N-CSR

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 811-21291

Bertolet Capital Trust

(Exact name of registrant as specified in charter)

745 Fifth Avenue, Suite 2400

New York, NY 10151

 (Address of principal executive offices)

John E. Deysher

745 Fifth Ave., Suite 2400,

New York, NY 10151

(Name and address of agent for service)

Registrant's telephone number, including area code: (212) 605-7100

Date of fiscal year end: December 31

Date of reporting period: December 31, 2015

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.

Pinnacle Value Fund

Annual Report

December 31, 2015

Pinnacle Value Fund Annual Report December 31, 2015

Dear Fellow Shareholders,

Our Fund’s NAV fell 6% in 2015. We ended the year at 42 positions with a weighted average market cap of $420 million, a dividend yield of 1.9%, and a price to book value ratio of 80%.  The benchmark R2000 fell 4.4% during the same period.

Total Return                                  2015            2014            2013          2012           2011

Pinnacle Value Fund                      (6.0)%          4.8%          16.6%        18.9%        (4.9)%

Russell 2000                                   (4.4)             4.9             38.6            16.3           (4.2)

S&P 500                                         1.4%          13.7%         32.0%         15.9%         2.1%                                                       

(All returns include dividend reinvestment. Past returns do no predict future results. Results do not reflect taxes payable on distributions or redemptions of shares held in taxable accounts.)

Commentary/Portfolio Activity

As you can see from the above box scores, small cap U.S. equities had a challenging 2015. While we fared slightly worse than the benchmark, our results were disappointing and should have been better. Down years are never fun and our underperformance can be tied primarily to our energy exposure where oil & natural gas prices have remained “lower for longer” than most expected, including us. As mentioned in our Semi-Annual Report (June 30) we suspected that a lot of the energy “bad news” was reflected in current share prices but the stocks might have another leg down. This is exactly what happened and we used the ensuing weakness to add to our positions. Unfortunately, commodity prices continued to fall due to oversupply fears and stocks we considered bargains became even more so. At year end, our energy holdings represented 12% of net assets diversified across 10 positions including royalty trusts, offshore supply vessels, well drillers, seismic shooters and others. All of these badly lagged the market because of disappointing operating results. We still like them and, except for some minor yearend tax selling, have not sold a share.  But their stumbles damaged our performance and it’s no sure thing how quickly they may regain their stride. We are in touch with managements on a regular basis.  

We have no firm opinion on when energy prices will rise but we suspect they will. While this downturn is the most severe in decades, we see several reasons for optimism:

1. According to Baker Hughes, rigs drilling for natural gas in North America have fallen 94% from 1600 to 100 while rigs drilling for oil have fallen 74% from 1600 to 410 which should eventually limit supply.

2. Operators are cutting operating costs and capital expenditures to the bone, setting the stage for significant earnings leverage when prices eventually rise.

3. Several major producing countries including Saudi Arabia, Russia, Nigeria and Venezuela are facing budget woes and cutting back on billions of gasoline and other subsidies. Ordinary citizens are feeling the pinch and further cuts may trigger civil unrest which is the last thing their leaders desire now.

4. Insiders are buying at several of our companies which is usually a good sign.

We’re hopeful that any or all of the above will lead to higher share prices longer term. However, sentiment remains extremely negative and it’s hard to see an immediate catalyst that will change this.

On the positive side of the ledger, Capital Southwest was our standout performer after they decided to spin off their high margin specialty chemicals business causing the stock to rise nicely.

Anchor Banc formed a board committee to evaluate “strategic options” including a sale following the election of a major dissident shareholder to the board. The remaining winners were spread across a variety of firms where strong operating performance resulted in higher share prices including National Security Group, Old Republic and Regency Affiliates. Wilshire Bancorp agreed to merge with BBCN Bancorp, a competing Korean American Bank bringing to a close a long and profitable relationship with the bank.

(Please see opposite page for a more complete list of 2015 Winners and Sinners)

Outlook

Recently a shareholder asked us what we thought of the US small cap market. We replied that we try not to think too much about the market and devote our efforts to finding compelling values where the share price is trading at a significant discount to underlying asset values or earnings power. However, a large part of our “opportunity set”  is driven by the level of the US small cap market, widely defined as the Russell 2000 (R2000). When the R2000 is trading at elevated levels, we often have trouble finding reasonably priced merchandise. Conversely, when the R2000 is trading at depressed levels, bargains are more apparent.  At Dec. 31, the R2000 was down about 13% from its all time high set in June 2015.

Indeed, we are finding some bargains but hope to uncover more if the market drifts lower.      

The world remains awash in excess liquidity fostered by easy central bank policy which, in our opinion, continues to prop up asset prices. There have been few major blowups (economic or political) and corporate profits remain at record highs. All of this will probably continue for a while longer until an event or two triggers a reality check. We have no idea when this will occur. So we’ll stay conservative, be attentive to dislocations and let valuations be our guide.

By now you should have received your year end statement. The Fund distributed $1.39 of long term capital gains in late December so you also should have received a Form 1099-DIV for 2015 if you hold your shares in a taxable account. As always, should you have any questions about your account or the Fund, don’t hesitate to call or write. Thank you for your continued support of our work.

