-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HyCbnvMZR7SdonpcEdC/DZSmCM7T9JivI3MqdMvaT22S1a0HQqq9k14/uh9u94k8 X3bgQ6nExLDYVm8pJIJc2Q== 0000909012-05-000208.txt : 20050225 0000909012-05-000208.hdr.sgml : 20050225 20050225161215 ACCESSION NUMBER: 0000909012-05-000208 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050225 DATE AS OF CHANGE: 20050225 EFFECTIVENESS DATE: 20050225 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEISS PECK & GREER FUNDS TRUST /MA CENTRAL INDEX KEY: 0000777025 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-04404 FILM NUMBER: 05641524 BUSINESS ADDRESS: STREET 1: ONE NEW YORK PLZ STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 2129089582 MAIL ADDRESS: STREET 1: ONE NEW YORK PLAZA STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: WEISS PECK & GREER MUTUAL FUNDS DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: WEISS PECK & GREER FUNDS TRUST DATE OF NAME CHANGE: 19920519 FORMER COMPANY: FORMER CONFORMED NAME: WPG FUNDS TRUST DATE OF NAME CHANGE: 19920304 N-CSR 1 t301659.txt 12/31/04 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 811-04404 WEISS, PECK & GREER FUNDS TRUST (Exact name of registrant as specified in charter) 909 Third Avenue NEW YORK, NY 10022 (Address of principal executive offices) (Zip code) Joseph Reardon Weiss, Peck & Greer Investments 909 Third Avenue NEW YORK, NY 10022 (Name and address of agent for service) registrant's telephone number, including area code: 212-908-9882 Date of fiscal year end: DECEMBER 31 Date of reporting period: DECEMBER 31, 2004 Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. REPORTS TO STOCKHOLDERS. The Report to Shareholders is attached herewith. c/o ROBECO WEISS, PECK & GREER INVESTMENTS M U T U A L F U N D S ANNUAL REPORT DECEMBER 31, 2004 WPG TUDOR FUND WPG LARGE CAP GROWTH FUND WPG CORE BOND FUND 909 THIRD AVENUE NEW YORK, NEW YORK 10022 800 223-3332 WEISS, PECK & GREER MUTUAL FUNDS TABLE OF CONTENTS Average Annual Total Returns . . . . . . . . . . . . . . . . . . . . . 1 Major Portfolio Changes - Equity Funds . . . . . . . . . . . . . . . . 3 Ten Largest Holdings . . . . . . . . . . . . . . . . . . . . . . . . . 4 Disclosure of Fund Expenses . . . . . . . . . . . . . . . . . . . . . 5 Schedules of Investments: WPG Tudor Fund . . . . . . . . . . . . . . . . . . . . . . . . 6 WPG Large Cap Growth Fund . . . . . . . . . . . . . . . . . . 8 WPG Core Bond Fund . . . . . . . . . . . . . . . . . . . . . 10 Statements of Assets and Liabilities . . . . . . . . . . . . . . . . 14 Statements of Operations . . . . . . . . . . . . . . . . . . . . . . 15 Statements of Changes in Net Assets . . . . . . . . . . . . . . . . . 16 Notes to Financial Statements . . . . . . . . . . . . . . . . . . . . 17 Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . 23 Report of Independent Registered Public Accounting Firm . . . . . . . 25 Information on Trustees . . . . . . . . . . . . . . . . . . . . . . . 26 Additional Information - Unaudited . . . . . . . . . . . . . . . . . 27 CONSERVATIVE TUDOR OBJECTIVE: Capital appreciation. AGGRESSIVE LARGE CAP GROWTH OBJECTIVE: Long-term growth of capital. CORE BOND OBJECTIVE: High current income consistent with capital preservation. WEISS, PECK & GREER MUTUAL FUNDS AVERAGE ANNUAL TOTAL RETURN TUDOR FUND For the year the fund returned 19.4%, compared to the Russell 2000 Value Index that returned 22.3%. The modest relative underperformance during the year was attributable to several factors. The fund was positioned with a conservative bias given our concern of many valuation levels and fundamentals within the market and small cap sector. More specifically, the fund was underweight in basic materials and financials, which were strong sectors during the year and also generated a significant amount of yield. Lastly, several of our larger positions had difficult performance during the year; nonetheless we remain confident and have continued to build many of these positions. Heading into 2005, we believe the backdrop for small cap securities is more neutral. The sector has enjoyed five years of relative strength as well as strong absolute returns. Valuation levels appear rich in many areas. The economic backdrop, and weakening dollar, should provide some challenges for small caps. We believe we could be in a largely sideways market with continued volatility. We have positioned the fund accordingly and believe our investment strategy would perform well in such an environment. VALUE ON 12/31/04 $10,000 INVESTMENT MADE ON 12/31/94 Russell 2000 Years Tudor Value ----- ----- ----- 2004 $24,580 $41,046 2003 $20,595 $33,577 2002 $14,167 $22,993 2001 $19,170 $25,959 2000 $22,495 $22,766 1999 $23,728 $18,536 1998 $14,534 $18,815 1997 $18,640 $20,113 1996 $16,776 $15,262 1995 $14,118 $12,575 AVERAGE ANNUAL TOTAL RETURN (FOR THE PERIODS ENDED DECEMBER 31, 2004) 1 YEAR 5 YEARS 10 YEARS ------ ------- -------- TUDOR* . . . . . . . . . . . . 19.35% 0.71% 9.41% Russell 2000 Value Index. . . . 22.25% 17.23% 15.17% * The Fund changed its investment strategy from growth to value in September 2003. LARGE CAP GROWTH FUND Following a meager return generated in the first half of 2004 and a difficult summer and fall, the US equity markets came alive after the Presidential election resolved uncertainty and oil prices declined. The strong finish raised the second-half total return of the Russell 1000 Growth Index to 3.5%, bringing the full year total return to 6.3%. For the year, the major outperforming sectors in the Russell 1000 Growth Index were Energy and Utilities, while Technology and Healthcare delivered the worst performance. The strong outperformance delivered in the fourth quarter was not enough to offset poor relative performance in the second and third quarters. As a result, the Fund underperformed the Russell 1000 Growth Index by 2.5% this year. Despite the continued strong predictive power of the WPG Large Cap Growth Equity model and an effective risk strategy, stock selection decisions by the portfolio management team in the second and third quarters lead to the poor relative performance this year. Predictive power came from both valuation and earnings momentum/growth factors. BOOK TO PRICE, CASHFLOW TO PRICE and ESTIMATE REVISIONS (BOTH DOWNWARD AND UPWARD) made strong contributions during the first half, while SHARE BUYBACKS and FORECAST EARNINGS TO PRICE factors hurt performance. VALUE ON 12/31/04 $10,000 INVESTMENT MADE ON 12/31/94 Large Russell Cap 1000 Growth Growth YEARS Fund Index ----- ---- ----- 2004 $25,075 $24,995 2003 $24,152 $23,514 2002 $18,313 $18,123 2001 $25,290 $25,130 2000 $31,792 $31,580 1999 $32,336 $40,708 1998 $28,696 $30,571 1997 $22,504 $22,040 1996 $16,515 $16,891 1995 $13,273 $13,719 AVERAGE ANNUAL TOTAL RETURN (FOR THE PERIODS ENDED DECEMBER 31, 2004) 1 YEAR 5 YEARS 10 YEARS ------ ------- -------- LARGE CAP GROWTH . . . . . . . . 3.82% -4.96% 9.63% Russell 1000 Growth Index . . . 6.30% -9.29% 9.59% Page 1 WEISS, PECK & GREER MUTUAL FUNDS AVERAGE ANNUAL TOTAL RETURN CORE BOND FUND The portfolio outperformed its benchmark by 4 basis points for the year, returning 4.38% vs. 4.34% for the Lehman Brothers Aggregate Index. Positioning within the corporate and mortgage backed sectors provided the largest positive impact on performance. Corporates continued to provide attractive returns versus other fixed income asset classes and the portfolio benefited from a modestly overweight position in corporates throughout the year. Outperformance within the mortgage sector can be attributed to opportunistic underweighting/overweighting of the sector. Mortgages outperformed treasuries for the year but traded treasury market directional for most of the year. Yield curve positioning provided a modest positive impact on performance. The portfolio was underweight in the short and intermediate portions of the yield curve at certain points throughout the year and benefited from a flattening of the yield curve which occurred as the Federal Reserve began raising interest rates. Overweights in the asset-backed and commercial mortgage backed securities sectors also provided modest outperformance. The portfolio's agency position modestly detracted from performance as agency spreads were under pressure at certain points during the year as a result of negative headlines and due to Office of Federal Housing Enterprise Oversight's investigation of FNMA in the third quarter. Lastly, the portfolio's Treasury Inflation Protected Securities position had a minimal impact on performance. VALUE ON 12/31/04 $10,000 INVESTMENT MADE ON 12/31/94 Core Lehman Bond Aggregate YEARS Fund Index ----- ---- ----- 2004 $20,323 $21,039 2003 $19,471 $20,164 2002 $18,536 $19,369 2001 $16,719 $17,567 2000 $15,249 $16,199 1999 $13,780 $14,512 1998 $13,796 $14,632 1997 $12,627 $13,463 1996 $11,761 $12,278 1995 $11,325 $11,847 AVERAGE ANNUAL TOTAL RETURN (FOR THE PERIODS ENDED DECEMBER 31, 2004) 1 YEAR 5 YEARS 10 YEARS CORE BOND . . . . . . . . . . . 4.38% 8.08% 7.35% Lehman Aggregate Index. . . . . 4.34% 7.71% 7.72% - --------------- Performance represents historical data. The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Each Fund's results and the indices assume the reinvestment of all capital gain distributions and income dividends. Each Fund's past performance is not indicative of future performance and should be considered in light of each Fund's investment policy and objectives, the characteristics and quality of its portfolio securities, and the periods selected. The Russell 2000 Value Index measures the performance of those Russell 2000 companies with lower than average price-to-book ratios and lower than average forecasted growth values. The Russell 1000 Growth Index measures the performance of those companies with an approximate median market capitalization of $4.4 billion that have higher than average price-to-book ratios and higher than average forecasted growth values. The Lehman Brothers Aggregate Index is a market weighted blend of all investment grade corporate issues, all mortgage securities and all government issues. Page 2 WEISS, PECK & GREER MUTUAL FUNDS - UNAUDITED MAJOR PORTFOLIO CHANGES - EQUITY FUNDS - QUARTER ENDING DECEMBER 31, 2004
TUDOR FUND LARGE CAP GROWTH FUND ADDITIONS ADDITIONS --------- --------- D & K Healthcare Resources, Inc. Ameritrade Holding Corp. Dycom Industries, Inc. ASML Holding NV Gold Kist, Inc. Boston Scientific Corp. GrafTech International Ltd. Crown Castle International Corp. International Shipping Enterprises, Inc. Freddie Mac Lifetime Hoan Corp. Freescale Semiconductor Inc., Cl A Multimedia Games, Inc. Freescale Semiconductor Inc., Cl B Synergy Financial Group, Inc. Gilead Sciences, Inc. UAP Holding Corp. Tyson Foods Inc. webMethods, Inc. DELETIONS DELETIONS --------- --------- Bunge Limited Applied Materials, Inc. Dave & Buster's Inc. Fairchild Semiconductor International Durect Corporation Fannie Mae Magellan Health Services, Inc. ImClone Systems Inc. MIM Corp. iShares Trust - Russell 1000G Network Equipment Tech Inc. Merck & Co., Inc. Pinnacle Systems, Inc. Mircron Technology, Inc. Prime Medical Services, Inc. Nextel Communications Provide Commerce Pepsi Bottling Group Sunterra Corporation
Page 3 WEISS, PECK & GREER MUTUAL FUNDS TEN LARGEST HOLDINGS AS OF DECEMBER 31, 2004*
PERCENT PERCENT VALUE OF NET VALUE OF NET TUDOR FUND (000'S) ASSETS LARGE CAP GROWTH FUND (000'S) ASSETS - --------------------------------------------------- ------------------------------------------------------ IDT Corp. ..................... $1,757 3.0% Johnson & Johnson ................. $1,394 5.3% Newpark Resources, Inc. ....... 1,713 3.0% Home Depot, Inc. .................. 867 3.3% MDC Partners, Inc. ............ 1,559 2.7% Dell Computer Corp. ............... 843 3.2% First Consulting Group ........ 1,444 2.5% Anheuser-Busch Companies, Inc. .... 761 2.9% Applica, Inc. ................. 1,383 2.4% Microsoft Corp. ................... 753 2.9% Del Monte Foods Co. ........... 1,349 2.3% Glaxosmithkline PLC - ADR ......... 692 2.6% Casual Male Retail Group, Inc. 1,327 2.3% American International Group, Inc. 676 2.6% NBTY Inc. ..................... 1,054 1.8% United Healthcare Corp. ........... 660 2.5% International Shipping 1,053 1.8% Cisco Systems, Inc. ............... 646 2.5% Enterprises, Inc. ........... Pfizer, Inc. ...................... 608 2.3% WatchGuard Tech, Inc. ......... 981 1.7% ------- ---- ------- ---- $ 7,900 30.1% $13,620 23.5% ======= ==== ======= ====
PERCENT VALUE OF NET CORE BOND FUND (000'S) ASSETS - --------------------------------------------------------------------------------------------- Federal National Mortgage Association Discount Note 1/13/05 $49,024 34.0% Federal National Mortgage Association 5.500% Due 1/15/35** 13,500 9.4% Federal National Mortgage Association 6.500% Due 1/15/35** 13,331 9.2% Federal National Mortgage Association 6.000% Due 1/15/35** 10,891 7.5% Federal National Mortgage Association 5.000% Due 1/15/35** 7,558 5.2% Federal National Mortgage Association 4.500% Due 1/15/20** 6,084 4.2% U.S. Treasury Note 2.750% Due 8/15/07 5,519 3.8% Federal National Mortgage Association 5.500% Due 7/1/34** 5,092 3.5% Federal National Mortgage Association 5.000% Due 1/15/20** 4,052 2.8% Freddie Mac 5.500% Due 9/1/19 3,388 2.3% -------- ---- $118,439 81.9% ======== ====
- ------------ * The composition of the largest securities in each portfolio is subject to change. ** Mortgage pass-through securities. Page 4 WEISS, PECK & GREER MUTUAL FUNDS DISCLOSURE OF FUND EXPENSES - (UNAUDITED) We believe it is important for you to understand the impact of fees regarding your investment. All mutual funds have operating expenses. As a shareholder of a mutual fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund's gross income, directly reduce the investment return of the fund. A fund's expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing fees (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from July 1, 2004 to December 31, 2004. This table illustrates your fund's costs in two ways: Actual Fund Return: This section helps you to estimate the actual expenses, after any applicable fee waivers, that you paid over the period. The "Ending Account Value" shown is derived from the fund's actual return for the past six month period, the "Annualized Expense Ratio" column shows the period's annualized expense ratio, and the "Expenses Paid During the Period" column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund at the beginning of the period. You may use the information here, together with your account value, to estimate the expenses that you paid over the period. To do so, 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 given for your fund in the first line under the heading entitled "Expenses Paid During the Period." Hypothetical 5% Return: This section is intended to help you compare your fund's costs with those of other mutual funds. It assumes that the fund had an annual return of 5% before expenses, but that the expense ratio is unchanged. In this case, because the return used is not the fund's actual return, the results do not apply to your investment. This example is useful in making comparisons to other mutual funds because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on an assumed 5% annual return. You can assess your fund's costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.
