Page 1
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Shareholder Letter
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Exhibit 1
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Portfolio Transactions During the
|
Pages 4 – 5
|
Period from July 1, 2012 through
|
December 31, 2012
|
|
Exhibit 2
|
Selected Historical Financial Information
|
Pages 6 – 7
|
|
Page 8
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Expense Example
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Page 10
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Allocation of Portfolio Holdings
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Pages 11 – 26
|
Financial Statements and Report of
|
Independent Registered Public
|
|
Accounting Firm
|
|
Page 27
|
Privacy Policy
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Page 28
|
Additional Disclosures
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MD&A 1-10
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Management Discussion and Analysis
|
Shareholder Letter
|
January 11, 2013
|
NEW BUYS:
|
ADDS:
|
TRIMS:
|
ELIMINATED:
|
Baidu
|
Accenture
|
Allergan
|
Baidu
|
BlackRock
|
Cognizant
|
Amazon
|
BHP Billiton Ltd
|
Celgene
|
Technology
|
Anadarko Petroleum
|
Carnival Corp
|
Disney
|
EMC Corp
|
Apple
|
Emerson Electric
|
iShares MSCI
|
General Electric
|
Chesapeake Energy
|
Johnson Controls
|
Emerging Markets
|
iShares S&P
|
Eaton
|
Rackspace Hosting
|
Index Fund
|
Midcap ETF
|
Google
|
Target
|
Johnson Controls
|
McDonald’s
|
MasterCard
|
Tiffany
|
Microsoft
|
priceline
|
McDonald’s
|
VeriFone
|
Watson
|
QUALCOMM
|
Perrigo
|
|
Pharmaceuticals
|
Schlumberger
|
Roper
|
|
Union Pacific
|
Schlumberger
|
||
Wells Fargo
|
Visa
|
||
Watson Pharmaceutical
|
Shareholder Letter
|
January 11, 2013
|
1.
|
A focus on high quality companies with good prospects for growing their business value over time
|
Sincerely,
|
|
![]() |
|
Edson L. Bridges III, CFA
|
|
President and Chief Executive Officer
|
Bought or
|
Held After
|
|||||||
Securities
|
Received
|
Transactions
|
||||||
Common Stock Unless
|
$1,000 Par
|
$1,000 Par
|
||||||
Described Otherwise
|
Value (M)
|
Value (M)
|
||||||
or Shares
|
or Shares
|
|||||||
Accenture PLC
|
2,000 | 20,000 | ||||||
Baidu, Inc. – ADR
|
1,000 | 6,000 | ||||||
BlackRock, Inc.
|
1,500 | 4,000 | ||||||
Celgene Corporation
|
1,000 | 13,000 | ||||||
DIRECTV
|
3,000 | 33,000 | ||||||
eBay, Inc.
|
3,000 | 23,000 | ||||||
Express Scripts Holding Company
|
3,000 | 45,000 | ||||||
General Electric Company
|
5,000 | 65,000 | ||||||
iShares Core S&P Mid-Cap ETF
|
5,000 | 35,000 | ||||||
Nike, Inc. Class B(1)
|
5,000 | 10,000 | ||||||
Priceline.com, Incorporated
|
200 | 2,700 | ||||||
QUALCOMM, Inc.
|
3,000 | 50,000 | ||||||
Union Pacific Corporation
|
1,000 | 26,000 | ||||||
Watson Pharmaceuticals, Inc.
|
10,000 | 10,000 | ||||||
Wells Fargo & Company
|
5,000 | 65,000 |
(1)
|
2-for-1 Stock Split on 12/24/12
|
Sold or
|
Held After
|
|||||||
Securities
|
Exchanged
|
Transactions
|
||||||
Common Stock Unless
|
$1,000 Par
|
$1,000 Par
|
||||||
Described Otherwise
|
Value (M)
|
Value (M)
|
||||||
or Shares
|
or Shares
|
|||||||
Baidu, Inc. – ADR
|
6,000 | — | ||||||
Chesapeake Energy Corporation
|
35,000 | 25,000 | ||||||
Eaton Corporation PLC
|
5,000 | 35,000 | ||||||
Johnson Controls, Inc.
|
15,000 | — | ||||||
Praxair, Inc.
|
7,000 | — | ||||||
Tiffany & Co.
|
12,000 | — | ||||||
VeriFone Systems, Inc.
|
25,000 | — |
Valuation
|
Net
|
Shares
|
Net Asset
|
Dividend/
|
Capital
|
|||||||||||||||||
Date
|
Assets
|
Outstanding
|
Value/Share
|
Share
|
Gains/Share
|
|||||||||||||||||
07-01-63 | $ | 109,000 | 10,900 | $ | 10.00 | $ | — | $ | — | |||||||||||||
12-31-63 | 159,187 | 15,510 | 10.13 | .07 | — | |||||||||||||||||
12-31-64 | 369,149 | 33,643 | 10.97 | .28 | — | |||||||||||||||||
12-31-65 | 621,241 | 51,607 | 12.04 | .285 | .028 | |||||||||||||||||
12-31-66 | 651,282 | 59,365 | 10.97 | .295 | — | |||||||||||||||||
12-31-67 | 850,119 | 64,427 | 13.20 | .295 | — | |||||||||||||||||
12-31-68 | 1,103,734 | 74,502 | 14.81 | .315 | — | |||||||||||||||||
12-31-69 | 1,085,186 | 84,807 | 12.80 | .36 | — | |||||||||||||||||
12-31-70 | 1,054,162 | 90,941 | 11.59 | .37 | — | |||||||||||||||||
12-31-71 | 1,236,601 | 93,285 | 13.26 | .37 | — | |||||||||||||||||
12-31-72 | 1,272,570 | 93,673 | 13.59 | .35 | .08 | |||||||||||||||||
12-31-73 | 1,025,521 | 100,282 | 10.23 | .34 | .07 | |||||||||||||||||
12-31-74 | 757,545 | 106,909 | 7.09 | .35 | — | |||||||||||||||||
12-31-75 | 1,056,439 | 111,619 | 9.46 | .35 | — | |||||||||||||||||