John E. Deysher                                                                           Pinnacle Value Fund   

President & Portfolio Manager                                                  745 Fifth Ave.- 2400

212-605-7100                                                                                New York, NY 10151

TOP 10 POSITIONS                                                                                    % net assets

1. Hallmark Financial- multiline P&C insurer                                                         4.9%

2. Anchor Banc- savings bank                                                                                3.7

3. First Acceptance- non standard personal auto insurance                                      3.7

4. SWK Holdings- life sciences finance                                                                 3.3

5. National Security Group- regional P&C insurer                                                  2.8

6. Regional Management- consumer finance                                                           2.6

7. MVC Capital- business development co.                                                           2.1

8. EMC Insurance- regional P&C insurer                                                               2.0

9. Endurance Specialty- primary & re-insurance                                                     1.9

10. Gulf Island Fabrication- shipyards & marine fabrication                                   1.6

                                                                                                        Total         28.6%

YTD TOP 5 WINNERS (realized & unrealized gains)

1. Capital Southwest                                                                                             $883,800

2. Anchor Banc                                                                                                      498,200

3. National Security Group                                                                                     184,300

4. Old Republic Insurance                                                                                      168,500

5. Regency Affiliates                                                                                             151,600

                                                                                                       Total            $1,886,400

YTD TOP 5 SINNERS (realized & unrealized losses)

1. Gulfmark Offshore                                                                                        $1,071,700

2. Unit Corp.                                                                                                         692,400

3. Atwood Oceanics                                                                                              597,700

4. Permian Basin Royalty Trust                                                                             489,400

5. Dawson Geophysics                                                                                         434,300

                                                                                                      Total           $3,285,500

SECURITY CLASSIFICATIONS

Government & Prime Money Market Funds                                                                47.0%

Insurance                                                                                                                    16.4

Energy                                                                                                                        12.4

Financial Services                                                                                                        8.5

Closed End Funds                                                                                                        6.7

Banks & Thrifts                                                                                                           4.8

Consumer Goods & Services                                                                                       1.5

Real Estate                                                                                                                  1.0

Conglomerates                                                                                                            1.0

Industrial Goods & Services                                                                                        0.7

                                                                                                      Total                  100.0%

PINNACLE  VALUE FUND
BERTOLET CAPITAL TRUST
				Schedule of Investments
			December 31, 2015
Shares/Principal Amount		Basis	Market Value	% of Assets
COMMON STOCKS
Banks & Thrifts
84,519	Anchor Bancorp *	$                 628,026	$          2,188,197
7,949	Preferred Bank	56,310	262,476
30,816	Wilshire Bancorp	80,975	355,925
		765,311	2,806,598	4.76%
Conglomerate
12,811	CSW Industrials, Inc. *	52,492	482,590
400	FRP Holdings, Inc. *	9,686	13,576
5,810	Regency Affiliates, Inc.	22,896	67,919
100	Steel Partners Holdings L.P. *	1,109	1,638
		86,183	565,723	0.96%
Energy
64,800	Atwood Oceanics, Inc.	1,260,616	662,904
196,840	Dawson Geophysical Co. *	983,078	681,067
240,231	Global Power Equipment Group, Inc.	966,171	836,004
89,935	Gulf Island Fabrication, Inc.	897,086	940,720
103,586	Gulfmark Offshore, Inc. *	1,498,743	483,747
180,377	Permian Basin Royalty Trust	1,437,259	912,708
175,862	San Juan Basin Royalty Trust	827,004	728,069
13,052	Seacor Holdings, Inc. *	947,817	686,013
83,939	Tidewater, Inc.	868,050	584,215
63,377	Unit Corp. *	1,419,298	773,199
		11,105,122	7,288,646	12.36%
Financial Services
91,264	Asta Funding, Inc. *	122,354	725,549
512,984	BKF Capital Group, Inc. (a) *	1,033,810	410,387
98,128	Regional Management Corp. *	1,266,685	1,518,040
428,087	Special Diversified Opportunities, Inc. *	404,303	421,666
173,964	SWK Holdings Corp. *	1,493,103	1,931,000
		4,320,255	5,006,642	8.49%
Greeting Cards & Giftwrap
30,764	CSS Industries, Inc.	489,446	873,082	1.48%
Insurance
47,172	EMC Insurance Group, Inc.	578,620	1,193,452
17,250	Endurance Specialty Holdings Ltd. (Bermuda)	415,016	1,103,827
916,549	First Acceptance Corp. *	1,475,414	2,181,387
248,724	Hallmark Financial Services, Inc. *	1,626,412	2,907,584
20,363	Independence Holding Co.	87,126	282,027
108,595	National Security Group, Inc.	985,467	1,656,074
700	Navigators Group, Inc. *	26,043	60,053
14,800	Old Republic International Corp.	109,603	275,724
		5,303,701	9,660,128	16.38%
Real Estate
34,400	Getty Realty Corp.	467,651	589,960
100	The St. Joe Co.	1,858	1,851
		469,509	591,811	1.00%
Security Services
64,810	Costar Technologies, Inc. *	467,165	398,581	0.68%
Steel Works, Blast Furnaces, & Rolling & Finishing Mills
100	TimkenSteel Corp.	720	838
4,000	Universal Stainless & Alloy Products, Inc. *	34,048	37,160
		34,768	37,998	0.06%
Test & Measurement
25,381	Electro Sensors, Inc. *	98,202	90,864	0.15%
Trucking
133	New Patriot Transportation Holding, Inc. *	2,394	2,992	0.01%
Total for Common Stock		$            23,142,056	$        27,323,065	46.33%
Closed-End & Exchange Traded Funds
3,017	Aberdeen Singapore Fund, Inc.	18,313	25,825
25,659	Adams Natural Resources Fund, Inc.	429,745	455,191
117,011	ASA Gold and Precious Metals Ltd.	998,781	838,969
4,378	Babson Capital Participation Investors	56,770	60,178
13,411	Capital Southwest Corp.	67,853	186,145
30,651	Central Europe & Russia  Fund, Inc.	632,426	509,726
53,879	Japan Smaller Capitalization Fund, Inc.	333,773	551,182
169,250	MVC Capital, Inc.	1,548,667	1,247,372
1,000	Sprott Gold Miners ETF	15,760	12,730
10,483	Turkish Investment Fund, Inc.	81,804	81,558
Total for Closed-End & Exchange Traded Funds		$              4,183,892	$          3,968,876	6.73%
SHORT TERM INVESTMENTS
Money Market Fund
500,000	Invesco Liquid Assets Portfolio Fund Institutional Class 0.11% **	500,000	500,000
500,000	Federated Money Market Prime Obligation Fund Institutional Class 0.11% **	500,000	500,000
27,648,003	First American Government Obligation Fund Class Z 0.01% **	27,648,003	27,648,003
Total for Short Term Investments		$            28,648,003	$        28,648,003	48.58%
	Total Investments	$            55,973,951	$        59,939,944	101.64%
	Liabilities in excess of other Assets		(966,220)	-1.64%
	Net Assets		$        58,973,724	100.00%
(a) Level 2 Security
* Non-Income producing securities.
** Variable rate security; the money market rate shown represents the yield at December 31, 2015.
	The accompanying notes are an integral part of the financial statements.

