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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     811-07242            
 
The Cutler Trust

(Exact name of registrant as specified in charter)
 
525 Bigham Knoll          Jacksonville, Oregon
97530
(Address of principal executive offices)
(Zip code)
 
Erich M. Patten
 
Cutler Investment Counsel, LLC         525 Bigham Knoll         Jacksonville, Oregon 97530
(Name and address of agent for service)
 
Registrant's telephone number, including area code: (541) 770-9000            
 
Date of fiscal year end:       June 30, 2013                   
 
Date of reporting period:     December 31, 2012            
 
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
 
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
 
 
 

 
 
Item 1.
Reports to Stockholders.
 
The
Cutler
Trust
 
CUTLER EQUITY FUND
 
CUTLER FIXED INCOME FUND
 
SEMI-ANNUAL REPORT
December 31, 2012
(Unaudited)
 
 
 

 

 
THE CUTLER TRUST
TABLE OF CONTENTS

 
 
Page
Letter to Shareholders
2
Performance Information
3
Portfolio Information
5
Schedules of Investments
6
Statements of Assets and Liabilities
14
Statements of Operations
15
Statements of Changes in Net Assets
16
Financial Highlights
18
Notes to Financial Statements
20
About Your Fund’s Expenses
27
Additional Information
29
Privacy Policy
30

 
1

 

 
THE CUTLER TRUST
LETTER TO SHAREHOLDERS
 
To the Cutler Trust Shareholders:
 
Please find enclosed the Semi-Annual Report for The Cutler Trust for the period ended December 31, 2012. This most recent period has been an exciting one for The Cutler Trust, as we welcomed shareholders from The Elite Funds. This transaction has been beneficial for both The Elite and Cutler Trusts’ shareholders, as it had a positive impact on the assets of the Cutler Equity Fund (CALEX), and also provided for an additional investment option through a bond strategy, the Cutler Income Fund (CALFX).
 
A final housekeeping item from this merger has recently been finalized. In order to reduce confusion, we have elected to rename the “Cutler Income Fund” the “Cutler Fixed Income Fund.” With Cutler’s investment philosophy focused on income for all of our investments, we believe identifying the Fund as the Fixed Income Fund will help clarify the bond mandate of this portfolio. In addition, the fiscal year of this Fund has been changed to a June 30th year-end, in order to mirror the Cutler Equity Fund’s fiscal year.
 
As we head into 2013, Cutler is managing both Funds according to our cautious economic outlook. We believe that economic growth has largely been created by central bank policy, specifically the 0% target of the Federal Funds Rate and the bond purchases of Quantitative Easing III. This has been positive for equities, and may continue to be for some time as inflation manifests itself in higher asset prices. For the fixed income holdings, we are working to reduce the lower quality credit positions in the portfolio, in order to lower the credit risk if spreads should widen. This is a strategy that should be favorable in the event of a future correction in corporate bond prices or economic weakness.
 
The past year was notable for strong performance from riskier sectors of the investment markets. In fixed income, this is most evident by looking at lower credit-quality instruments such as “junk bonds.” The Barclay’s U.S. High Yield Index returned 15.81% last year. In equities, this was true as well, with the Russell 2000 Index (which measures the performance of smaller capitalization securities) returning 16.35%. Cutler believes riskier assets are overvalued and we are biased toward more defensively positioned securities at this time.
 
Cutler invites all Fund shareholders to reach out to us to learn more about our investment approach. We believe that getting to know you is the best way to ensure that you are comfortable with our strategy and that you are best positioned for your investment objectives.
 
Please don’t hesitate to contact us, and we would be happy to set up a time for you to meet with one of our Portfolio Managers either in person or over the phone.
 
Thank you for your continued support.
 
Matt Patten
President
Xavier Urpi
Director of Fixed Income

 
2

 

 
CUTLER EQUITY FUND
PERFORMANCE INFORMATION
December 31, 2012 (Unaudited)
 
Comparison of the Change in Value of a $10,000 Investment in
Cutler Equity Fund and the S&P 500 Total Return Index
 
 
 
Average Annual Total Returns (a)
(for periods ended December 31, 2012)
 
1 Year
5 Years
10 Years
 
Cutler Equity Fund
9.44%
3.31%
7.23%
 
S&P 500 Total Return Index
16.00%
1.66%
7.10%
 
(a)
Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.
 

 
3

 

 
CUTLER INCOME FUND
PERFORMANCE INFORMATION
December 31, 2012 (Unaudited)

 
Comparison of the Change in Value of a $10,000 Investment in
Cutler Income Fund, Barclays Intermediate U.S. Government/Credit Index and
Barclays Short-Term U.S. Government Index
 
 
 
Average Annual Total Returns (a)
(for periods ended December 31, 2012)
 
1 Year
5 Years
10 Years
 
Cutler Income Fund
2.66%
5.95%
4.62%
 
Barclays Intermediate U.S. Government/Credit Index
3.89%
5.18%
4.62%
 
Barclays Short-Term U.S. Government Index
0.51%
2.49%
2.83%
 
(a)
Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.
 

 
4

 

 
CUTLER EQUITY FUND
PORTFOLIO INFORMATION
December 31, 2012 (Unaudited)
 
Sector Allocation (% of Net Assets)
 
 
 
CUTLER INCOME FUND
PORTFOLIO INFORMATION
December 31, 2012 (Unaudited)
 
Sector Allocation (% of Net Assets)
 
 
 
5

 

 
CUTLER EQUITY FUND
SCHEDULE OF INVESTMENTS
December 31, 2012 (Unaudited)
COMMON STOCKS — 97.0%
 
Shares
   
Value
 
Consumer Discretionary — 13.7%
           
Hotels, Restaurants & Leisure — 2.8%
           
McDonald's Corporation
    28,405     $ 2,505,605  
                 
Media — 3.4%
               
Walt Disney Company (The)
    60,975       3,035,945  
                 
Multiline Retail — 3.4%
               
Nordstrom, Inc.
    56,385       3,016,597  
                 
Specialty Retail — 4.1%
               
Home Depot, Inc. (The)
    58,420       3,613,277  
                 
Consumer Staples — 12.0%
               
Beverages — 2.5%
               
PepsiCo, Inc.
    32,745       2,240,740  
                 
Food & Staples Retailing — 2.2%
               
Sysco Corporation
    60,595       1,918,438  
                 
Food Products — 1.9%
               
Archer-Daniels-Midland Company
    62,135       1,701,878  
                 
Household Products — 5.4%
               
Kimberly-Clark Corporation
    30,490       2,574,271  
Procter & Gamble Company (The)
    32,430       2,201,673  
              4,775,944  
Energy — 10.2%
               
Oil, Gas & Consumable Fuels — 10.2%
               
Chevron Corporation
    29,820       3,224,735  
ConocoPhillips
    41,830       2,425,722  
Exxon Mobil Corporation
    29,355       2,540,675  
Phillips 66
    16,930       898,983  
              9,090,115  
Financials — 12.7%
               