12-31-76 | 1,402,661 | 124,264 | 11.29 | .38 | — | |||||||||||||||||
12-31-77 | 1,505,147 | 145,252 | 10.36 | .428 | .862 | |||||||||||||||||
12-31-78 | 1,574,097 | 153,728 | 10.24 | .481 | .049 | |||||||||||||||||
12-31-79 | 1,872,059 | 165,806 | 11.29 | .474 | .051 | |||||||||||||||||
12-31-80 | 2,416,997 | 177,025 | 13.65 | .55 | .0525 | |||||||||||||||||
12-31-81 | 2,315,441 | 185,009 | 12.52 | .63 | .0868 | |||||||||||||||||
12-31-82 | 2,593,411 | 195,469 | 13.27 | .78 | .19123 | |||||||||||||||||
12-31-83 | 3,345,988 | 229,238 | 14.60 | .85 | .25 | |||||||||||||||||
12-31-84 | 3,727,899 | 278,241 | 13.40 | .80 | .50 | |||||||||||||||||
12-31-85 | 4,962,325 | 318,589 | 15.58 | .70 | .68 | |||||||||||||||||
12-31-86 | 6,701,786 | 407,265 | 16.46 | .688 | .86227 | |||||||||||||||||
12-31-87 | 7,876,275 | 525,238 | 15.00 | .656 | 1.03960 | |||||||||||||||||
12-31-88 | 8,592,807 | 610,504 | 14.07 | .85 | 1.10967 | |||||||||||||||||
12-31-89 | 10,895,182 | 682,321 | 15.97 | .67 | .53769 | |||||||||||||||||
12-31-90 | 11,283,448 | 744,734 | 15.15 | .67 | .40297 | |||||||||||||||||
12-31-91 | 14,374,679 | 831,027 | 17.30 | .66 | .29292 | |||||||||||||||||
12-31-92 | 17,006,789 | 971,502 | 17.51 | .635 | .15944 | |||||||||||||||||
12-31-93 | 17,990,556 | 1,010,692 | 17.80 | .6225 | .17075 | |||||||||||||||||
12-31-94 | 18,096,297 | 1,058,427 | 17.10 | .59 | .17874 | |||||||||||||||||
12-31-95 | 24,052,746 | 1,116,620 | 21.54 | .575 | .19289 | |||||||||||||||||
12-31-96 | 29,249,488 | 1,190,831 | 24.56 | .55 | .25730 | |||||||||||||||||
12-31-97 | 36,647,535 | 1,262,818 | 29.02 | .5075 | .30571 | |||||||||||||||||
12-31-98 | 48,433,113 | 1,413,731 | 34.26 | .44 | 2.11648 |
Valuation
|
Net
|
Shares
|
Net Asset
|
Dividend/
|
Capital
|
|||||||||||||||||
Date
|
Assets
|
Outstanding
|
Value/Share
|
Share
|
Gains/Share
|
|||||||||||||||||
12-31-99 | $ | 69,735,684 | 1,508,154 | 46.24 | $ | .30 | $ | .91088 | ||||||||||||||
12-31-00 | 71,411,520 | 1,850,301 | 38.59 | .40 | .80880716 | |||||||||||||||||
12-31-01 | 60,244,912 | 1,940,494 | 31.05 | .26 | — | |||||||||||||||||
12-31-02 | 45,854,541 | 1,989,769 | 23.05 | .20 | — | |||||||||||||||||
12-31-03 | 62,586,435 | 2,016,560 | 31.04 | .24 | — | |||||||||||||||||
12-31-04 | 74,281,648 | 2,230,038 | 33.31 | .305 | — | |||||||||||||||||
12-31-05 | 80,715,484 | 2,305,765 | 35.01 | .2798 | — | |||||||||||||||||
12-31-06 | 82,754,479 | 2,336,366 | 35.42 | .2695 | — | |||||||||||||||||
12-31-07 | 77,416,617 | 2,258,380 | 34.28 | .2364 | 2.5735 | |||||||||||||||||
12-31-08 | 49,448,417 | 2,257,410 | 21.91 | .2603 | — | |||||||||||||||||
12-31-09 | 67,435,343 | 2,303,377 | 29.28 | .17 | — | |||||||||||||||||
12-31-10 | 75,014,486 | 2,307,301 | 32.51 | .126 | — | |||||||||||||||||
12-31-11 | 73,779,028 | 2,266,478 | 32.55 | .1586 | — | |||||||||||||||||
12-31-12 | 83,361,384 | 2,256,216 | 36.95 | .207 | — | |||||||||||||||||
Expenses Paid
|
|||
Beginning
|
Ending
|
During Period*
|
|
Account Value
|
Account Value
|
July 1, 2012 –
|
|
July 1, 2012
|
December 31, 2012
|
December 31, 2012
|
|
Actual
|
$1,000.00
|
$1,049.40
|
$4.57
|
Hypothetical
|
|||
(5% return before expenses)
|
1,000.00
|
1,020.81
|
4.37
|
*
|
Expenses are equal to the Fund’s annualized expense ratio of 0.89%, multiplied by the average account value over the period, multiplied by 184/366 to reflect the one-half year period.
|
Common Stock
|
$ | 72,274,386 | ||
Exchange Traded Funds
|
6,792,800 | |||
Corporate Bonds
|
1,716,386 | |||
Short Term Investments
|
2,641,383 | |||
Total
|
$ | 83,424,955 |
Title of Security
|
Shares
|
Cost
|
Value
|
|||||||||
COMMON STOCKS – 86.70%
|
||||||||||||
Amusement, Gambling, and
|
||||||||||||
Recreation Industries – 1.19%
|
||||||||||||
The Walt Disney Co.
|
20,000 | $ | 803,830 | $ | 995,800 | |||||||
Beverage and Tobacco
|
||||||||||||
Product Manufacturing – 4.18%
|
||||||||||||
Altria Group, Inc.
|
25,000 | $ | 478,400 | $ | 785,500 | |||||||
PepsiCo, Inc.
|
15,000 | 657,954 | 1,026,450 | |||||||||
Philip Morris International, Inc.
|
20,000 | 685,363 | 1,672,800 | |||||||||
$ | 1,821,717 | $ | 3,484,750 | |||||||||
Broadcasting (except Internet) – 1.99%
|
||||||||||||
DIRECTV (a)
|
33,000 | $ | 1,287,241 | $ | 1,655,280 | |||||||
Chemical Manufacturing – 2.88%
|
||||||||||||
Allergan, Inc.
|
10,000 | $ | 412,855 | $ | 917,300 | |||||||
Perrigo Co.
|
6,000 | 460,237 | 624,180 | |||||||||
Watson Pharmaceuticals, Inc. (a)
|
10,000 | 880,737 | 860,000 | |||||||||
$ | 1,753,829 | $ | 2,401,480 | |||||||||
Computer and Electronic
|
||||||||||||
Product Manufacturing – 13.66%
|
||||||||||||
Apple, Inc.
