N-CSR 1 dean0309.htm DEAN ANNUAL 033109

 

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       811-21237                              
 

          Unified Series Trust                                        

     2960 N. Meridian Street, Ste.300, Indianapolis, In 46208          

Christopher E. Kashmerick
Unified Fund Services, Inc.
2960 N. Meridian Street, Ste. 300
Indianapolis, IN 46208          
(Name and address of agent for service)
 
Registrant's telephone number, including area code: 317-917-7000
 
Date of fiscal year end:     03/31          
 
Date of reporting period:     03/31/09          
 
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. § 3507.
 

Item 1. Reports to Stockholders. 

 

 

DEAN FUNDS

 

Large Cap Value Fund
Small Cap Value Fund

Annual Report

March 31, 2009

Fund Adviser:
 
Dean Investment Associates LLC
2200 Kettering Tower
Dayton, OH 45423
 
 
 
 
 

Toll Free 1-888-899-8343

Dean Large Cap Value Fund (DALCX)

Management’s Discussion & Analysis – Fiscal Year ending March 31, 2009

The Dean Large Cap Value Fund’s total return was -39.52% for the year ended March 31, 2009. This compares favorably with the Fund’s benchmark, the Russell 1000 Value Index’s -42.42% annual return.
 
Clearly, this past year was one for the record books – and not in a good way. There has only been one calendar year since 1927 when the S&P 500 Index was down more than the one-year period ended March 31, 2009. In 1931, the S&P 500 Index was down 47.0%. Fortunately, we do not see much cause for fear of systemic and long-term problems within our financial system. As such, sooner or later we expect a recovery, and perhaps it too may be one for the record books.
 
We derive some hope that in the past, very bad periods are often followed by reciprocal large positive moves. We believe there are indications that the economy is recovering, or at least has reached a more stable level. Perhaps the proverbial light at the end of the tunnel has emerged.
 
This year was one in which safety and stability were relatively well rewarded. The best market sectors were Health Care, Consumer Staples, Telecommunications, and Utilities (each sector still declined between 20% and 30%). These groups of businesses are typically less cyclical and perceived as relatively stable. With the financial meltdown and macro-economic malaise, other sectors, such as Financials and Industrials were down 50% or more during the year. Related to this, “growth” stocks outperformed “value” stocks.
 
The economy became increasingly weak throughout the fiscal year, with a major step down in September and October. At that time, there were many reports announcing that consumer spending dropped off dramatically. This led to across-the-board inventory destocking, which meant much less demand for goods throughout distribution and manufacturing chains. At the same time, (not coincidentally) Lehman Brothers declared bankruptcy and AIG appeared poised to fail. The financial market turmoil continues to be felt today. While it does not appear that there is systemic risk, such fear drove many financial stocks quickly down 75% or more.
 
The Dean Large Cap Value Fund fared somewhat better than the benchmark. The Fund outperformed the benchmark by just under 3%, which was due as much to what was avoided as to what was owned. We did not own Merrill Lynch, which fell over 70% before the Bank of America acquisition, or Lehman Brothers, which lost nearly 100% of its value due to bankruptcy, or many other prominent and former financial leaders that fell anywhere from 60% to 100% in this past year. We did not escape unscathed however. While we owned much less than the benchmark index, we did, and continue to own: Bank of America (sold during year), General Electric (2.2% of portfolio) and SunTrust Bank (2.4% of portfolio), which declined 60%, 54%, and 44%, respectively. Both Bank of America and General Electric represent larger positions in the benchmark than in the Fund. Though it gives us little comfort, this underweight decision was an important part of relative performance. It turns out that the Financials sector, while being the single largest detractor from total return for our mutual fund, was one of the better relative outcomes, when compared with the benchmark. This is due to the Fund’s position as the second largest underweight vs. the Russell 1000 Value Index. Financials cost the benchmark -16.5% of total return vs. -13.8% for the Fund.
 
Throughout the year, the Fund was underweight in the Utilities and Consumer Staples sectors. This relative underweight allocation was detrimental to relative performance, as there was a flight to safety in these sectors in the face of the market turmoil. While Utilities and Consumer Staples were down “only” 25.0 % and 26.5% respectively, their valuations were high relative to the investment quality and perceived safety. Because we are bottom-up stock pickers and do not try to guess the next short-term move in the economy or stock markets, we found the most opportunity away from these theoretical safe-havens. We always consider what the stock market prices reflect in terms of fundamental expectations. Considering the over-abundance of fear in the market, many of the best risk-reward opportunities appeared in the more cyclical and volatile industries and companies. As long as the downward trend continued, this analysis appeared foolish. However, often the bounce back makes up for a relatively long period of under-performance very quickly, and thus makes the short-term pain worthwhile in long-term total return for shareholders.
 
Even in this dark year that ended March 31, 2009, there were some bright stars. We owned Anheuser Busch (BUD) last year and it was up 47% over the fiscal year due to the purchase of this last major American brewer by the Brazilian-owned and Brussels-based InBev (what is now Anheuser Busch InBev). Amgen Inc. (AMGN) was purchased in April of last year after the stock had fallen over 35% due to some company specific product fears as well as macro-economic concerns. While owned, the stock was up while the market was down considerably. AMGN was subsequently sold, capturing the outperformance. Finally, Freeport-McMoran Copper & Gold (FCX, 1.7% of portfolio) was purchased in mid-October. The company’s fortunes are directly tied to copper and gold prices. The company mines other industrial metals, but the bulk of profitability comes from copper pricing. At the time of purchase, copper prices had fallen some 60% to near five-year lows. We did not know when this would turn around; however, it appeared that the price of the stock was extrapolating that recent trend and incorporated a stock value based on copper prices much lower. As it turns out, in this short period, copper ended up bottoming another 25% lower in December, but is now up 65% from the lows and nearly 20% from the time we purchased FCX. The stock is nearly flat with where we bought it. However, with our benchmark down 15% in the interim, this is a modest win.
  
In general, it was a very difficult market for nearly all participants. We were able to generate total returns better than our benchmark but the memories still leave a bad taste in our mouths. There are an increasing number of economic indicators that are starting to turn up, or at least have paused their deterioration. Moreover, while it may yet be a while before the next bull market statistically begins, it is always sound advice to buy low and sell high. Without a doubt, the stock market is currently low.

Performance Summary


 

The performance quoted represents past performance, which 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. The returns shown do not reflect deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted.For more information on the Dean Large Cap Value Fund, and to obtain performance data current to the most recent month-end, or to request a prospectus, please call 1-888-899-8343.You should carefully consider the investment objectives, potential risks, management fees, and charges and expenses of the Fund before investing. The Fund’s prospectus contains this and other information about the Fund, and should be read carefully before investing.

* Return figures reflect any change in price per share and assume the reinvestment of all distributions.
** Prior to November 1, 2008, a maximum up-front sales charge of 5.25% was paid when shares were purchased. The front-end sales charge for the shares decreased with the amount invested and was included in the offering price. The sales charge did not apply to purchases over $500,000. Prior to November 1, 2008, the Fund charged a contingent deferred sales charge (“CDSC”) of 1.00% on shares redeemed within 12 months of purchase if the front-end sales charge was not paid. The fee was not applied to shares acquired through reinvestment of dividends or capital gains.
***The Russell 1000 and Russell 1000 Value Indices are unmanaged benchmarks that assume reinvestment of all distributions and exclude the effect of taxes and fees. The Indices are widely recognized unmanaged indices of equity prices and are representative of a broader market and range of securities than are found in the Fund’s portfolio. Individuals cannot invest directly in the Indices; however, an individual can invest in exchange-traded funds or other investment vehicles that attempt to track the performance of a benchmark index.


 

This graph shows the value of a hypothetical initial investment of $10,000 in the Fund, the Russell 1000 Index and the Russell 1000 Value Index on March 31, 1999 and held through March 31, 2009.
 
The Russell 1000 Index and the Russell 1000 Value Index are widely recognized unmanaged indices of common stock prices and are representative of a broader market and range of securities than are found in the Fund’s portfolio. Individuals cannot invest directly in the Indices; however, an individual can invest in exchange-traded funds or other investment vehicles that attempt to track the performance of a benchmark index. The Index returns do not include expenses, which have been deducted from the Fund’s return. These performance figures include the change in value of the stocks in the index plus the reinvestment of dividends and are not annualized. The returns shown do not reflect deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. THE FUND’S RETURN REPRESENTS PAST PERFORMANCE AND DOES NOT GUARANTEE OR PREDICT FUTURE RESULTS. Investment returns and principal values will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted.For more information on the Dean Large Cap Value Fund, and to obtain performance data current to the most recent month-end, or to request a prospectus, please call 1-888-899-8343.You should carefully consider the investment objectives, potential risks, management fees, and charges and expenses of the Fund before investing. The Fund’s prospectus contains this and other information about the Fund, and should be read carefully before investing.
 

The Fund is distributed by Unified Financial Securities, Inc., Indianapolis, IN 46208, Member FINRA.

Dean Small Cap Value Fund (DASCX)

Management’s Discussion & Analysis – Fiscal Year ending March 31, 2009
 
 
The year ended March 31, 2009, was one of the worst periods for equity returns since the Great Depression. A multitude of factors combined to create a very difficult environment for the economy as well as the stock market. The leverage in the financial system, combined with key financial institutions failing, created a credit crisis that shook the economy and caused an already jittery stock market to fall dramatically. Small Cap Value stocks were not immune to this state of affairs.
 
The Dean Small Cap Value Fund was down 41.11% net of fees for the fiscal year, compared with a negative return of 38.89% for the Russell 2000 Value Index and a decline of 37.50% for the Russell 2000 Index.
 
The two best performing sectors relative to our benchmark were Materials and Financials. In Materials, we benefited from some well-timed buys late in the fiscal year as we were underweight most of the year and took advantage of falling prices towards the end of the year. We felt as though inflation could become a concern given the amount of stimulus being provided by the government. Additionally, our bottom-up stock analysis led us to companies that would benefit from both a recovery and inflation. Most investors were worried about deflation and the current recession creating appealing valuations in economically sensitive companies. In Financials, we benefited from owning higher quality and well capitalized companies during a time when capital adequacy became paramount.
 