Capital Markets — 2.4%
               
Charles Schwab Corporation (The)
    145,095       2,083,564  
                 
Commercial Banks — 3.1%
               
M&T Bank Corporation
    28,340       2,790,640  
                 
Consumer Finance — 3.8%
               
American Express Company
    59,205       3,403,103  
 
 
6

 

 
CUTLER EQUITY FUND
SCHEDULE OF INVESTMENTS (Continued)
COMMON STOCKS — 97.0% (Continued)
 
Shares
   
Value
 
Financials — 12.7% (Continued)
           
Insurance — 3.4%
           
Chubb Corporation (The)
    39,670     $ 2,987,944  
                 
Health Care — 10.4%
               
Health Care Equipment & Supplies — 2.1%
               
Becton, Dickinson and Company
    24,325       1,901,972  
                 
Pharmaceuticals — 8.3%
               
Bristol-Myers Squibb Company
    67,240       2,191,352  
Johnson & Johnson
    37,170       2,605,617  
Merck & Company, Inc.
    62,790       2,570,623  
              7,367,592  
Industrials — 10.4%
               
Aerospace & Defense — 5.8%
               
Honeywell International, Inc.
    36,540       2,319,194  
United Technologies Corporation
    34,010       2,789,160  
              5,108,354  
Electrical Equipment — 2.3%
               
Emerson Electric Company
    38,735       2,051,406  
                 
Machinery — 2.3%
               
Caterpillar, Inc.
    22,980       2,058,548  
                 
Information Technology — 12.0%
               
IT Services — 4.0%
               
International Business Machines Corporation
    18,565       3,556,126  
                 
Semiconductors & Semiconductor Equipment — 5.5%
               
Intel Corporation
    109,965       2,268,578  
Texas Instruments, Inc.
    83,900       2,595,866  
              4,864,444  
Software — 2.5%
               
Microsoft Corporation
    82,425       2,203,220  
                 
Materials — 7.2%
               
Chemicals — 5.2%
               
E.I. du Pont de Nemours and Company
    56,905       2,559,018  
Monsanto Company
    21,715       2,055,325  
              4,614,343  
Metals & Mining — 2.0%
               
Nucor Corporation
    40,620       1,753,971  
 
 
7

 

 
CUTLER EQUITY FUND
SCHEDULE OF INVESTMENTS (Continued)
COMMON STOCKS — 97.0% (Continued)
 
Shares
   
Value
 
Telecommunication Services — 5.6%
           
Diversified Telecommunication Services — 5.6%
           
AT&T, Inc.
    68,940     $ 2,323,967  
Verizon Communications, Inc.
    60,960       2,637,739  
              4,961,706  
Utilities — 2.8%
               
Gas Utilities — 2.8%
               
National Fuel Gas Company
    49,545       2,511,436  
                 
Total Common Stocks (Cost $72,455,749)  
          $ 86,116,908  
 

MONEY MARKET FUNDS — 2.9%
 
Shares
   
Value
 
Invesco STIT - STIC Prime Portfolio - Institutional Class, 0.09% (a) (Cost $2,611,664)
    2,611,664     $ 2,611,664  
                 
Total Investments at Value — 99.9% (Cost $75,067,413)
          $ 88,728,572  
                 
Other Assets in Excess of Liabilities — 0.1%  
            94,983  
                 
Net Assets — 100.0%  
          $ 88,823,555  
 
(a)
The rate shown is the 7-day effective yield as of December 31, 2012.
 
See accompanying notes to financial statements.

 
8

 

 
CUTLER INCOME FUND
SCHEDULE OF INVESTMENTS
December 31, 2012 (Unaudited)
U.S. TREASURY OBLIGATIONS — 16.8%
Maturity
 
Coupon   
 
Par Value
   
Value
 
U.S. Treasury Notes
04/30/13
    0.625 %   $ 416,000     $ 416,731  
U.S. Treasury Notes
09/30/16
    1.000 %     1,125,000       1,146,445  
U.S. Treasury Bonds
08/15/23
    6.250 %     400,000       573,500  
U.S. Treasury Bonds
02/15/26
    6.000 %     320,000       463,050  
U.S. Treasury Bonds
11/15/28
    5.250 %     300,000       414,469  
Total U.S. Treasury Obligations (Cost $2,826,039)
    $ 3,014,195  
 

U.S. GOVERNMENT AGENCY OBLIGATIONS — 18.6%
Maturity
 
Coupon   
 
Par Value
   
Value
 
Federal Farm Credit Bank — 0.3%
                   
Federal Farm Credit Bank
08/15/22
    2.250 %   $ 65,000     $ 64,846  
                           
Federal Home Loan Bank — 2.8%
                         
Federal Home Loan Bank
12/13/19
    1.460 %     500,000       497,349  
                           
Federal Home Loan Mortgage Corporation — 3.4%
                         
Federal Home Loan Mortgage Corporation
04/12/17
    1.450 %     50,000       49,946  
Federal Home Loan Mortgage Corporation
11/30/17
    1.250 %     65,000       65,501  
Federal Home Loan Mortgage Corporation
06/24/20
    1.500 %     500,000       497,045  
                        612,492  
Federal National Mortgage Association — 5.1%
                         
Federal National Mortgage Association
02/27/17
    1.000 %     350,000       353,791  
Federal National Mortgage Association
04/25/19
    1.200 %     500,000       499,234  
Federal National Mortgage Association
03/27/20
    2.000 %     60,000       60,842  
                        913,867  
Private Export Funding Corporation — 3.5%
                         
Private Export Funding Corporation
08/15/13
    4.974 %     200,000       205,933  
Private Export Funding Corporation
12/15/21
    4.300 %     350,000       422,728  
                        628,661  
Tennessee Valley Authority — 2.5%
                         
Tennessee Valley Authority
08/01/13
    4.750 %     250,000       256,597  
Tennessee Valley Authority
07/15/45
    6.235 %     150,000       189,474  
                        446,071  
 
 
9

 

 
CUTLER INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
U.S. GOVERNMENT AGENCY OBLIGATIONS —
18.6% (Continued)
Maturity
 
Coupon   
 
Par Value
   
Value
 
U.S. Department of Housing and Urban Development — 1.0%
                 
U.S. Department of Housing and Urban Development
08/01/25
    4.130 %   $ 150,000     $ 174,914  
 
 
                       
Total U.S. Government Agency Obligations (Cost $3,291,451)
    $ 3,338,200  
 

OTHER GOVERNMENT OBLIGATIONS — 4.9%
Maturity
 
Coupon   
 
Par Value
   
Value
 
Province of Manitoba
04/28/14
    1.375 %   $ 200,000     $ 202,712  
Province of Manitoba
04/03/17
    1.300 %     350,000       357,630  
Province of Nova Scotia
07/21/15
    2.375 %     300,000       313,830  
Total Other Government Obligations (Cost $866,453)
    $ 874,172  
 