|
11,000 | $ | 1,283,012 | $ | 5,863,330 | |||||||
EMC Corp. (a)
|
65,000 | 1,595,462 | 1,644,500 | |||||||||
QUALCOMM, Inc.
|
50,000 | 2,174,726 | 3,101,000 | |||||||||
Waters Corp. (a)
|
9,000 | 472,047 | 784,080 | |||||||||
$ | 5,525,247 | $ | 11,392,910 | |||||||||
Couriers and Messengers – 1.98%
|
||||||||||||
FedEx Corp.
|
10,000 | $ | 688,396 | $ | 917,200 | |||||||
United Parcel Service, Inc. – Class B
|
10,000 | 671,348 | 737,300 | |||||||||
$ | 1,359,744 | $ | 1,654,500 | |||||||||
Credit Intermediation and
|
||||||||||||
Related Activities – 6.14%
|
||||||||||||
Capital One Financial Corp.
|
50,000 | $ | 1,579,085 | $ | 2,896,500 | |||||||
Wells Fargo & Co.
|
65,000 | 1,614,547 | 2,221,700 | |||||||||
$ | 3,193,632 | $ | 5,118,200 |
(a)
|
Non Income Producing.
|
Title of Security
|
Shares
|
Cost
|
Value
|
|||||||||
COMMON STOCKS (Continued)
|
||||||||||||
Food Services and Drinking Places – 2.76%
|
||||||||||||
McDonald’s Corp.
|
17,000 | $ | 1,254,746 | $ | 1,499,570 | |||||||
Starbucks Corp.
|
15,000 | 561,001 | 804,300 | |||||||||
$ | 1,815,747 | $ | 2,303,870 | |||||||||
Health and Personal Care Stores – 2.92%
|
||||||||||||
Express Scripts Holding Co. (a)
|
45,000 | $ | 1,047,540 | $ | 2,430,000 | |||||||
Heavy and Civil
|
||||||||||||
Engineering Construction – 1.67%
|
||||||||||||
Chicago Bridge & Iron Co. N.V.
|
30,000 | $ | 1,025,126 | $ | 1,390,500 | |||||||
Insurance Carriers and
|
||||||||||||
Related Activities – 2.15%
|
||||||||||||
Berkshire Hathaway, Inc. – Class B (a)
|
20,000 | $ | 678,649 | $ | 1,794,000 | |||||||
Leather and Allied
|
||||||||||||
Product Manufacturing – 0.62%
|
||||||||||||
NIKE, Inc.
|
10,000 | $ | 424,432 | $ | 516,000 | |||||||
Machinery Manufacturing – 5.72%
|
||||||||||||
Caterpillar, Inc.
|
23,000 | $ | 1,379,092 | $ | 2,060,340 | |||||||
General Electric Co.
|
65,000 | 909,338 | 1,364,350 | |||||||||
Roper Industries, Inc.
|
12,000 | 547,802 | 1,337,760 | |||||||||
$ | 2,836,232 | $ | 4,762,450 | |||||||||
Nonstore Retailers – 2.46%
|
||||||||||||
Amazon.com, Inc. (a)
|
3,500 | $ | 565,147 | $ | 878,990 | |||||||
eBay, Inc. (a)
|
23,000 | 804,739 | 1,173,460 | |||||||||
$ | 1,369,886 | $ | 2,052,450 | |||||||||
Oil and Gas Extraction – 4.17%
|
||||||||||||
Anadarko Petroleum Corp.
|
20,000 | $ | 1,335,558 | $ | 1,486,200 | |||||||
Apache Corp.
|
20,000 | 1,502,797 | 1,570,000 | |||||||||
Chesapeake Energy Corp.
|
25,000 | 549,984 | 415,500 | |||||||||
$ | 3,388,339 | $ | 3,471,700 | |||||||||
Other Information Services – 3.40%
|
||||||||||||
Google, Inc. – Class A (a)
|
4,000 | $ | 1,691,413 | $ | 2,837,480 |
(a)
|
Non Income Producing.
|
Title of Security
|
Shares
|
Cost
|
Value
|
|||||||||
COMMON STOCKS (Continued)
|
||||||||||||
Petroleum and Coal
|
||||||||||||
Products Manufacturing – 2.98%
|
||||||||||||
Chevron Corp.
|
23,000 | $ | 1,061,445 | $ | 2,487,220 | |||||||
Professional, Scientific, and
|
||||||||||||
Technical Services – 14.84%
|
||||||||||||
Accenture PLC – Class A
|
20,000 | $ | 1,123,676 | $ | 1,330,000 | |||||||
Celgene Corp. (a)
|
13,000 | 971,128 | 1,023,360 | |||||||||
Cognizant Technology
|
||||||||||||
Solutions Corp. – Class A (a)
|
15,000 | 1,009,689 | 1,110,750 | |||||||||
Mastercard, Inc.
|
10,700 | 1,866,465 | 5,256,696 | |||||||||
Priceline.com, Inc. (a)
|
2,700 | 1,343,436 | 1,677,240 | |||||||||
Visa, Inc. – Class A
|
13,000 | 939,190 | 1,970,540 | |||||||||
$ | 7,253,584 | $ | 12,368,586 | |||||||||
Publishing Industries (except Internet) – 0.96%
|
||||||||||||
Microsoft Corp.
|
30,000 | $ | 921,971 | $ | 801,900 | |||||||
Rail Transportation – 3.93%
|
||||||||||||
Union Pacific Corp.
|
26,000 | $ | 1,586,265 | $ | 3,268,720 | |||||||
Securities, Commodity Contracts,
|
||||||||||||
and Other Financial Investments
|
||||||||||||
and Related Activities – 2.16%
|
||||||||||||
Blackrock, Inc.
|
4,000 | $ | 730,910 | $ | 826,840 | |||||||
T. Rowe Price Group, Inc.
|
15,000 | 725,747 | 976,950 | |||||||||
$ | 1,456,657 | $ | 1,803,790 | |||||||||
Support Activities for Mining – 1.66%
|
||||||||||||
Schlumberger Ltd.
|
20,000 | $ | 1,613,272 | $ | 1,385,800 | |||||||
Transportation Equipment
|
||||||||||||
Manufacturing – 2.28%
|
||||||||||||
Eaton Corp. PLC
|
35,000 | $ | 1,816,696 | $ | 1,897,000 | |||||||
TOTAL COMMON STOCKS
|
$ | 45,732,494 | $ | 72,274,386 |
(a)
|
Non Income Producing.