FOR THE PERIOD JULY 1, 2004 TO DECEMBER 31, 2004 EXPENSE TABLE BEGINNING ENDING EXPENSES ACCOUNT ACCOUNT ANNUALIZED PAID VALUE VALUE EXPENSE DURING 7/1/04 12/31/04 RATIO THE PERIOD* - -------------------------------------------------------------------------------- TUDOR FUND - -------------------------------------------------------------------------------- Actual Fund Return ............ $1,000 $1,102.50 1.56% $8.24 Hypothetical 5% Return ........ 1,000 1,017.29 1.56% 7.91 - -------------------------------------------------------------------------------- LARGE CAP GROWTH FUND - -------------------------------------------------------------------------------- Actual Fund Return ............ $1,000 $1,028.40 1.40% $7.14 Hypothetical 5% Return ........ 1,000 1,018.10 1.40% 7.10 - -------------------------------------------------------------------------------- CORE BOND FUND - -------------------------------------------------------------------------------- Actual Fund Return ............ $1,000 $1,043.70 0.43% $2.21 Hypothetical 5% Return ........ 1,000 1,022.97 0.43% 2.19 - --------------------------------------------------------------------------------
- -------- * "Expenses Paid During Period" are equal to the Fund's "Annualized Expense Ratio" (net of any applicable waivers) multiplied by the average account value over the period, multiplied by 184 / 366 (to reflect one-half year period). Page 5
WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 NUMBER VALUE OF SHARES SECURITY (000'S) - -------------------------------------------------------------------------------- TUDOR - -------------------------------------------------------------------------------- COMMON STOCKS (96.0%) CAPITAL GOODS (16.1%) AEROSPACE/DEFENSE (0.5%) 4,200 * Alliant Techsystems Inc. ....................... $ 275 ------- COMMUNICATION (3.6%) 50,400 * Captaris Inc. .................................. 260 113,500 * IDT Corp. ...................................... 1,757 6,200 * Mastec, Inc. ................................... 63 ------- 2,080 ------- COMPUTER SOFTWARE & SERVICES (2.5%) 221,500 * Watchguard Technologies, Inc. .................. 981 67,800 * webMethods, Inc. ............................... 489 ------- 1,470 ------- CONSTRUCTION (4.1%) 18,900 * Dycom Industries, Inc. ......................... 577 7,000 * EMCOR Group, Inc. .............................. 316 91,700 * GrafTech International Ltd. .................... 867 17,900 * Masonite International Corp. ................... 615 ------- 2,375 ------- TECHNOLOGY (5.4%) 67,100 * Danka Business Systems- ADR .................... 212 16,450 * Embarcadero Technologies, Inc. ................. 155 14,100 Lipman ......................................... 393 33,189 * Meade Instruments Corp. ........................ 114 61,352 * Micromuse, Inc. ................................ 341 76,600 # * Neoware Systems Inc. ......................... 713 36,000 * Overland Storage, Inc. ......................... 601 136,700 * Pemstar, Inc. .................................. 247 40,600 * Zilog Inc. ..................................... 325 ------- 3,101 ------- 9,301 ------- CONSUMER (39.1%) BASIC MATERIALS (2.6%) 13,700 Agrium, Inc. ................................... 231 4,500 * Central Garden & Pet Company ................... 188 33,900 * Hercules, Inc. ................................. 503 33,100 # * UAP Holding Corp. ............................ 572 ------- 1,494 ------- BUSINESS SERVICES (7.9%) 236,400 * First Consulting Group ......................... 1,444 27,900 * FTI Consulting, Inc. ........................... 588 28,200 * Marlin Business Services Inc. .................. 536 144,500 * MDC Partners Inc. .............................. 1,559 24,400 # * Navigant International, Inc. ................. 297 7,700 * Sirva, Inc. .................................... 148 ------- 4,572 ------- NUMBER VALUE OF SHARES SECURITY (000'S) - -------------------------------------------------------------------------------- TUDOR (CONTINUED) - -------------------------------------------------------------------------------- CONSUMER CYCLICALS (4.3%) 228,600 * Applica, Inc. .................................. $ 1,383 85,600 # * Innovo Group, Inc. ............................. 217 33,400 * 1-800-Flowers.com, Inc ......................... 281 13,800 Reebok International, Ltd. ..................... 607 ------- 2,488 ------- ENTERTAINMENT (5.3%) 27,200 # * Alliance Gaming Corp ........................... 376 5,400 * Image Entertainment, Inc ....................... 32 27,400 # * Mikohn Gaming Corp. ............................ 280 40,600 # * Multimedia Games, Inc .......................... 640 111,700 * New Frontier Media, Inc. ....................... 885 12,010 * Steiner Leisure Ltd. ........................... 359 18,200 * Westwood One, Inc. ............................. 490 ------- 3,062 ------- FOOD (3.6%) 122,400 * Del Monte Foods Co. ............................ 1,349 31,300 * Gold Kist, Inc. ................................ 426 9,200 Landry's Restaurants, Inc. ..................... 267 ------- 2,042 ------- HEALTH CARE SERVICES (3.4%) 5,700 * Accredo Health, Inc. ........................... 158 12,900 * Apria Healthcare Group, Inc. ................... 425 62,553 D & K Healthcare Resources, Inc. ............... 506 30,100 * HealthTronics, Inc. ............................ 320 11,400 * KV Pharmaceutical Co., Class A ................. 251 11,000 * Odyssey Healthcare Inc ......................... 150 10,200 * U.S. Physical Therapy, Inc ..................... 157 ------- 1,967 ------- MEDICAL BIOTECHNOLOGY (1.8%) 43,900 * NBTY Inc ....................................... 1,054 ------- OTHER CONSUMER (6.6%) 10,100 * Corinthian Colleges, Inc. ...................... 190 61,003 * Flanders Corp. ................................. 586 20,900 Glatfelter ..................................... 319 7,600 * Jacobs Engineering Group, Inc. ................. 363 31,450 Lifetime Hoan Corp. ............................ 500 7,900 Lubrizol Corp. ................................. 291 41,190 * Princeton Review, Inc. ......................... 253 23,900 Schweitzer Manduit International, Inc. ......... 811 17,266 Technology Investment Capital Corp. ............ 259 9,300 * Wabash National Corp. .......................... 250 ------- 3,822 ------- PRINTING (0.9%) 11,900 Banta Corp. .................................... 533 ------- Page 6 See notes to financial statements WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 NUMBER VALUE OF SHARES SECURITY (000'S) - -------------------------------------------------------------------------------- TUDOR (CONTINUED) - -------------------------------------------------------------------------------- RETAIL (2.7%) 243,500 # * Casual Male Retail Group, Inc. ............... $ 1,327 8,200 * Pantry Inc. .................................. 247 ------- 1,574 ------- 22,608 ------- ENERGY (10.5%) ELECTRIC UTILITIES (1.3%) 12,400 Great Plains Energy, Inc. .................... 376 12,400 Hawaiian Electric Industries ................. 361 ------- 737 ------- MINING (0.3%) 233,700 * Uranium Resources, Inc. ...................... 169 ------- NATURAL GAS UTILITIES (2.7%) 10,300 New Jersey Resources Corp. ................... 447 18,900 * Southern Union Co. ........................... 453 6,700 UGI Corp. .................................... 274 13,800 Vectren Corp. ................................ 370 ------- 1,544 ------- OIL & GAS EXPLORATION (2.4%) 14,400 * Energy Partners, Ltd. .......................... 292 46,000 * Warren Resources Inc. .......................... 419 22,500 * Whiting Petroleum Corp. ........................ 681 ------- 1,392 ------- OIL FIELD SERVICES (3.8%) 332,525 * Newpark Resources Inc. ......................... 1,713 14,500 Tidewater Inc. ................................. 516 ------- 2,229 ------- 6,071 ------- INTERMEDIATE GOODS & SERVICES (6.3%) TRANSPORTATION (6.3%) 68,300 * Air Methods Corp. .............................. 587 32,600 * Arlington Tankers Ltd. ......................... 748 40,800 * Expressjet Holdings Inc. ....................... 526 5,900 * General Maritime Corp. ......................... 236 159,600 * International Shipping Enterprises, Inc. ....... 1,053 20,100 OMI Corp. ...................................... 339 4,500 * Tsakos Energy Navigation Ltd. .................. 161 ------- 3,650 ------- NUMBER VALUE OF SHARES SECURITY (000'S) - -------------------------------------------------------------------------------- TUDOR (CONTINUED) - -------------------------------------------------------------------------------- INTEREST SENSITIVE (24.0%) BANKS (13.6%) 64,100 Bank Mutual Corp. .............................. $ 780 13,500 * BankUnited Financial Corp. ..................... 431 13,450 Berkshire Hills Bancorp, Inc. .................. 500 44,800 Brookline Bancorp, Inc. ........................ 731 18,600 Commercial Capital Bancorp ..................... 431 13,800 First Financial Bankshares Inc. ................ 618 15,700 Firstmerit Corp. ............................... 447 26,200 Flagstar Barncorp, Inc. ........................ 592 35,500 Jefferson Bancshares Inc. ...................... Tennessee .................................... 467 28,900 Macatawa Bank Corp. ............................ 933 20,100 PFF Bancorp Inc. ............................... 931 22,100 * SNB Bancshares, Inc. ........................... 327 52,300 Synergy Financial Group, Inc. .................. 703 ------- 7,891 ------- FINANCE (2.2%) 36,600 * Affirmative Insurance Holdings, Inc. ........... 616 15,900 # Gladstone Capital Corp. ........................ 377 34,500 * LaBranche & Company, Inc. ...................... 309 ------- 1,302 ------- INSURANCE (2.0%) 18,237 EMC Insurance Group ............................ 395 8,500 First American Corporation ..................... 299 43,500 * NCRIC Group, Inc. .............................. 431 ------- 1,125 ------- MUTUAL FUNDS (0.0%) 20,666 * Technology Investment Capital Corp. Rights ..... 10 ------- REAL ESTATE (6.2%) 16,600 BRE Properties Inc Cl A ........................ 669 15,200 Centerpoint Properties Trust ................... 728 14,500 Colonial Properties ............................ 570 12,400 Corporate Office Properties .................... 364 12,400 Federal Realty Investment Trust ................ 640 18,500 Newcastle Investment Corp. ..................... 588 ------- 3,559 ------- 13,887 ------- TOTAL COMMON STOCK (Cost $47,081) ............................... 55,517 ------- See notes to financial statements Page 7 WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- TUDOR (CONTINUED) - -------------------------------------------------------------------------------- EURODOLLAR DEPOSIT (1.8%) (Cost $1,016) $ 1,016 Societe Generale 2.025% Due 1/3/05 $ 1,016 ------- TOTAL INVESTMENTS (97.8%) (Cost $48,097) 56,533 OTHER ASSETS IN EXCESS OF LIABILITIES (2.2%) 1,254 ------- TOTAL NET ASSETS (100.0%) $57,787 ======= - ----- * Non-income producing securities. # Portion of security out on loan (See Note 3). PORTFOLIO SUMMARY - UNAUDITED As of December 31, 2004, the Fund was diversified as a percentage of net assets as follows: Banks 13.6% Business Services 7.9% Other Consumer 6.6% Transportation 6.3% Real Estate 6.2% Technology 5.4% Entertainment 5.3% Consumer Cyclicals 4.3% Construction 4.1% Oil Field Services 3.8% Communication 3.6% Food 3.6% Health Care Services 3.4% Retail 2.7% Natural Gas Utilities 2.7% Basic Materials 2.6% Computer Software & Services 2.5% Oil & Gas Exploration 2.4% Finance 2.2% Insurance 2.0% Medical Biotechnology 1.8% Eurodollar Deposit 1.8% Electric Utilities 1.3% Printing 0.9% Aerospace/Defense 0.5% Mining 0.3% ----- Total Investments 97.8% Other Assets in Excess of Liabilities 2.2% ----- Total Net Assets 100.0% ===== NUMBER VALUE OF SHARES SECURITY (000'S) - -------------------------------------------------------------------------------- WPG LARGE CAP GROWTH - -------------------------------------------------------------------------------- COMMON STOCKS (100.8%) AEROSPACE/DEFENSE (0.9%) 2,300 General Dynamics Corp. ............................. $ 241 ------ BANKING/FINANCIAL (2.4%) 2,500 Commerce Bancorp, Inc. ............................. 161 17,000 MBNA Corp. ......................................... 479 ------ 640 ------ BASIC INDUSTRIES (1.6%) 7,500 Monsanto Company ................................... 417 ------ BROADCASTING (2.2%) 21,100 The Walt Disney Co. ................................ 587 ------ BUSINESS SERVICES (2.9%) 14,400 * Accenture Ltd. ..................................... 389 8,200 * Charles River Laboratories Holding ................. 377 ------ 766 ------ CAPITAL GOODS (2.4%) 6,000 Centex Corp. ....................................... 357 3,500 Deere & Co. ........................................ 260 ------ 617 ------ CONGLOMERATES (0.8%) 5,900 Tyco International Ltd. ............................ 211 ------ CONSUMER CYCLICALS (6.7%) 2,300 Black & Decker Corp. ............................... 203 6,800 * Coach Inc. ......................................... 