PINNACLE  VALUE FUND
BERTOLET CAPITAL TRUST
Statement of Assets and Liabilities
December 31, 2015
Assets:
Investment Securities at Market Value	$     59,939,944
(Identified Cost $55,973,951)
Cash	1,000
Receivables:
Dividends and Interest	97,915
Prepaid Expenses	7,472
Total Assets	60,046,331
Liabilities:
Payable to Advisor	889,274
Shareholder Redemptions	160,663
Accrued Expenses	22,670
Total Liabilities	1,072,607
Net Assets	$     58,973,724
Net Assets Consist of:
Paid-In Capital	$     54,352,097
Accumulated Realized Gain on Investments	655,634
Unrealized Appreciation in Value of Investments Based on Identified Cost	3,965,993
Net Assets	$     58,973,724
Net Asset Value and Redemption Price
Per Share ($58,973,724/3,987,386 shares outstanding), no par value, unlimited
shares authorized	$              14.79
PINNACLE  VALUE FUND
BERTOLET CAPITAL TRUST
Statement of Operations
For the year ended December 31, 2015
Investment Income:
Dividends	$          930,804
Interest	3,473
Total Investment Income	934,277
Expenses:
Investment Advisor Fees (Note 3)	822,649
Transfer Agent & Fund Accounting Fees	47,001
Insurance Fees	16,002
Custodial Fees	15,455
Audit Fees	15,002
Registration Fees	11,015
Trustee Fees	10,133
Legal Fees	4,950
Miscellaneous Fees	4,433
Printing & Mailing Fees	3,821
Total Expenses	950,461
Net Investment Loss	(16,184)
Realized and Unrealized Gain (Loss) on Investments:
Net Realized Gain on Investments	5,289,144
Capital Gain Distributions from Regulated Investment Companies	63,945
Change in Unrealized Appreciation on Investments	(9,307,321)
Net Realized and Unrealized Loss on Investments	(3,954,232)
Net Decrease in Net Assets from Operations	$     (3,970,416)

PINNACLE  VALUE FUND
BERTOLET CAPITAL TRUST
Statements of Changes in Net Assets
	Year	Year
	Ended	Ended
	12/31/2015	12/31/2014
From Operations:
Net Investment Loss	$          (16,184)	$        (396,952)
Net Realized Gain on Investments	5,289,144	3,225,685
Capital Gain Distributions from Regulated Investment Companies	63,945	53,748
Net Unrealized Appreciation (Depreciation)	(9,307,321)	186,416
Increase (Decrease) in Net Assets from Operations	(3,970,416)	3,068,897
From Distributions to Shareholders:
Net Realized Gain from Security Transactions	(5,147,187)	(3,692,183)
Total Distributions to Shareholders	(5,147,187)	(3,692,183)
From Capital Share Transactions: (a)
Proceeds From Sale of Shares	6,704,900	8,198,996
Shares issued in Reinvestment of Dividends	4,838,856	3,468,628
Cost of Shares Redeemed	(8,124,265)	(12,161,774)
Net Increase (Decrease) from Shareholder Activity	3,419,491	(494,150)
Net Decrease in Net Assets	(5,698,112)	(1,117,436)
Net Assets at Beginning of Period	64,671,836	65,789,272
Net Assets at End of Period	$     58,973,724	$     64,671,836
Share Transactions:
Issued	391,859	464,507
Reinvested	328,503	203,319
Redeemed	(488,778)	(687,464)
Net increase (decrease) in shares	231,584	(19,638)
Shares outstanding beginning of Period	3,755,802	3,775,440
Shares outstanding end of Period	3,987,386	3,755,802
(a) Net of Redemption Fees of $12,158 for the period ended December 31, 2015, and $14,467 for the period ended December 31, 2014.

