  

          952,934

         25,507

   

Washington Mutual, Inc.

  

       1,089,404

         11,891

   

Wells Fargo & Co.

  

          673,863

         

       2,993,023

          
    

Insurance - 8.68%

   

         10,152

   

American International Group, Inc.

  

          724,345

         11,788

   

Hilb, Rogal and Hamilton Co.

  

          449,123

         

       1,173,468

          
   

Healthcare - 8.70%

   
    

Pharmaceuticals & Biotechnology - 4.35%

   

         16,800

   

Pfizer, Inc.

  

          588,840

          
    

Medical Laboratory & Testing Services- 4.35%

   

         15,000

   

Laboratory Corp. of America Holdings +

  

          588,750

          
          
   

Industrials - 15.44%

   
    

Capital Goods - 8.03%

   

         14,448

   

D.R. Horton, Inc.

  

          511,893

         18,801

   

General Electric Co.

  

          573,807

         

       1,085,700

          
    

Commercial Services & Supplies - 7.41%

   

         22,556

   

Bisys Group, Inc. +

  

          378,038

          
          
          



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





DCM GROWTH FUND

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2004 (Unaudited)

 Shares /

        

 Market

 Principal ($)

 

 

 

 

 

Security

  

 Value

          
    

Commercial Services & Supplies - 7.41% (continued)

  

           8,000

   

Cendant Corp.

  

 $       195,120

           8,401

   

H&R Block, Inc.

  

          428,703

         

       1,001,861

          
   

Utilities - 5.73%

   
    

Energy/Pipelines - 5.73%

   

         12,299

   

Kinder Morgan, Inc.

  

          775,083

          
    

TOTAL COMMON STOCK

   
     

(Cost $9,472,939)

  

     11,056,509

          
  

SHORT-TERM INVESTMENTS - 18.20%

   
   

Regulated Investment Companies - 9.33%

   

       412,876

   

BNY Hamilton Money Fund, Hamilton Shares, due 4/1/04

  

          412,876

                10

   

Nuveen Quality Inc., Series M,

   
     

7 Day Auction Rate Preferred

  

          250,000

                24

   

Pimco High Income Fund,

   
     

7 Day Auction Rate Preferred

  

          600,000

         

       1,262,876

          
   

U.S. Treasury Bills - 8.87%

   

 $    400,000

   

To yield 0.89%, due 4/8/04

  

          399,938

 $    400,000

   

To yield 0.93%, due 5/6/04

  

          399,689

 $    400,000

   

To yield 0.92%, due 6/3/04

  

          399,454

         

       1,199,081

          
    

TOTAL SHORT-TERM INVESTMENTS

   
     

(Cost $2,461,957)

  

       2,461,957

          
    

TOTAL INVESTMENTS

   
     

(Cost $11,934,896*)

99.95%

 

 $  13,518,466

          
    

Other assets in excess of liabilities

0.05%

 

              6,548

          
    

TOTAL NET ASSETS

100.00%

 

 $  13,525,014

          
    
   
    

 +      Non-income producing security.

   

 *      Aggregate cost for Federal income tax purposes is substantially the same.

   
          
          




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





DCM GROWTH FUND

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2004 (Unaudited)

     

Assets:

   
 

Investments in securities, at value

   
 

 (Cost $9,472,939) (Note 2)

  

       $                  11,056,509

 

Short-term investments, at cost (Note 2)

  

2,461,957

 

Dividends and interest receivable

  

7,505

 

Prepaid expenses and other assets

  

9,273

 

Total Assets

  

13,535,244

     

Liabilities:

   
 

Investment advisory fees payable (Note 3)

  

4,762

 

Accrued trustees' fees

  

2,027

 

Accrued expenses and other liabilities

  

3,441

 

Total Liabilities

  

10,230

     
 

Net Assets

  

       $                  13,525,014

     

Net Assets Consist Of:

   
 

Paid in capital

  

       $                  16,451,413

 

Accumulated net investment loss

  

(3,717)

 

Accumulated net realized loss from security transactions

 

(4,506,252)

 

Net unrealized appreciation of investments

  

1,583,570

     
    

       $                  13,525,014

     
 

Net asset value and redemption price per share

  

 

 

($13,525,014/1,671,430 shares of capital stock outstanding)

 

       $                             8.09






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





DCM GROWTH FUND

STATEMENT OF OPERATIONS

For the Six Months Ended March 31, 2004 (Unaudited)

     

Investment Income:

   
 

Dividends

  

 $                84,087

 