|
Title of Security
|
Shares
|
Cost
|
Value
|
|||||||||
EXCHANGE TRADED FUNDS – 8.15%
|
||||||||||||
Funds, Trusts, and Other
|
||||||||||||
Financial Vehicles – 8.15%
|
||||||||||||
iShares MSCI Emerging Markets Index Fund
|
20,000 | $ | 827,798 | $ | 887,000 | |||||||
iShares Core S&P Mid-Cap ETF
|
35,000 | 3,143,188 | 3,559,500 | |||||||||
iShares Core S&P Small-Cap ETF
|
30,000 | 2,002,666 | 2,346,300 | |||||||||
TOTAL EXCHANGE TRADED FUNDS
|
$ | 5,973,652 | $ | 6,792,800 | ||||||||
Principal
|
||||||||||||
Amount
|
Cost
|
Value
|
||||||||||
CORPORATE BONDS – 2.06%
|
||||||||||||
Broadcasting (except Internet) – 0.29%
|
||||||||||||
Comcast Corp.
|
||||||||||||
6.500%, 01/15/2017
|
$ | 200,000 | $ | 199,592 | $ | 241,209 | ||||||
Building Material and Garden
|
||||||||||||
Equipment and Supplies Dealers – 0.27%
|
||||||||||||
Home Depot, Inc.
|
||||||||||||
5.400%, 03/01/2016
|
200,000 | $ | 189,971 | $ | 228,483 | |||||||
Funds, Trusts, and Other
|
||||||||||||
Financial Vehicles – 0.40%
|
||||||||||||
Spectra Energy Capital, LLC
|
||||||||||||
8.000%, 10/01/2019
|
250,000 | $ | 265,058 | $ | 330,170 | |||||||
General Merchandise Stores – 0.40%
|
||||||||||||
JC Penney Corp., Inc.
|
||||||||||||
7.400%, 04/01/2037
|
400,000 | $ | 400,875 | $ | 333,999 | |||||||
Machinery Manufacturing – 0.38%
|
||||||||||||
Applied Materials, Inc.
|
||||||||||||
7.125%, 10/15/2017
|
250,000 | $ | 252,775 | $ | 313,799 | |||||||
Principal
|
||||||||||||
Title of Security
|
Amount
|
Cost
|
Value
|
|||||||||
CORPORATE BONDS (Continued)
|
||||||||||||
Oil and Gas Extraction – 0.32%
|
||||||||||||
Anadarko Petroleum Corp.
|
||||||||||||
7.625%, 03/15/2014
|
$ | 250,000 | $ | 246,585 | $ | 268,726 | ||||||
TOTAL CORPORATE BONDS
|
$ | 1,554,856 | $ | 1,716,386 | ||||||||
Shares
|
Cost
|
Value
|
||||||||||
SHORT-TERM INVESTMENTS – 3.17%
|
||||||||||||
Mutual Fund – 3.17%
|
||||||||||||
SEI Daily Income Trust
|
||||||||||||
Treasury Fund, 0.01% (b)
|
2,641,383 | $ | 2,641,383 | $ | 2,641,383 | |||||||
TOTAL SHORT-TERM INVESTMENTS
|
$ | 2,641,383 | $ | 2,641,383 | ||||||||
TOTAL INVESTMENTS – 100.08%
|
$ | 55,902,385 | $ | 83,424,955 | ||||||||
LIABILITIES IN EXCESS
|
||||||||||||
OF OTHER ASSETS – (0.08)%
|
(63,571 | ) | ||||||||||
TOTAL NET ASSETS – 100.00%
|
$ | 83,361,384 |
(b)
|
Variable rate security: the rate shown is the effective rate as of December 31, 2012.
|
ASSETS:
|
||||
Investments in securities, at value (cost: $55,902,385)
|
$ | 83,424,955 | ||
Receivables
|
||||
Fund shares issued
|
4,100 | |||
Dividends and interest
|
105,029 | |||
Prepaid Expenses
|
13,072 | |||
TOTAL ASSETS
|
$ | 83,547,156 | ||
LIABILITIES:
|
||||
Payables
|
||||
Fund shares redeemed
|
$ | 1,999 | ||
Distribution to shareholders
|
20,164 | |||
Advisory fees
|
99,819 | |||
Withholding tax payable
|
225 | |||
Accrued expenses
|
63,565 | |||
TOTAL LIABILITIES
|
$ | 185,772 | ||
TOTAL NET ASSETS
|
$ | 83,361,384 | ||
NET ASSETS CONSIST OF:
|
||||
Capital stock
|
$ | 55,763,188 | ||
Accumulated undistributed net investment income
|
8,452 | |||
Accumulated undistributed net realized gain on investments
|
67,174 | |||
Unrealized appreciation on investments
|
27,522,570 | |||
TOTAL NET ASSETS
|
$ | 83,361,384 | ||
SHARES OUTSTANDING ($0.0001 par value; 100,000,000
|
||||
shares authorized)
|
2,256,216 | |||
NET ASSET VALUE, OFFERING AND
|
||||
REDEMPTION PRICE PER SHARE
|
$ | 36.95 | ||
INVESTMENT INCOME:
|
||||
Dividend income (net of foreign tax withheld of $900)
|
$ | 1,060,929 | ||
Interest income
|
123,734 | |||
Total investment income
|
$ | 1,184,663 | ||
EXPENSES:
|
||||
Advisory fees
|
$ | 408,506 | ||
Administration fees
|
97,057 | |||
Dividend disbursing and transfer agent fees
|
45,288 | |||
Fund accounting fees
|
43,484 | |||
Professional services
|
33,458 | |||
Independent director’s expenses and fees
|
30,500 | |||
Other
|
25,187 | |||
Printing and supplies
|
14,657 | |||
Custody fees
|
11,334 | |||
Taxes and licenses
|
1,464 | |||
Total expenses
|
$ | 710,935 | ||
NET INVESTMENT INCOME
|
$ | 473,728 | ||
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS
|
||||
Net realized gain on investments
|
1,282,606 | |||
Net change in unrealized appreciation on investments
|
8,688,577 | |||
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS
|
9,971,183 | |||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
|
$ | 10,444,911 |
2012
|
2011
|
|||||||
OPERATIONS:
|
||||||||
Net investment income
|
$ | 473,728 | $ | 356,194 | ||||
Net realized gain on investments
|
1,282,606 | 313,583 | ||||||
Net increase/(decrease) in unrealized
|
||||||||
appreciation on investments
|
8,688,577 | (210,985 | ) | |||||
Net increase in net assets
|
||||||||
resulting from operations
|
$ | 10,444,911 | $ | 458,792 | ||||
Net equalization of debits/credits:
|
(2,333 | ) | (2,484 | ) | ||||
Distributions to shareholders:
|
||||||||
From net investment income
|
(465,276 | ) | (363,000 | ) | ||||
Total distributions
|
$ | (465,276 | ) | $ | (363,000 | ) | ||
Capital Share Transactions:
|
||||||||
Net decrease in net assets
|
||||||||
from capital share transactions
|
(394,946 | ) | (1,328,766 | ) | ||||
Total Increase/(Decrease) in Net Assets
|
$ | 9,582,356 | $ | (1,235,458 | ) | |||
NET ASSETS:
|
||||||||