PINNACLE  VALUE FUND
BERTOLET CAPITAL TRUST
Financial Highlights
Selected data for a share outstanding throughout the period:
	Year		Year	Year	Year	Year
	Ended		Ended	Ended	Ended	Ended
	12/31/2015		12/31/2014	12/31/2013	12/31/2012	12/31/2011
Net Asset Value -
Beginning of Period	$          17.22		$          17.43	$          15.95	$          13.89	$          14.61
Net Investment Loss *	-	(a)	(0.10)	(0.12)	(0.04)	(0.13)
Net Gains or Losses on Securities
(realized and unrealized)	(1.04)		0.93	2.75	2.66	(0.59)
Total from Investment Operations	(1.04)		0.83	2.63	2.62	(0.72)
Distributions from Net Investment Income	-		-	-	-	-
Distributions from Capital Gains	(1.39)		(1.04)	(1.15)	(0.56)	-
	(1.39)		(1.04)	(1.15)	(0.56)	-
Paid-in Capital from Redemption Fees (Note 2) (a)	-		-	-	-	-
Net Asset Value -
End of Period	$          14.79		$          17.22	$          17.43	$          15.95	$          13.89
Total Return	(5.99)%		4.80 %	16.62 %	18.88 %	(4.93)%
Ratios/Supplemental Data
Net Assets - End of Period (Thousands)	$        58,974		$        64,672	$        65,789	$        52,637	$        47,640
Before Reimbursement/Recapture
Ratio of Expenses to Average Net Assets	1.44%		1.44%	1.45%	1.49%	1.48%
Ratio of Net Income (Loss) to Average Net Assets	(0.02)%		(0.57)%	(0.69)%	(0.26)%	(0.93)%
After Reimbursement/Recapture
Ratio of Expenses to Average Net Assets	1.44%		1.44%	1.46%	1.49%	1.47%
Ratio of Net Income (Loss) to Average Net Assets	(0.02)%		(0.57)%	(0.71)%	(0.26)%	(0.91)%
Portfolio Turnover Rate	29.23%		20.94%	3.78%	8.14%	34.11%
* Per share net investment Income (loss) determined on average shares outstanding during year.
(a) Less than $0.01 per share.

PINNACLE VALUE FUND

BERTOLET CAPITAL TRUST

NOTES TO FINANCIAL STATEMENTS

                                                               DECEMBER 31, 2015

1.)

ORGANIZATION:

Pinnacle Value Fund (”Fund”) is registered under the Investment Company Act of 1940 as an open-end investment management company and is the only series of the Bertolet Capital Trust, a Delaware business trust organized on January 1, 2003 (“Trust”). The Trust’s Declaration of Trust authorizes the Board of Trustees to issue an unlimited number of Fund shares.  Each share of the Fund has equal voting, dividend, distribution, and liquidation rights. The Fund’s investment objective is long term capital appreciation with income as a secondary objective.

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services-Investment Companies”.

2.)

SIGNIFICANT ACCOUNTING POLICIES

SECURITY VALUATION:

The Fund will primarily invest in equities and convertible securities.  Investments in securities are carried at market value. Securities traded on any exchange or on the NASDAQ over-the-counter market are valued at the last quoted sale price on that day.  Lacking a last sale price, a security is valued at its last bid price on that day, except when, in the Adviser’s opinion, the last bid price does not accurately reflect the current value of the security.  When market quotations are not readily available, when Adviser determines the last bid price does not accurately reflect the current value or when restricted securities are being valued, such securities are valued as determined in good faith by Adviser, in conformity with guidelines adopted by and subject to review of the Board of Trustees.

Fixed income securities are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when Adviser believes such prices accurately reflect the fair market value.  A pricing service uses electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading lots of debt securities without regard to sale or bid prices.  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 determined in good faith by Adviser, subject to review of the Board of Trustees.  Short term investments in fixed income securities with maturities of less than 60 days when acquired, or which are within 60 days of maturity, are valued by using the amortized cost method.

The Trust has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination. Various inputs are used in determining the value of each investment which are summarized in the following three broad levels:

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, yield curves & similar data.)

Level 3 – significant unobservable inputs (including the Fund’s own assumptions in  

                        determining fair value which may require a high degree of judgement)

The availability of observable inputs may vary by security and is affected by a wide variety of factors including type of security, liquidity and other characteristics unique to the security. If valuation is based on models or inputs that are less observable or unobservable in the market, determination of fair value requires more judgment. Thus, the degree of judgment exercised in determining fair value is greatest for Level 3 investments. Inputs used in valuing securities are not indicative of associated risks.  Transfers between levels are recognized at the end of a reporting period. Transfer from Level 1 to Level 2 results when a security priced previously with an official close price (Level 1) has no official close price so the bid price is used. The below table summarizes the inputs used at December 31, 2015:

	Level 1	Level 2	Level 3	Total
Equity (a)	$ 30,881,554	410,387	-	$ 31,291,941
Money Market Funds	28,648,003	-	-	28,648,003
Investments at Market	$ 59,529,557	410,387	-	$ 59,939,944

(a) See Schedule of Investments for industry breakout.