384 20,300 The Home Depot, Inc. ............................... 867 5,600 Wal Mart Stores, Inc. .............................. 296 ------ 1,750 ------ CONSUMER NON-CYCLICALS (7.4%) 15,000 Anheuser-Busch Companies, Inc. ..................... 761 9,300 Avon Products, Inc. ................................ 360 11,700 Gillette Co. ....................................... 524 5,200 Procter & Gamble Co. ............................... 286 ------ 1,931 ------ ELECTRONICS-SEMICONDUCTORS (6.9%) 19,800 * Advanced Micro Devices ............................. 436 18,900 ASML Holding NV .................................... 301 16,700 * Freescale Semiconductor, Inc. Cl A ................. 298 2,825 * Freescale Semiconductor, Inc. Cl B ................. 52 19,100 Intel Corp. ........................................ 447 9,900 * LAM Research Corp. ................................. 286 ------ 1,820 ------ Page 8 See notes to financial statements WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 NUMBER VALUE OF SHARES SECURITY (000'S) - -------------------------------------------------------------------------------- WPG LARGE CAP GROWTH (CONTINUED) - -------------------------------------------------------------------------------- ENERGY (1.4%) 2,300 * Newfield Exploration Co. ........................... $ 136 6,500 XTO Energy Inc. .................................... 230 ------ 366 ------ FINANCE (7.8%) 10,300 American International Group Inc. .................. 676 23,800 * Ameritrade Holding Corp. ........................... 338 6,400 Capital One Financial Corp. ........................ 539 7,500 Countrywide Financial Corp. ........................ 278 2,900 Freddie Mac ........................................ 214 ------ 2,045 ------ FOOD (4.0%) 15,900 McDonald's Corp. ................................... 510 11,900 Tyson Foods Inc. ................................... 219 6,600 Yum! Brands Inc. ................................... 311 ------ 1,040 ------ HEALTH CARE (17.4%) 11,400 Biomet, Inc. ....................................... 495 4,700 * Boston Scientific Corp. ............................ 167 6,850 * Coventry Corporation ............................... 364 11,600 * EON Labs Inc. ...................................... 313 14,800 * Gilead Sciences, Inc. .............................. 518 14,600 Glaxosmithkline Plc-ADR ............................ 692 22,000 Johnson & Johnson .................................. 1,394 22,600 Pfizer Inc. ........................................ 608 ------ 4,551 ------ MEDICAL PRODUCTS (2.5%) 7,500 United Healthcare Corp. ............................ 660 ------ RETAIL (7.1%) 2,700 * eBay Inc. .......................................... 314 12,000 J.C. Penney Company Inc. ........................... 497 15,200 Radioshack Corp. ................................... 500 5,100 Sherwin Williams Co. ............................... 228 9,100 Supervalu .......................................... 314 ------ 1,853 ------ TECHNOLOGY (23.0%) 21,500 * BMC Software, Inc. ................................. 400 33,500 * Cisco Systems Inc. ................................. 646 15,600 * Crown Castle International Corp. ................... 260 20,000 * Dell Computer Corp. ................................ 843 6,300 Harris Corp. ....................................... 389 11,900 IMS Health Inc. .................................... 276 NUMBER VALUE OF SHARES SECURITY (000'S) - -------------------------------------------------------------------------------- WPG LARGE CAP GROWTH (CONTINUED) - -------------------------------------------------------------------------------- 5,900 International Business Machines Corp. .............. $ 582 28,200 Microsoft Corp. .................................... 753 25,900 Motorola,Inc ....................................... 445 34,800 * Oracle Corp. ....................................... 477 4,000 Qualcomm Inc. ...................................... 170 12,200 * Waters Corp. ....................................... 571 5,900 * Yahoo! Inc. ........................................ 222 ------ 6,034 ------ TRANSPORTATION (3.4%) 3,300 Burlington Northern Santa Fe Corp. ................. 156 3,600 FDX Corp. .......................................... 355 8,000 Ryder Systems, Inc. ................................ 382 ------ 893 ------ TOTAL INVESTMENTS (100.8%) (Cost $22,314) ................................... 26,422 LIABILITIES IN EXCESS OF OTHER ASSETS (-0.8%) ............................. (200) ------ TOTAL NET ASSETS (100.0%) .......................... $26,222 ======= - --------- * Non-income producing securities. PORTFOLIO SUMMARY - UNAUDITED As of December 31, 2004, the Fund was diversified as a percentage of net assets as follows: Technology 23.0% Health Care 17.4% Finance 7.8% Consumer Non-Cyclicals 7.4% Retail 7.1% Electronics-Semiconductors 6.9% Consumer Cyclicals 6.7% Food 4.0% Transportation 3.4% Business Services 2.9% Medical Products 2.5% Banking/Financial 2.4% Capital Goods 2.4% Broadcasting 2.2% Basic Industries 1.6% Energy 1.4% Aerospace/Defense 0.9% Conglomerates 0.8% ----- Total Investments 100.8% Liabilities in Excess of Other Assets -0.8% ----- Total Net Assets 100.0% ===== See notes to financial statements Page 9 WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- WPG CORE BOND - -------------------------------------------------------------------------------- LONG-TERM SECURITIES ASSET BACKED SECURITIES (4.6%) CREDIT CARDS (4.3%) $ 300 Bank One Issuance Trust Series 2002-A4 Class A4 2.940% Due 6/16/08 ................................ $ 300 1,750 Citibank Credit Card Issuance Trust Series 2003-A3 Class A3 3.100% Due 3/10/10 ................................ 1,719 1,000 Citibank Credit Card Issuance Trust Series 2003-A6 Class A6 2.900% Due 5/17/10 ................................ 974 1,000 Citibank Credit Card Issuance Trust Series 2003-A7 Class A7 4.150% Due 7/7/17 ................................. 950 500 Fleet Credit Card Master Trust II Series 2002-C Class A 2.750% Due 4/15/08 ................................ 499 620 MBNA Master Credit Card Trust Series 2000-I Class A 6.900% Due 1/15/08 ................................ 635 1,100 MBNA Master Credit Card Trust Series 1995-C Class A 6.450% Due 2/15/08 ................................ 1,118 ------ 6,195 ------ FINANCE (0.3%) 500 BMW Vehicle Owner Trust Series 2003-A Class A4 2.530% Due 2/25/08 ................................ 495 ------ TOTAL ASSET BACKED SECURITIES (Cost $6,839) ..................................... 6,690 ------ CORPORATE DEBENTURES (20.6%) BANKING (7.6%) 800 ANZ Banking Group Limited 5.360% Due 12/29/49 (B)(D) ........................ 811 1,625 BankAmerica Corp. 5.875% Due 2/15/09 ................................ 1,745 400 Bank of America Corp. 5.250% Due 12/1/15 ................................ 410 1,625 Credit Suisse First Boston 3.875% Due 1/15/09 ................................ 1,616 875 Credit Suisse First Boston 4.700% Due 6/1/09 ................................. 895 515 Credit Suisse First Boston 6.125% Due 11/15/11 ............................... 562 850 Credit Suisse First Boston 4.875% Due 1/15/15 ................................ 839 470 Dresdner Funding Trust I 8.151% Due 6/30/31 (B) (D) ........................ 581 PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- WPG CORE BOND (CONTINUED) - -------------------------------------------------------------------------------- $130 JP Morgan Chase 3.8000% Due 10/2/09 ............................... $ 128 465 JP Morgan Chase 7.000% Due 11/15/09 ............................... 523 575 JP Morgan Chase 4.500% Due 11/15/10 ............................... 579 135 JP Morgan Chase 5.750% Due 1/2/13 ................................. 143 780 JP Morgan Chase 5.130% Due 9/15/14 ................................ 788 1,350 RBS Capital Trust III 5.512% Due 9/29/49 ................................ 1,380 ------ 11,000 ------ BROADCAST MEDIA & CABLE (0.8%) 965 AOL Time Warner 7.625% Due 4/15/31 ................................ 1,167 ------ BROKERAGE (1.0%) 800 Goldman Sachs 6.345% Due 2/15/34 ................................ 834 400 OMX Timber Financial Investment LLC I 5.420% Due 1/29/20 (B) ............................ 398 250 OMX Timber Financial Investment LLC II 5.540% Due 1/29/20 (B) ............................ 249 ------ 1,481 ------ CAPITAL GOODS (0.9%) 125 Boeing 4.750% Due 8/25/08 ................................ 129 1,000 Hutchison Whampoa 7.450% Due 11/24/33 (B) ........................... 1,108 ------ 1,237 ------ COMMUNICATIONS (1.4%) 790 America Movil SA 5.750% Due 1/15/15 (B) ............................ 788 305 AT&T Wireless 8.750% Due 3/1/31 (E) ............................. 411 600 France Telecom 9.250% Due 3/1/31 (E) ............................. 813 ------ 2,012 ------ CONSUMER CYCLICALS (2.0%) 250 Ford Motor Co. 7.450% Due 7/16/31 ................................ 251 1,590 General Motors Corp. 8.375% Due 7/15/33 ................................ 1,642 1,000 Pulte Homes 6.375% Due 5/15/33 ................................ 991 ------ 2,884 ------ Page 10 See notes to financial statements WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- WPG CORE BOND (CONTINUED) - -------------------------------------------------------------------------------- CONSUMER NON-CYCLICALS (0.4%) $ 450 CVS Corp. 5.298% Due 1/11/27 (B) ............................ $ 450 95 Diageo Capital 3.375% Due 3/20/08. ............................... 94 ------- 544 ------- ELECTRIC UTILITIES (2.7%) 750 Enterprise Products Series B 6.875% Due 3/1/33 ................................. 797 200 PSEG Power LLC 8.625% Due 4/15/31. ............................... 266 650 Tenaga Nasional 7.500% Due 11/1/25 (B) ............................ 763 850 Translanta Corp. 5.750% Due 12/15/13 ............................... 883 1,225 TXU Corp. 6.550% Due 11/15/34 (B) ........................... 1,213 ------- 3,922 ------- ENERGY (0.8%) 850 Kinder Morgan Energy 7.500% Due 11/1/10 ................................ 983 175 Pemex Project Funding Master Trust Series 7.375% Due 12/15/14 ............................... 195 ------- 1,178 ------- FINANCE (1.4%) 200 Amvescap PLC 5.375% Due 12/15/14 (B) ........................... 199 125 Countrywide Credit 2.875% Due 2/15/07 ................................ 123 30 Ford Motor Credit Company 7.375% Due 2/1/11 ................................. 32 180 General Electric Capital Corp. 4.375% Due 11/21/11 ............................... 179 325 Glencore Funding LLC 6.000% Due 4/15/14 (B) ............................ 314 1,210 Household Finance Corp. 4.125% Due 11/16/09 ............................... 1,203 ------- 2,050 ------- INSURANCE (1.4%) 250 Axis Capital Holdings 5.750% Due 12/1/14 ................................ 251 900 Phoenix Life Insurance 7.150% Due 12/15/34 (B) ........................... 898 800 OneAmerica Financial Partners 7.000% Due 10/15/33 (B) ........................... 864 ------- 2,013 ------- PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- WPG CORE BOND (CONTINUED) - -------------------------------------------------------------------------------- REAL ESTATE INVESTMENT TRUST (REIT) (0.2%) $250 Westfield Capital Corp. 5.125% Due 11/15/14 (B) ........................... $ 249 ------- TOTAL CORPORATE DEBENTURES (Cost $29,047) ..................................... 29,737 ------- U.S. GOVERNMENT OBLIGATIONS (15.1%) U.S. TREASURY BONDS (1.7%) 2,290 5.375% Due 2/15/31 ................................ 2,476 ------- U.S. TREASURY NOTES (13.4%) 980 5.750% Due 11/15/05 ................................. 1,005 1,180 1.875% Due 1/31/06 .................................. 1,169 2,810 # 2.375% Due 8/15/06 .................................. 2,783 5,580 2.750% Due 8/15/07 .................................. 5,519 2,450 # 2.625% Due 5/15/08 .................................. 2,395 2,975 # 3.375% Due 12/15/08 ................................. 2,966 85 3.875% Due 5/15/09 .................................. 86 330 4.000% Due 6/15/09 .................................. 336 880 3.500% Due 11/15/09 ................................. 876 2,215 # 4.250% Due 11/15/14 ................................. 2,221 ------- 19,356 ------- TOTAL U. S. GOVERNMENT OBLIGATIONS (Cost $21,937) .................................... 21,832 ------- MORTGAGE PASS THROUGH SECURITIES (51.8%) COMMERCIAL MORTGAGE-BACKED ASSETS (3.9%) 1,920 Banc of America Commercial Mortgage Inc. Series 2004-4 Class A-6 4.875% Due 7/10/42 ................................ 1,930 325 Commercial Mortgage Asset Trust Series 1999-C2 Class A2 7.550% Due 11/17/32 ............................... 368 660 First Union - Bank of America Series 2001 - C1 Class A2 6.136% Due 3/15/33 ................................ 719 655 First Union-Lehman Brothers- Bank of America Series 1998-C2 Class A2 6.560% Due 11/18/35 ............................... 704 1,240 GE Capital Commercial Mortgage Corp. Series 2002-1A Class A3 6.269% Due 12/10/35 ............................... 1,367 490 Mortgage Capital Funding Inc. Series 1998-MC3 Class A 6.340% Due 11/18/31 ............................... 