Interest

  

5,347

 

Total investment income

  

89,434

     

Expenses:

   
 

Advisory fees (Note 3)

  

61,995

 

Administration fees

  

23,498

 

Transfer agent fees

  

12,236

 

Legal fees

  

10,684

 

Audit fees

  

5,269

 

Trustees' fees

  

4,022

 

Registration fees

  

3,630

 

Insurance expense

  

3,525

 

Printing expense

  

2,453

 

Custody fees

  

1,319

 

Other expenses

  

931

 

Total expenses

  

129,562

     
 

Less:

   
 

Advisory fees waived and expenses reimbursed (Note 3)

  

(36,411)

 

Net expenses

  

93,151

 

Net investment loss

  

(3,717)

     

Net Realized and Unrealized Gain

   
 

on Investments (Notes 2 and 4):

   
 

Net realized gain from security transactions

  

442,037

 

Net change in unrealized appreciation (depreciation) of investments

 

1,439,577

 

Net realized and unrealized gain on investments

  

1,881,614

     
 

Net increase in net assets resulting from operations

  

     $                1,877,897

     





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








DCM GROWTH FUND

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

 

 

 

   

For the Six

  
   

Months Ended

 

For the Year

   

March 31, 2004

 

Ended

   

(Unaudited)

 

September 30, 2003

      

From Operations:

    
 

Net investment loss

 

   $                   (3,717)

 

    $                    (8,450)

 

Net realized gain from security transactions

 

442,037

 

(1,641,420)

 

Net change in unrealized appreciation

    
 

   (depreciation) of investments

 

1,439,577

 

3,188,127

 

Net increase in net assets

    
 

   resulting from operations

 

1,877,897

 

1,538,257

      

From Capital Share Transactions:

    
 

Shares sold

 

1,197,798

 

3,043,700

 

Shares redeemed

 

(293,877)

 

(981,207)

 

Net increase in net assets from

    
 

   capital share transactions

 

903,921

 

2,062,493

      
 

Net increase in net assets

 

2,781,818

 

3,600,750

      

Net Assets:

    
 

Beginning of Period

 

10,743,196

 

7,142,446

 

End of Period*

 

   $            13,525,014

 

     $            10,743,196

 

* Includes accumulated net investment loss of:

 

   $                   (3,717)

 

     $                            -

      

Capital Share Transactions:

    
 

Shares sold

 

154,990

 

473,112

 

Shares redeemed

 

(37,544)

 

(152,847)

   

117,446

 

320,265







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





DCM GROWTH FUND

FINANCIAL HIGHLIGHTS

(For a share outstanding throughout each period)

             
   

For the Six

 

For the

 

For the

 

For the

 

For the

 
   

Months Ended

 

Year Ended

 

Year Ended

 

Year Ended

 

Period Ended

 
 

                                                                      

 

March 31, 2004

 

September 30,

 

September 30,

 

September 30,

 

September 30,

 
   

(Unaudited)

 

2003

 

2002

 

2001

 

2000 (1)

 
             

Net Asset Value, Beginning of Period

 $             6.91

 

 $             5.79

 

 $             6.51

 

 $           10.06

 

 $           10.00

 
             

Income (Loss) From

           

Investment Operations:

           
 

Net investment loss (2)(3)

 

               (0.00)

*

               (0.01)

**

               (0.03)

 

               (0.10)

 

               (0.09)

 
 

Net realized and unrealized gain (loss)

          
 

  from investment operations (2)

 

                1.18

 

                1.13

 

               (0.69)

 

               (3.45)

 

                0.15

 

Total from investment operations

 

                1.18

 

                1.12

 

               (0.72)

 

               (3.55)

 

                0.06

 

Net Asset Value, End of Period

 

 $             8.09

 

 $             6.91

 

 $             5.79

 

 $             6.51

 

 $           10.06

 
             

Total Return (4)

 

17.08%

 

19.34%

 

(11.06)%

 

(35.29)%

 

0.60%

 
             

Ratios/Supplemental Data:

           

Net assets, end of period (000s)

 

 $         13,525

 

 $         10,743

 

 $           7,142

 

 $           7,670

 

 $         10,864

 

Ratio of expenses to average net

           
 

assets, before waiver/reimbursement

2.09%

(5)

2.55%

 

2.54%

 

2.22%

 

2.61%

(5)

Ratio of net expenses to average net

           
 

assets, after waiver/reimbursement

 

1.50%

(5)

1.50%

 

1.50%

 

1.48%

 

1.50%

(5)

Ratio of net investment loss to average

           
 

net assets, before waiver/reimbursement

(0.64)%

(5)

(1.14)%

 

(1.48)%

 

(1.36)%

 

(1.95)%

(5)

Ratio of net investment loss to average

           
 

net assets, after waiver/reimbursement

(0.08)%

(5)

(0.09)%

 

(0.44)%

 

(0.62)%

 

(0.83)%

(5)

             

Portfolio Turnover Rate

 

18.84%

 

41.99%

 

31.51%

 

40.14%

 

62.69%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

For the period from October 19, 1999 (commencement of operations) to September 30, 2000.