The Fund did not hold any Level 3 assets (those valued using significant unobservable inputs) at any time during the year ended December 31, 2015. Therefore a reconciliation of assets in which significant unobservable inputs were used in determining fair value is not applicable.  

The Fund has adopted the financial accounting reporting rules required by the Derivatives and Hedging Topic of FASB Accounting Standards Codification (FASB ASC). Fund is required to include enhanced disclosure that enables investors to understand how and why a fund uses derivatives, how they are accounted for and how they affect a fund’s results. For the year ended December 31, 2015, the Fund held no derivative instruments.

SHORT TERM INVESTMENTS:

The Fund may invest in money market funds and short term high quality debt securities such as commercial paper, repurchase agreements and certificates of deposit. Money market funds typically invest in short term instruments and attempt to maintain a stable net asset value. While the risk is low, these funds may lose value.  At December 31, 2015 the Fund held approximately 49% of net assets in money market funds.  These include the First American Government Obligations Fund which normally invests in Government and Agency securities with an objective of maximum current income consistent with capital preservation and maintaining liquidity, the Invesco Liquid Assets Portfolio Fund, and the Federated Prime Obligation Fund. Further information on these funds is available at www.sec.gov.

As of December 31, 2015 the Fund had approximately 47% of its assets in First American Government Obligation Fund - Class Z. The investment in the First American Government Obligation Fund - Class Z represents approximately 0.2% of that Fund’s net assets which was approximately $17.4 billion dollars at December 31, 2015. If the Adviser determines that it is in the best interest of the Fund and its shareholders may redeem its investment.

SECURITY TRANSACTIONS AND INVESTMENT INCOME:

The Fund records security transactions based on a trade date.  Dividend income is recognized on the ex-dividend date, and interest income is recognized on an accrual basis.  Discounts and premiums on securities purchased are amortized over the lives of the respective securities.

INCOME TAXES:

Federal income taxes. The Fund’s policy is to continue to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all its taxable income to its shareholders.  Therefore, no federal income tax provision is required.

Distribution to shareholders. Distributions to shareholders, which are determined in accordance with income tax regulations, are recorded on the ex-dividend date. All short term capital gain distributions are ordinary income distributions for tax purposes.

The Fund recognizes the tax benefits of uncertain tax positions only when the position is “more-likely-than-not” to be sustained upon examination by tax authority. Management has analyzed the Fund’s tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on the prior three year returns or expected to be taken on the Fund’s 2015 tax return. The Fund is not aware of any tax position for which it is reasonably possible that the total amount or unrecognized tax benefits will change materially in the next 12 months.

GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting.  These reclassifications have no effect on net assets or net asset per value share.  During the year ended December 31, 2015, accumulated net investment income was increased by $16,184, accumulated net realized gain was decreased by $9,264, and paid in capital was decreased by $6,920.

ESTIMATES:

Preparation of financial statements in conformity with U.S. generally accepted accounting principles 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 financial statement date and reported revenues and expenses during the reporting period.  Actual results could differ from those estimates.

The Fund imposes a redemption fee of 1.00% on shares redeemed within one year of purchase. The fee is assessed on an amount equal to the Net Asset Value of the shares at the time of redemption and is deducted from proceeds otherwise payable to the shareholder. For the years ended December 31, 2015 and 2014, $12,158 and $14,467, of redemption fees, respectively, were returned to the Fund through shareholder redemptions.

3.)

INVESTMENT ADVISORY AGREEMENT

The Fund has entered into an Investment Advisory Agreement with Bertolet Capital LLC (Adviser).  Under the Agreement, Adviser receives a fee equal to the annual rate of 1.25% of the Fund’s average daily net assets.  For the year ended December 31, 2015, Adviser earned $822,649 in fees.

A Fund officer and trustee are also an officer and trustee of the Adviser.  Advisory Agreement provides for expense reimbursement and fee waivers by Adviser, if Fund Annual Total Expenses exceed 1.49%, of average daily net assets through April 30, 2016.  

Adviser will be entitled to reimbursement of fees waived or reimbursed by Adviser to the Fund.  Fees waived or expenses reimbursed during a given year may be paid to Adviser during the following three year period if payment of such expenses does not cause the Fund to exceed the expense limitation.  Adviser had no recoupment in 2015 and $0 available for recoupment at year end December 31, 2015.

4.)

PURCHASES AND SALES OF SECURITIES

For the year ended December 31, 2015, purchases and sales of investment securities other than U.S. Government obligations/short-term investments totaled $10,204,927 and $10,471,817, respectively.

5.)

FEDERAL TAX INFORMATION

Net Investment income/(loss) and net realized gains/(losses) differ for financial statement and tax purposes due to differing treatments of wash sale losses deferred and losses realized after Oct. 31.  Differences between book basis and tax basis unrealized appreciation/(depreciation) are attributable to tax deferral of losses.

For the year ended Dec. 31, 2015 the Fund paid a long-term capital gain distribution of $1.39208 per share.  

For the year ended Dec. 31, 2014 the Fund paid a long-term capital gain distribution of $1.03644 per share.  