MORTGAGE-BACKED SECURITIES — 4.4%
Maturity
 
Coupon   
 
Par Value
   
Value
 
Federal Home Loan Mortgage Corporation — 1.4%
                   
FHLMC, Series 2962-YE
09/01/18
    4.500 %   $ 109,678     $ 111,098  
FHLMC, Pool #J13584
11/01/25
    3.500 %     92,542       98,791  
FHLMC, Series 1963-Z
01/01/27
    7.500 %     42,407       49,643  
                        259,532  
Federal National Mortgage Association — 2.9%
                         
FNMA, Series 2003-3-HJ
02/01/18
    5.000 %     45,143       48,202  
FNMA, Pool #899237
03/01/22
    5.000 %     38,016       41,207  
FNMA, Series 2002-93-A1
03/01/32
    6.500 %     69,157       76,892  
FNMA, Series 2006-65-TD
10/01/32
    5.500 %     68,441       68,777  
Multifamily REMIC Trust, Series 2006-M1-D
06/01/19
    5.385 %     250,000       279,004  
                        514,082  
Government National Mortgage Association — 0.1%
                         
GNMA, Pool #577742
09/01/17
    5.500 %     12,804       13,836  
                           
Total Mortgage-Backed Securities (Cost $761,004)
    $ 787,450  
 
 
10

 

 
CUTLER INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)

ASSET-BACKED SECURITIES — 7.4%
Maturity
 
Coupon   
 
Par Value
   
Value
 
Ford Credit Auto Owner Trust, Series 2009-E-A4
11/15/14
    2.420 %   $ 289,115     $ 291,700  
Ford Credit Auto Owner Trust, Series 2012-A-A3
04/15/15
    0.840 %     213,000       214,111  
FPL Recovery Funding, Series 2007-A-A2
08/01/15
    5.044 %     70,774       71,773  
FPL Recovery Funding, Series 2007-A-A3
08/01/17
    5.127 %     220,000       236,552  
Massachusetts RRB Special Purpose Trust, Series 2005-1-A4
03/15/15
    4.400 %     37,553       37,862  
Mercedes-Benz Auto Receivables Trust, Series 2009-1-A3
01/15/14
    1.670 %     18,530       18,548  
Mercedes-Benz Auto Receivables Trust, Series 2011-1-A3
03/15/14
    0.850 %     249,261       249,847  
RSB Bond Company, LLC, Series 2007-A-A2
04/01/16
    5.720 %     193,108       208,792  
Total Asset-Backed Securities (Cost $1,338,381)
    $ 1,329,185  


CORPORATE BONDS — 42.8%
Maturity
 
Coupon    
 
Par Value
   
Value
 
Consumer Discretionary — 6.6%
                   
DIRECTV Holdings, LLC
03/01/16
    3.500 %   $ 500,000     $ 529,703  
Fortune Brands, Inc.
01/15/16
    5.375 %     321,000       358,600  
Starbucks Corporation
08/15/17
    6.250 %     250,000       300,715  
                        1,189,018  
Energy — 7.8%
                         
Anadarko Petroleum Corporation
09/15/16
    5.950 %     400,000       460,452  
Boardwalk Pipelines, LLC
06/01/18
    5.200 %     300,000       332,478  
Buckeye Partners, L.P.
02/01/21
    4.875 %     200,000       207,136  
Energy Transfer Partners, L.P.
07/01/13
    6.000 %     250,000       255,926  
Energy Transfer Partners, L.P.
02/01/22
    5.200 %     125,000       142,589  
                        1,398,581  
Financials — 14.0%
                         
Bank of America Corporation
07/12/16
    3.750 %     250,000       267,232  
Biomed Realty, L.P.
04/15/16
    3.850 %     200,000       210,939  
Citigroup, Inc.
10/15/14
    5.500 %     205,000       219,932  
Digital Realty Trust, L.P.
03/15/21
    5.250 %     100,000       110,678  
Ford Motor Credit Company, LLC
05/15/15
    2.750 %     200,000       204,114  
People's United Financial, Inc.
12/06/22
    3.650 %     500,000       502,601  
Senior Housing Properties Trust
01/15/16
    4.300 %     250,000       259,192  
Wachovia Corporation
08/01/13
    5.700 %     250,000       257,793  
Wells Fargo & Company
10/28/15
    0.513 % (a)     300,000       297,326  
 
 
11

 

 
CUTLER INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
CORPORATE BONDS — 42.8% (Continued)
Maturity
 
Coupon   
 
Par Value
   
Value
 
Financials — 14.0% (Continued)
                   
Zions Bancorp
09/23/14
    7.750 %   $ 164,000     $ 179,114  
                        2,508,921  
Industrials — 0.9%
                         
Domtar Corporation
06/01/17
    10.750 %     120,000       155,462  
                           
Information Technology — 1.3%
                         
Oracle Corporation
04/15/18
    5.750 %     200,000       243,401  
                           
Telecommunication Services — 4.5%
                         
Iron Mountain, Inc.
08/15/21
    8.375 %     150,000       166,500  
Qwest Corporation
10/01/14
    7.500 %     175,000       191,536  
Rogers Communications, Inc.
03/01/14
    6.375 %     120,000       127,844  
Scripps Networks Interactive, Inc.
12/15/16
    2.700 %     300,000       314,156  
                        800,036  
Utilities — 7.7%
                         
AEP Texas Central Transmission Funding, LLC
07/01/13
    4.980 %     66,315       66,476  
CenterPoint Energy Houston Electric, LLC
07/01/23
    5.600 %     359,000       439,022  
NV Energy, Inc.
11/15/20
    6.250 %     150,000       176,385  
Sempra Energy
06/01/16
    6.500 %     125,000       146,544  
Union Electric Company
06/15/17
    6.400 %     150,000       183,219  
Valmont Industries, Inc.
04/20/20
    6.625 %     150,000       176,606  
Verizon Communications, Inc.
11/01/16
    2.000 %     185,000       191,463  
                        1,379,715  
                           
Total Corporate Bonds (Cost $7,330,434)
    $ 7,675,134  
 

PREFERRED STOCKS — 1.3%
 
Shares
   
Value
 
Citigroup Capital XIII (Cost $208,800)
    8,000     $ 223,200  

 
12

 

 
CUTLER INCOME FUND
SCHEDULE OF INVESTMENTS (Continued)
MONEY MARKET FUNDS — 3.0%
 
Shares
   
Value
 
Invesco STIT-STIC Prime Portfolio (The) - Institutional Class, 0.09% (b) (Cost $544,070)  
    544,070     $ 544,070  
                 
Total Investments at Value — 99.2% (Cost $17,166,632)
          $ 17,785,606  
                 
Other Assets in Excess of Liabilities — 0.8%  
            143,674  
                 
Net Assets — 100.0%  
          $ 17,929,280  
 
(a)
Variable rate security. The rate shown is the effective interest rate as of December 31, 2012.
   