The two worst performing sectors relative to our benchmark were Industrials and Energy. In both instances, we struggled from being too aggressive and too early in building positions that benefit from both an economic recovery and potential inflation. Most of this underperformance was concentrated in the fall of 2008.
 
The fiscal year performance for the Dean Small Cap Value Fund can be broken down into three distinct segments: the first five months of the fiscal year, the three month stretch between September 2008 through November 2008, and the final four months of the fiscal year.
 
During the first five months of the fiscal year, the Dean Small Cap Value Fund performed reasonably well, as the height of the credit crisis had yet to hit the capital markets. From April 2008 through August 2008, the Fund was down 0.5% compared to the Russell 2000 Value’s return of down 3.5% as some of the higher quality, well capitalized financials we owned held up well versus other financial institutions that were imploding from aggressive lending and inadequate capital levels. 
  
The second segment is the three month period from September 2008 through November 2008, where the Fund returned -37.4% versus the Russell 2000 Value’s return of -32.6%. This three month downturn was one of the most severe and quickest downturns since the Great Depression. It was during this period that the credit crisis became a full blown panic. This panic, coupled with the deleveraging of hedge funds, compounded the pain on already plummeting stock prices. This is also the period where all of the underperformance of DASCX relative to its benchmarks took place. We were building positions in companies that are leveraged to an economic recovery as we felt valuations were becoming irrationally low on very good companies. We seek strong companies in neglected industries and we were finding many opportunities during this three month stretch. In retrospect, we were too early and too aggressive during this decline. However, we do feel that we were sowing the seeds for future success with most of our purchases during this segment of the year.
 
During the final four months of the fiscal year, December 2008 through March 2009, the Fund returned -11.7% versus the Russell 2000 Value’s return of -14.7%. It was during this stretch that we feel we benefited from our disciplined process of buying strong companies in neglected industries. Many of the purchases we made during the extreme sell-off in September 2008 through November 2008 led to our relative outperformance in this final stretch of the Fund’s fiscal year.
 
An example of one of the companies we were adding to in the downturn was Steak n Shake, which was our best performing company relative to our benchmarks during the past fiscal year. Steak n Shake (SNS, 3.4% of portfolio) is a fast food restaurant franchise that is highly concentrated in the Midwest and the South. Steak n Shake is a good example of our process at work. It has an extremely strong and recognizable brand and a very loyal customer base; however, the company had been managed for growth in the past, which pressured return on invested capital and cash flow. This mismanagement caused the stock to struggle and created an attractive buying opportunity. We became involved in SNS in June 2008 as an activist investor was lobbying for seats on the Board of Directors. The activist won two seats and ultimately became the Chairman of the Board. We were also attracted to SNS because of its hidden asset value. We felt the market was undervaluing the company owned land and real estate as well as the potential cash flow from refranchising many of the company operated stores. Meanwhile, the new chairman has also instituted many operational changes, resulting in the first positive same store sales figure in years. The turnaround looks to be taking hold, and we continue to like the risk reward of this large fund holding.

 Another company we added to during the downturn was Old Republic (ORI, 3.4% of portfolio). This is a company we mentioned as one of our top holdings in last year’s annual fund commentary and it became our second best performing stock relative to our benchmarks for the past fiscal year. ORI is a multi-line insurance company that offers general property & casualty insurance, title insurance, mortgage insurance, and life insurance.  The mortgage and title insurance segments have been negatively impacted by the housing crisis, while the property & casualty business has continued to be a steady performer.  Old Republic has one of the best balance sheets in the mortgage insurance business, which should give it a competitive advantage and allow it to increase market share during this housing market downturn.  In addition, the mortgage insurance currently being put on the books is some of the most conservatively written and potentially most profitable in the last 20 years.  The title insurance segment should pick up once the housing market stabilizes.  Meanwhile, the property casualty business provides some stability to help smooth out the earnings stream while we wait for the housing market to stabilize.  We added to this stock in the downturn in October and sold some of the position in February 2009, after it had substantially outperformed. We still maintain a sizeable position.
 
As mentioned previously, the three month stretch between September 2008 and November 2008, was not kind to the stock market in general, and was particularly difficult for the Dean Small Cap Value Fund. We were adding to positions we felt were at irrationally low valuations and most of these positions resided in those areas of the market that would benefit from both an economic recovery and potential inflation in the future. Unfortunately, we were too aggressive and too early on some of these purchases.
 
An illustration of this comes in the form of Hudson Highland Group (HHGP, 1.6% of portfolio), which was the most disappointing stock relative to our benchmarks for the fiscal year. Hudson Highland Group provides global recruitment and human capital consulting solutions. It operates across the permanent, contracting, and consulting markets where it specializes in mid-level selection. It is also an executive search firm that specializes in recruiting at the CEO, COO, CIO, CFO, and Board of Director level. Even though it is based in the United States, more than two thirds of its revenues are generated overseas. Increasing unemployment, jobless claims, a strong dollar, and announced layoffs have taken a toll on HHGP. We were aggressively adding to the position when the stock market plummeted in the three month stretch between September and November. We liked the fact that the company has a strong balance sheet with net cash on the books and that it had been free cash flow positive for the previous twelve months. Recently, the stock has been trading below its net cash on the books, so despite the difficult earnings environment for the company in the near-term, we continue to maintain a position.
 

The second worst stock relative to our benchmarks was Dawson Geophysical (DWSN, 2.1% of portfolio). Dawson acquires and processes three-dimensional seismic data used by third-party clients to analyze subsurface geological conditions for potential oil and natural gas accumulation. It was founded in 1952 by current Chairman, Decker Dawson, who owns 1.4% of the company. It is a very well managed company with no debt. Lower oil and natural gas prices, such as those experienced throughout the back half of the fiscal year, make it less economically attractive to drill onshore versus offshore. Dawson is levered to onshore drilling in North America. Thus, an unattractive environment for onshore drilling, coupled with troubles at its largest customer, Chesapeake Energy, caused the stock to slide. We ramped up the weight in DWSN during the September and early October sell-off. We underestimated the dramatic decline in natural gas prices and the effect this has had on energy exploration and production companies’ capital expenditures. Nevertheless, Dawson has been through many cycles in its 56 years in business, and we feel it can manage through this one just fine. We feel there will continue to be a need for onshore drilling, especially for natural gas, which leads to a need for seismic data and Dawson is in a great position to take advantage of this. Consequently, we continue to own a sizeable weight in Dawson.
 
While the returns for the fiscal year ended March 31, 2009, were disappointing, we feel we own some strong companies in neglected industries where the value is starting to be recognized by the market. We ended the fiscal year with a good relative final four months and this has continued into April on an absolute basis as the market has rebounded with our stocks rebounding more. We feel we will be rewarded over the long run if we stick to our bottom up process, which seeks to identify undervalued stocks of high quality companies that are cheap for transitory reasons.
 
Thank you for your continued confidence in Dean.

Performance Summary

The performance quoted represents past performance, which 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. The returns shown do not reflect deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted.For more information on the Dean Small Cap Value Fund, and to obtain performance data current to the most recent month-end, or to request a prospectus, please call 1-888-899-8343.You should carefully consider the investment objectives, potential risks, management fees, and charges and expenses of the Fund before investing. The Fund’s prospectus contains this and other information about the Fund, and should be read carefully before investing.

* Return figures reflect any change in price per share and assume the reinvestment of all distributions.
** Prior to November 1, 2008, a maximum up-front sales charge of 5.25% was paid when shares were purchased. The front-end sales charge for the shares decreased with the amount invested and was included in the offering price. The sales charge did not apply to purchases over $500,000. Prior to November 1, 2008, the Fund charged a contingent deferred sales charge (“CDSC”) of 1.00% on shares redeemed within 12 months of purchase if the front-end sales charge was not paid. The fee was not applied to shares acquired through reinvestment of dividends or capital gains.
***The Russell 2000 and Russell 2000 Value Indices are unmanaged benchmarks that assume reinvestment of all distributions and exclude the effect of taxes and fees. The Indices are widely recognized unmanaged indices of equity prices and are representative of a broader market and range of securities than are found in the Fund’s portfolio. Individuals cannot invest directly in the Indices; however, an individual can invest in exchange-traded funds or other investment vehicles that attempt to track the performance of a benchmark index.

This graph shows the value of a hypothetical initial investment of $10,000 in the Fund, the Russell 2000 Index and the Russell 2000 Value Index on March 31, 1999 and held through March 31, 2009.

The Russell 2000 Index and the Russell 2000 Value Index are widely recognized unmanaged indices of common stock prices and are representative of a broader market and range of securities than are found in the Fund’s portfolio. Individuals cannot invest directly in the Indices; however, an individual can invest in exchange-traded funds or other investment vehicles that attempt to track the performance of a benchmark index. The Index returns do not include expenses, which have been deducted from the Fund’s return. These performance figures include the change in value of the stocks in the index plus the reinvestment of dividends and are not annualized. The returns shown do not reflect deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. THE FUND’S RETURN REPRESENTS PAST PERFORMANCE AND DOES NOT GUARANTEE OR PREDICT FUTURE RESULTS. Investment returns and principal values will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. For more information on the Dean Small Cap Value Fund, and to obtain performance data current to the most recent month-end, or to request a prospectus, please call 1-888-899-8343. You should carefully consider the investment objectives, potential risks, management fees, and charges and expenses of the Fund before investing. The Fund’s prospectus contains this and other information about the Fund, and should be read carefully before investing.
 
The Fund is distributed by Unified Financial Securities, Inc., Indianapolis, IN 46208, Member FINRA.

Dean Large Cap VALUE FUND HOLDINGS- (Unaudited)
 

1As a percent of total investments.

Dean Small Cap VALUE FUND HOLDINGS- (Unaudited)

1As a percent of total investments.

Portfolio Holdings

The Funds file a complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission (the SEC) for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at http://www.sec.gov. In addition, the Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

About THE FUNDS’ Expenses

As a shareholder of each Fund, you incur ongoing costs, including management fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in each Fund 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 and held for the six month period, October 1, 2008 to March 31, 2009.
 