The tax nature of distributions paid during the years ended Dec. 31, 2015 and 2014 are:

	2015	2014
Net Investment Income	$ 0	$ 0
Long Term Capital Gain	$ 5,147,187	$ 3,692,183

At Dec. 31, 2015, the components of accumulated earnings/(losses) on a tax basis were as follows:

Costs of investments for federal income tax purposes	$ 56,426,901
Gross tax unrealized appreciation	$   8,760,628
Gross tax unrealized depreciation	(5,247,585)
Net tax unrealized appreciation	3,513,043
Accumulated realized gain on investments –net	1,108,584
Total Distributable Earnings	$   4,621,627

6.) SUBSEQUENT EVENTS

Management has evaluated Fund related events and transactions occurring subsequent to yearend. There were no events or transactions that occurred during this period that materially impacted the Fund’s financial statements.

PROXY VOTING (Unaudited)

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted those proxies during the most recent 12 month period ended June 30, are available without charge upon request by calling 877-369-3705 or visiting www.pinnaclevaluefund.com or www.sec.gov.

QUARTERLY PORTFOLIO HOLDINGS (unaudited)

Fund files a complete schedule of investments with the SEC for the first and third quarter of each fiscal year on Form N-Q.  Fund’s first and third fiscal quarters end on March 31 and Sept. 30. Form N-Q filing must be made within 60 days of the end of the quarter, and Fund’s first Form N-Q was filed with the SEC on Nov. 29, 2004. Fund Form N-Qs are available at www.sec.gov or may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC (call 1-800-732-0330 for information on the operation of the Public Reference Room).  You may also obtain copies by calling the Fund at 1-877-369-3705.

SUPPLEMENTAL INFORMATION

The following table provides biographical information with respect to each Trustee.

Name, Age	Position with Fund	Term of Office Length of Time Served	Principal Occupation During Past 5 years	Other Directorships
Interested Trustee
John E. Deysher, CFA (60)	Trustee	Unlimited	President, Secretary, Treasurer	None
		Since Inception	Pinnacle Value Fund
Independent Trustees
Edward P. Breau, CFA (82)	Trustee	Unlimited	Private Investor	None
		Since Inception
Richard M. Connelly (59)	Trustee	Unlimited	Vice President	None
		Since Inception	JG Wentworth (finance)
James W. Denney (50)	Trustee	Unlimited	President, Mohawk Asset	None
		Since Inception	Management

TRUSTEES AND SERVICE PROVIDERS

Trustees: Edward P. Breau, Richard M. Connelly, James W. Denney, John E. Deysher   

Transfer Agent: Mutual Shareholder Services, 8000 Town Centre Dr- 400, Broadview Heights, OH 44147

Custodian: US Bank, 425 Walnut St., Cincinnati OH 45202

Independent Registered Public Accounting Firm: Tait, Weller & Baker LLP, 1818 Market St,- 2400, Philadelphia PA 19103

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees

Bertolet Capital Trust

New York, New York

We have audited the accompanying statement of assets and liabilities of Pinnacle Value Fund, a series of shares of Bertolet Capital Trust (“Trust”), including the schedule of investments, as of December 31, 2015, and the related statement 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 five years in the period then ended.   These financial statements and financial highlights are the responsibility of the Trust’s management.   Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing 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.  The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.  Accordingly, we express no such opinion.  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 December 31, 2015, by correspondence with the custodian.   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 Pinnacle Value Fund as of December 31, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period  then ended, in conformity with accounting principles generally accepted in the United States of America.

TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania

February 22, 2016

PINNACLE  VALUE FUND

BERTOLET CAPITAL TRUST

Performance Illustration

AVERAGE ANNUAL RATE OF RETURN (%) FOR PERIOD ENDED DECEMBER 31, 2015

	1 Year	5 Year	10 Year
Pinnacle Value Fund	-5.99%	5.36%	6.09%
Russell 2000 Index	-4.42%	9.19%	6.81%

Chart assumes an initial investment of $10,000 made on 1/1/2006.  Total return is based on the net change in NAV and assuming reinvestment of all dividends and other distributions. Performance figures represent past performance which is not predictive of future performance.   Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost.

Throughout the period shown, the investment adviser has voluntarily waived and reimbursed certain expenses of the Fund. Without such waivers and reimbursements returns would be lower.

Expense Example (Unaudited)

As a shareholder of the Pinnacle Value Fund, you incur ongoing costs which typically include management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the 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 of the period and held for the entire period, July 1, 2015 through December 31, 2015.

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 the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which are not the Fund’s actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in this Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Pinnacle Value Fund	Beginning Account Value	Ending Account Value	Expenses Paid During the Period*
	July 1, 2015	December 31, 2015	July 1,2015 to December 31, 2015
Actual	$1,000.00	$907.89	$6.97
Hypothetical
(5% Annual Return before expenses)	$1,000.00	$1,017.90	$7.38
* Expenses are equal to the Fund's annualized expense ratio of 1.45%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Item 2. Code of Ethics

Registrant has adopted a Code of Ethics applicable to its principal executive officer, principal financial officer and other persons performing similar functions. Registrant has not made any amendments to or granted any waivers from any provision of this Code of Ethics during the period covered by this report.