(b)
The rate shown is the 7-day effective yield as of December 31, 2012.
 
See accompanying notes to financial statements.

 
13

 

 
THE CUTLER TRUST
STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2012 (Unaudited)
 
 
Cutler
Equity Fund
   
Cutler
Income Fund
 
ASSETS
           
Investments in securities:
           
At acquisition cost
  $ 75,067,413     $ 17,166,632  
At value (Note 2)
  $ 88,728,572     $ 17,785,606  
Dividends and interest receivable
    98,545       160,098  
Receivable for capital shares sold
    121,706       160  
Other assets
    22,408       8,038  
Total assets
    88,971,231       17,953,902  
                 
LIABILITIES
               
Dividends payable
    3,827       2,604  
Payable for capital shares redeemed
    51,652       1,949  
Payable to Adviser (Note 3)
    56,524       7,581  
Payable to administrator (Note 3)
    11,400       6,000  
Other accrued expenses
    24,273       6,488  
Total liabilities
    147,676       24,622  
                 
NET ASSETS
  $ 88,823,555     $ 17,929,280  
                 
NET ASSETS CONSIST OF:
               
Paid-in capital
  $ 82,801,748     $ 17,538,835  
Accumulated undistributed (distributions in excess of)
net investment income
    4,933       (279,013 )
Accumulated net realized gains (losses) from security transactions
    (7,644,285 )     50,484  
Net unrealized appreciation on investments
    13,661,159       618,974  
NET ASSETS
  $ 88,823,555     $ 17,929,280  
                 
Shares of beneficial interest outstanding
(unlimited number of shares authorized, no par value)
    6,809,167       1,738,258  
                 
Net asset value, offering price and redemption
price per share (Note 2)
  $ 13.04     $ 10.31  
 
See accompanying notes to financial statements.

 
14

 

 
THE CUTLER TRUST
STATEMENTS OF OPERATIONS
   
Cutler
Equity Fund
   
Cutler
Income Fund
 
 
 
Six Months
Ended
December 31,
2012
(Unaudited)
   
Three Months
Ended
December 31,
2012 (a)
(Unaudited)
   
Year
Ended
September 30,
2012
 
INVESTMENT INCOME
                 
Dividend income (net of foreign tax withheld of
$0, $38 and $1,305, respectively)
  $ 1,011,440     $ 7,026     $ 110,721  
Interest
          125,043       624,919  
Securities lending (Note 2)
                4,737  
Total investment income
    1,011,440       132,069       740,377  
                         
EXPENSES
                       
Investment advisory fees (Note 3)
    268,514       23,556       145,526  
Administration fees (Note 3)
    54,077       18,000        
Transfer agent fees
                49,535  
Professional fees
    20,449       7,897       20,654  
Fund accounting fees
                42,302  
Custody and bank service fees
    14,156       1,802       14,615  
Trustees’ fees and expenses
    12,727       1,648       10,080  
Shareholder servicing fees (Note 3)
    20,304       531        
Compliance service fees
                18,898  
Registration and filing fees
    13,021       4,264       1,134  
Insurance expense
    9,432       221       6,825  
Printing of shareholder reports
    3,869       2,751       2,629  
Other expenses
    8,833       902       4,749  
Total expenses
    425,382       61,572       316,947  
                         
NET INVESTMENT INCOME
    586,058       70,497       423,430  
                         
REALIZED AND UNREALIZED
GAINS (LOSSES) ON INVESTMENTS
                       
Net realized gains from
investment transactions
    3,360,788       224,544       48,861  
Net change in unrealized appreciation/
depreciation on investments
    (2,649,734 )     (284,083 )     564,710  
NET REALIZED AND UNREALIZED
GAINS (LOSSES) ON INVESTMENTS
    711,054       (59,539 )     613,571  
                         
NET INCREASE IN NET ASSETS
FROM OPERATIONS
  $ 1,297,112     $ 10,958     $ 1,037,001  
 
(a)
Fund changed fiscal year end to June 30.
 
See accompanying notes to financial statements.
 
 
15

 

 
CUTLER EQUITY FUND
STATEMENTS OF CHANGES IN NET ASSETS
 
 
Six Months
Ended
December 31, 2012
(Unaudited)
   
Year
Ended
June 30,
2012
 
FROM OPERATIONS
           
Net investment income
  $ 586,058     $ 720,242  
Net realized gains from investment transactions
    3,360,788       1,887,458  
Net change in unrealized appreciation/
depreciation on investments
    (2,649,734 )     283,247  
Net increase in net assets from operations
    1,297,112       2,890,947  
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
    (585,865 )     (720,038 )
                 
CAPITAL SHARE TRANSACTIONS
               
Net assets received in conjunction with fund merger (Note 1)
    39,854,719        
Proceeds from shares sold
    5,970,194       5,049,061  
Net asset value of shares issued in reinvestment
of distributions to shareholders
    579,945       717,866  
Payments for shares redeemed
    (7,708,306 )     (3,907,611 )
Net increase from capital share transactions
    38,696,552       1,859,316  
                 
TOTAL INCREASE IN NET ASSETS
    39,407,799       4,030,225  
                 
NET ASSETS
               
Beginning of period
    49,415,756       45,385,531  
End of period
  $ 88,823,555     $ 49,415,756  
                 
ACCUMULATED UNDISTRIBUTED
NET INVESTMENT INCOME
  $ 4,933     $ 1,970  
                 
CAPITAL SHARE ACTIVITY
               
Shares issued in conjunction with fund merger (Note 1)
    3,000,712        
Shares sold
    461,370       424,545  
Shares reinvested
    44,297       59,331  
Shares redeemed
    (586,905 )     (321,734 )
Net increase in shares outstanding
    2,919,474       162,142  
Shares outstanding at beginning of period
    3,889,693       3,727,551  
Shares outstanding at end of period
    6,809,167       3,889,693  
 
See accompanying notes to financial statements.
 