524 ------- 5,612 ------- See notes to financial statements Page 11 WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- WPG CORE BOND (CONTINUED) - -------------------------------------------------------------------------------- FEDERAL NATIONAL MORTGAGE ASSOCIATION (44.3%) $ 108 9.000% Due 11/1/10 ............................. $ 117 715 6.500% Due 12/1/14 ............................. 758 6,105 4.500% Due 1/15/20 (C) ......................... 6,084 3,990 5.000% Due 1/15/20 (C) ......................... 4,052 154 7.500% Due 2/1/31 .............................. 165 5,012 5.500% Due 7/1/34 .............................. 5,092 2,350 4.163% Due 12/1/34 ............................. 2,342 7,620 5.000% Due 1/15/35 (C) ......................... 7,558 13,300 5.500% Due 1/15/35 (C) ......................... 13,500 10,535 6.000% Due 1/15/35 (C) ......................... 10,891 12,715 6.500% Due 1/15/35 (C) ......................... 13,331 ------- 63,890 ------- FREDDIE MAC (2.3%) 3,278 5.500% Due 9/1/19 .............................. 3,388 ------- GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (1.3%) 169 7.500% Due 9/15/07 ............................. 182 480 8.000% Due 9/15/17 - 12/15/17 .................. 521 1,120 6.500% Due 2/15/24 - 10/15/24 .................. 1,179 ------- 1,882 ------- TOTAL MORTGAGE PASS THROUGH SECURITIES (Cost $74,469) ............................... 74,772 ------- GOVERNMENT AGENCIES (6.7%) FEDERAL NATIONAL MORTGAGE ASSOCIATION (3.4%) 520 2.250% Due 5/17/06 (D) ......................... 514 1,455 2.125% Due 6/5/06 .............................. 1,435 2,235 5.250% Due 6/15/06 (D) ......................... 2,301 700 3.250% Due 8/15/08 ............................. 691 ------- 4,941 ------- FEDERAL HOME LOAN BANKS (FHLB) (1.7%) 1,340 2.500% Due 3/15/06 ............................. 1,332 1,110 1.875% Due 6/15/06 ............................. 1,090 ------- 2,422 ------- FREDDIE MAC (1.6%) 320 2.850% Due 2/23/07 (D) ......................... 316 1,330 3.500% Due 4/1/08 (D) .......................... 1,322 635 4.125% Due 9/1/09 (D) .......................... 634 ------- 2,272 ------- PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- WPG CORE BOND (CONTINUED) - -------------------------------------------------------------------------------- TOTAL GOVERNMENT AGENCIES (Cost $9,680) ................................... $ 9,635 ------- SHORT-TERM SECURITIES ASSET BACKED SECURITIES (3.6%) CREDIT CARDS (3.1%) $ 330 American Express Master Trust Series 2003-3 Class A 1.260% Due 11/15/07 (A) ......................... 330 340 American Express Master Trust Series 2000-5 Class A 1.240% Due 4/15/08 (A) .......................... 340 305 American Express Master Trust Series 2001-7 Class A 1.220% Due 2/16/09 (A) .......................... 306 595 Bank One Issuance Trust Series 2003-A2 Class A2 1.150% Due 10/15/08 (A) ......................... 595 450 Citibank Credit Card Master Trust Series 2002-A5 Class A 1.920% Due 9/17/07 (A) .......................... 450 1,200 Citibank Credit Card Master Trust Series 2002-A 1.190% Due 10/15/09 (A) ......................... 1,201 210 First USA Credit Card Master Trust Series 1998-4 Class A 2.009% Due 3/18/08 (A) .......................... 210 590 First USA Credit Card Master Trust Series 2001-3 Class A 2.270% Due 11/19/08 (A) ......................... 591 415 MBNA Master Credit Card Trust Series 2002 Class A12 2.160% Due 4/15/08 (A) .......................... 415 ------- 4,438 ------- FINANCE (0.5%) 310 Student Loan Marketing Association Series 2002-4 Class A2 1.360% Due 10/28/28 (A) ......................... 311 460 William Street Funding Corp. Series 2003-1, Class A 1.470% Due 4/23/06 (A) (B) ...................... 460 ------- 771 ------- TOTAL ASSET BACKED SECURITIES (Cost $5,217) ................................... 5,209 ------- GOVERNMENT AGENCIES (35.7%) FEDERAL NATIONAL MORTGAGE ASSOCIATION (34.0%) 49,060 2.21% Due 1/13/05 ................................. 49,024 ------- Page 12 See notes to financial statements WEISS, PECK & GREER MUTUAL FUNDS SCHEDULES OF INVESTMENTS AT DECEMBER 31, 2004 PRINCIPAL AMOUNT VALUE (000'S) SECURITY (000'S) - -------------------------------------------------------------------------------- WPG CORE BOND (CONTINUED) - -------------------------------------------------------------------------------- FEDERAL HOME LOAN BANKS (FHLB) (1.7%) $ 2,500 1.00% Due 1/03/05 ............................... $ 2,500 -------- TOTAL GOVERNMENT AGENCY (Cost $51,524) ................................... 51,524 -------- TOTAL INVESTMENTS (138.1%) (Cost $198,713) .................................. 199,399 LIABILITIES IN EXCESS OF OTHER ASSETS (-38.1%) ............................ (55,050) -------- TOTAL NET ASSETS (100.0%) ......................... $144,349 ======== - -------------- (A) Adjustable rate security. Rate stated is as of December 31, 2004. Principal payments on demand at periodic intervals. (B) SEC Rule 144A Security. Such security has limited markets and is traded among qualified institutional buyers. These securities have been deemed liquid pursuant to guidelines established by the Board of Trustees. (C) Purchased on a forward commitment basis pursuant to mortgage dollar roll transactions (See Note 4). (D) Callable security. (E) Step Up Bond - Coupon moves inversely to changes in interest rates. # Portion of security out on loan (See Note 3). PORTFOLIO SUMMARY - UNAUDITED As of December 31, 2004, the Fund was diversified as a percentage of net assets as follows: Mortgage Pass-Through Securities 51.8% Government Agencies 42.4% Corporate Debentures 20.6% U.S. Government Obligations 15.1% Asset Backed Securities 8.2% ----- Total Investments 138.1% Liabilities in Excess of Other Assets -38.1% ----- Total Net Assets 100.0% ====== See notes to financial statements Page 13
WEISS, PECK & GREER MUTUAL FUNDS STATEMENTS OF ASSETS AND LIABILITIES AT DECEMBER 31, 2004 LARGE CAP $ IN THOUSANDS TUDOR GROWTH CORE BOND - ---------------------------------------------------------------------------------------- ASSETS Investments at value # (including securities on loan in Tudor and Core Bond valued at $4,580 and $15,062, respectively) ............ $ 56,533 $ 26,422 $ 199,399 Cash ........................................... 2 0 73 Receivable for investment securities sold ...... 1,926 907 13,773 Dividends and interest receivable .............. 38 14 738 Other assets ................................... 3 1 4 --------- --------- --------- 58,502 27,344 213,987 --------- --------- --------- LIABILITIES Payable for investment securities purchased .... 525 660 59,021 Payable for Fund shares redeemed ............... 65 66 10,466 Distributions payable .......................... 0 0 55 Payable to Custodian ........................... 0 321 0 Investment advisory fee payable - Note 5 ....... 43 1 14 Administration fee payable - Note 5 ............ 4 2 0 Accrued expenses ............................... 78 72 82 --------- --------- --------- 715 1,122 69,638 --------- --------- --------- NET ASSETS ................................... $ 57,787 $ 26,222 $ 144,349 ========= ========= ========= NET ASSETS REPRESENTED BY: Shares of beneficial interest, at par .......... 1,098 1,135 13 Paid-in surplus ................................ 47,658 20,448 146,972 Distributions in excess of net investment income (4) 0 (8) Accumulated net realized gains/(losses) on investments ............................... 599 531 (3,314) Net unrealized appreciation on investments ..... 8,436 4,108 686 --------- --------- --------- NET ASSETS APPLIED TO OUTSTANDING SHARES ....... $ 57,787 $ 26,222 $ 144,349 ========= ========= ========= CAPITAL SHARES (AUTHORIZED SHARES UNLIMITED) Outstanding (000's) ............................ 3,293 1,135 13,354 ========= ========= ========= Par Value ...................................... $ .33 1/3 $ 1.00 $ 0.001 ========= ========= ========= Net asset value per share ...................... $ 17.55 $ 23.10 $ 10.81 ========= ========= ========= # INVESTMENTS AT COST .......................... 48,097 22,314 198,713 ========= ========= ========= UNREALIZED APPRECIATION/(DEPRECIATION): Gross appreciation ........................... 8,871 4,488 1,161 Gross depreciation ........................... (435) (380) (475) --------- --------- --------- NET UNREALIZED APPRECIATION .................... 8,436 4,108 686 ========= ========= ========= Page 14 See notes to financial statements
WEISS, PECK & GREER MUTUAL FUNDS STATEMENTS OF OPERATIONS FOR YEAR ENDED DECEMBER 31, 2004 LARGE CAP $ IN THOUSANDS TUDOR GROWTH CORE BOND - --------------------------------------------------------------------------------------- INVESTMENT INCOME: Dividends ........................................ $ 562 $ 596 $ 0 Interest ......................................... 20 0 5,181 Income from securities loaned - Note 3 ........... 11 0 24 -------- -------- -------- 593 596 5,205 -------- -------- -------- EXPENSES: Investment advisory fee - Note 5 ................. 532 336 703 Transfer agent fees and expenses ................. 103 81 55 Administration fees - Note 5 ..................... 61 53 0 Custodian fees and expenses - Note 7 ............. 22 15 34 Fund accounting fees and expenses ................ 49 43 118 Professional fees ................................ 67 58 116 Trustees' fees and expenses ...................... 18 18 21 Registration fees ................................ 22 23 19 Shareholders' reports ............................ 11 8 6 Other expenses ................................... 34 33 45 -------- -------- -------- 919 668 1,117 Less fees waived by adviser ...................... 0 (43) (441) Less expenses paid indirectly - Note 7 ........... (4) (1) (4) -------- -------- -------- 915 624 672 -------- -------- -------- NET INVESTMENT INCOME/(LOSS) ..................... (322) (28) 4,533 -------- -------- -------- REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS Net realized gain on investments ............... 8,271 4,123 3,862 Net change in unrealized appreciation/ (depreciation) on investments ................ 2,202 (4,018) (1,049) -------- -------- -------- NET GAIN ON INVESTMENTS .......................... 10,473 105 2,813 -------- -------- -------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ........................ 10,151 77 7,346 ======== ======== ======== See notes to financial statements Page 15
WEISS, PECK & GREER MUTUAL FUNDS STATEMENTS OF CHANGES IN NET ASSETS YEARS ENDED DECEMBER 31, 2004 AND 2003 LARGE CAP CORE TUDOR GROWTH BOND - ------------------------------------------------------------------------------------------------------------------------- $ IN THOUSANDS 2004 2003 2004 2003 2004 2003 OPERATIONS: Net investment income/(loss) ............... ($ 322) ($ 431) ($ 28) ($ 245) $ 4,533 $ 3,340 Net realized gain on investments and options .............................. 8,271 15,641 4,123 3,459 3,862 2,945 Change in unrealized appreciation/(depreciation) on investments and options ............... 2,202 4,673 (4,018) 9,881 (1,049) (1,072) --------- --------- --------- --------- --------- --------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS .......................... 10,151 19,883 77 13,095 7,346 5,213 --------- --------- --------- --------- --------- --------- DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: From net investment income ............... 0 0 0 0 (4,533) (3,340) From realized gains ...................... (5,774) 0 (3,206) 0 0 0 --------- --------- --------- --------- --------- --------- NET DECREASE DUE TO DIVIDENDS AND DISTRIBUTIONS ........................ (5,774) 0 (3,206) 0 (4,533) (3,340) --------- --------- --------- --------- --------- --------- TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST: Shares sold .............................. 2,287 22,281 3,338 3,333 49,323 72,014 Distributions reinvested ................. 5,209 0 2,776 0 4,031 2,830 Shares redeemed .......................... (12,368) (31,587) (29,118) (7,485) (57,636) (36,160) --------- --------- --------- --------- --------- --------- NET INCREASE/(DECREASE) FROM CAPITAL SHARE TRANSACTIONS ............... (4,872) (9,306) (23,004) (4,152) (4,282) 38,684 --------- --------- --------- --------- --------- --------- TOTAL INCREASE/(DECREASE) IN NET ASSETS ............................ (495) 10,577 (26,133) 8,943 (1,469) 40,557 NET ASSETS: Beginning of year .......................... 58,282 47,705 52,355 43,412 145,818 105,261 --------- --------- --------- --------- --------- --------- End of year* ............................... $ 57,787 $ 58,282 $ 26,222 $ 52,355 $ 144,349 $ 145,818 ========= ========= ========= ========= ========= ========= *Includes distributions in excess of net investment income .................... ($ 4) $ 0 $ 0 $ 0 ($ 8) $ 0 Transactions in shares of the funds (in thousands): Sold ..................................... 133 1,804 134 150 4,654 6,789 Reinvestment of distributions ............ 305 0 122 0 376 241 Redeemed ................................. (712) (2,483) (1,193) (344) (5,355) (3,432) --------- --------- --------- --------- --------- --------- Net increase/(decrease) .................... (274) (679) (937) (194) (325) 3,598 ========= ========= ========= ========= ========= ========= Page 16 See notes to financial statements