Beginning of the Period
|
$ | 73,779,028 | $ | 75,014,486 | ||||
End of the Period (including undistributed net
|
||||||||
investment income of $8,452 and $0 respectively)
|
$ | 83,361,384 | $ | 73,779,028 |
Years Ended December 31,
|
||||||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||||||
Net asset value, beginning of period
|
$ | 32.55 | $ | 32.51 | $ | 29.28 | $ | 21.91 | $ | 34.28 | ||||||||||
Income (loss) from investment operations:
|
||||||||||||||||||||
Net investment income1
|
0.21 | 0.16 | 0.14 | 0.17 | 0.25 | |||||||||||||||
Net realized and unrealized
|
||||||||||||||||||||
gain/(loss) on investments
|
4.40 | 0.04 | 3.22 | 7.37 | (12.36 | ) | ||||||||||||||
Total from
|
||||||||||||||||||||
investment operations
|
4.61 | 0.20 | 3.36 | 7.54 | (12.11 | ) | ||||||||||||||
Less dividends and distributions:
|
||||||||||||||||||||
Dividends from net
|
||||||||||||||||||||
investment income
|
(0.21 | ) | (0.16 | ) | (0.13 | ) | (0.17 | ) | (0.25 | ) | ||||||||||
Distributions from
|
||||||||||||||||||||
net realized gains
|
— | — | — | — | — | |||||||||||||||
Distributions from
|
||||||||||||||||||||
tax return of capital
|
— | — | — | — | (0.01 | ) | ||||||||||||||
Total dividends
|
||||||||||||||||||||
and distributions
|
(0.21 | ) | (0.16 | ) | (0.13 | ) | (0.17 | ) | (0.26 | ) | ||||||||||
Net asset value, end of period
|
$ | 36.95 | $ | 32.55 | $ | 32.51 | $ | 29.28 | $ | 21.91 | ||||||||||
Total return
|
14.16 | % | 0.62 | % | 11.50 | % | 34.61 | % | (35.47 | %) | ||||||||||
Supplemental data and ratios:
|
||||||||||||||||||||
Net assets, end of period
|
||||||||||||||||||||
(in thousands)
|
$ | 83,361 | $ | 73,779 | $ | 75,014 | $ | 67,435 | $ | 49,448 | ||||||||||
Ratio of net expenses to
|
||||||||||||||||||||
average net assets:
|
0.88 | % | 0.88 | % | 0.90 | % | 1.02 | % | 0.77 | % | ||||||||||
Ratio of net investment
|
||||||||||||||||||||
income to average net assets:
|
0.58 | % | 0.47 | % | 0.42 | % | 0.63 | % | 0.86 | % | ||||||||||
Portfolio turnover rate
|
17.0 | % | 26.6 | % | 26.3 | % | 18.2 | % | 23.4 | % |
1
|
Net investment income per share is calculated using the ending balances prior to consideration or adjustment for permanent book-to-tax differences.
|
(1)
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
A.
|
Investments –
|
B.
|
Federal Income Taxes –
|
C.
|
Distribution To Shareholders –
|
D.
|
Equalization –
|
E.
|
Use of Estimates –
|
F.
|
Fair Value Measurements –
|
Level 1 –
|
Unadjusted quoted prices in active markets for identical investments
|
Level 2 –
|
Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
|
Level 3 –
|
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
|
Level 1
|
Level 2
|
Level 3
|
Total
|
|||||||||||||
Investments
|
||||||||||||||||
Common Stock
|
$ | 72,274,386 | $ | — | $ | — | $ | 72,274,386 | ||||||||
Exchange Traded Funds
|
6,792,800 | — | — | 6,792,800 | ||||||||||||
Corporate Bonds
|
— | 1,716,386 | — | 1,716,386 | ||||||||||||
Short-Term Investments
|
2,641,383 | — | — | 2,641,383 | ||||||||||||
Total Investments
|
||||||||||||||||
in Securities
|
$ | 81,708,569 | $ | 1,716,386 | $ | — | $ | 83,424,955 |
(2)
|
INVESTMENT ADVISORY CONTRACT AND
|
|
OTHER TRANSACTIONS WITH AFFILIATES
|
(3)
|
SECURITY TRANSACTIONS
|
2012
|
2011
|
|||||||
Non U.S. government securities
|
$ | 13,412,068 | $ | 19,995,699 |
2012
|
2011
|
|||||||
Non U.S. government securities
|
$ | 15,770,438 | $ | 21,083,361 |
(4)
|
NET ASSET VALUE
|
(5)
|
CAPITAL STOCK
|
2012
|
2011
|
|||||||
Shares sold
|
71,320 | 58,968 | ||||||
Shares issued to shareholders in
|
||||||||
reinvestment of net investment income
|
11,133 | 9,937 | ||||||
82,453 | 68,905 | |||||||
Shares redeemed
|
(92,714 | ) | (109,729 | ) | ||||
Net decrease
|
(10,261 | ) | (40,824 | ) |
2012
|
2011
|
|||||||
Shares sold
|
$ | 2,581,419 | $ | 1,945,553 | ||||
Shares issued to shareholders in
|
||||||||
reinvestment of net investment income
|
410,209 | 319,065 | ||||||
2,991,628 | 2,264,618 | |||||||
Shares redeemed
|
(3,386,574 | ) | (3,593,384 | ) | ||||
Net decrease
|
$ | (394,946 | ) | $ | (1,328,766 | ) |
(6)
|
DISTRIBUTIONS TO SHAREHOLDERS
|
(7)
|
FEDERAL INCOME TAX INFORMATION
|
Ordinary
|
Long-Term
|
|||||||
Income
|
Capital Gain
|
|||||||
12/31/12
|
$ | 465,276 | $ | — | ||||
12/31/11
|
$ | 363,000 | — |
Federal tax cost of investments
|
$ | 55,930,186 | ||
Unrealized appreciation
|
$ | 28,377,683 | ||
Unrealized depreciation
|
(882,914 | ) | ||
Net unrealized appreciation
|
$ | 27,494,769 |
Net unrealized appreciation
|
$ | 27,494,769 | ||
Undistributed ordinary income
|
$ | 8,452 | ||
Undistributed long term gains
|
94,975 | |||
Distributable earnings
|
103,427 | |||
Other accumulated loss
|
— | |||
Total accumulated capital earnings
|
$ | 27,598,196 |
(8)
|
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
|
•
|
Information we receive from you in connection with opening an account or establishing and maintaining a shareholder relationship with us, whether in writing or oral;
|
•
|
Information about your transactions with us or our affiliates; and
|
•
|
Information we receive from third parties such as your accountants, attorneys, life insurance agents, family members, financial institutions, custodians, trustees and credit bureaus.