Actual Expenses

The first line of the table below provides information about actual account values and actual expenses. 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 table below provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not each Fund’s actual return. 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 each Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
 

Dean Large Cap Value Fund

Beginning Account Value October 1, 2008

Ending Account
Value March 31, 2009

Expenses Paid During Period
October 1, 2008 – March 31, 2009*

Actual

$1,000.00

$648.62

$6.36

Hypothetical**

$1,000.00

$1,017.22

$7.78


*Expenses are equal to the Fund’s annualized expense ratio of 1.55%, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the partial year period).

** Assumes a 5% return before expenses.

Dean Small Cap Value Fund

Beginning Account Value October 1, 2008

Ending Account
Value March 31, 2009

Expenses Paid During Period
October 1, 2008 – March 31, 2009*

Actual

$1,000.00

$588.92

$5.97

Hypothetical**

$1,000.00

$1,017.42

$7.58


*Expenses are equal to the Fund’s annualized expense ratio of 1.51%, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the partial year period).
** Assumes a 5% return before expenses.

DEAN FUNDS

DEAN LARGE CAP VALUE FUND
SCHEDULE OF INVESTMENTS
March 31, 2009
       
       

Shares

  

COMMON STOCKS - 98.13%

Value
       
   

Accident & Health Insurance - 1.77%

8,320

 

Aflac, Inc.

$ 161,075

       
   

Aircraft Engines & Engine Parts - 2.24%

4,736

 

United Technologies Corp.

203,553

       
   

Books: Publishing or Publishing and Printing - 1.50%

5,982

 

McGraw-Hill Companies, Inc.

136,808

       
   

Commercial Printing - 0.59%

7,300

 

R.R. Donnelley & Sons Co.

53,509

       
   

Computer Communications Equipment- 3.27%

17,743

 

Cisco Systems, Inc. *

297,550

       
   

Construction, Mining & Materials Handling Machinery & Equipment - 2.42%

8,336

 

Dover Corp.

219,904

       
   

Converted Paper & Paperboard Products - 1.01%

1,987

 

Kimberly-Clark Corp.

91,621

       
   

Crude Petroleum & Natural Gas - 4.75%

2,436

 

Apache Corp.

156,123

4,060

 

Devon Energy Corp.

181,441

1,700

 

Occidental Petroleum Corp.

94,605

     

432,169

       
   

Electromedical & Electrotherapeutic Apparatus - 2.00%

6,177

 

Medtronic, Inc.

182,036

       
   

Electronic & Other Electrical Equipment (No Computer Equipment) - 2.26%

20,320

 

General Electric Co.

205,435

       
   

Electronic Computers - 3.17%

30,424

 

Dell, Inc. *

288,420

       
   

Financial Services - 1.66%

11,112

 

American Express Co.

151,457

       
   

Fire, Marine & Casualty Insurance - 1.32%

6,259

 

Allstate Corp./The

119,860

       
   

General Industrial Machinery & Equipment - 1.86%

5,500

 

Illinois Tool Works, Inc.

169,675

       
   

Hospital & Medical Service Plans - 4.01%

12,000

 

UnitedHealth Group, Inc.

251,160

3,000

 

WellPoint, Inc. *

113,910

     

365,070

       
   

Insurance Agents Brokers & Services - 1.80%

7,185

  

MetLife, Inc.

163,602

       
       
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS
DEAN LARGE CAP VALUE FUND
SCHEDULE OF INVESTMENTS - continued
March 31, 2009
       
       

Shares

  

COMMON STOCKS - 98.13% - continued

Value
       
   

Metal Mining - 1.72%

4,117

  

Freeport-McMoRan Copper & Gold, Inc.

$ 156,899

       
   

Metalworking Machinery & Equipment - 2.30%

6,637

  

Black & Decker Corp./The

209,464

       
   

Miscellaneous Industrial & Commercial Machinery & Equipment - 1.64%

4,037

 

Eaton Corp.

148,804

       
   

National Commercial Banks - 6.65%

5,708

 

JPMorgan Chase & Co.

151,719

18,725

 

SunTrust Banks, Inc.

219,832

8,800

 

U.S. Bancorp

128,568

7,409

 

Wells Fargo & Co.

105,504

     

605,623

       
   

Paints, Varnishes, Lacquers, Enamels & Allied Products - 2.96%

7,300

 

PPG Industries, Inc.

269,370

       
   

Petroleum Refining - 15.14%

3,200

 

BP plc (a)

128,320

4,750

 

Chevron Corp.

319,390

8,236

 

ConocoPhillips

322,522

6,300

 

Exxon Mobil Corp.

429,030

1,970

 

Murphy Oil Corp.

88,197

5,057

 

Valero Energy Corp.

90,520

     

1,377,979

       
   

Pharmaceutical Preparations - 7.11%

8,191

 

Eli Lilly & Co.

273,661

2,200

 

Johnson & Johnson

115,720

18,900

 

Pfizer, Inc.

257,418

     

646,799

       
   

Plastic Material, Synthetic Resins & Nonvulcan Elastomers - 0.37%

4,000

 

Dow Chemical Co./The

33,720

       
   

Public Building and Related Furniture - 1.97%

14,902

 

Johnson Controls, Inc.

178,824

       
   

Pumps & Pumping Equipment - 2.16%

5,100

 

ITT Corp.

196,197

       
   

Retail - Drug Stores and Proprietary Stores - 1.99%

6,989

 

Walgreen Co.

181,434

       
   

Semiconductors & Related Devices - 2.46%

14,894

 

Intel Corp.

224,155

       
   

Services - Advertising Agencies - 1.36%

5,303

 

Omnicom Group, Inc.

124,090

       
*See accompanying notes which are in integral part of these financial statements.


DEAN FUNDS
DEAN LARGE CAP VALUE FUND
SCHEDULE OF INVESTMENTS - continued
March 31, 2009
       
       

Shares

  

COMMON STOCKS - 98.13% - continued

Value
       
   

Services - Prepackaged Software - 3.21%

15,900

 

Microsoft Corp.

$ 292,083

       
   

Soaps, Detergents, Cleaning Preparations, Perfumes, Cosmetics - 0.94%

1,810

 

Procter & Gamble Co./The

85,233

     

 
   

State Commercial Banks - 2.48%

4,979

 

M&T Bank Corp.

225,250

       
   

Surgical & Medical Instruments & Apparatus - 2.13%

3,900

 

3M Co.

193,908

       
   

Telephone Communications (No Radiotelephone) - 3.80%

4,000

 

AT&T, Inc.

100,800

8,100

 

Verizon Communications, Inc.

244,620

     

345,420

       
   

Wholesale - Groceries & Related Products - 2.11%

8,441

 

Sysco Corp.

192,455

       
   

TOTAL COMMON STOCKS (Cost $13,512,884)

8,929,451

       
   

MONEY MARKET SECURITIES - 3.80%

345,601

 

AIM STIT-STIC Prime Portfolio - Class I, 0.40% (b)

345,601

       
   

TOTAL MONEY MARKET SECURITIES (Cost $345,601)

345,601

       
   

TOTAL INVESTMENTS (Cost $13,858,485) - 101.93%

$ 9,275,052

       
   

Liabilities in excess of other assets - (1.93)%

(175,492)
       
   

TOTAL NET ASSETS - 100.00%

$ 9,099,560

       

* Non-income producing securities.

  

(a) American Depositary Receipt - A negotiable certificate issued by a U.S. bank representing a specific number of shares of a foreign stock traded on a U.S. exchange.

(b) Variable rate security; the money market rate shown represents the rate at March 31, 2009.

*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS
DEAN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS
March 31, 2009
       
       

Shares

  

COMMON STOCKS - 94.20%

Value
       
   

Accident & Health Insurance- 1.02%

3,020

 

Reinsurance Group of America, Inc.

$ 97,818
       
   

Agricultural Chemicals - 3.23%

4,345

 

CF Industries Holdings, Inc.

309,060
       
   

Ball & Roller Bearings - 2.08%

7,266

 

Kaydon Corp.

198,580
       
   

Bituminous Coal & Lignite Surface Mining - 1.02%

6,710

 

Foundation Coal Holding, Inc.

96,289
       
   

Computer Peripheral Equipment - 1.72%

27,176

 

RadiSys Corp. *

164,687
       
   

Chemicals & Allied Products - 1.19%

14,300

 

Rockwood Holdings, Inc. *

113,542
       
   

Crude Petroleum & Natural Gas - 5.22%

22,015

 

Berry Petroleum Co. - Class A

241,284

6,592

 

Penn Virginia Corp.

72,380

10,094

 

St. Mary Land & Exploration Co.

133,544

8,499

 

W&T Offshore, Inc.

52,269
     

499,477
       
   

Deep Sea Foreign Transportation of Freight - 0.91%

22,585

 

DHT Maritime, Inc.

86,726
       
   

Drawing and Insulating Nonferrous Wire - 4.67%

22,526

 

General Cable Corp. *

446,465
       
   

Electronic Components & Accessories - 1.13%

11,950

 

AVX Corp.

108,506
       
   

Footwear - 1.86%

11,400

 

Wolverine World Wide, Inc.

177,612
       
   

Instruments for Measuring & Testing of Electricity & Electric Signals - 2.29%

6,840

 

Analogic Corp.

219,017
       
   

Investment Advice - 6.32%

22,870

 

AllianceBernstein Holding L.P.

336,646

140,095

 

Pzena Investment Management, Inc. - Class A

267,581
     

604,227
       
   

Investment Companies - 1.97%

22,097

 

Prospect Capital Corp.

188,266
       
   

Life Insurance - 3.57%

13,015

 

Torchmark Corp.

341,383
       
   

Machine Tools, Metal Cutting Types - 1.80%

10,625

 

Kennametal, Inc.

172,231
       
   

Miscellaneous Electrical Machinery, Equipment & Supplies - 2.21%

35,705

 

Electro Scientific Industries, Inc. *

211,374
       
   

Miscellaneous Manufacturing Industries - 2.31%

28,153

 

China Fire & Security Group, Inc. *

221,283
       
   

Motor Vehicles & Passenger Car Bodies - 1.17%

21,295

 

Federal Signal Corp.