WEISS, PECK & GREER MUTUAL FUNDS NOTES TO FINANCIAL STATEMENTS 1- ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION - ------------ Thefollowing are open-end management investment companies (the "Funds") registered under the Investment Company Act of 1940 (the "Act"): WPG Tudor Fund ("Tudor") WPG Large Cap Growth Fund ("Large Cap Growth") Weiss, Peck & Greer Funds Trust ("WPG Funds Trust"): WPG Core Bond Fund ("Core Bond") Each Fund is diversified. The following is a summary of the significant accounting policies followed by the Funds in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles. PORTFOLIO VALUATION - ------------------- COMMON STOCK -- Securities are valued using the closing price or the last sale price on the national securities exchange or on the National Association of Securities Dealers Automatic Quotation System ("NASDAQ") market system where they are primarily traded. If there were no sales on that day or the securities are traded on the over-the-counter markets, the mean of the last bid and ask price prior to the market close is used. BONDS -- Bonds and other fixed income securities (other than short-term obligations but including listed issues) are valued by a pricing service which utilizes both dealer-supplied valuations and other techniques which take into account appropriate factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. SHORT TERM SECURITIES -- Securities maturing within 60 days are valued at cost plus accreted discount or minus amortized premium, which approximates value. FOREIGN SECURITIES -- Securities listed or admitted to trading on an international securities exchange, including options, are valued at the last sale price, at the close of the primary international exchange on the day the net asset value calculation is made. Unlisted securities and listed securities for which there are no sales reported on the valuation date are valued at the mean between the most recent bid and ask prices. All investments quoted in foreign currencies are valued in U.S. dollars on the basis of the foreign currency exchange rates prevailing at 11:00 AM Eastern Time. The Funds' Valuation Committee, as authorized by the Funds' Board of Trustees, monitors significant events that occur after the close of foreign securities primary markets, but prior to the daily valuation of the Funds' shares. Alternative pricing procedures for these securities are implemented pursuant to procedures adopted by the Board of Trustees. OTHER SECURITIES -- Other securities and assets for which market quotations are not readily available are valued at their fair value as determined, in good faith, by the Funds' Valuation Committee. SECURITIES TRANSACTIONS AND INVESTMENT INCOME - --------------------------------------------- Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded utilizing the specific identification method. Dividend income is recognized on the ex-dividend date and interest income is recognized on an accrual basis. Discounts on fixed income securities are accreted to interest income over the life of the security or until an applicable call date if sooner, with a corresponding increase in cost basis; premiums are amortized with a corresponding decrease in cost basis. Page 17 WEISS, PECK & GREER MUTUAL FUNDS NOTES TO FINANCIAL STATEMENTS - (CONTINUED) FEDERAL INCOME TAXES - -------------------- The Funds intend to comply with the requirements of the Internal Revenue Code that pertain to regulated investment companies and to distribute all of their taxable income to their shareholders. No federal income tax provision is required. The Funds utilized the following amounts of capital loss carryfowards in 2004: Tudor $896,279, Large Cap Growth $353,618 and Core Bond $3,832,164. As of December 31, 2004, the following Funds had capital loss carryforwards to offset future capital gains: (IN THOUSANDS) YEAR OF EXPIRATION FUND 2007 ---- ---- Tudor 0 Large Cap Growth 0 Core Bond $3,091 In addition, Tudor Fund generated a post-October 31, 2004 net currency loss of $3,686 and Core Bond Fund generated a post-October 31, 2004 net capital loss of $11,354, which, if unused, will expire on December 31, 2013. At December 31, 2004 the components of accumulated earnings on a tax basis were as follows: (IN THOUSANDS) ACCUMULATED NET REALIZED NET UNREALIZED UNDISTRIBUTED NET GAINS/(LOSSES) APPRECIATION FUND INVESTMENT INCOME ON INVESTMENTS ON INVESTMENTS ---- ----------------- -------------- -------------- Tudor 1,051 671 7,314 Large Cap Growth 0 627 4,012 Core Bond 0 (3,091) 474 The differences between the components of distributable earnings on a tax basis and the amounts reflected in the Statement of Assets and Liabilities are primarily due to wash sales, post-October losses, real estate investment trust income and securities which have taken losses for financial statement purposes. At December 31, 2004, the cost of investments for federal income tax purposes is as follows: (IN THOUSANDS) COST OF GROSS GROSS NET FUND INVESTMENTS APPRECIATION (DEPRECIATION) APPRECIATION ---- ----------- ------------ -------------- ------------ Tudor 49,219 8,459 (1,145) 7,314 Large Cap Growth 22,410 4,460 (448) 4,012 Core Bond 198,925 1,114 (640) 474 Page 18 WEISS, PECK & GREER MUTUAL FUNDS NOTES TO FINANCIAL STATEMENTS - (CONTINUED) RECLASSIFICATION OF CAPITAL ACCOUNTS - ------------------------------------ On the statements of assets and liabilities, as a result of certain differences in the computation of net investment income and net realized capital gains under federal income tax rules and regulations versus generally accepted accounting principles, a reclassification has been made to increase (decrease) distributions in excess of net investment income, distributions in excess of net realized gains on investments and currencies and paid-in surplus for the Funds as follows: (IN THOUSANDS) UNDISTRIBUTED NET INVESTMENT ACCUMULATED INCOME/(DISTRIBUTIONS NET REALIZED IN EXCESS OF NET GAINS/(LOSSES) PAID IN FUND INVESTMENT INCOME) ON INVESTMENTS SURPLUS ---- ------------------ -------------- ------- Tudor 318 (318) 0 Large Cap Growth 28 0 (28) Core Bond (8) 8 0 The primary permanent differences causing such reclassifications are due to currency gains and losses and the expiration or reclassification of net operating losses and reclassification of real estate investment trust income. The reclassifications have no impact on the net assets of the respective Funds. DISTRIBUTION TO SHAREHOLDERS - ---------------------------- DIVIDENDS FROM NET INVESTMENT INCOME -- Distributions are recorded on the ex-dividend date. Dividends from net investment income are declared and paid annually when available for the Tudor and the Large Cap Growth Fund. Dividends from net investment income are declared daily and paid monthly for the Core Bond Fund. DISTRIBUTIONS FROM NET REALIZED GAINS -- Distributions from net realized gains are declared and paid by December 31 of the year in which they are earned. To the extent that net realized capital gains can be offset by capital loss carryovers, if any, it is the policy of the Funds not to distribute such gains. The character of distributions for each Funds' fiscal years ended December 31, 2004 and December 31, 2003 is as follows: (IN THOUSANDS) ORDINARY (A) CAPITAL GAIN (B) FUND 2004 2003 2004 2003 ---- ---- ---- ---- ---- Tudor 5,774 0 0 0 Large Cap Growth 0 0 3,206 0 Core Bond 4,533 3,340 0 0 - ------------ (a) Includes distributions from Funds' net short-term capital gains. (b) To the extent reported, each Fund designates these amounts as capital gain dividends for federal income tax purposes. REPURCHASE AGREEMENTS (TUDOR, CORE BOND) - ---------------------------------------- It is each Fund's policy to take possession of securities or other assets purchased under agreements to resell. The securities purchased under agreements to resell are marked to market every business day to ensure that the value of the "collateral" is at least equal to the value of the loan, including the accrued interest earned thereon, plus sufficient additional market value as is considered necessary to provide a margin of safety. FUTURES (TUDOR, CORE BOND) - -------------------------- A futures contract is an agreement between two parties to buy and sell a security at a set price on a future date. Upon entering into such a contract, a Fund is required to pledge to the broker an amount of cash and/or securities equal to the minimum "initial margin" requirements of the exchange on which such contract is traded. Pursuant to the contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the Page 19 WEISS, PECK & GREER MUTUAL FUNDS NOTES TO FINANCIAL STATEMENTS - (CONTINUED) contract. Such a receipt or payment is known as a "variation margin" and is recorded by each Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The Fund is also required to fully collateralize futures contracts purchased. The Fund only enters into futures contracts which are traded on exchanges. At December 31, 2004, the Funds did not hold any futures. OPTIONS WRITING (TUDOR, LARGE CAP GROWTH, CORE BOND) - ---------------------------------------------------- A Fund may write covered options to protect against adverse movements in the price of securities in the investment portfolio. When a Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current market value of the option written. Premiums received from writing options which expire unexercised are recorded by the Fund on the expiration date as realized gains from options transactions. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call is exercised, the premium is added to the proceeds from the sale of the underlying securities or currencies in determining whether the Fund has realized a gain or loss. If a put is exercised, the premium reduces the cost basis of the securities or currencies purchased by the Fund. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security underlying the written option. Exercise of an option written by the Fund could result in the selling or buying of a security or currency at a price different from the current market value. The Fund only enters into options which are traded on exchanges except for Tudor which can enter into non-exchange options with counterparties as authorized by the Board of Trustees. At December 31, 2004, the Funds did not have any written options outstanding. FOREIGN SECURITIES (TUDOR, LARGE CAP GROWTH) - -------------------------------------------- Certain risks result from investing in foreign securities in addition to the usual risks inherent in domestic investments. Such risks include future political, economic and currency exchange developments including investment restrictions and changes in foreign laws. FORWARD CURRENCY CONTRACTS (TUDOR, LARGE CAP GROWTH) - ----------------------------------------------------- A Fund may enter into forward currency contracts. Such contracts may be utilized in connection with planned purchases or sales of securities or to hedge the U.S. dollar value of portfolios denominated in foreign currencies. Fluctuations in the value of the forward contracts are recorded as unrealized gains or losses by the Fund. Risks may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of the foreign currency relative to the U.S. dollar. Upon entering into such a contract, the Fund is required to segregate assets with its custodian at least equal to the value of the Fund's assets committed to fulfilling the forward currency contract. At December 31, 2004, the Funds did not hold any forward currency contracts. FOREIGN CURRENCY TRANSACTIONS (TUDOR, LARGE CAP GROWTH) - ------------------------------------------------------- The books and records of each Fund are maintained in U.S. dollars. Foreign currencies, investments and other assets or liabilities, denominated in foreign currencies, are translated into U.S. dollars at the exchange rates prevailing at 11:00 AM Eastern time. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments. Reported net realized foreign exchange gains or losses arise from sales and maturities of short term securities, sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at year end, resulting from changes in the exchange rate. USE OF ESTIMATES - ---------------- Estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ from these amounts. Page 20 WEISS, PECK & GREER MUTUAL FUNDS NOTES TO FINANCIAL STATEMENTS - (CONTINUED) FUND CLOSINGS - ------------- On December 20, 2004, the following Funds, which were part of the WPG Funds Trust, were terminated and liquidated: WPG Quantitative Equity Fund, WPG Intermediate Municipal Bond Fund, WPG Tax Free Money Market Fund and WPG Government Money Market Fund. The Board of Trustees of these Funds determined that the Funds' continuation was no longer in the best interest of the shareholders, due to their inability to conduct their operations in an economically viable manner. UPCOMING PROXY FOR REORGANIZATION - --------------------------------- On December 16, 2004, the Board of Trustees of each of WPG Large Cap Growth Fund, WPG Tudor Fund and WPG Core Bond Fund (each, an "Existing Fund") approved an Agreement and Plan of Reorganization pursuant to which each shareholder of these Funds will be reorganized into a newly created series (each, a "New Fund") of The RBB Fund, Inc., a Maryland Corporation. The reorganization is expected to be free of any tax consequences. Robeco USA, L.L.C., through its division, Weiss, Peck & Greer Investments, will serve as investment adviser to the New Funds on substantially the same terms as it so serves for the Existing Funds. The investment objectives, policies and strategies of the New Funds will be the same as the Existing Funds. It is anticipated that the shareholder meeting seeking approval of this organization will take place on or about April 29, 2005. 2- SECURITIES TRANSACTIONS For the year ended December 31, 2004, sales proceeds, cost of securities purchased, (other than short-term investments), total commissions and commissions received by Robeco USA Brokerage Services, an affiliate of Weiss, Peck & Greer Investments ("WPG" or the "Adviser"), on such transactions were as follows: PROCEEDS COST OF COMMISSIONS OF SECURITIES SECURITIES TOTAL RECEIVED BY SOLD PURCHASED COMMISSIONS WPG (000'S) (000'S) (000'S) (000'S) ------- ------- ------- ------- Tudor $103,631 $91,418 $667 $16 Large Cap Growth 87,025 61,495 132 14 Core Bond 1,189,711* 1,187,913* 0 0 - ------- * For the year ended December 31, 2004, $610,488,474 in purchases and $594,603,770 in sales were from mortgage dollar roll transactions in the WPG Core Bond Fund. 3- SECURITIES LENDING (TUDOR, CORE BOND) At December 31, 2004, the Tudor Fund loaned securities valued at $4,579,974 (including accrued interest). For collateral the Tudor Fund received a letter of credit from Danske Bank in an amount equal to $4,700,000. At December 31, 2004, the Core Bond Fund loaned securities valued at $15,061,905 (including accrued interest). For collateral, the Core Bond Fund received U.S. Treasury securities which were valued at $15,632,241. For the year ended December 31, 2004, the Tudor Fund earned $10,918 and the Core Bond Fund earned $23,887 in securities lending fees, net of custodian expenses. 4- MORTGAGE DOLLAR ROLLS (CORE BOND) The Core Bond Fund may enter into the mortgage dollar rolls in which Core Bond Fund sells mortgage securities for delivery in the current month and simultaneously contracts to repurchase similar, but not identical, securities at an agreed upon price on a fixed date. The Core Bond Fund accounts for such dollar rolls as purchases and sales and records an unrealized gain or loss each day equal to the difference between the original value of the purchase and the current market value. The Core Bond Fund must maintain liquid securities having a value not less than the repurchase price (including accrued interest) for such dollar rolls. Losses may arise due to changes in value of the securities or if the counterparty does not perform under the terms of the agreement. If the counterparty files for bankruptcy or becomes insolvent, the Core Bond Fund's right to repurchase or sell securities may be limited. Page 21 WEISS, PECK & GREER MUTUAL FUNDS NOTES TO FINANCIAL STATEMENTS - (CONTINUED) 5- INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES WPG serves as the Funds' investment adviser. The annual advisory fees of each Fund are as follows, and are paid monthly: Tudor .90% of net assets up to $300 million .80% of net assets $300 million to $500 million .75% of net assets in excess of $500 million Large Cap Growth .75% of net assets Core Bond .45% of net assets The Adviser has agreed to cap operating expenses and may not discontinue or modify the cap without the approval of the Funds' trustees. The Tudor Fund's expenses are capped at 1.70%, Large Cap Growth Fund's expenses are capped at 1.40%, and Core Bond Fund's expenses are capped at 0.43%. Pursuant to an agreement, beginning in 2004, WPG may seek reimbursement from the Tudor Fund and Large Cap Growth Fund for expenses waived by WPG during the prior two years. Each Fund has entered into an Administration Agreement with WPG. For the period January 1, 2004 through April 30, 2004, WPG was entitled to receive the following fees based upon a percentage of average daily net assets: Tudor 0.15%, Large Cap Growth 0.16% and Core Bond 0.00%. As of May 1, 2004, WPG is entitled to receive the following fees based upon a percentage of average daily net assets: Tudor 0.08% and Large Cap Growth 0.09%. The fee for Core Bond Fund remained the same. 6- DISTRIBUTION PLAN (CORE BOND) The Trust has adopted a plan of Distribution (the "Plan") under Section 12 (b) of the 1940 Act and Rule 12b-1 thereunder. The Fund may pay up to 0.25% of its average daily net assets under any one agreement but is limited to an aggregate of 0.05% of its average annual net assets for activities primarily intended to result in the sale of its shares. For the year ended December 31, 2004, expenses incurred under the Plan were $0. Under the terms, the Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not "interested persons" of the Trust and who have no direct or indirect financial interest in the operation of the Plan or in any agreement related to the Plan. 7- CUSTODIAN FEES Each Fund has entered into an expense offset agreement with its custodian wherein it receives credit toward the reduction of custodian fees whenever there are uninvested cash balances. For the year ended December 31, 2004 the Funds' custodian fees and related offset were as follows: CUSTODIAN OFFSET FEE CREDIT --- ------ Tudor $21,741 $3,567 Large Cap Growth 14,592 628 Core Bond 34,414 4,303 The Funds could have invested their cash balances elsewhere if they had not agreed to a reduction in fees under the expense offset agreement with their custodian. Page 22
WEISS, PECK & GREER MUTUAL FUNDS FINANCIAL HIGHLIGHTS (FOR THE YEARS ENDED DECEMBER 31) $ PER SHARE RATIOS NET IN- REAL- CREASE RATIO IZED (DE- OF AND CREASE) NET UNREAL- IN INVEST- IZED NET DIVID- DISTRI- RATIO MENT GAINS ASSETS ENDS BUTIONS TOTAL NET OF INCOME NET NET OR RESULT- FROM FROM DIVID- NET ASSETS EXPENSES (LOSS) PORT- ASSET INVEST- (LOSSES) ING NET NET ENDS ASSET AT TO TO FOLIO VALUE AT MENT ON FROM INVEST- REALIZED AND VALUE AT END OF AVERAGE AVERAGE TURN- BEGINNING INCOME INVEST- OPER- MENT CAPITAL DISTRI- END OF TOTAL YEAR NET NET OVER OF YEAR (LOSS) MENTS ATIONS INCOME GAINS BUTIONS YEAR RETURN ($000's) ASSETS ASSETS RATE - ------------------------------------------------------------------------------------------------------------------------------------ TUDOR 2004 $16.34 $0.00 $3.11 $3.11 $0.00 $(1.90) $(1.90) $17.55 19.35% $57,787 1.55% (0.55%) 159.2% 2003 11.24 0.00 5.10 5.10 0.00 0.00 0.00 16.34 45.37 58,282 1.68 (0.83) 228.3 2002 15.21 0.00 (3.97) (3.97) 0.00 0.00 0.00 11.24 (26.10) 47,705 1.54 (0.81) 105.6 2001 18.41 0.00 (2.73) (2.73) 0.00 (0.47) (0.47) 15.21 (14.78) 71,324 1.38 0.11 128.1 2000 22.91 0.00 (1.50) (1.50) 0.00 (3.00) (3.00) 18.41 (5.20) 94,418 1.28 (0.22) 84.0 LARGE CAP GROWTH 2004 25.27 0.00 0.93 0.93 0.00 (3.10) (3.10) 23.10 3.82 26,222 1.40 (0.06) 138.7 2003 19.16 0.00 6.11 6.11 0.00 0.00 0.00 25.27 31.89 52,355 1.44 (0.52) 126.8 2002 26.46 0.00 (7.30) (7.30) 0.00 0.00 0.00 19.16 (27.59) 43,412 1.25 (0.42) 107.9 2001 33.60 (0.01) (6.86) (6.87) 0.00 (0.27) (0.27) 26.46 (20.45) 74,931 1.14 (0.11) 56.4 2000 39.88 0.01 (0.94) (0.93) 0.00 (5.35) (5.35) 33.60 (1.68) 109,347 1.01 (0.03) 78.2 CORE BOND 2004 10.66 0.31 0.15 0.46 (0.31) 0.00 (0.31) 10.81 4.38 144,349 0.43 2.90 805.8* 2003 10.44 0.30 0.22 0.52 (0.30) 0.00 (0.30) 10.66 5.04 145,818 0.45 2.81 561.8 2002 9.80 0.40 0.64 1.04 (0.40) 0.00 (0.40) 10.44 10.87 105,261 0.50 4.02 539.2 2001 9.40 0.49 0.40 0.89 (0.49) 0.00 (0.49) 9.80 9.64 123,797 0.50 5.04 431.5 2000 9.07 0.60 0.33 0.93 (0.60) 0.00 (0.60) 9.40 10.66 114,547 0.50 6.58 509.0 - ------------ * The portfolio turnover rate excluding mortgage dollar roll transactions for the year ended December 31, 2004, was 573.6% See notes to financial statements. Page 23
WEISS, PECK & GREER MUTUAL FUNDS FINANCIAL HIGHLIGHTS The Adviser agreed to cap certain Funds' operating expenses and not to impose its full fee for certain periods. This has resulted in a waiver of a portion of the Investment Advisory Fee for Large Cap Growth and Core Bond. The Adviser may not discontinue or modify this cap without the approval of the Funds' Trustees. Had the Adviser not so agreed, and had the Funds not received a custody fee earnings credit, the total return would have been lower and the ratio of expenses to average net assets and ratio of net income to average net assets would have been: RATIO OF RATIO OF NET INCOME EXPENSES (LOSS) TO AVERAGE TO AVERAGE NET ASSETS NET ASSETS ---------- ---------- LARGE CAP GROWTH 2004 1.50% -0.16% CORE BOND 2004 0.71% 2.62% 2003 0.75% 2.51% 2002 0.83% 3.69% 2001 0.81% 4.73% 2000 0.79% 6.29% The custody fee earnings credit had an effect of less than 0.01% on the above ratios in 2000, 2001, 2002, 2003 and 2004 for the Tudor and Large Cap Growth Funds, with the exception of 2004 for Large Cap Growth Fund that had an effect of 0.01% on the above ratio. Page 24 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of: WPG TUDOR FUND WPG LARGE CAP GROWTH FUND WPG CORE BOND FUND We have audited the accompanying statements of assets and liabilities of the WPG Tudor Fund, WPG Large Cap Growth Fund, and WPG Core Bond Fund (the "Funds"), including the schedules of investments, as of December 31, 2004, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds' 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2004, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the WPG Tudor Fund, WPG Large Cap Growth Fund and WPG Core Bond Fund as of December 31, 2004, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the years in the five year period then ended, in conformity with U.S. generally accepted accounting principles. /S/ KPMG LLP - ------------- February 14, 2005 New York, NY Page 25 WEISS, PECK & GREER MUTUAL FUNDS INFORMATION ON TRUSTEES - UNAUDITED
TRUSTEES NAME, ADDRESS, DATE OF BIRTH POSITION(S) HELD WITH PRINCIPAL NUMBER OF FUND AND LENGTH OF SERVICE OCCUPATION(S) FUNDS OVERSEEN OTHER DIRECTORSHIPS AS A TRUSTEE PAST 5 YEARS BY DIRECTOR HELD BY TRUSTEE - ------------------------------------------------------------------------------------------------------------------ DANIEL S. VANDIVORT Senior Managing Director All Funds 909 Third Avenue Robeco USA, Inc. New York, NY 10022 7/4/54 Chairman of the Board and Trustee since 2004 - ------------------------------------------------------------------------------------------------------------------ RAYMOND R. HERRMANN, JR. Chairman of the Board of All Funds Life Member of Board of 60 E. 42nd Street Sunbelt Beverage Corp. Overseers of Cornell Medical Suite 1915 Former Vice Chairman and College Director of Sky Ranch New York, NY 10165 Director McKesson Corp. for Boys 9/11/20 Trustee since 1970 - ------------------------------------------------------------------------------------------------------------------ ROBERT A. STRANIERE Member of New York State All Funds Director of various Reich 182 Rose Avenue Assembly and Tang Funds Staten Island, NY 10306 Sole proprietor of Straniere 3/28/41 Law Firm Trustee since 1992 - ------------------------------------------------------------------------------------------------------------------ WILLIAM B. ROSS Self-employed Financial All Funds 4044 N. Farwell Avenue Consultant Shorewood, WI 53211 8/22/27 Trustee since 1972 - ------------------------------------------------------------------------------------------------------------------ GRAHAM E. JONES Senior Vice President, All Funds Trustee of various investment 330 Garfield Street BGK Realty Inc. companies of Deutsche Asset Santa Fe, NM 87501 Management 1/31/33 Trustee various investment Trustee since 1985 companies managed by Sun Capital Advisers.