 
16

 

 
CUTLER INCOME FUND
STATEMENTS OF CHANGES IN NET ASSETS
 
 
Three Months Ended
December 31, 2012
(Unaudited) (a)
   
Year
Ended
September 30,
2012
   
Year
Ended
September 30,
2011
 
FROM OPERATIONS
                 
Net investment income
  $ 70,497     $ 423,430     $ 546,592  
Net realized gains from investment transactions
    224,544       48,861       605,901  
Net change in unrealized appreciation/
depreciation on investments
    (284,083 )     564,710       (727,573 )
Net increase in net assets from operations
    10,958       1,037,001       424,920  
                         
DISTRIBUTIONS TO SHAREHOLDERS
                       
From net investment income
    (161,959 )     (759,169 )     (920,496 )
From net realized gains
                (500,999 )
Decrease in net assets from distributions to shareholders
    (161,959 )     (759,169 )     (1,421,495 )
                         
CAPITAL SHARE TRANSACTIONS
                       
Proceeds from shares sold
    885,672       1,315,387       4,077,055  
Net asset value of shares issued in reinvestment
of distributions to shareholders
    159,356       748,299       1,402,466  
Payments for shares redeemed
    (2,657,689 )     (3,890,718 )     (4,560,424 )
Net increase (decrease) from
capital share transactions
    (1,612,661 )     (1,827,032 )     919,097  
                         
TOTAL DECREASE IN NET ASSETS
    (1,763,662 )     (1,549,200 )     (77,478 )
                         
NET ASSETS
                       
Beginning of period
    19,692,942       21,242,142       21,319,620  
End of period
  $ 17,929,280     $ 19,692,942     $ 21,242,142  
                         
DISTRIBUTIONS IN EXCESS OF NET
INVESTMENT INCOME
  $ (279,013 )   $ (187,551 )   $ (60,990 )
                         
CAPITAL SHARE ACTIVITY
                       
Shares sold
    84,930       125,933       383,651  
Shares reinvested
    15,457       72,122       135,025  
Shares redeemed
    (254,957 )     (372,758 )     (427,488 )
Net increase (decrease) in shares outstanding
    (154,570 )     (174,703 )     91,188  
Shares outstanding at beginning of period
    1,892,828       2,067,531       1,976,343  
Shares outstanding at end of period
    1,738,258       1,892,828       2,067,531  
 
(a)
Fund changed fiscal year end to June 30.
 
See accompanying notes to financial statements.
 
 
17

 

 
CUTLER EQUITY FUND
FINANCIAL HIGHLIGHTS
Per Share Data for a Share Outstanding Throughout Each Period

   
Six Months
Ended
Dec. 31,
2012
   
Years Ended June 30,
 
   
 (Unaudited)
   
2012
   
2011
    2010     2009     2008  
Net asset value at
beginning of period
  $ 12.70     $ 12.18     $ 9.18     $ 8.00     $ 10.80     $ 12.34  
                                                 
Income (loss) from
investment operations:
                                               
Net investment income
    0.09       0.19       0.18       0.17       0.21       0.18  
Net realized and unrealized
gains (losses) on
investments
    0.34       0.52       3.00       1.18       (2.80 )     (1.54 )
Total from investment operations
    0.43       0.71       3.18       1.35       (2.59 )     (1.36 )
                                                 
Less distributions from:
                                               
Net investment income
    (0.09 )     (0.19 )     (0.18 )     (0.17 )     (0.21 )     (0.18 )
                                                 
Net asset value at end of period
  $ 13.04     $ 12.70     $ 12.18     $ 9.18     $ 8.00     $ 10.80  
                                                 
Total return (a)
    3.35% (b)     5.90%       34.73%       16.82%       (24.06% )     (11.13% )
                                                 
Net assets at end of period (000’s)
$ 88,824     $ 49,416     $ 45,386     $ 31,115     $ 27,590     $ 34,549  
                                                 
Ratios/supplementary data:
                                               
                                                 
Ratio of net expenses to
average net assets (c)
    1.18% (d)     1.27%       1.33%       1.40%       1.40%       1.31%  
                                                 
Ratio of net investment income
to average net assets
    1.63% (d)     1.57%       1.59%       1.76%       2.45%       1.48%  
                                                 
Portfolio turnover rate
    38% (b)     9%       15%       13%       21%       13%  
 
(a)
Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.
   
(b)
Not annualized.
   
(c)
Absent voluntary fee waivers by the Fund’s investment adviser, the ratio of total expenses to average net assets would have been 1.42% and 1.50% for the years ended June 30, 2010 and 2009, respectively.
   
(d)
Annualized.
 
See accompanying notes to financial statements.
 
 
18

 

 
CUTLER INCOME FUND
FINANCIAL HIGHLIGHTS
Per Share Data for a Share Outstanding Throughout Each Period
   
Three
Months
Ended
Dec. 31,
2012 (a)
   
Years Ended September 30,
 
   
(Unaudited)
   
2012
   
2011
   
2010
   
2009
   
2008
 
Net asset value at
beginning of period
  $ 10.40     $ 10.27     $ 10.79     $ 10.33     $ 9.20     $ 9.73  
                                                 
Income (loss) from
investment operations:
                                               
Net investment income
    0.03       0.21       0.28       0.33       0.39       0.42  
Net realized and unrealized
gains (losses) on
investments
    (0.03 )     0.31       (0.09 )     0.55       1.09       (0.50 )
Total from investment operations
    0.00 (b)     0.52       0.19       0.88       1.48       (0.08 )
                                                 
Less distributions from:
                                               
Net investment income
    (0.09 )     (0.39 )     (0.46 )     (0.38 )     (0.35 )     (0.45 )
Net realized gains
                (0.25 )     (0.04 )            
Total distributions
    (0.09 )     (0.39 )     (0.71 )     (0.42 )     (0.35 )     (0.45 )
                                                 
Net asset value at end of period
  $ 10.31     $ 10.40     $ 10.27     $ 10.79     $ 10.33     $ 9.20  
                                                 
Total return (c)  
    0.04% (d)     5.07%       1.87%       8.74%       16.53%       (0.90% )
                                                 
Net assets at end of period (000’s)
$ 17,929     $ 19,693     $ 21,242     $ 21,320     $ 17,199     $ 15,211  
                                                 
Ratios/supplementary data:
                                               
                                                 
Ratio of net expenses to
average net assets (e)  
    1.31% (f)     1.52%       1.28%       1.33%       1.48%       1.05%  
                                                 
Ratio of net investment income
to average net assets
    1.50% (f)     2.03%       2.51%       3.20%       4.11%       4.30%  
                                                 
Portfolio turnover rate
    16% (d)     53%       83%       75%       100%       106%  
 
(a)
Fund changed fiscal year end to June 30.
   
(b)
Amount rounds to less than a penny per share.
   
(c)
Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares.
   
(d)
Not annualized.
   
(e)
Absent voluntary fee waivers by the Fund’s investment adviser, the ratio of total expenses to average net assets would have been 1.56% and 1.24% for the years ended September 30, 2009 and 2008, respectively.
   
(f)
Annualized.
 
See accompanying notes to financial statements.
 
 
19

 

 
THE CUTLER TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2012 (Unaudited)

 
1.
Organization
 
Cutler Equity Fund and Cutler Income Fund (the “Funds”) are each a diversified series of The Cutler Trust (the “Trust”). The Trust is a Delaware statutory trust that is registered as an open-end management investment company under the Investment Company Act of 1940 (the “1940 Act”). Under its Trust Instrument, the Trust is authorized to issue an unlimited number of Fund shares of beneficial interest without par value.
 