Item 3. Audit Committee Financial Expert

Registrant’s Board of Trustees has determined that it does not have an audit committee financial expert.  Registrant does not feel the absence of a financial expert impacts the ability of audit committee to fulfil its requirement because of the (1) straightforward nature of the Fund’s investment & accounting requirements; (2) fact that transfer agent and accounting functions are performed by an independent third party; (3) fact that annual results are audited by an independent accounting firm; (4) fact that there is only one fund in fund complex;(5) aggregate financial expertise of all Trustees is adequate.

Item 4. Principal Accountant Fees and Services

Registrant has engaged its principal accountant to perform audit and tax services during the past two fiscal years. “Audit services” refers to performing an audit of registrant’s financial statements, tests of internal controls and any other services provided in connection with regulatory or statutory filings. “Tax services” refers to the preparation of  federal, state and excise tax returns.

                                                                                            FYE 12/31/15      FYE 12/31/14

Audit services                                                                         $12,300                 $12,300

Tax services                                                                             $2,700                   $2,700

Audit committee has adopted pre-approval policies & procedures requiring the audit committee to pre-approve all audit, tax and non-audit services of registrant  including services provided to any entity affiliated with registrant. All of principal accountant’s hours spent auditing the registrant’s financial statements were attributable to work performed by full time permanent employees of the principal accountant.

The following table shows all non-audit fees billed by registrant’s principal accountant for services to registrant and registrant’s investment adviser for last 2 years. The audit committee has considered whether non-audit services rendered to registrant’s adviser is compatible with maintaining the accountant’s independence and has concluded that the rendering of non-audit services has not compromised the accountant’s independence.

Non-audit fees                                                                  FYE 12/31/15    FYE 12/31/14

Registrant                                                                                          $0                      $0

Registrant’s Investment Adviser                                                       $0                      $0

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

Item 6. Schedule of Investments. Included in Report to Shareholders.

Item 7. Disclosure of Closed End fund Proxy Voting Policies/Procedures. 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. Not applicable.

Item 11. Controls and Procedures.

(a)

Disclosure Controls & Procedures.  Principal executive and financial officers have concluded that Registrant’s disclosure controls & procedures are effective based on their evaluation as of a date within 90 days of the filing date of this report.

(b)

Internal Controls. There were no significant changes in Registrant’s internal controls of in other factors that could significantly effect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Item 12. Exhibits attached hereto. none

SIGNATURES

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

By /s/ John E. Deysher

          President

          Bertolet Capital Trust

Date: February 29, 2016

EX-99.906 CERT

EX-99

EX-99.CERT

I, John E. Deysher, certify that:

1. I have reviewed this report on Form N-CSR of Bertolet Capital Trust ;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the 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; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 29, 2016  

/s/ John E. Deysher

John E. Deysher

President and Treasurer

EX-99.CODE ETH

BERTOLET CAPITAL LLC AND PINNACLE VALUE FUND

CODE OF ETHICS, PERSONAL SECURITIES TRADES

1.

Definitions

(a)

“Advisory Person” of the Fund or Adviser means:

(i)

Any employee of  Fund or Adviser (or of any company in a control relationship to Fund or Adviser) who, in connection with his regular functions or duties makes, participates in, or obtains information regarding the purchase or sale of Securities by the Fund, or whose functions relate to the making of any recommendations with respect to the purchases or sales; and

(ii)

Any natural person in a control relationship to Fund or Adviser who obtains information concerning the recommendations made to Fund with regard to the purchase or sale of Securities by Fund.

 (b) “Adviser” means Bertolet Capital LLC.

 (c )  “Access Person” means any Trustee, Fund or Advisor officer or Advisory Person.

(d)

“Beneficial Ownership” means any securities account owned by an Access Person or Access Person’s immediate family (spouse, minor children, adults living in the same household) over which Access Person has direct or indirect control with respect to  purchase/sale of individual securities except such ownership which the Chief Compliance Officer (CCO) determines to be outside the scope of this Code of Ethics. Beneficial Ownership shall be determined under Section 16 of the Securities Exchange Act of 1934.

(e)

“Security” means any stock, debt obligations, convertible security  or other investments including warrants, options, futures contracts except that it does not include:

 (1)  Direct obligations of the U.S. Government or municipal governments.

(2)

Bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short term debt instruments, including repurchase agreements.

(3)

Shares issued by open end mutual funds.

(f) “Independent Trustee” means a trustee of the Fund who is not an “interested person”

 of the Fund within the meaning of  the Investment Company Act of 1940.

(g) “Fund” is any registered investment company overseen  by the Adviser.

2. Statement of General Fiduciary Principles to govern personal investment activities:

(a)

Interests of Fund shareholders and advisory clients must be placed first at all times;

(b)

All personal securities transactions must be conducted consistent with this Code and in such manner to avoid any actual or potential conflict of interest and;

(c)

Access Persons should not take inappropriate advantage of their positions.

This Code does not attempt to identify all possible conflicts of interest and the literal compliance with each of its specific provisions will not shield Adviser personnel

from liability for personal trading or other conduct that violates their fiduciary duty

3.

Important restrictions on Personnel Investing Activities

(a)

Trading prohibition- no Access Person shall buy or sell , directly or indirectly, a Security which, to his knowledge is owned by the Fund or any advisory client or likely to be owned by the Fund or an advisory client at some point in the future as specified by the Fund’s investment parameters or the investment parameters of advisory client accounts.

(b)

Because of  possible conflicts of interest and distractions inherent in personal trading, the Adviser strongly discourages trading in individual securities by Access Persons.