112,225
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS

      

DEAN SMALL CAP VALUE FUND

  

SCHEDULE OF INVESTMENTS - continued

March 31, 2009

  
       
       

Shares

  

COMMON STOCKS - 94.20% - continued

Value
       
   

National Commercial Banks - 4.34%

5,770

  

American National Bankshares, Inc.

$ 90,012

29,097

  

Hampton Roads Bankshares, Inc.

226,666

5,205

  

National Bankshares, Inc.

98,218
     

414,896
       
   

Office Furniture - 2.00%

17,965

  

Herman Miller, Inc.

191,507
       
   

Oil and Gas Field Exploration Services - 2.05%

14,521

  

Dawson Geophysical Co. *

196,034
       
   

Operative Builders - 1.25%

10,925

  

Pulte Homes, Inc.

119,410
       
   

Primary Smelting & Refining of Nonferrous Metals - 1.55%

26,870

  

Horsehead Holding Corp. *

147,785
       
   

Retail - Eating Places & Drinking Places - 6.08%

16,475

  

Sonic Corp. *

165,080

19,125

  

Wendy's/Arby's Group, Inc. - Class A

96,199

42,323

  

The Steak n Shake Co. *

320,385
     

581,664
       
   

Retail - Miscellaneous Shopping Goods Stores - 2.16%

14,493

  

Dick's Sporting Goods, Inc. *

206,815
       
   

Retail - Shoe Stores - 1.97%

20,280

  

DSW, Inc. - Class A *

188,401
       
   

Savings Institution, Not Federally Chartered - 0.71%

6,250

  

Northfield Bancorp, Inc.

68,313
       
   

Services - Commercial Physical & Biological Research - 1.97%

9,005

  

Kendle International, Inc. *

188,745
       
   

Services - Computer Integrated Systems Design - 0.97%

20,000

  

Tier Technologies, Inc. - Class B *

92,600
       
   

Services - Help Supply Services - 3.67%

20,485

  

Barrett Business Services, Inc.

197,066

139,028

  

Hudson Highland Group, Inc. *

154,321
     

351,387
       
   

Services - Miscellaneous Amusement & Recreation - 1.95%

9,124

  

Vail Resorts, Inc. *

186,403
       
   

Services - Prepackaged Software - 5.03%

11,957

  

Manhattan Associates, Inc. *

207,095

27,400

  

Parametric Technology Corp. *

273,452
     

480,547
       
   

Surgical & Medical Instruments & Apparatus - 0.95%

3,930

  

Utah Medical Products, Inc.

90,390
       
   

Surety Insurance - 3.42%

30,195

  

Old Republic International Corp.

326,710
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS

      

DEAN SMALL CAP VALUE FUND

  

SCHEDULE OF INVESTMENTS - continued

March 31, 2009

  
       
       

Shares

  

COMMON STOCKS - 94.20% - continued

Value
       
   

Water Transportation - 2.84%

14,245

  

Alexander & Baldwin, Inc.

$ 271,082
       
   

Wholesale - Chemicals & Allied Products - 1.74%

14,705

  

Innophos Holdings, Inc.

165,872
       
   

Wholesale - Miscellaneous Durable Goods - 2.73%

8,316

  

Schnitzer Steel Industries, Inc. - Class A

261,039
       
   

Wood Household Furniture (No Upholstered) - 1.13%

9,639

  

Ethan Allen Interiors, Inc.

108,535
       
   

TOTAL COMMON STOCKS (Cost $13,785,105)

9,006,903
       
   

REAL ESTATE INVESTMENT TRUSTS - 3.20%

19,135

  

Anworth Mortgage Asset Corp.

117,298

5,370

  

LTC Properties, Inc.

94,190

4,055

  

Potlatch Corp.

94,035
       
   

TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $333,270)

305,523
       
   

CLOSED-END MUTUAL FUNDS - 2.32%

24,400

  

Blackrock Floating Rate Income Trust Fund

222,284
       
   

TOTAL CLOSED-END MUTUAL FUNDS (Cost $233,604)

222,284
       
   

MONEY MARKET SECURITIES - 0.19%

17,940

  

AIM STIT-STIC Prime Portfolio - Class I, 0.40% (a)

17,940
       
   

TOTAL MONEY MARKET SECURITIES (Cost $17,940)

17,940
       
       
   

TOTAL INVESTMENTS (Cost $14,369,919) - 99.91%

$ 9,552,650
       
   

Other assets less liabilities - 0.09%

8,772
       
   

TOTAL NET ASSETS - 100.00%

$ 9,561,422
       

* Non-income producing securities.

  

(a) Variable rate security; the money market rates shown respresent the rate at March 31, 2009.
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS

      

STATEMENTS OF ASSETS & LIABILITIES

March 31, 2009

      
       
 

Large Cap

 

Small Cap
 

Value Fund

 

Value Fund
       

ASSETS

      

Investment in securities:

    

At cost

$ 13,858,485

  

$ 14,369,919

At value

$ 9,275,052

  

$ 9,552,650
       

Dividends receivable

16,209

  

15,201

Interest receivable

91

  

7

Receivable due from Adviser (a)

11,353

  

9,678

Receivable for capital shares sold

-

  

1,275

Prepaid expenses

7,686

  

7,684

TOTAL ASSETS

9,310,391

  

9,586,495
       

LIABILITIES

      

Payable for securities purchased

186,001

  

-

Payable to administrator

5,424

  

5,896

Payable to trustees & officers

1,256

  

917

Accrued expenses

18,150

  

18,260

TOTAL LIABILITIES

210,831

  

25,073
       

NET ASSETS

$ 9,099,560

  

$ 9,561,422
       

Net assets consist of:

    

Paid in capital

$ 18,977,448

  

$ 20,863,595

Accumulated undistributed net investment income

84,042

  

161,867

Accumulated net realized gains (losses) from security transactions

(5,378,497)

  

(6,646,771)

Net unrealized appreciation (depreciation) on investments

(4,583,433)

  

(4,817,269)
       

NET ASSETS

$ 9,099,560

  

$ 9,561,422
       

Shares of beneficial interest outstanding (unlimited

numbers of shares authorized)

1,438,737

  

1,881,836
       

Net asset value, offering, and redemption price per share (b)

$ 6.32

  

$ 5.08
       

(a) See Note 3 in the Notes to the Financial Statements.

(b) Prior to November 1, 2008, a contingent deferred sales charge ("CDSC") of 1% was charged on shares redeemed within 1 year of purchase if a front-end sales load was not charged. Prior to November 1, 2008, a front-end maximum sales charge of 5.25% was charged on purchases of less than $500,000.
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS

      

STATEMENTS OF OPERATIONS

    

For the Fiscal Year Ended March 31, 2009
       
       
       
 

Large Cap

  

Small Cap
 

Value Fund

 

Value Fund

       

Investment Income

    

Dividends (net of foreign withholding tax of $1,620 for Small Cap Value Fund)

$ 389,414

  

$ 354,636

Interest

4,691

  

5,507

Total Income

394,105

  

360,143
       

Expenses

      

Investment advisory fees (a)

121,890

  

132,337

12b-1 expenses (a)

20,412

  

22,481

Administration expenses

51,139

  

56,939

Out-of-pocket expenses

22,997

  

22,190

Legal expenses

18,908

  

18,318

Registration expenses

14,106

  

14,110

Audit expenses

13,914

  

13,914

Custody expenses

12,110

  

14,576

Trustees expenses

8,428

  

8,003

CCO expenses

6,326

  

6,412

Pricing expenses

5,507

  

4,930

Miscellaneous expenses

2,315

  

2,311

Insurance expenses

1,621

  

1,620

Printing expenses

1,022

  

1,537

Total Expenses

300,695

  

319,678

Fees waived by Adviser (a)

(94,684)

  

(95,763)

12b-1 expense waived by Adviser (a)

(23,177)

  

(25,409)

Net Expenses

182,834

  

198,506
       

Net Investment Income

211,271

  

161,637
       

Realized & Unrealized Gain (Loss)

    

Net realized gains (losses) on security transactions

(3,883,676)

  

(2,745,582)

Change in unrealized appreciation (depreciation) on investments

(2,124,415)

  

(4,008,360)

Net realized & unrealized gains (losses) on investments

(6,008,091)

  

(6,753,942)
       

Net increase (decrease) in net assets resulting from operations

$ (5,796,820)

  

$ (6,592,305)
       

(a) See Note 3 in the Notes to the Financial Statements.
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS
STATEMENTS OF CHANGES IN NET ASSETS

      
 

Large Cap Value Fund
 

 

  

 
 

Year  Ended

 

Year  Ended

Increase (Decrease) in Net Assets from:

March 31,  2009

  

March 31,  2008

Operations

      

Net investment income (loss)

$ 211,271

  

$242,362

Net realized gains (losses) from security transactions

(3,883,676)

  

174,506

Change in unrealized appreciation (depreciation) on investments

(2,124,415)

  

(2,732,858)

Net increase (decrease) in net assets resulting from operations

(5,796,820)

  

(2,315,990)
       

Distributions

      

From net investment income

(193,326)

  

(176,265)

Decrease in net assets from distributions to shareholders

(193,326)

  

(176,265)
       

Capital Share Transactions

      
       

Proceeds from shares sold

1,314,973

  

119,616

Reinvestment of distributions

183,005

  

163,487

Amounts paid for shares redeemed

(590,041)

  

(484,604)

Net increase (decrease) in net assets from capital share transactions

907,937

  

(201,501)
       

Total Increase (Decrease) in Net Assets

(5,082,209)

  

(2,693,756)
       

Net Assets

      

Beginning of year

14,181,769

  

16,875,525
       

End of year

$ 9,099,560

  

$14,181,769
       

Accumulated undistributed net investment income included in net assets

$84,042

  

$ 66,097
       

Capital Share Transactions

      

Shares sold

142,743

  

10,002

Shares issued in reinvestment of distributions

25,069

  

13,658

Shares redeemed

(60,931)

  

(39,338)

Net increase (decrease) in shares outstanding

106,881

  

(15,678)
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS
STATEMENTS OF CHANGES IN NET ASSETS - continued
 

Small Cap Value Fund
 

 

 

 

 

Year  Ended

 