The Cutler Equity Fund commenced operations on October 2, 1992. On September 28, 2012, Cutler Equity Fund consummated a tax-free merger with The Elite Growth & Income Fund, previously a series of The Elite Group of Mutual Funds. Pursuant to the terms of the agreement governing the merger, each share of The Elite Growth & Income Fund was converted into an equivalent dollar amount of shares of Cutler Equity Fund, based on the net asset value of Cutler Equity Fund and The Elite Growth & Income Fund as of September 27, 2012 ($13.28 and $15.66, respectively), resulting in a conversion ratio of 1.17897958 shares of Cutler Equity Fund for each share of The Elite Growth & Income Fund. Cutler Equity Fund issued 3,000,712 shares to shareholders of The Elite Growth & Income Fund. Net assets of Cutler Equity Fund and The Elite Growth & Income Fund as of the merger date were $53,639,332 and $39,854,719, including unrealized appreciation on investments of $14,347,666 and $4,099,684, respectively. In addition, The Elite Growth & Income Fund’s net assets included undistributed net investment income of $2,770 and accumulated realized losses of $6,906,206. Total net assets immediately after the merger were $93,494,051.
 
The Elite Income Fund (the “Predecessor Fund”), a series of The Elite Group of Mutual Funds, was reorganized into Cutler Income Fund (the “Reorganization”) effective September 28, 2012, pursuant to an Agreement and Plan of Reorganization dated August 27, 2012. The Reorganization was approved by the shareholders of the Predecessor Fund at a meeting held on September 27, 2012. The Predecessor Fund transferred all its assets to Cutler Income Fund in exchange for shares of Cutler Income Fund and the assumption by Cutler Income Fund of all the known liabilities of the Predecessor Fund. Cutler Income Fund did not have any significant assets or liabilities immediately prior to the consummation of the Reorganization.
 
Cutler Equity Fund seeks current income and long-term capital appreciation.
 
Cutler Income Fund seeks to achieve high income over the long-term.
 
2.
Significant Accounting Policies
 
The following summarizes the significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
 
 
20

 

 
THE CUTLER TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
 
Securities Valuation — Portfolio securities are valued as of the close of business of the regular session of the principal exchange where the security is traded. Exchange traded securities for which market quotations are readily available are valued using the last reported sales price provided by independent pricing services as of the close of trading on the New York Stock Exchange (“NYSE”) (normally 4:00 p.m. Eastern time), on each Fund business day. In the absence of a sale, such securities are valued at the mean of the last bid and asked price. Securities which are quoted by NASDAQ are valued at the NASDAQ Official Closing Price. Non-exchange traded securities for which over-the-counter quotations are available are generally valued at the closing bid price. Money market instruments that mature in sixty days or less may be valued at amortized cost unless the Funds’ investment adviser believes another valuation is more appropriate. Investments in shares of other open-end investment companies are valued at NAV per share.
 
The Funds value securities at fair value pursuant to procedures adopted by the Board of Trustees if (1) market quotations are insufficient or not readily available or (2) the Funds’ investment adviser believes that the prices or values available are unreliable due to, among other things, the occurrence of events after the close of the securities markets on which the Funds’ securities primarily trade but before the time as of which the Funds calculate their net asset values. Fair valued securities will be classified as Level 2 or 3 within the fair value hierarchy (see below), depending on the inputs used.
 
GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurements.
 
Various inputs are used in determining the value of each Fund’s investments. These inputs are summarized in the three broad levels listed below:
 
•      Level 1 – quoted prices in active markets for identical securities
 
•      Level 2 – other significant observable inputs
 
•      Level 3 – significant unobservable inputs
 
For example, fixed income securities held by Cutler Income Fund are classified as Level 2 since the values for the fixed income securities are based on prices provided by an independent pricing service that utilizes various “other significant observable inputs” including bid and ask quotations, prices of similar securities and interest rates, among other factors.
 
The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement.
 
 
21

 

 
THE CUTLER TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)

 
The following is a summary of the inputs used to value each Fund’s investments as of December 31, 2012 by security type:
 
Cutler Equity Fund
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
  $ 86,116,908     $     $     $ 86,116,908  
Money Market Funds
    2,611,664                   2,611,664  
Total
  $ 88,728,572     $     $     $ 88,728,572  
 
Cutler Income Fund
 
Level 1
   
Level 2
   
Level 3
   
Total
 
U.S. Treasury Obligations
  $     $ 3,014,195     $     $ 3,014,195  
U.S. Government Agency Obligations
          3,338,200             3,338,200  
Other Government Obligations
          874,172             874,172  
Mortgage-Backed Securities
          787,450             787,450  
Asset-Backed Securities
          1,329,185             1,329,185  
Corporate Bonds
          7,675,134             7,675,134  
Preferred Stocks
    223,200                   223,200  
Money Market Funds
    544,070                   544,070  
Total
  $ 767,270     $ 17,018,336     $     $ 17,785,606  
 
Refer to each Fund’s Schedule of Investments for a listing of the securities valued using Level 1 and Level 2 inputs by security type and sector or industry type. As of December 31, 2012, the Funds did not have any transfers in and out of any Level. There were no Level 3 securities or derivative instruments held by the Funds as of December 31, 2012. It is the Funds’ policy to recognize transfers into and out of any Level at the end of the reporting period.
 
Share valuation — The net asset value per share of each Fund is calculated daily by dividing the total value of its assets, less liabilities, by the number of shares outstanding. The offering price and redemption price per share of each Fund is equal to its net asset value per share.
 
Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
 
 
22

 

 
THE CUTLER TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
 
Security Transactions, Investment Income and Realized Gains and Losses — Investment transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date. Interest income is recorded as earned. Discounts and premiums on fixed income securities are amortized using the interest method. Gains and losses on securities sold are determined on a specific identification basis.
 