To the extent Access Persons wish to trade for their own accounts or accounts over which they have Beneficial Ownership, eligible securities will be limited to stocks of the S&P Global 1200 only, at the time of investment, subject to the restrictions of 3 (a) above.

(c)  Trading of futures or options on individual securities or indexes is strictly prohibited.

(d) Initial public offerings or secondary offerings- Access Persons must obtain approval from the CCO before directly or indirectly participating in these offerings.

(e)

Investments in private placements, including interests in limited partnerships are prohibited unless specifically authorized by the CCO.

(f) Any transaction in a security while in possession of material nonpublic information regarding the security or issuer of the security is strictly prohibited.

4. Reporting

(a)

Initial Holdings Reports

 Except as provided below, every Access Person shall report to the Fund, no later than 10 days after becoming an Access Person, the following information:

(1)

The title, number of shares (for equity securities) or principal amount (for debt securities) of each Security in which the Access Person has any direct or indirect Beneficial Ownership when the person became an Access Person.

(2)

Name of any broker-dealer or bank with whom Access Person maintained an account in which Access Person had Beneficial Ownership of Securities at that date.

(b) Pre-Clearance

 (1)  Prior to executing a trade, every Access Person must complete a Pre-clearance              Approval  Form showing title, number of shares, or principal amount of each security, name of  broker-dealer or bank that will execute the trade,  proposed date of trade.

This Form must be approved by the CCO  prior to execution, and within 24 hours thereof.

(2)

All Access Persons shall direct their brokers to supply the CCO, on a timely basis, duplicate confirmations of all personal securities trades and copies of periodic statements for all accounts in which he has a direct or indirect Beneficial Ownership.

 (c) Quarterly Transaction Reports

(1)

Except as provided below, no later than 10 calendar days after the end of a quarter, every Access Person, for all accounts in which he has any direct or indirect Beneficial Ownership, shall submit to the CCO a Report showing for all transactions; the transaction date, description of securities purchased or sold, shares or principal amounts involved, price executed, name of  executing broker-dealer or bank.

(d) Annual Holdings Reports

(1)  No later than Jan. 10 of each year, every Access Person shall submit to CCO a Report showing for all securities Beneficially Owned by Access Person, the name, number of shares or principal amount, and broker-dealer or bank at which securities are held.

(2)

Exceptions-Access Person may exclude from the above reports transactions involving open ended mutual funds, direct U.S. or municipal obligations, purchases that are part of a dividend reinvestment plan, purchases effected upon exercise of rights issued by an issuer pro-rata to all holders of its securities, and sales of such rights so acquired.

5.

Independent Trustees. Independent Trustees shall not be subject to the provisions of Sections 3 and 4 of the Code but shall be subject to quarterly reporting of transactions pursuant to Section 4(c ) under the following circumstances:

An Independent Trustee of the Fund need only report a transaction in a quarterly transaction report if such trustee, at the time of the transaction knew or, in the ordinary course of fulfilling his or her official duties as a trustee, should have know that, during the 15 day period immediately before or after the date of  transaction  by the trustee, that the same security was purchased or sold by the Fund or was being considered by the Fund or the Adviser for purchase or sale by the Fund.

6. Oversight of CCO. To eliminate the potential conflict of interest in having the CCO approve his own trades and monitor his own accounts, the following procedures have been established. CCO will obtain trade pre-clearance from MSS which has received a copy of the Code and is aware of personal trading restrictions. CCO will furnish MSS with copies of monthly statements and confirms for all accounts where CCO has direct or indirect Beneficial Ownership. CCO will provide MSS with a 12/31 holdings report by Jan. 10 of the following year. MSS will provide the  Trustees a quarterly certification that CCO’s trades and portfolio holdings have not violated the Code of Ethics.

7. Administration of the Code of Ethics

(a)

General Rule. The Fund and Adviser must use reasonable diligence and institute procedures reasonably necessary to prevent Code violations.

 (b).Written Report to Board of Trustees. At least annually, Fund and       

       Adviser must furnish to its Board of  Trustees a written report that:

(1)

Summarizes current procedures under the Code and any changes to those procedures since the last report;

(2)

Identifies all material violations of the Code or any related procedures, and any sanctions imposed with respect thereto;

(3)

Lists any recommended changes to the Code as a result of experience, evolving industry practices or changes in applicable laws or regulations;

(4) Certifies that the Fund/Adviser has adopted procedures reasonably necessary to prevent Access Persons from violating the Code.

( c )  Certification of Compliance. Each Access Person shall certify annually that  he has:

(1)

Read and understands the Code and is subject thereto;

(2)

Complied with the requirements of the Code; and

(3)

Reported all personal securities transactions required to be disclosed under the code.

  (d)  Sanctions. Upon discovering a Code violation, the Board of  Directors/Trustees of the Fund or Adviser may impose such sanctions as it deems appropriate, including, among other things, disgorgement of profits, letter of censure, suspension or termination.

(e)  Confidentiality. All reports of securities transactions and any other information filed with the Fund pursuant to this Code shall be treated as confidential, except as regards appropriate examinations by representatives of the Securities and Exchange Commission.

8. Gratuity limits- Advisor may not accept gifts, entertainment or travel from broker dealers in excess of $100 per year per broker-dealer.