The Funds' Statement of Additional Information (SAI) includes additional information about the trustees and is available without charge, upon request, by calling the Funds toll-free at 1-800-223-3332. Page 26 WEISS, PECK & GREER MUTUAL FUNDS ADDITIONAL INFORMATION - UNAUDITED FEDERAL INCOME STATUS OF DIVIDENDS For the year ended December 31, 2004, the Tudor Fund's distribution was characterized as follows for the purposes of Federal income taxes: 5.372% for Dividend Received Deduction ("DRD") and 6.65% consisted of Qualified Dividend Income ("QDI"). Large Cap Growth Fund designated $3,205,905 as long-term distributions. PROXY INFORMATION A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities and the voting record for the 12 months ended 6/30/04 are available, without charge, by calling our shareholder service line, toll free at 1-800-223-3332. This information is also available via the SEC's web site at http://www.sec.gov. FORM N-Q The Funds are required to file a complete schedule of investments with the SEC for the first and third fiscal quarters on Form N-Q, the first of which was recently filed for the quarter ended September 30, 2004. The Fund's Form N-Q are available on the SEC website at http://www.sec.gov or may be viewed and obtained from the SEC's Public Reference Room in Washington D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Form N-Q can also be obtained by calling WPG Investments toll free at 1-800-223-3332. Page 27 This page intentionally left blank. c/o ROBECO WEISS, PECK & GREER INVESTMENTS 909 THIRD AVENUE, NEW YORK, NY 10022 INDEPENDENT TRUSTEES AND INVESTMENT ADVISER MEMBERS OF AUDIT COMMITTEE WPG Investments Raymond R. Herrmann, Jr. 909 Third Avenue Graham E. Jones New York, NY 10022 William B. Ross Robert A. Straniere CUSTODIAN Boston Safe Deposit and Trust Company One Exchange Place OFFICERS Boston, MA 02109 DANIEL S. VANDIVORT DIVIDEND DISBURSING AND Chairman of the Board and Trustees TRANSFER AGENT - all funds PFPC Inc. President - WPG Funds Trust P.O. Box 60448 King of Prussia, PA 19406-0448 WILLIAM KELLY Executive Vice President and Treasurer DISTRIBUTOR - all funds PFPC Distributors, Inc. JOSEPH J. REARDON 760 Moore Road Chief Compliance Officer - all funds King of Prussia, PA 19406 E.K. EASTON RAGSDALE President - WPG Large Cap Growth Fund LEGAL COUNSEL PETER ALBANESE Wilmer, Cutler, Pickering, Vice President - WPG Large Cap Growth Fund Hale and Dorr 60 State Street RICHARD SHUSTER Boston, MA 02109 President - WPG Tudor Fund INDEPENDENT REGISTERED GREGORY N. WEISS PUBLIC ACCOUNTING FIRM Vice President - WPG Tudor Fund KPMG LLP 757 Third Avenue New York, NY 10017 This report is submitted for the general information of shareholders and is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing herein is to be considered an offer of sale or solicitation of an offer to buy shares of the Weiss, Peck & Greer Funds. Such offering is made only by prospectus, which includes details as to offering and other material information. ITEM 2. CODE OF ETHICS. (a) The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. (b) Not applicable. (c) There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description. (d) The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item's instructions. (e) Not applicable. (f) A copy of the registrant's code of ethics that applies to the registrant's principal executive officer and principal financial officer is filed as an exhibit to this report pursuant to Item 12(a)(1). ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The registrant's Board has determined that William B. Ross, a member of the Audit Committee of the Board, is an audit committee financial expert as defined by the Securities and Exchange Commission (the "SEC"). Mr. Ross is "independent" as defined by the SEC for purposes of the audit committee financial expert determination. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. AUDIT FEES (a) The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years were as follows: 2004 $36,655, and 2003 $30,665. AUDIT-RELATED FEES (b) None. TAX FEES (c) The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were as follows: 2004 $10,443, and 2003 $9,545. The nature of the services comprising these fees was tax compliance and tax advice related to the preparation and review of annual income and excise tax returns. The nature of the services comprising these fees was tax compliance and tax advice related to the preparation and review of annual income and excise tax returns. ALL OTHER FEES (d) None. (e)(1) Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. Before any accountant is engaged by the registrant to render either audit or non-audit services, such engagement must be approved by the audit committee, with the exception of any de minimus engagement meeting applicable requirements. In addition, the audit committee must also pre-approve the engagement of any accountant by the registrant's investment adviser (does not include work subcontracted or overseen by another investment adviser) and any entity controlling, controlled by, or under common control with the investment adviser, if the engagement relates directly to the operations and financial reporting of the registrant, with the exception of any de minimus engagement meeting applicable requirements. (e)(2) None (f) Not applicable. (g) The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant were as follows: 2004 $10,443, and 2003 $9,545. (h) The registrant's audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. SCHEDULE OF INVESTMENTS Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. 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. During the reporting period there have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant's board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A (17 CFR 240.14a-101), or this Item. The Nominating Committee of the registrant's Board of Trustees will consider Independent Trustee candidates recommended by shareholders of any fund of the registrant. Any recommendation should be submitted in writing to the Secretary of the funds, c/o Robeco USA, L.L.C., 909 Third Avenue, New York, New York 10022. Any submission should include at a minimum the following information: As to each individual proposed for election or re-election as an Independent Trustee, the name, age, business address, residence address and principal occupation or employment of such individual, the class, series and number of shares of stock of the funds that are beneficially owned by such individual, the date such shares were acquired and the investment intent of such acquisition, whether such shareholder believes such individual is, or is not, an Independent Trustee, and information regarding such individual that is sufficient, in the discretion of the Committee, to make such determination, and all other information relating to such individual that is required to be disclosed in solicitation of proxies for election of trustees in an election contest (even if an election contest is not involved) or is otherwise required, in each case pursuant to Regulation 14A (or any successor provision) under the Securities Exchange Act of 1934, as amended, and the rules thereunder (including such individual's written consent to being named in the proxy statement as a nominee and to serving as a trustee (if elected)). In a case where the funds are holding a meeting of shareholders, any such submission, in order to be considered for inclusion in the funds' proxy statement, should be submitted within a reasonable time before the funds begin to print and mail their proxy statement. Any such submission must also be submitted by such date and contain such other information as may be specified in the funds' By-laws. ITEM 11. CONTROLS AND PROCEDURES. (a) The registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the "1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). (b) There was no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 12. EXHIBITS. (a)(1) Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto. (a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. (a)(3) Not applicable. (b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (registrant) WEISS, PECK & GREER FUNDS TRUST By (Signature and Title)* /S/ DANIEL S. VANDIVORT ------------------------------------------------------- Daniel S. Vandivort, Chairman (principal executive officer) Date FEBRUARY 23, 2005 ---------------------------------------------------------------------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /S/ DANIEL S. VANDIVORT ------------------------------------------------------- Daniel S. Vandivort, Chairman (principal executive officer) Date FEBRUARY 23, 2005 ---------------------------------------------------------------------------- By (Signature and Title)* /S/ WILLIAM KELLY ------------------------------------------------------- William Kelly, Executive Vice President and Treasurer (principal financial officer) Date FEBRUARY 23, 2005 ---------------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature. EX-99.CODE ETH 2 exh99.txt EX-99.CODE ETH WEISS, PECK & GREER INVESTMENTS MUTUAL FUNDS CODE OF BUSINESS CONDUCT AND ETHICS FOR PRINCIPAL EXECUTIVE, PRINCIPAL FINANCIAL AND ACCOUNTING OFFICERS Effective October 23, 2003 I. COVERED OFFICERS; PURPOSE OF THIS CODE This code of ethics (this "CODE") of the Weiss, Peck & Greer Investments Mutual Funds (the "FUNDS") sets forth legal and ethical standards of conduct for the Funds' Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer (collectively, the "COVERED OFFICERS"), the name of each of whom is set forth on EXHIBIT A hereto. This Code is intended to deter wrongdoing and to promote: o honest and ethical conduct among Covered Officers, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; o full, fair, accurate, timely and understandable disclosure in reports and documents that a registrant files with, or submits to, the Securities and Exchange Commission ("SEC") and in other public communications made by the Funds and that are within the Covered Officers' responsibilities; o compliance with applicable laws and governmental rules and regulations; o the prompt internal reporting of violations of this Code to the person or persons identified in this Code; and o accountability for adherence to this Code. II. RESPONSIBILITIES OF COVERED OFFICERS A. HONEST AND ETHICAL CONDUCT Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest. It is the duty of each Covered Officer to encourage and demonstrate honest and ethical conduct, as well as adhere to and require adherence to this Code and any other applicable policies and procedures designed to promote this behavior. Covered Officers must at all times conduct themselves with integrity and distinction, putting first the interests of the Funds. Covered Officers also must, at all times, act in good faith, responsibly and with due care, competence and diligence, without misrepresenting material facts or allowing their independent judgment to be subordinated. Covered Officers also should maintain skills appropriate and necessary for the performance of their duties for the Funds. Covered Officers also should responsibly use and control all Funds assets and resources entrusted to them. Covered Officers may not retaliate against others for, or otherwise discourage the reporting of, actual or apparent violations of this Code or applicable laws or regulations. Covered Officers should create an environment that encourages the exchange of information, including concerns of the type that this Code is designed to address. B. COMPLIANCE WITH LAWS, RULES AND REGULATIONS Covered Officers should comply with all laws, rules and regulations applicable to the Funds. Each Covered Officer is expected to use good judgment and common sense in seeking to comply with all applicable laws, rules and regulations and to ask for advice when he is uncertain about them. If a Covered Officer becomes aware of the violation of any law, rule or regulation by the Funds, whether by its officers, employees, trustees, or any third party doing business on behalf of the Funds, it is the responsibility of the Covered Officer to promptly report the matter to the General Counsel or Chief Compliance Officer (the "S-O REPORTING OFFICER") of Robeco USA, L.L.C., the Funds' investment adviser (the "ADVISER"). While it is the Funds' desire to address matters internally, nothing in this Code should discourage any Covered Officer from reporting any illegal activity, including any violation of the securities laws, or any other federal, state or foreign law, rule or regulation, to the appropriate regulatory authority or to a member of the Funds' Boards of Trustees (collectively, the "BOARD") or the Board's Audit Committee. No Covered Officer shall discharge, demote, suspend, threaten, harass or in any other manner discriminate or retaliate against an employee because s/he reports any such violation, unless it is determined that the report was made with knowledge that it was false. This Code should not be construed to prohibit any Covered Officer from testifying, participating or otherwise assisting in any state or federal administrative, judicial or legislative proceeding or investigation. C. ACTUAL AND APPARENT CONFLICTS OF INTEREST Covered Officers must act in the best interests of the Funds. Covered Officers must refrain from engaging in any activity or having a personal interest that presents a "conflict of interest." A "conflict of interest" occurs when a Covered Officer's personal interest interferes, or appears to interfere, with the interests of, or his service to, the Funds. A conflict of interest can arise whenever a Covered Officers, as an officer, director, trustee or employee, takes action or has an interest that prevents him from performing his Fund duties and responsibilities honestly, objectively and effectively.