Distributions to Shareholders — Distributions to shareholders of net investment income, if any, are paid quarterly. Capital gain distributions, if any, are distributed to shareholders annually. Distributions are based on amounts calculated in accordance with applicable federal income tax regulations, which may differ from GAAP. These differences are due primarily to differing treatments of income and gains on various investment securities held by the Funds, timing differences and differing characterizations of distributions made by the Funds. Dividends and distributions are recorded on the ex-dividend date. The tax character of distributions paid by Cutler Equity Fund during the periods ended December 31, 2012 and June 30, 2012 was ordinary income. The tax character of distributions paid by Cutler Income Fund during the periods ended December 31, 2012, September 30, 2012 and September 30, 2011 was as follows:
 
Period Ended
 
Ordinary
Income
   
Long-Term Capital Gains
   
Total Distributions
 
12/31/2012
  $ 161,959     $     $ 161,959  
9/30/2012
  $ 759,169     $     $ 759,169  
9/30/2011
  $ 1,164,984     $ 256,511     $ 1,421,495  
 
Securities Lending — Cutler Income Fund may lend portfolio securities to banks and member firms of the New York Stock Exchange that meet capital and other credit requirements or other criteria established by the Board of Trustees. These loans may not exceed 33 1/3% of the total assets of the Fund (including loan collateral). The Fund will not lend portfolio securities to its investment adviser or its affiliates unless it has applied for and received specific authority to do so from the Securities and Exchange Commission (the “SEC”). Loans of portfolio securities will be fully collateralized by cash, Government securities or letters of credit. Loans of portfolio securities must be secured by collateral at least equal to the market value of the securities loaned. If the market value of the loaned securities increases over the value of the collateral, the borrower must promptly put up additional collateral; if the market value declines, the borrower is entitled to a return of the excess collateral. Income from lending activity is determined by the amount of interest earned on collateral, less any amounts payable to the borrowers of the securities and the lending agent. Lending securities involves certain risks, including the risk that the Fund may be delayed or prevented from recovering the collateral if the borrower fails to return the securities. Prior to September 28, 2012, cash collateral received in connection with securities lending was invested in an institutional money market vehicle sponsored by BNY Mellon, the Predecessor Fund’s securities lending agent. It is the Fund’s policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following
 
 
23

 

 
THE CUTLER TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
 
the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than that required under the lending contract. As of December 31, 2012, the Fund had no securities on loan.
 
Federal income tax — It is each Fund’s policy to comply with the special provisions of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. As provided therein, in any fiscal year in which a Fund so qualifies and distributes at least 90% of its taxable net income, the Fund (but not the shareholders) will be relieved of federal income tax on the income distributed. Accordingly, no provision for income taxes has been made.
 
In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also each Fund’s intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.
 
The following information is computed on a tax basis for each item as of December 31, 2012:
 
 
 
Cutler Equity
Fund
   
Cutler Income
Fund
 
Tax cost of portfolio investments
  $ 75,087,112     $ 17,347,082  
Gross unrealized appreciation
  $ 15,105,969     $ 555,061  
Gross unrealized depreciation
    (1,464,509 )     (116,537 )
Net unrealized appreciation on investments
    13,641,460       438,524  
Accumulated ordinary income
    8,760       3,141  
Capital loss carryforwards
    (10,985,374 )     (173,967 )
Other gains
    3,360,788       125,351  
Other temporary differences
    (3,827 )     (2,604 )
Accumulated earnings
  $ 6,021,807     $ 390,445  
 
The difference between the federal income tax cost of portfolio investments and the financial statement cost for the Funds is due to certain differences in the recognition of capital gains and losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature and are related to amortization of bond premiums and discounts and losses deferred due to wash sales.
 
As of June 30, 2012, Cutler Equity Fund had short-term capital loss carryforwards of $4,079,168, of which $340,161 expires on June 30, 2014 and $3,739,007 expires on June 30, 2018. Additionally, Cutler Equity Fund assumed short-term capital loss carryforwards of $6,906,206 from The Elite Growth & Income Fund of which $4,635,458 expires on September 30, 2018 and $2,270,748 expires on September 28, 2019. As of September 30, 2012, Cutler Income Fund had a short-term capital loss carryforward of $173,967, which does not expire. These capital loss carryforwards may be utilized in the current and future years to offset net realized capital gains, if any, prior to distributing such gains to shareholders.
 
 
24

 

 
THE CUTLER TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
 
Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after June 30, 2011 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Under the law in effect prior to the Act, pre-enactment net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses. Therefore, there may be a greater likelihood that all or a portion of Cutler Equity Fund’s pre-enactment capital loss carryovers may expire without being utilized.
 
The Funds recognize the tax benefits or expenses of uncertain tax positions only when the position is “more-likely-than-not” to be sustained assuming examination by tax authorities. Management has reviewed the tax positions taken on Federal income tax returns for all open tax years (tax years ended June 30, 2009 through September 30, 2012) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements.
 
3.
Transactions with Affiliates
 
Investment Adviser — Cutler Investment Counsel, LLC (the “Adviser”) is the investment adviser to the Funds. Pursuant to an Investment Advisory Agreement, Cutler Equity Fund and Cutler Income Fund pay the Adviser a fee, which is accrued daily and paid monthly, at an annual rate of 0.75% and 0.50%, respectively, of average daily net assets.
 
Prior to September 28, 2012, McCormick Capital Management, Inc. (the “Prior Adviser”) served as the investment adviser to the Predecessor Fund. The Prior Adviser received compensation for investment advisory services at an annual rate of 0.70% of average daily net assets of the Fund up to $250 million, 0.625% of such assets from $250 million to $500 million and 0.500% of such assets over $500 million.
 
Effective November 1, 2012, the Adviser has entered into an Expense Limitation Agreement under which it has agreed to reduce its investment advisory fees from Cutler Equity Fund and to pay such Fund’s expenses until at least November 1, 2013 to the extent necessary to limit annual ordinary operating expenses to 1.15% of average daily net assets. Any such fee reductions by the Adviser, or payments by the Adviser of expenses which are Cutler Equity Fund’s obligation, are subject to repayment by the Fund, provided that the repayment does not cause the Fund’s ordinary operating expenses to exceed the annual expense limit of 1.15%, and provided further that the fees and expenses which are the subject of the repayment were incurred within three years of the repayment. No advisory fee reductions were required during the six months ended December 31, 2012.
 
Certain officers of the Trust are also officers of the Adviser.
 
Administration and Other Services — Under the terms of a Mutual Fund Services Agreement between the Trust and Ultimus Fund Solutions, LLC (“Ultimus”), Ultimus provides administrative, pricing, accounting, dividend disbursing, shareholder servicing and transfer agent services for the
 
 
25

 

 
THE CUTLER TRUST
NOTES TO FINANCIAL STATEMENTS (Continued)
 
Funds. For these services, Ultimus receives a monthly fee from each Fund at an annual rate of 0.15% of its average daily net assets up to $500 million; 0.125% of the next $500 million of such assets; and 0.10% of such assets in excess of $1 billion, subject to a minimum monthly fee of $6,000. In addition, each Fund pays out-of-pocket expenses including, but not limited to, postage, supplies and costs of pricing the Funds’ portfolio securities.
 
Certain officers of the Trust are also officers of Ultimus, or of Ultimus Fund Distributors, LLC, the principal underwriter of the Fund’s shares and an affiliate of Ultimus.
 
Shareholder Service Plan — Each Fund may pay shareholder servicing fees not to exceed an annual rate of 0.25% of its average daily net assets. These fees may be paid to various financial institutions that provide shareholder and account maintenance services. During the periods ended December 31, 2012, Cutler Equity Fund and Cutler Income Fund paid $20,304 and $531, respectively, for such services.
 