|
Name, Age,
|
|
Position with
|
|
Fund and Term
|
|
of Office
|
Principal Occupation(s) and Directorships*
|
Nathan Phillips
|
Mr. Dodge is the Executive Vice President of N.P. Dodge Company.
|
Dodge III Age: 49
|
He has worked at N.P. Dodge Company since October, 1993. Mr.
|
Dodge is also a principal officer and director of a number of subsidiary
|
|
Director
|
and affiliated companies in the property management, insurance, and
|
(2010 – present)
|
real estate syndication fields. Mr. Dodge became a Director of
|
Lauritzen Corp. in 2008 and of First State Bank of Loomis in 2003.
|
|
John J. Koraleski
|
Mr. Koraleski is the acting President and CEO of Union Pacific
|
Age: 62
|
Railroad Company, headquartered in Omaha, Nebraska, of which he
|
is also a director. He was promoted to his current position in March
|
|
Chairman
|
2012. Mr. Koraleski was employed by Union Pacific in June, 1972
|
(2005 – 2012)
|
where, prior to his current position with the Railroad, Mr. Koraleski
|
was the Executive Vice President-Marketing & Sales of the Union
|
|
Director
|
Pacific Railroad Company, the Railroad’s Chief Financial Officer, and
|
(1995 – present)
|
Controller of Union Pacific Corporation. In those positions, he was
|
responsible for the Railroad’s Information Technologies and Real
|
|
Estate Departments along with a vast array of other responsibilities.
|
|
Adam M. Koslosky
|
Mr. Koslosky is the President and Chief Executive Officer of Magnolia
|
Age: 56
|
Metal Corporation. Magnolia Metal Corporation is a bronze bearing
|
manufacturer located in Omaha, Nebraska. Mr. Koslosky commenced
|
|
Director
|
his career with Magnolia Metal Corporation in 1978. Mr. Koslosky
|
(2007 – present)
|
also is a general partner of Mack Investments, Ltd., a privately held
|
investment company located in Omaha, Nebraska. He has been a
|
|
Director of Nebraska Methodist Hospital Foundation since 1993. Mr.
|
|
Koslosky has been determined to be an “audit committee financial
|
|
expert” within the meaning of the Sarbanes Oxley Act of 2002 and the
|
|
regulations related thereto by the Fund’s Board of Directors. Mr.
|
|
Koslosky serves as the Chairman of the Fund’s Audit Committee.
|
|
Name, Age,
|
|
Position with
|
|
Fund and Term
|
|
of Office
|
Principal Occupation(s) and Directorships*
|
Michael C. Meyer
|
Mr. Meyer was elected Chairman on April 10, 2012. Mr. Meyer is
|
Age: 54
|
currently the Vice President of Asset Management of Tenaska, Inc.
|
Tenaska is a privately held energy company that develops, constructs,
|
|
Director
|
owns and operates large-scale non-utility power plants. Tenaska also
|
(2008 – present)
|
markets natural gas, electricity and biofuels products and, provides
|
associated energy risk management services; provides management
|
|
Chairman
|
and operation services to private equity partnerships; and engages in
|
(2012 – Present)
|
natural gas exploration, production and associated transportation
|
systems. Prior to his current position, Mr. Meyer was Vice President,
|
|
International Asset Management with responsibility for managing
|
|
Tenaska’s international business and has been employed at Tenaska
|
|
since 1995. In his 30-plus years of financial and operations
|
|
management experience in the banking and energy industries, Mr.
|
|
Meyer has held positions with the United States Treasury Department’s
|
|
Office of the Comptroller of the Currency, the Farm Credit System and
|
|
the First National Bank of Omaha. Mr. Meyer has been designated as
|
|
the Lead Independent Director of the Fund, and is determined to be an
|
|
“audit committee financial expert” within the meaning of the Sarbanes
|
|
Oxley Act of 2002 and the regulations related thereto by the Fund’s
|
|
Board of Directors.
|
|
Gary L. Petersen
|
Mr. Petersen is the retired President of Petersen Manufacturing Co.
|
Age: 69
|
Inc. of DeWitt, Nebraska. Mr. Petersen commenced employment with
|
the company in February, 1966. He became President in May, 1979,
|
|
Director
|
and retired in June, 1986. Petersen Manufacturing Co. Inc. produced a
|
(1987 – present)
|
broad line of hand tools for national and worldwide distribution under
|
the brand names Vise-Grip, Unibit, Prosnip, and Punch Puller. Mr.
|
|
Petersen serves as Chairman of the Fund’s Administration and
|
|
Nominating Committee.
|
|
Robert Slezak
|
Mr. Slezak was elected Vice Chairman on April 10, 2012. Mr. Slezak
|
is currently an independent management consultant, and has been since
|
|
Age: 55
|
November 1999. Prior to that, Mr. Slezak served as Vice President,
|
Chief Financial Officer and Treasurer of the Ameritrade Holding
|
|
Director
|
Corporation from January 1989 to November 1999 and as a director
|
(2008 – present)
|
from October 1996 to September 2002. Mr. Slezak currently serves as
|
a member of the board of directors of United Western Bancorp, Inc.
|
|
Vice Chairman
|
and Xanadoo Company, a provider of wireless communication
|
(2012 – present)
|
services. Mr. Slezak has been determined to be an “audit committee
|
financial expert” within the meaning of the Sarbanes Oxley Act of 2002
|
|
and the regulations related thereto by the Fund’s Board of Directors.