     

(2)

Per share amounts calculated using the monthly average shares method.

       

(3)

For the period ended March 31, 2004, the years ended September 30, 2003, 2002 and 2001 and for the period ended

  
 

September 30, 2000, the advisor voluntarily waived its fee and reimbursed other expenses.   Had such actions not been

  
 

undertaken, net investment loss per share would have been $(0.02), $(0.07), $(0.10), $(0.22) and $(0.21), respectively.

  

(4)

Total returns are historical and assume changes in share price, reinvestment of dividends and capital gains distributions,

  
 

if any.   Total returns for periods less than one year are not annualized.

       

(5)

Annualized.

           

*

Unrounded value is $(0.002).

           

**

Unrounded value is $(0.006).

           
             



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




DCM GROWTH FUND

NOTES TO FINANCIAL STATEMENTS

March 31, 2004 (Unaudited)


Note 1.  Organization


The DCM Growth Fund (the “Fund”), is organized as a series of the DCM Series Trust (the “Trust”), a Massachusetts business trust formed on August 5, 1999, and registered as an open-end, non-diversified, management investment company under the Investment Company Act of 1940, as amended (“1940 Act”).  The Fund commenced operations on October 19, 1999.  The Fund’s business and affairs are managed by its officers under the direction of its Board of Trustees.  The Fund’s investment objective is to seek long-term growth of capital.


Note 2.  Significant Accounting Policies


The following is a summary of significant accounting policies consistently followed by the Fund.  These policies are in conformity with accounting principles generally accepted in the United States of America.


A.

Security Valuation – Securities listed on a national securities exchange and certain over-the-counter securities are valued as of the close of each business day, at the last sales price on the exchange or the over-the-counter market in which such securities are primarily traded, or in the absence of recorded sales, the mean between the closing bid and ask prices. NASDAQ traded securities are valued at the NASDAQ official closing price (NOCP).   Securities for which market quotations are not readily available are valued at their fair value following procedures approved by the Board of Trustees.  Short-term investments held by the Fund that mature in 60 days or less are valued at amortized cost, which approximates market value.

B.

Security Transactions and Related Investment Income - Securities transactions are accounted for on the trade date.  Cost is determined and gains and losses are based upon the specific identification method for both financial statement and Federal income tax purposes.   Dividend income is recorded on the ex-dividend date.  Interest income is recorded on the accrual basis.   

C.

Federal Income Taxes - The Fund intends to continue to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income to its shareholders.  Therefore, no provision for Federal income tax is required.


At September 30, 2003, the DCM Growth Fund had, for Federal income tax purposes, approximately the following capital loss carryforwards available to offset future capital gains expiring on September 30 of the years below:

    


 

2008

2009

2010

2011

Total

Capital Loss Carryforwards

$358,000

$1,463,000

$1,486,000

$1,641,000

$4,948,000


To the extent that these carryforward losses are used to offset capital gains, it is probable that the gains so offset will not be distributed.


D.

Dividends and Distributions to Shareholders - The Fund records dividends and distributions to shareholders on the ex-dividend date.  The Fund will distribute its net investment income, if any, and net realized capital gains, if any, annually.

E.

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


DCM GROWTH FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2004 (Unaudited)


Note 3.  Investment Advisory Fee and Other Transactions


The Trust has entered into an investment advisory agreement (the “Agreement”) with Derby Capital Management, Inc. (the “Advisor”). Pursuant to the Agreement, the Advisor manages the investment portfolio of the Fund, subject to policies adopted by the Trust’s Board of Trustees, and furnishes office space and all necessary facilities, equipment and executive personnel necessary for managing the day-to-day operations of the Fund.   For its services, the Advisor receives a fee, paid monthly, calculated at an annual rate of 1.00% of the Fund’s average daily net assets.