Year  Ended

Increase (Decrease) in Net Assets from:

March 31, 2009

  

March 31,  2008

Operations

      

Net investment income (loss)

$161,637

  

$141,036

Net realized gains (losses) from security transactions

(2,745,582)

  

(3,854,817)

Change in unrealized appreciation (depreciation) on investments

(4,008,360)

  

(574,141)

Net increase (decrease) in net assets from operations

(6,592,305)

  

(4,287,922)
       

Distributions

      

From net investment income

(172,855)

  

(15,412)

From capital gains

(40,651)

  

(4,972,906)

Decrease in net assets from distributions to shareholders

(213,506)

  

(4,988,318)
       

Capital Share Transactions

      
       

Proceeds from shares sold

1,765,715

  

230,306

Reinvestment of distributions

209,704

  

4,809,974

Amounts paid for shares redeemed

(750,029)

  

(1,513,011)

Net increase (decrease) in net assets from capital share transactions

1,225,390

  

3,527,269
       

Total Increase (Decrease) in Net Assets

(5,580,421)

  

(5,748,971)
       

Net Assets

      

Beginning of year

15,141,843

  

20,890,814
       

End of year

$9,561,422

  

$15,141,843
       

Accumulated undistributed net investment income included in net assets

$161,867

  

$172,802
       

Capital Share Transactions

      

Shares sold

214,280

  

18,831

Shares issued in reinvestment of distributions

36,281

  

485,257

Shares redeemed

(89,928)

  

(112,554)

Net increase (decrease) in shares outstanding

160,633

  

391,534
*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS
LARGE CAP VALUE FUND
FINANCIAL HIGHLIGHTS
Per Share Data for a Share Outstanding Throughout Each Period

  
 

For the Years ended

  
                     
 

March 31,

  

March 31,

  

March 31,

  

March 31,

  

March 31,

  
 

2009

 

2008

 

2007

 

2006

 

2005

 
                     

Net asset value, beginning of year

$10.65

  

$ 12.52

  

$ 11.40

  

$10.18

  

$ 9.46

  
                     

Income (loss) from investment operations:

              

Net investment income (loss)

0.15

  

0.18

  

(0.01)

  

(0.01)

  

(0.01)

  

Net realized and unrealized gains (losses)

              

on investments

(4.34)

  

(1.92)

  

1.13

  

1.23

  

0.73

  

Total income (loss) from investment operations

(4.19)

  

(1.74)

  

1.12

  

1.22

  

0.72

  
                     

Less distributions:

                  

From net investment income

(0.14)

  

(0.13)

  

-

  

-

  

-

  

Total distributions

(0.14)

  

(0.13)

  

-

  

-

  

-

  
                     

Net asset value, end of year

$6.32

  

$10.65

  

$12.52

  

$11.40

  

$10.18

  
                     

Total Return (a)

-39.52%

  

-14.02%

(b)

9.85%

(b)

11.98%

(b)

7.61%

(b)
                     

Ratios and Supplemental Data

              
                     

Net assets, end of period

$9,099,560

  

$14,181,769

  

$16,875,525

  

$8,167,690

  

$7,392,623

  
                     

Ratio of expenses to average net assets:

              
               

After fee waivers and/or expense

              

reimbursement by Adviser and Administrator

1.50%

 (d)

1.50%

  

1.85%

  

1.85%

  

1.85%

  
               

Before fee waivers and/or expense reimbursement by Adviser

              

and Administrator

2.47%

  

2.23%

  

2.44%

  

2.73%

  

2.75%

  

Ratio of net investment income (loss) to average net assets:

          
               

After fee waivers and/or expense reimbursement by Adviser

              

and Administrator

1.73%

  (d)

1.46%

  

(0.69)%

  

(0.07)%

  

(0.10)%

  
               

Before fee waivers and/or expense reimbursement by Adviser

              

and Administrator

0.76%

  

0.73%

  

(0.10)%

  

 

  (c)

 

  (c)

Portfolio turnover rate

77%

  

24%

  

124%

  

62%

  

43%

  
                     

(a) Total return represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends.

  

(b) Total returns shown exclude the effect of applicable sales loads.

  

(c) Ratios not presented prior to March 31, 2007.

  

(d) A portion of the waiver was related to 12b-1 expenses voluntarily waived by the Adviser, equal to 0.19% of average net assets.

  

*See accompanying notes which are in integral part of these financial statements.

DEAN FUNDS SMALL CAP VALUE FUND
FINANCIAL HIGHLIGHTS (Continued)
Per Share Data for a Share Outstanding Throughout Each Period

  
         

For the Years ended

      
                     
 

March 31,

  

March 31,

  

March 31,

  

March 31,

  

March 31,

 
 

2009

 

2008

 

2007

 

2006

 

2005

 
                     

Net asset value, beginning of year

$8.80

  

$15.71

  

$16.01

  

$14.33

  

$14.91

  
                     

Income (loss) from investment operations:

              

Net investment income (loss)

0.08

  

0.10

  

(0.07)

  

(0.11)

  

(0.08)

  

Net realized and unrealized gains (losses)

              

on investments

(3.68)

  

(3.17)

  

0.53

  

2.64

  

1.81

  

Total income (loss) from investment operations

(3.60)

  

(3.07)

  

0.46

  

2.53

  

1.73

  
                     

Less distributions:

                  

From net investment income

(0.10)

  

(0.01)

  

-

  

-

  

-

  

From net realized gains

(0.02)

  

(3.83)

  

(0.76)

  

(0.85)

  

(2.31)

  

Total distributions

(0.12)

  

(3.84)

  

(0.76)

  

(0.85)

  

(2.31)

  
                     

Net asset value, end of year

$5.08

  

$8.80

  

$ 15.71

  

$ 16.01

  

$14.33

  
                     

Total Return (a)

-41.11%

  

-21.57%

(b)

2.95%

(b)

18.22%

(b)

11.56%

(b)
                     

Ratios and Supplemental Data

              
                     

Net assets, end of period

$ 9,561,422

  

$15,141,843

  

$20,890,814

  

$19,007,165

  

$16,537,565

  
                     

Ratio of expenses to average net assets:

              
               

After fee waivers and/or expense reimbursement by Adviser,

              

Accounting Services Agent, and Administrator

1.50%

  (d)

1.50%

  

1.83%

  

1.85%

  

1.85%

  
               

Before fee waivers and/or expense reimbursement by Adviser,

              

Accounting Services Agent, and Administrator

2.42%

  

2.14%

  

2.16%

  

2.15%

  

2.23%

  
           

Ratio of net investment income (loss) to average net assets:

              
               

After fee waivers and/or expense reimbursement by Adviser,

              

Accounting Services Agent, and Administrator

1.22%

(d)

0.77%

  

(0.45)%

  

(0.75)%

  

(0.55)%

  
               

Before fee waivers and/or expense

              

Accounting Services Agent, and Administrator

0.30%

  

0.13%

  

(0.78)%

  

(c)

  

(c)

  
                     

Portfolio turnover rate

141%

  

85%

  

149%

  

48%

  

72%

  
                     

(a) Total return represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends.

  

(b) Total returns shown exclude the effect of applicable sales loads.

      

(c) Ratios not presented prior to March 31, 2007.

          

(d) A portion of the waiver was related to 12b-1 expenses voluntarily waived by the Adviser, equal to 0.19% of average net assets.

  

*See accompanying notes which are in integral part of these financial statements.

 

DEAN FUNDS

NOTES TO THE FINANCIAL STATEMENTS
March 31, 2009
 

1. Organization

The Dean Large Cap Value Fund (the “Large Cap Fund”) and the Dean Small Cap Value Fund (the “Small Cap Fund”) (each a “Fund” and, collectively the “Funds”) were organized as diversified series of Unified Series Trust (the “Trust”) on November 13, 2006. The Trust is an open-end investment company established under the laws of Ohio by an Agreement and Declaration of Trust dated October 17, 2002 (the “Trust Agreement”).
 

The Large Cap Fund acquired all of the assets and liabilities of each of the Dean Large Cap Value Fund and the Dean Balanced Fund, each a series of the Dean Family of Funds (each “Predecessor Fund”, collectively, “Predecessor Funds”), in a tax-free reorganization at the close of business on March 30, 2007. In connection with this acquisition, Class A shares of the acquired funds were exchanged for shares of the Large Cap Value Fund. In the same reorganization, the Small Cap Fund acquired all of the assets and liabilities of the Dean Small Cap Value Fund, a series of Dean Family of Funds, and Class A shares of the acquired funds were exchanged for shares of the identically named Fund. The Large Cap Fund’s and Small Cap Fund’s predecessor each commenced operations on May 28, 1997. For the periods prior to March 31, 2007, the financial information included herein or incorporated by reference into these Financial Statements, including the Notes to the Financial Statements, is that of the predecessor Dean Large Cap Value and Dean Small Cap Value Class A shares. Prior to October 28, 2006, each of the Funds’ Predecessors offered Class C shares for purchase. On October 27, 2006, the Class C shares of each Predecessor Fund were reclassified to the Class A shares of each respective Predecessor Fund.
 
The Trust Agreement permits the Trustees to issue an unlimited number of shares of beneficial interest of separate series. The Funds are series of funds currently authorized by the Trustees. The investment adviser to each Fund is Dean Investment Associates, LLC (“Dean Investment Associates” or “Adviser”). In addition, the Adviser has retained Dean Capital Management, LLC (“DCM” or “Sub-Adviser”) to serve as sub-adviser to the Funds. DCM is an affiliate of the Adviser. The investment objective of the Large Cap Fund and the Small Cap Fund is long-term capital appreciation and, secondarily, dividend income.

2. Significant Accounting Policies
 

The following is a summary of the Funds’ significant accounting policies:
 

Security valuation – Equity securities are generally valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the sub-adviser believes such prices more accurately reflect the fair market value of such securities. Securities that are traded on any stock exchange are valued by the pricing service at the last quoted sale price. Lacking a last sale price, an exchange traded security is valued by the pricing service at its last bid price. Securities traded in the NASDAQ over-the-counter market generally are valued by the pricing service at the NASDAQ Official Closing Price. When market quotations are not readily available, when the sub-adviser determines that the market quotation or the price provided by the pricing service does not accurately reflect the current market value or when restricted or illiquid securities are being valued, such securities are valued as determined in good faith by the Sub-Adviser, in conformity with guidelines adopted by and subject to review of the Board of Trustees of the Trust (“the Board”).