|
Name, Age,
|
|
Position with
|
|
Fund and Term
|
|
of Office
|
Principal Occupation(s) and Directorships*
|
Edson L.
|
Since December 2000, Mr. Bridges has been President, Chief
|
Bridges III, CFA
|
Executive Officer, and Director of Bridges Investment Management,
|
Age: 54
|
Inc. Since August of 1983, Mr. Bridges was a full-time member of the
|
professional staff of Bridges Investment Counsel, Inc. where he has
|
|
President
|
served as Executive Vice President since 1993. Mr. Bridges is also a
|
(1997 – present)
|
Director of that firm. Mr. Bridges has been responsible for securities
|
research and the investment management for an expanding base of
|
|
Chief Executive
|
discretionary management accounts, including the Fund, for more than
|
Officer
|
15 years. Mr. Bridges was elected President of Bridges Investment
|
(2004 - present)
|
Fund, Inc. on April 11, 1997, and he assumed the position of Portfolio
|
Manager at the close of business on that date. Mr. Bridges became
|
|
Director
|
Chief Executive and Investment Officer of the Fund on April 13, 2004.
|
(1991 – present)
|
Mr. Bridges is Chairman and a director of Bridges Investor Services,
|
Inc. and Chairman of the Board and a director of Provident Trust
|
|
Company. Mr. Bridges became a Director of Stratus Fund, Inc., an
|
|
open-end, regulated investment company located in Lincoln, Nebraska,
|
|
in October, 1990 and is Chairman of the Audit Committee of the
|
|
Stratus Fund.
|
|
Robert W.
|
Mr. Bridges is a Director and Senior Equity Analyst at Sterling Capital
|
Bridges, CFA
|
Management LLC. Sterling Capital Management LLC, located in
|
Age: 47
|
Charlotte, North Carolina, is an investment management company
|
founded in 1970. Mr. Bridges commenced his career with Sterling
|
|
Director
|
Capital Management, LLC in 1996 and served in a variety of
|
(2007 – present)
|
capacities including client service, systems integration, and
|
compliance before assuming his current position in 2000. Mr. Bridges
|
|
has been a Director of Bridges Investment Counsel, Inc. since
|
|
December 2006, and a Director of Provident Trust Company since
|
|
2007. Prior to joining Sterling, Mr. Bridges served in accounting,
|
|
research analysis and several other roles for Bridges Investment
|
|
Counsel, Inc. for six years. Mr. Bridges earned his B.S. in Business
|
|
from Wake Forest University, and became a CFA charter holder in
|
|
2003.
|
|
Name, Age,
|
|
Position with
|
|
Fund and Term
|
|
of Office
|
Principal Occupation(s) and Directorships*
|
Edson L.
|
Mr. Bridges was elected Chairman Emeritus on April 15, 2006. Mr.
|
Bridges II, CFA
|
Bridges had previously served as Chairman, Vice-Chairman, Chief
|
Age: 80
|
Executive Officer, and President of the Fund. Mr. Bridges was
|
replaced by Edson L. Bridges III as Chief Executive Officer of the
|
|
Chairman Emeritus
|
Fund on April 13, 2004. Since December 2000, Mr. Bridges has
|
(2006 – present)
|
served as a director of Bridges Investment Management, Inc. In
|
September, 1959, Mr. Bridges became associated with the predecessor
|
|
Vice-Chairman
|
firm to Bridges Investment Counsel, Inc. and is presently the President,
|
(2005 – 2006)
|
Director, CEO, and Chief Compliance Officer of Bridges Investment
|
Counsel, Inc. Mr. Bridges is also President and Director of Bridges
|
|
Chairman
|
Investor Services, Inc., and is President, Director, and Chief Executive
|
(1997-2005)
|
Officer of Provident Trust Company, chartered to conduct business on
|
March 11, 1992.
|
|
Chief Executive
|
|
Officer
|
|
(1997 - 2004)
|
|
President
|
|
(1970-1997)
|
|
Director
|
|
(1963 – 2007)
|
|
Nancy K. Dodge
|
Ms. Dodge has been an employee of Bridges Investment Management,
|
Age: 51
|
Inc. since 1994, where she serves as a Senior Vice President. After
|
joining Bridges Investment Counsel, Inc. in January of 1980, her
|
|
Treasurer
|
career progressed through the accounting department of that Firm, to
|
(1986-present)
|
her present position as Senior Vice President of Investor Support and
|
Fund Services. Ms. Dodge is the person primarily responsible for
|
|
Chief Compliance
|
overseeing day to day operations for the Fund, and she is also the key
|
Officer
|
person for handling relations with shareholders, the custodian bank,
|
(2006-present)
|
transfer agent, and the auditor. She was appointed Chief Compliance
|
Officer of the Fund, as of November 21, 2006. Ms. Dodge is a Senior
|
|
Vice President and Director of Bridges Investor Services, Inc., and a
|
|
Vice President and Trust Officer for Provident Trust Company.
|
Name, Age,
|
|
Position with
|
|
Fund and Term
|
|
of Office
|
Principal Occupation(s) and Directorships*
|
Brian
|
Mr. Kirkpatrick has been an employee of Bridges Investment
|
Kirkpatrick, CFA
|
Management since 1994. Mr. Kirkpatrick serves as a Senior Vice
|
Age: 41
|
President, Director of Research, Chief Compliance Officer, and
|
Director of Bridges Investment Management. Having joined Bridges
|
|
Executive Vice
|
Investment Counsel, Inc. on August 24, 1992, He is a Senior Vice
|
President
|
President of Bridges Investment Counsel, and has been a full-time
|
(2006-present)
|
member of the professional staff of Bridges Investment Counsel, Inc.,
|
responsible for securities research, and the investment management for
|
|
Vice President
|
an expanding base of discretionary management accounts, including
|
(2000-2006)
|
the Fund, for more than 15 years. Mr. Kirkpatrick was appointed Sub
|
Portfolio Manager of the Fund on April 12, 2005. Mr. Kirkpatrick also
|
|
serves as a Vice President for Provident Trust Company.
|
|
Mary Ann Mason
|
Ms. Mason has been an employee of Bridges Investment Management
|
Age: 61
|
since 1994, where she currently serves as Senior Vice President,
|
Corporate Secretary, and Treasurer. She joined Bridges Investment
|
|
Secretary
|
Counsel, Inc. in June 1981, and currently is Senior Vice President,
|
(1987-present)
|
Corporate Secretary and Treasurer of such entity, and the Secretary,
|
Treasurer and Director of Bridges Investor Services, Inc. Ms. Mason
|
|
also acts as Vice President, Secretary and Treasurer for Provident Trust
|
|
Company.