(1) Certain conflicts of interest arise out of the relationships between Covered Officers and the Funds and already are subject to conflict of interest provisions in the Investment Company Act of 1940 (the "INVESTMENT COMPANY ACT") and, in the case of a Covered Officer employed by the Adviser, the Investment Advisers Act of 1940 (the "INVESTMENT ADVISERS ACT"). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Funds because of their status as "affiliated persons" of the Funds. Each Covered Officer is an employee of the Adviser. The Funds' and the Adviser's compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code. - ------------- 1 Any activity or relationship that would present a conflict for a Covered Officer would likely also present a conflict for the Covered Officer if a member of the Covered Officer's family engages in such an activity or has such a relationship. -2- Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between the Funds and the Adviser of which the Covered Officers are also officers or employees. As a result, the Board recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Funds or for the Adviser or both), be involved in establishing policies and implementing decisions which will have different effects on the Adviser and the Funds. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Funds and the Adviser and is consistent with the performance by the Covered Officers of their duties as officers of the Funds. Thus, if such participation is performed in conformity with the provisions of the Investment Company Act and/or the Investment Advisers Act, as applicable to the Covered Officer, and the terms of the applicable contract, such activity will be presumed to have been handled ethically. In addition, it is recognized by the Board that the Covered Officers may also be officers or employees of one or more other investment companies covered by this Code or other codes of ethics. Other conflicts of interest are covered by this Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under this Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of the Funds. Each Covered Officer must: o not use his personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Funds whereby the Covered Officer would benefit personally to the detriment or potential detriment of the Funds; o not improperly use his position with the Funds for personal or private gain to himself, his family, or any other person; and o not cause the Funds to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than for the benefit of the Funds. III. DISCLOSURE AND COMPLIANCE o Each Covered Officer should familiarize himself with the disclosure requirements generally applicable to the Funds; -3- o Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Funds to others, whether within or outside the Funds, including to the Funds' trustees and auditors, and to governmental regulators and self-regulatory organizations; o Each Covered Officer should, to the extent appropriate within his area of responsibility, consult with other officers and employees of the Funds and the Adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Funds files with, or submits to, the SEC and in other public communications made by the Funds; and o It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations. IV. SCOPE OF RESPONSIBILITIES A Covered Officer's responsibilities under this Code are limited to: o Fund matters over which the Covered Officer has direct responsibility or control, matters in which the Covered Officer routinely participates, and matters with which the Covered Officer is otherwise involved (I.E., matters within the scope of the Covered Officer's responsibilities as a Fund officer); and o Fund matters of which the Covered Officer has actual knowledge. V. REPORTING AND INVESTIGATING Each Covered Officer must promptly report to the S-O Reporting Officer, and promote the reporting of, any known or suspected violations of this Code. Examples of violations of the Code include, but are not limited to, the following: o Unethical or dishonest behavior; o Obvious lack of adherence to policies surrounding review and approval of public communications and regulatory filings; o Failure to report violations of the Code; o Known or obvious deviations from applicable laws; and o Failure to acknowledge and certify adherence to this Code. HOW TO REPORT. Any known or suspected violations of this Code must be promptly reported to the S-O Reporting Officer or if the violation involves the S-O Reporting Officer, to the Risk Oversight Committee (the "Committee") of the Adviser. -4- PROCESS FOR VIOLATION REPORTING TO THE S-O REPORTING OFFICER. The Funds will follow these procedures in investigating and enforcing this Code: o the S-O Reporting Officer will take reasonably appropriate action to investigate any potential violations reported to him, including consulting with the Board, the Audit Committee, independent Board members, the Funds' legal counsel and/or counsel to the independent Board members. The S-O Reporting Officer has the authority to use all reasonable resources to investigate violations, including retaining or engaging legal counsel, accounting firms or other consultants, subject to applicable law; o if, after such investigation, the S-O Reporting Officer believes that no violation has occurred, the S-O Reporting Officer is not required to take any further action; o any matter that the S-O Reporting Officer believes is a violation will be reported to the Committee; and o if the Committee concurs that a violation has occurred, it will inform and make a recommendation, which will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the Adviser; or a recommendation to dismiss the Covered Officer. VI. QUESTIONS; CERTIFICATIONS; WAIVERS QUESTIONS REGARDING THIS CODE. If a Covered Officer has any questions regarding this Code or its application in any situation, he should contact the S-O Reporting Officer or a member of the Board. CERTIFICATIONS. Each Covered Officer must: o upon adoption of this Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that he has received, read, and understands this Code; o annually thereafter affirm to the Board that he has complied with the requirements of this Code; and o report at least annually any change in his affiliations from the prior year. -5- INTERPRETATION AND WAIVERS. The S-O Reporting Officer is responsible for applying this Code to specific situations in which questions are presented to him and has the authority to interpret this Code in any particular situation. While some of the policies contained in this Code must be strictly adhered to and no waivers(2) can be allowed, in other cases waivers may be possible. Any Covered Officer who believes that a waiver to any of these policies is appropriate in his case should first contact the S-O Reporting Officer.(3) The request must include the rationale for the request and must explain how the waiver would be in furtherance of the standards of conduct described in, and the underlying purposes of, this Code. If the S-O Reporting Officer agrees that an exception is appropriate, the approval of the Committee must be obtained, which may be granted or withheld in its sole discretion. Any waiver of this Code to a Covered Officers may be made only by the Committee and will be publicly disclosed as required by applicable law. The Committee shall maintain a record of all requests for exceptions to any of these policies and the disposition of such requests, including the rationale for granting or denying the waiver. OTHER FUND POLICIES AND PROCEDURES This Code shall be the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act of 2002 and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Funds or the Adviser govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superceded by this Code only to the extent that they overlap or conflict with the provisions of this Code. The Funds' and the Adviser's codes of ethics under Rule 17j-1 under the Investment Company Act and the Adviser's more detailed policies and procedures set forth in the Robeco USA Code of Ethics and Robeco USA Compliance Manual are separate requirements applying to the Covered Officers and others, are not part of this Code, and are not superceded by this Code. VII. AMENDMENTS The Funds reserves the right to amend, alter or terminate this Code at any time for any reason. Any amendments to this Code, other than amendments to EXHIBIT A, must be approved or ratified by a majority vote of the Board, including a majority of the independent trustees. Any such amendments will be publicly disclosed as required by applicable law. VIII. CONFIDENTIALITY All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law, in compliance with a regulatory request or this Code, such matters shall not be disclosed to anyone other than the Board and its Audit Committee, the Adviser, and legal counsel. - -------------------- 2 Item 2 of Form N-CSR defines "waiver" as "the approval by the registrant of a material departure from a provision of the code of ethics" and "implicit waiver," which must also be disclosed, as "the registrant's failure to take action within a reasonable period of time regarding a material departure from a provision of the code of ethics that has been made known to an executive officer" of the registrant. 3 There would not be a waiver of the Code if the S-O Reporting Officer or the Committee determines that a matter is not a deviation from the Code's requirements or is otherwise not covered by the Code. -6- IX. USE This Code is intended solely for the use by the Funds and does not constitute an admission, by or on behalf of the Funds, as to any fact, circumstance, or legal conclusion. This Code is not an employment contract between the Funds and any of its Covered Officers. EXHIBIT A PERSONS COVERED BY THIS CODE OF BUSINESS CONDUCT AND ETHICS AS OF OCTOBER 23, 2003 Principal Executive Officer - Daniel S. Vandivort Principal Financial Officer - William Kelly Principal Accounting Officer - William Kelly A-1 EXHIBIT B WEISS, PECK & GREER INVESTMENTS MUTUAL FUNDS CERTIFICATION CODE OF BUSINESS CONDUCT AND ETHICS FOR PRINCIPAL EXECUTIVE, PRINCIPAL FINANCIAL AND PRINCIPAL ACCOUNTING OFFICERS I, [ ], Principal {Executive, Financial, Accounting} Officer of the Weiss, Peck & Greer Investments Mutual Funds, hereby certify and acknowledge that (i) I am a Covered Officer under the Sarbanes-Oxley Code of Business Conduct and Ethics for Principal Executive, Principal Financial and Principal Accounting Officers (the "CODE") of the Weiss, Peck & Greer Investments Mutual Funds, (ii) I have received, read and understood the requirements and provisions of the Code, and (iii) I have adhered to the Code and will continue to comply with the requirements thereof. ------------------------------- Name: Date: EX-99.CERT 3 cert302.txt CERTIFICATION PURSUANT TO RULE 30A-2(A) UNDER THE 1940 ACT AND SECTION 302 OF THE SARBANES-OXLEY ACT I, Daniel S. Vandivort, certify that: 1. I have reviewed this report on Form N-CSR of Weiss, Peck & Greer Funds 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 registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; 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 23, 2005 /S/ DANIEL S. VANDIVORT ---------------------- ------------------------------------ Daniel S. Vandivort, Chairman (principal executive officer) CERTIFICATION PURSUANT TO RULE 30A-2(A) UNDER THE 1940 ACT AND SECTION 302 OF THE SARBANES-OXLEY ACT I, William Kelly, certify that: 1. I have reviewed this report on Form N-CSR of Weiss, Peck & Greer Funds 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) 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 registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; 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 23, 2005 /S/ WILLIAM KELLY ---------------------- ------------------------------------ William Kelly, Executive Vice President and Treasurer (principal financial officer) EX-99.906 4 cert906.txt CERTIFICATION PURSUANT TO RULE 30A-2(B) UNDER THE 1940 ACT AND SECTION 906 OF THE SARBANES-OXLEY ACT I, Daniel S. Vandivort, Chairman of Weiss, Peck & Greer Funds Trust (the "Registrant"), certify that: 1. The Form N-CSR of the Registrant (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. Date: FEBRUARY 23, 2005 /S/ DANIEL S. VANDIVORT ---------------------- ------------------------------------ Daniel S. Vandivort, Chairman (principal executive officer) I, William Kelly, Executive Vice President and Treasurer of Weiss, Peck & Greer Funds Trust (the "Registrant"), certify that: 1. The Form N-CSR of the Registrant (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. Date: FEBRUARY 23, 2005 /S/ WILLIAM KELLY ---------------------- --------------------------------------- William Kelly, Executive Vice President and Treasurer (principal financial officer) -----END PRIVACY-ENHANCED MESSAGE-----