Fixed income securities are generally valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the Sub-Adviser believes such prices more accurately reflect the fair market value of such securities. A pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of debt securities without regard to sale or bid prices. If the Sub-Adviser decides that a price provided by the pricing service does not accurately reflect the fair market value of the securities, when prices are not readily available from a pricing service or when restricted or illiquid securities are being valued, securities are valued at fair value as determined in good faith by the sub-adviser, subject to review of the Board. Short-term investments in fixed income securities with maturities of less than 60 days when acquired, or which subsequently are within 60 days of maturity, are valued by using the amortized cost method of valuation, which the Board has determined will represent fair value. The ability of issuers of debt securities held by the company to meet their obligations may be affected by economic and political developments in a specific country or region.

DEAN FUNDS
NOTES TO THE FINANCIAL STATEMENTS - continued
March 31, 2009

2. Significant Accounting Policies - continued

In accordance with the Trust’s good faith pricing guidelines, the Sub-Adviser is required to consider all appropriate factors relevant to the value of securities for which they have determined other pricing sources are not available or reliable as described above. No single standard exists for determining fair value, since fair value depends upon the circumstances of each individual case. As a general principle, the current fair value of securities being valued by the Sub-Adviser would appear to be the amount which the owner might reasonably expect to receive for them upon their current sale. Methods which are in accordance with this principle may, for example, be based on (i) a multiple of earnings; (ii) a discount from market of a similar freely traded security (including a derivative security or a basket of securities traded on other markets, exchanges or among dealers); or (iii) yield to maturity with respect to debt issues, or a combination of these and other methods. Good faith pricing is permitted if, in the Sub-Adviser’s opinion, the validity of market quotations appears to be questionable based on factors such as evidence of a thin market in the security based on a small number of quotations, a significant event occurs after the close of a market but before a Fund’s net asset value (“NAV”) calculation that may affect a security’s value, or the sub-adviser is aware of any other data that calls into question the reliability of market quotations. Investments in foreign securities, junk bonds, or other thinly traded securities are more likely to trigger fair valuation than other securities.
 

Contingent Deferred Sales Charges –Prior to November 1, 2008, a contingent deferred sales charge (“CDSC”) of 1.00%, based on the lower of the shares’ cost or current net asset value (“NAV”), was imposed on any purchases that were not originally charged a front-end sales load, if the shares were redeemed within 12 months after they were purchased. Any shares acquired by reinvestment of distributions would be redeemed without a CDSC. In determining whether a CDSC was payable, the Funds would first redeem shares not subject to any charge.

Security Transactions and Related Income - The Funds follow industry practice and record security transactions on the trade date. The specific identification method is used for determining gains or losses on the sale of securities for financial statements and income tax purposes. Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Discounts and premiums on securities purchased are amortized over the life of the respective securities, using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with each Fund’s understanding of the applicable country’s tax rules and rates.

Distributions to shareholders –Each Fund distributes substantially all of its net investment income, if any, on an annual basis. In addition, each Fund distributes any net realized long-term capital gains at least once each year. Management will determine the timing and frequency of the distributions of any net realized short-term capital gains. The treatment for financial reporting purposes of distributions made to shareholders from net investment income or net realized capital gains may differ from their ultimate treatment for federal income tax purposes. These differences are caused by differences in the timing of the recognition of certain components of income, expense or realized capital gain for federal income tax purposes. Where such differences are permanent in nature, they are reclassified in the components of the net assets based on their ultimate characterization for federal income tax purposes. Any such reclassifications will have no effect on net assets, results of operations or net asset values per share of the Fund. For the fiscal year ended March 31, 2009, the Small Cap Fund reclassified $303 of non-deductible expenses, which decreased paid in capital and increased accumulated net investment income, and redesignated $20 of distributions from accumulated realized gains to accumulated net investment income.
 

Expenses – Expenses incurred by the Trust that do not relate to a specific fund of the Trust are allocated to the individual funds based on each fund’s relative net assets or other appropriate basis (as determined by the Board).

Federal income tax – It is the policy of each Fund to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in subchapter M of the Internal Revenue Code of 1986, as amended and to make distributions of net investment income and net realized capital gains sufficient to relieve it from all, or substantially all, federal income taxes. If the required amount of net investment income is not distributed, the Fund could incur a tax expense.

DEAN FUNDS
NOTES TO THE FINANCIAL STATEMENTS - continued
March 31, 2009

2. Significant Accounting Policies - continued

In accordance with Financial Accounting Standards Board (“FASB”) Interpretation No. 48 (“FIN 48”), as of and during the year ended March 31, 2009, the Funds did not have a liability for any unrecognized tax benefits. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the statements of operations. During the fiscal year ended March 31, 2009, the Funds did not incur any interest or penalties related to income tax expense. The Funds are not subject to examination by U.S. federal tax authorities for tax years prior to 2005.

Derivative Instruments and Hedging Activities – In March 2008, FASB issued Statement on Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (SFAS 161), effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Funds’ derivative and hedging activities, including how such activities are accounted for, and their effect on the Funds’ financial position, performance and cash flows. Management is currently evaluating the impact the adoption of SFAS 161 will have on the Funds’ financial statements and related disclosures.

Fair Value Measurements – The Funds adopted FASB Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“SFAS 157”), on April 1, 2008. In accordance with SFAS 157, fair value is defined as the price that the Funds would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment. SFAS 157 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk; for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.
 

Various inputs are used in determining the value of the Funds’ investments. These inputs are summarized in the three broad levels listed below.

·     

Level 1 – quoted prices in active markets for identical securities

·     

 Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

·     

 Level 3 – significant unobservable inputs (including the Funds’ own assumptions in determining fair value of investments)


The following is a summary of the inputs used to value the Large Cap Fund’s assets as of March 31, 2009:
 

Valuation Inputs

Investments in Securities

Other Financial Instruments (i.e., off balance sheet items)*

Level 1 - Quoted Prices in Active Markets

$9,275,052

$ -

Level 2 - Other Significant Observable Inputs

-

-

Level 3 - Significant Unobservable Inputs

-

-

Total

$ 9,275,052

$ -

*Other financial instruments include futures, forwards, and swap contracts.

DEAN FUNDS
NOTES TO THE FINANCIAL STATEMENTS - continued
March 31, 2009

2. Significant Accounting Policies - continued

The following is a summary of the inputs used to value the Small Cap Fund’s assets as of March 31, 2009:
 

Valuation Inputs

Investments in Securities

Other Financial Instruments (i.e., off balance sheet items)*

 

 

 

Level 1 - Quoted Prices in Active Markets

$ 9,552,650

$ -

Level 2 - Other Significant Observable Inputs

-

-

Level 3 - Significant Unobservable Inputs

-

-

Total

$ 9,552,650

$ -

*Other financial instruments include futures, forwards, and swap contracts.
 
SFAS 157 requires a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value. The Funds did not hold any assets at any time during the reporting period in which significant unobservable inputs were used in determining fair value; therefore, no reconciliation is included for this reporting period.

3. Transactions with Affiliates and Related Parties

The Funds’ investments are managed by the Adviser pursuant to the terms of an advisory agreement. The Sub-Adviser is paid by the Adviser. In accordance with the advisory agreement, the Adviser is entitled to an investment management fee, computed and accrued daily and paid monthly, at an annual rate of 1.00% of the average daily net assets of each Fund. For the fiscal year ended March 31, 2009, the Adviser earned fees, before the waiver described below, of $121,890 and $132,337 from the Large Cap Fund and the Small Cap Fund, respectively. The Adviser has contractually agreed to waive all or a portion of its fees and/or reimburse expenses of each Fund, but only to the extent necessary to maintain total operating expenses, excluding brokerage fees and commissions, borrowing costs (such as interest and dividend expense on securities sold short), taxes, extraordinary expenses and any indirect expenses (such as expenses incurred by other investment companies in which the Funds may invest) at 1.50% of average daily net assets through July 31, 2009. For the fiscal year ended March 31, 2009, the Adviser waived fees of $94,684 and $95,763 for the Large Cap Fund and Small Cap Fund, respectively. Any such waiver or reimbursement of operating expenses by the Adviser is subject to repayment by the applicable Fund in the first, second, and third fiscal years following the year in which the waiver or reimbursement occurs, if the Fund is able to make the payment without exceeding the above described expense limitations. As of March 31, 2009, the following amounts are subject to repayment by the Funds to the Adviser:
 

Fund

  

Amount

  

Expires March 31,
         
         

Large Cap Value Fund

  

$ 120,417

  

2011
   

94,684

  

2012

Small Cap Value Fund

  

117,987

  

2011
   

95,763

  

2012

 

Each Fund retains Unified Fund Services, Inc. (“Unified”) to manage the Fund’s business affairs and provide the Fund with administrative services, including all regulatory reporting and necessary office equipment and personnel. These administrative services also include fund accounting and transfer agency services. For the fiscal year ended March 31, 2009, Unified earned fees of $51,139 and $56,939 from the Large Cap Fund and Small Cap Fund, respectively, for administrative, fund accounting, and transfer agency services. For the fiscal year ended March 31, 2009, Unified was reimbursed $22,997 and $22,190 by the Large Cap Fund and Small Cap Fund, respectively, for out-of-pocket expenses. As of March 31, 2009, Unified was owed $5,424 and $5,896 by the Large Cap Fund and Small Cap Fund, respectively, for administrative services and reimbursement of out-of-pocket expenses. Certain officers of the Trust are members of management and/or employees of Unified.

DEAN FUNDS
NOTES TO THE FINANCIAL STATEMENTS - continued
March 31, 2009

3. Transactions with Affiliates and Related Parties – continued

Unified is a wholly-owned subsidiary of Huntington Bancshares, Inc., the parent company of the principal distributor of the Funds.
 