The Advisor has voluntarily agreed to waive its advisory fee and reimburse other expenses to the extent the Fund’s operating expenses exceed 1.50% (excluding distribution and service fees, brokerage commissions, interest, taxes and extraordinary expenses, if any) of the Fund’s average daily net assets. For the six months ended March 31, 2004, the Advisor waived fees amounting to $36,411.

 

The Trust has entered into an Administrative Service Agreement and a Transfer Agency and Service Agreement (“Agreements”) with Gemini Fund Services, LLC (“GFS”). Pursuant to the Agreements, GFS serves as Administrator, Transfer Agent and Dividend Disbursing and Fund Accounting Agent to the Fund. For these services, the Fund pays GFS an annual fee, paid monthly, based on a percentage of the Fund’s average daily net assets, subject to certain minimum requirements.


Effective February 2, 2004, Aquarius Fund Distributors, LLC (“AFD”) became the Distributor of the Trust.    Orbitex Funds Distributor, Inc. acted as the Distributor prior to February 2, 2004.   The Trust has adopted a Distribution Plan (“Plan”) pursuant to Rule 12b-1 under the 1940 Act.   Pursuant to the Plan, the Distributor will pay the promotional and advertising expenses related to the distribution of the Fund’s shares and for the printing of all Fund prospectuses used in connection with distribution and sale of the Fund’s shares. The Fund will pay the Distributor a fee calculated at an annual rate of .25% of the Fund’s average daily net assets. During the six months ended March 31, 2004, the Plan was not in effect, hence the Fund did not accrue any fees and no payments were made.  


Note 4.  Investment Transactions


During the six months ended March 31, 2004, the cost of purchases and proceeds from sales of investment securities, excluding short-term securities, aggregated $3,290,828 and $1,948,629, respectively.


At March 31, 2004, the aggregate gross unrealized appreciation and depreciation of investments for Federal income tax purposes were as follows:

   

 

Gross unrealized appreciation………………………

 

$2,018,605

 

Gross unrealized depreciation………………………

 

   (435,035)

 

Net unrealized appreciation…………………………

 

$1,583,570










DCM GROWTH FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2004 (Unaudited)

 

Note 5.   Tax Components of Capital and Other


The DCM Growth Fund did not make any distributions to shareholders during the year ended September 30, 2003.


As of September 30, 2003, the components of distributable earnings on a tax basis were as follows:


 

Undistributed net investment income

 

Capital loss carryforwards

 

Unrealized appreciation

      
 

-

 

$(4,948,000)

 

$143,993


For the year ended September 30, 2003, the Fund made the following reclassifications as the result of

book to tax differences resulting from operating losses:


 

Decrease accumulated net investment loss

 

Decrease paid-in capital

 

Increase (decrease) accumulated net realized loss on investments

      
 

$167,962

 

$(167,962)

 

-


Net assets of the Fund were unaffected by the reclassifications above.



Note 6.   Subsequent Event


Effective April 15, 2004, the DCM Growth Fund became known as the “DCM Fund.”   The Fund’s investment objective and policies will remain as stated in the Fund’s prospectus and statement of additional information.





DCM Growth Fund


   







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 Companies.  Not applicable to open-end investment companies.


Item 6.  Schedule of Investments.   See Item 1.


Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds.  Not applicable to open-end investment companies.


Item 8. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.   Not applicable to open-end investment companies.

 

Item 9.   Submission of Matters to a Vote of Security Holder.   None.


Item 10.  Controls and Procedures.  


(a)

Based on an evaluation of the registrant’s disclosure controls and procedures as of March 31, 2004, the disclosure controls and procedures are reasonably designed to ensure that the information required in filings on Forms N-CSR is recorded, processed, summarized, and reported on a timely basis.


(b)

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


Item 11.  Exhibits.  


(a)(1)   Not applicable.


(a)(2)   Certification(s) required by Section 302 of the Sarbanes-Oxley Act of 2002 (and Item 11(a)(2) of Form N-CSR) are filed herewith.


(a)(3)   Not applicable.


(b)   Certification(s) required by Section 906 of the Sarbanes-Oxley Act of 2002 (and Item 11(b) of Form N-CSR) are filed 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)

The DCM Series Trust



By (Signature and Title)

*

/s/

Mark Alan Derby


Mark Alan Derby, President


Date

5/25/04




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/

Mark Alan Derby


Mark Alan Derby, President


Date

5/25/04



By (Signature and Title)

*

/s/

Jonathan Jay Derby


Jonathan Jay Derby, Vice President, Treasurer and Secretary

 

Date

5/25/04



* Print the name and title of each signing officer under his or her signature.