|
|
Linda Morris
|
Ms. Morris has been an employee of Bridges Investment Management,
|
Age: 46
|
Inc. since 1994. Having joined Bridges Investment Counsel, Inc. in
|
August of 1992, her career has been largely in the client accounting
|
|
Assistant
|
area where she currently serves as Associate Director of Accounting.
|
Treasurer
|
Ms. Morris was elected Assistant Treasurer of the Fund in April, 1999.
|
(1999-present)
|
Ms. Morris is also a Trust Assistant for Provident Trust Company.
|
Trinh Wu
|
Ms. Wu has been an employee of Bridges Investment Management and
|
Age: 56
|
has served Bridges Investment Counsel, Inc. since February 1, 1997.
|
Ms. Wu has functioned as the lead accountant for the day to day
|
|
Controller
|
operation of the Fund. Ms. Wu currently is the Senior Accountant of
|
(2001 – present)
|
Bridges Investment Counsel, Inc. Prior to her employment at Bridges
|
Investment Management, Inc., Ms. Wu performed operating and
|
|
accounting activities for 17 years in the Estate and Trust Department of
|
|
the predecessor institutions to U.S. Bank, N.A. Nebraska. Ms. Wu was
|
|
elected to the position of Controller of the Fund at the October 16,
|
|
2001 meeting of the Board of Directors.
|
|
1 YEAR
|
5 YEARS
|
10 YEARS
|
||
14.16%
|
2.15%
|
6.37%
|
COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN |
BRIDGES INVESTMENT FUND, INC. AND THE STANDARD AND
|
POORS 500 INDEX AND THE RUSSELL 1000 GROWTH INDEX |
![]() |
1.
|
The initial investment was made at the public offering price last calculated on the business day before the first day of the first fiscal year.
|
2.
|
The subsequent account values are based on the net asset values of the Fund last calculated on the last business day of the first and each subsequent fiscal year.
|
3.
|
The calculation for the final account value assumes the account was closed and the redemption was at the price last calculated on the last business day of the most recent fiscal year.
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4.
|
All dividends and capital gains distributions by the Fund were reinvested at the price on the reinvestment dates. The dividend for the Standard & Poor’s 500 Composite Index for the previous quarter was invested at the month-end price closest to the reinvestment date for the Fund. The Russell 1000 Growth Index is a total return index that reinvests dividends continuously as they are paid.
|
Respectfully Submitted,
|
|
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Edson L. Bridges III
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|
President and
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Chief Executive and Investment Officer
|
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Edson L. Bridges III
|
Adam M. Koslosky
|
Robert W. Bridges
|
Michael C. Meyer
|
Nathan Phillips Dodge III
|
Gary L. Petersen
|
John J. Koraleski
|
Robert Slezak
|
Michael C. Meyer
|
Chairman and Lead Independent Director
|
Edson L. Bridges II
|
Chairman Emeritus
|
Edson L. Bridges III
|
President and Chief Executive and
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Investment Officer
|
|
Brian M. Kirkpatrick
|
Executive Vice President
|
Mary Ann Mason
|
Secretary
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Nancy K. Dodge
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Treasurer and Chief Compliance Officer
|
Linda J. Morris
|
Assistant Treasurer
|
Trinh Wu
|
Controller
|
Cohen Fund Audit Services, Ltd. | |
1350 Euclid Avenue, Suite 800 | |
Cleveland, Ohio 44115 |
Corporate Counsel
|
Counsel to Independent Directors
|
Baird, Holm, LLP
|
Koley Jessen P.C.
|
Attorneys at Law
|
Attorneys at Law
|
1500 Woodmen Tower
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One Pacific Place, Suite 800
|
Omaha, Nebraska 68102
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1125 South 103 Street
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Omaha, Nebraska 68124
|
|
Special Counsel
|
Distributor
|
Ballard, Spahr, Andrews & Ingersoll, LLP
|
Quasar Distributors, LLC
|
1225 Seventeenth Street, Suite 2300
|
615 East Michigan Street
|
Denver, Colorado 80202
|
Milwaukee, Wisconsin 53202
|
FYE 12/31/2012
|
FYE 12/31/2011
|
|
Audit Fees
|
$13,500
|
$27,500
|
Audit-Related Fees
|
$ -
|
$4,500
|
Tax Fees
|
$2,500
|
$3,693
|
All Other Fees
|
$ -
|
$ -
|
FYE 12/31/2012
|
FYE 12/31/2011
|
|
Audit-Related Fees
|
0%
|
0%
|
Tax Fees
|
0%
|
0%
|
All Other Fees
|
0%
|
0%
|
Non-Audit Related Fees
|
FYE 12/31/2012
|
FYE 12/31/2011
|
Registrant
|
$ -
|
$ -
|
Registrant’s Investment Adviser
|
$ -
|
$ -
|
(a)
|
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
|
(b)
|
Not applicable.
|
(c)
|
The registrant’s president, executive vice president, and treasurer have reviewed the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the registrant and by the registrant’s service provider.
|
(d)
|
There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) 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.
|
(a)
|
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Incorporated by reference to the Registrant’s Form N-CSR filed March 3, 2008.
|
(b)
|
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.
|
1.
|
I have reviewed this report on Form N-CSR of Bridges Investment Fund, Inc.;
|
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: March 5, 2013
|
/s/ Brian M. Kirkpatrick
Brian M. Kirkpatrick
Executive Vice President
|
1.
|
I have reviewed this report on Form N-CSR of Bridges Investment Fund, Inc.;
|
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: March 5, 2013
|
/s/ Edson L. Bridges III
Edson L. Bridges III
President, Chief Executive Officer, Chief Investment Officer
|
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: March 5, 2013
|
/s/ Nancy K. Dodge
Nancy K. Dodge
Treasurer & Chief Compliance Officer
|
/s/ Edson L. Bridges III
Edson L. Bridges III
President, CEO, CIO, Bridges Investment Fund, Inc.
|
/s/ Brian M. Kirkpatrick
Brian M. Kirkpatrick
Executive Vice President, Bridges Investment Fund, Inc.
|
Dated: March 5, 2013
|
Dated: March 5, 2013
|
/s/ Nancy K. Dodge
Nancy K. Dodge
Treasurer & CCO, Bridges Investment Fund, Inc.
|
Dated: March 5, 2013
|
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