Unified Financial Securities, Inc. (the “Distributor”) acts as the principal distributor of the Funds. There were no payments made to the Distributor by the Funds for the fiscal year ended March 31, 2009. The Distributor and Unified are controlled by Huntington Bancshares, Inc. A Trustee of the Trust is a member of management of Huntington National Bank, a subsidiary of Huntington Bancshares, Inc. (the parent of the Distributor) and an officer of the Trust is an officer of the Distributor and such persons may be deemed to be affiliates of the Distributor.

Prior to November 1, 2008, each Fund had an active 12b-1 plan. Each Fund’s Plan provided that the applicable Fund would pay to the Adviser, the Distributor, and/or any registered securities dealer, financial institution or any other person (the “Recipient”) a shareholder servicing fee of 0.25% of the average daily net assets of the Fund in connection with the promotion and distribution of such Fund’s shares or the provision of personal services to shareholders, including, but not necessarily limited to, advertising, compensation to underwriters, dealers and selling personnel, the printing and mailing of prospectuses to other than current shareholders of the Fund, the printing and mailing of sales literature and servicing shareholder accounts (“12b-1 Expenses”). Each Fund would pay all or a portion of these fees to any Recipient who renders assistance in distributing or promoting the sale of shares, or who provides certain shareholder services, pursuant to a written agreement. Each Fund’s Plan was a compensation plan, which means that compensation is provided regardless of 12b-1 expenses actually incurred. For the fiscal year ended March 31, 2009, the Large Cap and Small Cap Funds incurred 12b-1 expenses of $20,412 and $22,481, respectively, for services provided. For the period September 1, 2008, through October 31, 2008, the Adviser had contractually agreed to waive all 12b-1 fees. The Adviser voluntarily agreed to waive 12b-1 fees for the periods prior to September 1, 2008, including some fees incurred in the fiscal year ended March 31, 2008. Effective November 1, 2008, each Fund’s 12b-1 plan was de-activated.

4. Investments
 

For the fiscal year ended March 31, 2009, purchases and sales of investment securities, other than short-term investments and short-term U.S. government obligations were as follows:


As of March 31, 2009, the net unrealized appreciation (depreciation) of investments for tax purposes was as follows:

DEAN FUNDS
NOTES TO THE FINANCIAL STATEMENTS - continued
March 31, 2009
 

5. 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 increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

6. Beneficial Ownership
 

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the fund, under Section 2(a)(9) of the Investment Company Act of 1940. As of March 31, 2009, Dean Wealth Management, LP, for the benefit of its partners, owned 68.34% and 57.26% of the Large Cap Fund and the Small Cap Fund, respectively. As a result, Dean Wealth Management, LP, an affiliate of the Adviser, may be deemed to control each of the Funds.

7. Distributions to Shareholders
 

Large Cap Fund. On December 26, 2008, the Large Cap Fund paid an income distribution of $0.1395 per share to shareholders of record on December 24, 2008.
 
The tax character of distributions paid during the fiscal years ended March 31, 2009 and 2008 was as follows:
 

 

 

2009

 

 

2008

Distributions paid from:

    

 

    

Ordinary income………………….

  

$193,326

    

$ 176,265

 

  

$ 193,326

    

$176,265

 

 

 

 

 

 


Small Cap Fund. On December 26, 2008, the Small Cap Fund paid a long-term, capital gain distribution of $0.0222 per share to shareholders of record on December 24, 2008. On December 26, 2008, the Small Cap Value Fund paid an income distribution of $0.0944 per share to shareholders of record on December 24, 2008.

The tax character of distributions paid during the fiscal years ended March 31, 2009 and 2008 was as follows:
 

 

 

2009

  

 

2008

 

Distributions paid from:

    

 

    

 

Ordinary income………………….

  

$ 172,875

    

$ 1,287,838

 

Long-term capital gains………….

  

40,631

    

3,700,480

 

 

  

$ 213,506

    

$ 4,988,318

 

 

 

 

 

 

 

 


As of March 31, 2009, the components of distributable earnings (accumulated losses) on a tax basis are as follows:
 

 

Large Cap Value Fund

  

Small Cap Value Fund
       

Undistributed ordinary income

$ 84,042

  

$ 161,867

Capital loss carryforward

(3,384,630)

  

(4,317,456)

Unrealized appreciation (depreciation)

(6,577,300)

  

(7,146,584)
       
 

$ (9,877,888)

  

$ (11,302,173)

DEAN FUNDS
NOTES TO THE FINANCIAL STATEMENTS - continued
March 31, 2009

7. Distributions to Shareholders – continued

As of March 31, 2009, the difference between book basis and tax basis unrealized appreciation (depreciation) is primarily attributable to the deferral of losses on wash sales and post-October losses. At March 31, 2009, post-October losses deferred for the Large Cap Fund and Small Cap Fund were $1,992,629 and $2,061,272, respectively.
 

8. Capital Loss Carryforwards

As of March 31, 2009, for federal income tax purposes, the Funds have capital loss carryforwards available to offset future capital gains, if any, in the following amounts:
 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of the

Dean Funds
(Unified Series Trust)
 
 
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of the Dean Funds (the “Funds”), comprising the Dean Large Cap Value Fund and the Dean Small Cap Value Fund, each a series of the Unified Series Trust, as of March 31, 2009, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended. These financial statements and financial highlights are the responsibility of Fund management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for the periods indicated prior to March 31, 2007 were audited by another independent registered public accounting firm which expressed unqualified opinions on those financial highlights.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2009, by correspondence with the Funds’ custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Dean Funds as of March 31, 2009, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
 
 
COHEN FUND AUDIT SERVICES, LTD.
Westlake, Ohio
May 26, 2009

TRUSTEES AND OFFICERS

The Board of Trustees supervises the business activities of the Trust. Each Trustee serves as a trustee until termination of the Trust unless the Trustee dies, resigns, retires or is removed.
 
The following tables provide information regarding the Trustees and Officers.

Independent Trustees

Name, Address*, (Age), Position
with Trust**, Term of Position with Trust

Principal Occupation During Past 5 Years
and Other Directorships

Gary E. Hippenstiel (Age - 61)
 
Independent Trustee, December 2002 to present

President and founder of Hippenstiel Investment Counsel LLC, a registered investment advisor, since November 2008; Director, Vice President and Chief Investment Officer of Legacy Trust Company, N.A. from September 1991 to September 2008; Chairman of the investment committee for W.H. Donner Foundation and Donner Canadian Foundation since June 2005; Trustee of AmeriPrime Advisors Trust from July 2002 to September 2005; Trustee of Access Variable Insurance Trust from April 2003 to August 2005; Trustee of AmeriPrime Funds from September 1995 to July 2005; Trustee of CCMI Funds from June 2003 to March 2005.

Stephen A. Little (Age - 63)
 
Chairman, December 2004 to present; Independent Trustee, December 2002 to present

President and founder of The Rose, Inc., a registered investment advisor, since April 1993; Trustee of AmeriPrime Advisors Trust from November 2002 to September 2005; Trustee of AmeriPrime Funds from December 2002 to July 2005; Trustee of CCMI Funds from June 2003 to March 2005.

Daniel J. Condon (Age - 58)
 
Independent Trustee, December 2002 to present

President of International Crankshaft Inc., an automotive equipment manufacturing company, since 2004 ; Director, International Crankshaft, Inc. since January 2004; Trustee of AmeriPrime Advisors Trust from November 2002 to September 2005; Trustee of AmeriPrime Funds from December 2002 to July 2005; Trustee of CCMI Funds from June 2003 to March 2005.

Ronald C. Tritschler (Age - 56)
 
Independent Trustee, January 2007 to present; Interested Trustee, December 2002 to December 2006

Chief Executive Officer, Director and Legal Counsel of The Webb Companies, a national real estate company, since 2001; Director of First State Financial since 1998; Director, Vice President and Legal Counsel of The Traxx Companies, an owner and operator of convenience stores, since 1989; Trustee of AmeriPrime Advisors Trust from November 2002 to September 2005; Trustee of AmeriPrime Funds from December 2002 to July 2005; Trustee of CCMI Funds from June 2003 to March 2005.

Kenneth G.Y. Grant (Age – 60)
 
Independent Trustee, May 2008 to present

Senior Vice President of Global Trust Company since 2008; Senior Vice President of Advisors Charitable Gift Fund since May 2005; Senior Vice President and Chief Officer, Corporate Development, of Northeast Retirement Services, Inc. since February 2003; Senior Vice President of Savings Banks Employees Retirement Association since February 2003; Treasurer (since January 2004) and past Chair, Board of Directors of Massachusetts Council of Churches; Member, Presbytery of Boston, Presbyterian Church (U.S.A.) since June 1975.


Interested Trustees & Officers

Name, Address*, (Age), Position with Trust,** Term of Position with Trust

Principal Occupation During Past 5 Years
and Other Directorships

Nancy V. Kelly (Age - 53)***
Trustee, November 2007 to present

Executive Vice President of Huntington National Bank, the Trust’s custodian, since December 2001; Director, Wedgewood Golf & Country Club since October, 2008; Director, Greenlawn Cemetery since October, 2007; Director, Directions for Youth and Families, a social service agency, since August 2006.

Anthony J. Ghoston (Age – 50)
 

President, July 2004 to present

President of Unified Fund Services, Inc., the Trust’s administrator, since June 2005; Executive Vice President from June 2004 to June 2005; Senior Vice President from April 2003 to June 2004; Chief Executive Officer of The Huntington Funds since April 2009; Chief Executive Officer and Interested Trustee of the Valued Advisers Trust since August 2008; President of AmeriPrime Advisors Trust from July 2004 to September 2005; President of AmeriPrime Funds from July 2004 to July 2005; President of CCMI Funds from July 2004 to March 2005; Senior Vice President and Chief Information Officer of Unified Financial Services, Inc., the parent company of the Trust’s administrator and distributor, from October 1997 to November 2004.
 
 

John C. Swhear (Age - 47)
Senior Vice President, May 2007 to present

Vice President of Legal Administration and Compliance for Unified Fund Services, Inc., the Trust’s administrator, since April 2007; Chief Compliance Officer of the Valued Advisers Trust since August 2008; Chief Compliance Officer of Unified Financial Securities, Inc., the Trust’s distributor, since May 2007; Employed in various positions with American United Life Insurance Company from June 1983 to April 2007, including: Associate General Counsel, April 2007; Investment Adviser Chief Compliance Officer, June 2004 to April 2007; Assistant Secretary to the Board of Directors, December 2002 to April 2007 and Chief Compliance Officer of OneAmerica Funds, Inc., June 2004 to April 2007; Chief Counsel, OneAmerica Securities Inc., February 2007 to April 2007; Secretary, OneAmerica Securities, Inc., December 2002 to April 2007.

Christopher E. Kashmerick (Age - 34)
 
Treasurer and Chief Financial Officer, November 2008 to present

Vice President of Fund Accounting, Financial and Tax Reporting for Unified Fund Services, Inc., the Trust's Administrator, since April 2008; Assistant Vice President, Compliance Officer and Compliance Administrator for U.S. Bancorp Fund Services, LLC, a mutual fund servicing company, from February 2005 to April 2008; Employed in various positions with UMB Fund Services, a mutual fund servicing company including: Senior Accounting Analyst, Accounting Analyst and Fund Balancing Supervisor, from May 2000 through February 2005.

William J. Murphy (Age - 46)
 
Assistant Treasurer, February 2008 to present

Manager of Fund Administration for Unified Fund Services, Inc., since October 2007; Employed in various positions with American United Life Insurance Company from March 1987 to October 2007.

Lynn E. Wood (Age - 62)

Chief Compliance Officer, October 2004 to present

Chief Compliance Officer of AmeriPrime Advisors Trust from October 2004 to September 2005; Chief Compliance Officer of AmeriPrime Funds from October 2004 to July 2005; Chief Compliance Officer of CCMI Funds from October 2004 to March 2005; Chairman and Chief Compliance Officer of Unified Financial Securities, Inc., the Trust’s distributor, from September 2000 to December 2004; Director of Compliance of Unified Fund Services, Inc., the Trust’s administrator, from October 2003 to September 2004; Chief Compliance Officer of Unified Financial Services, Inc., the parent company of the Trust’s administrator and distributor, from September 2000 to October 2004.

Heather Bonds (Age - 33)
Secretary, July 2005 to present;
Assistant Secretary, September 2004 to June 2005

Employed by Unified Fund Services, Inc., the Trust’s administrator, since January 2004 and from December 1999 to January 2002, currently Manager, Board Relations and Legal Administration, since March 2008; Assistant Secretary of Dean Family of Funds August 2004 to March 2007; Secretary of AmeriPrime Advisors Trust from July 2005 to September 2005; Assistant Secretary of AmeriPrime Funds from September 2004 to July 2005; Assistant Secretary of CCMI Funds from September 2004 to March 2005; Regional Administrative Assistant of The Standard Register Company from February 2003 to January 2004.

Tara Pierson (Age - 34)
 
Assistant Secretary, November 2008 to present

Employed by Unified Fund Services, Inc., the Trust’s Administrator, since February, 2000; Assistant Secretary of Dividend Growth Trust from March 2006 to present.


* The address for each officer is 2960 North Meridian Street, Suite 300, Indianapolis, IN 46208.

** The Trust currently consists of 27 series.

*** Ms. Kelly is deemed an interested trustee because she is an officer of an entity that is under common control with Unified Financial Securities, Inc., the Distributor.

OTHER INFORMATION

The Funds’ Statement of Additional Information (“SAI”) includes information about the trustees and is available, without charge, upon request. You may call toll-free 1-888-899-8343 to request a copy of the SAI or to make shareholder inquiries.

Proxy Voting

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities and information regarding how the Funds voted those proxies during the most recent twelve month period ended June 30 are available, without charge, upon request by calling 1-800-327-3656 or on the SEC’s website at http://www.sec.gov .
 
 

TRUSTEES

Daniel J. Condon
Kenneth G. Y. Grant
Gary E. Hippenstiel
Nancy V. Kelly
Stephen A. Little
Ronald C. Tritschler
 

OFFICERS

Anthony J. Ghoston, President
John Swhear, Senior Vice President
Christopher E. Kashmerick, Chief Financial Officer and Treasurer
William J. Murphy, Assistant Treasurer
Heather A. Bonds, Secretary
Tara Pierson, Assistant Secretary
Lynn Wood, Chief Compliance Officer
 

INVESTMENT ADVISOR

DEAN INVESTMENT ASSOCIATES LLC
2200 Kettering Tower
Dayton, Ohio 45423

DISTRIBUTOR

Unified Financial Securities, Inc.
2960 North Meridian Street, Suite 300
Indianapolis, IN 46208

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Cohen Fund Audit Services, Ltd.
800 Westpoint Parkway, Suite 1100
Westlake, OH 44145

LEGAL COUNSEL

Thompson Coburn LLP
One US Bank Plaza
St. Louis, MO 63101
 

LEGAL COUNSEL TO THE INDEPENDENT TRUSTEES

Thompson Hine, LLP
312 Walnut Street, 14th Floor
Cincinnati, OH 45202

CUSTODIAN

U.S. Bank, N.A.
425 Walnut St.
Cincinnati, OH 45202

ADMINISTRATOR, TRANSFER AGENT AND FUND ACCOUNTANT

Unified Fund Services, Inc.
2960 North Meridian Street, Suite 300
Indianapolis, IN 46208
 

This report is intended only for the information of shareholders or those who have received the Fund’s prospectus which contains information about the Fund’s management fee and expenses. Please read the prospectus carefully before investing.

Distributed by Unified Financial Securities, Inc.
Member FINRA/SIPC

Item 2. Code of Ethics.

(a)     As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.
 
(b)      For purposes of this item, “code of ethics” means written standards that are reasonably designed to deter wrongdoing and to promote:
 

(1)      Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

(2)      Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant;

      (3)      Compliance with applicable governmental laws, rules, and regulations;

(4)      The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and

      (5)      Accountability for adherence to the code.

(c)      Amendments: During the period covered by the report, there have not been any amendments to the provisions of the code of ethics.

(d)      Waivers: During the period covered by the report, the registrant has not granted any express or implicit waivers from the provisions of the code of ethics.
 
(e)      Posting: We do not intend to post the Code of Ethics for the Officers or any amendments or waivers on a website.
 
(f)      Availability: The Code of Ethics for the Officers can be obtained, free of charge by calling the toll free number for the appropriate Fund.
 

Item 3. Audit Committee Financial Expert.

(a)     The registrant’s board of trustees has determined that the registrant does not have an audit committee financial expert. The committee members and the full Board considered a possibility of adding a member that would qualify as an expert. The audit committee determined that, although none of its members meet the technical definition of an audit committee expert, the committee has sufficient financial expertise to adequately perform its duties under the Audit Committee Charter without the addition of a qualified expert.

Item 4. Principal Accountant Fees and Services.

(a)      Audit Fees

Dean Large Cap Value Fund:          FY 2009          $11,000

                                                              FY 2008          $11,000

Dean Small Cap Value Fund:           FY 2009          $11,000

                                                               FY 2008          $11,000

(b)      Audit-Related Fees

                    Registrant          

Dean Large Cap Value Fund:          FY 2009          $0

                                                              FY 2008          $1,000

Dean Small Cap Value Fund:           FY 2009          $0

                                                              FY 2008          $1,000

(c)     Tax Fees

                    Registrant          

Dean Large Cap Value Fund:          FY 2009          $2,000

                                                               FY 2008          $2,000

Dean Small Cap Value Fund:           FY 2009          $2,000

                                                              FY 2008          $2,000

Nature of the fees:     Preparation of the 1120 RIC and Excise review

(d)      All Other Fees

                    Registrant                    

Dean Large Cap Value Fund:          FY 2009          $0

                                                              FY 2008          $0

Dean Small Cap Value Fund:          FY 2009          $0

                                                             FY 2008          $0

(e)     (1)      Audit Committee’s Pre-Approval Policies

The Audit Committee Charter requires the Audit Committee to be responsible for the selection, retention or termination of auditors and, in connection therewith, to (i) evaluate the proposed fees and other compensation, if any, to be paid to the auditors, (ii) evaluate the independence of the auditors, (iii) pre-approve all audit services and, when appropriate, any non-audit services provided by the independent auditors to the Trust, (iv) pre-approve, when appropriate, any non-audit services provided by the independent auditors to the Trust's investment adviser, or any entity controlling, controlled by, or under common control with the investment adviser and that provides ongoing services to the Trust if the engagement relates directly to the operations and financial reporting of the Trust, and (v) receive the auditors’ specific representations as to their independence;

(2)      Percentages of Services Approved by the Audit Committee

                         Registrant               

Audit-Related Fees:        100      %          

Tax Fees:                       100      %          

All Other Fees:               100      %          

(f)      During audit of registrant's financial statements for the most recent fiscal year, less than 50 percent of the hours expended on the principal accountant's engagement were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.

(g)      The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant:

                    Registrant                    Adviser

     FY 2009          $ 0                         $ 0

     FY 2008          $ 0                         $ 0

(h)      Not applicable. The auditor performed no services for the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant.
 

Item 5. Audit Committee of Listed Companies. Not applicable.
 

Item 6. Schedule of Investments. Not applicable – schedule filed with Item 1.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds. 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 Purchasers. Not applicable.

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

The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

Item 11. Controls and Procedures.
 
(a)     Based on an evaluation of the registrant’s disclosure controls and procedures as of May 22, 2009, 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 second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
 

Item 12. Exhibits.

    (a)(1)     Code is filed herewith
 

(a)(2)     Certifications by the registrant's principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes- Oxley Act of 2002 and required by Rule 30a-2under the

     Investment Company Act of 1940 are filed herewith.

    (a)(3)     Not Applicable
 

(b)     Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 is 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)     Unified Series Trust     
 
By
*___/s/ Anthony Ghoston___ _______________________

     Anthony Ghoston, President
 
Date      __6/4/09____________     

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

*____/s/ Anthony Ghoston _____ _______________

Anthony Ghoston, President

Date      __6/4/09____________     

By
*___/s/ Christopher E. Kashmerick_____ ______________

Christopher E. Kashmerick, Treasurer

Date      _6/4/09___________