4.
Securities T ransactions
 
During the periods ended December 31, 2012, cost of purchases and proceeds from sales and maturities of investment securities, other than short-term investments and U.S. Government securities, totaled $30,935,466 and $26,760,403, respectively, for Cutler Equity Fund and $509,015 and $4,299,234, respectively, for Cutler Income Fund.
 
5.
Contingencies and Commitments
 
The Funds indemnify the Trust’s officers and Trustees for certain liabilities that might arise from their performance of their duties to the Funds. Additionally, in the normal course of business the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.
 
6.
Subsequent Events
 
The Funds are required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statements of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Funds are required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events except as reflected in the following paragraph.
 
Effective February 1, 2013, Cutler Income Fund changed its name to Cutler Fixed Income Fund.
 
 
26

 

 
THE CUTLER TRUST
ABOUT YOUR FUND’S EXPENSES (Unaudited)
 
We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Funds, you incur ongoing costs, including management fees and other operating expenses. These ongoing costs, which are deducted from each Fund’s gross income, directly reduce the investment return of the Funds.
 
A mutual fund’s ongoing costs 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 costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The examples below are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period (July 1, 2012 through December 31, 2012).
 
The table below illustrates each Fund’s ongoing costs in two ways:
 
Actual fund return – This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from each Fund’s actual return, and the third column shows the dollar amount of operating expenses that would have been paid by an investor who started with $1,000 in the Funds. You may use the information here, together with the amount you invested, 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 the Funds under the heading “Expenses Paid During Period.”
 
Hypothetical 5% return – This section is intended to help you compare the Funds’ ongoing costs with those of other mutual funds. It assumes that each Fund had an annual return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the returns used are not the Funds’ actual returns, the results do not apply to your investment. The example is useful in making comparisons because the SEC requires all mutual funds to calculate expenses based on a 5% return. You can assess each Fund’s ongoing costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.
 
Note that expenses shown in the table are meant to highlight and help you compare ongoing costs only. The Funds do not charge transaction fees, such as purchase or redemption fees, nor does it impose any sales loads.
 
The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.
 
 
27

 

 
THE CUTLER TRUST
ABOUT YOUR FUND’S EXPENSES (Unaudited) (Continued)
 
More information about the Funds’ expenses, including annual expense ratios for the past five fiscal years, can be found in this report. For additional information on operating expenses and other shareholder costs, please refer to the Funds’ prospectus.
 
Cutler Equity Fund
Beginning
Account Value
July 1, 2012
Ending
Account Value
December 31, 2012
Expenses Paid
During Period*
Based on Actual Fund Return
$ 1,000.00
$ 1,033.50
$ 6.03
Based on Hypothetical 5% Return (before expenses)
$ 1,000.00
$ 1,019.20
$ 5.99
 
*
Expenses are equal to the Cutler Equity Fund’s annualized expense ratio of 1.18% for the period, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).
 
Cutler Income Fund
Beginning
Account Value
July 1, 2012
Ending
Account Value
December 31, 2012
Expenses Paid
During Period*
Based on Actual Fund Return
$ 1,000.00
$ 1,011.90
$ 8.60
Based on Hypothetical 5% Return (before expenses)
$ 1,000.00
$ 1,016.59
$ 8.62
 
*
Expenses are equal to the Cutler Income Fund’s annualized expense ratio of 1.70% for the period, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).
 
 
28

 

 
THE CUTLER TRUST
ADDITIONAL INFORMATION (Unaudited)
 
Proxy Voting Information
 
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to securities held in the Funds’ portfolios is available without charge, upon request, by calling 1-800-228-8537 or on the SEC’s website at http://www.sec.gov. Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available without charge upon request by calling 1-800-228-8537 or on the SEC’s website at http://www.sec.gov.
 
Form N-Q Information
 
The Trust files a complete listing of the Funds’ portfolio holdings with the SEC as of the end of the first and third quarters of each fiscal year on Form N-Q. The filings are available without charge, upon request, by calling 1-800-228-8537. Furthermore, you may obtain a copy of the filings on the SEC’s website at http://www.sec.gov. The Trust’s Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
 
 
29

 
 
Rev. August 2010
 
PRIVACY NOTICE
FACTS
WHAT DOES THE CUTLER TRUST DO WITH YOUR PERSONAL INFORMATION?
       
Why?
Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
       
What?
The types of personal information we collect and share depend on the product or service you have with us. This information can include:
 
§ Social Security number
§ Assets
§ Retirement Assets
§ Transaction History
§ Checking Account Information
§ Purchase History
§ Account Balances
§ Account Transactions
§ Wire Transfer Instructions
 
When you are no longer our customer, we continue to share your information as described in this notice.
       
How?
All financial companies need to share your personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons The Cutler Trust chooses to share; and whether you can limit this sharing.
       
Reasons we can share your personal information
Does The Cutler
Trust share?
Can you limit
this sharing?
For our everyday business purposes –
Such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus
Yes
No
For our marketing purposes –
to offer our products and services to you
No
We don’t share
For joint marketing with other financial companies
No
We don’t share
For our affiliates’ everyday business purposes –
information about your transactions and experiences
No
We don’t share
For our affiliates’ everyday business purposes –
information about your creditworthiness
No
We don’t share
For nonaffiliates to market to you
No
We don’t share
   
Questions?
Call 1-888-288-5374

 
30

 
 
Who we are
Who is providing this notice?
The Cutler Trust
Ultimus Fund Distributors, LLC (Distributor)
Ultimus Fund Solutions, LLC (Administrator)
What we do
How does The Cutler Trust protect my personal information?
To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
 
Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information.
How does The Cutler Trust collect my personal information?
We collect your personal information, for example, when you
 
§ Open an account
§ Provide account information
§ Give us your contact information
§ Make deposits or withdrawals from your account
§ Make a wire transfer
§ Tell us where to send the money
§ Tell us who receives the money
§ Show your government-issued ID
§ Show your driver’s license
 
We also collect your personal information from other companies.
Why can’t I limit all sharing?
Federal law gives you the right to limit only
 
§ Sharing for affiliates’ everyday business purposes – information about your creditworthiness
§ Affiliates from using your information to market to you
§ Sharing for nonaffiliates to market to you
 
State laws and individual companies may give you additional rights to limit sharing.
   
Definitions
Affiliates
Companies related by common ownership or control. They can be financial and nonfinancial companies.
§ Cutler Investment Counsel, LLC, the investment adviser to The Cutler Trust, could be deemed to be an affiliate.
Nonaffiliates
Companies not related by common ownership or control. They can be financial and nonfinancial companies
§ The Cutler Trust does not share with nonaffiliates so they can market to you.
Joint marketing
A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
§ The Cutler Trust does not jointly market.
 
 
31

 
 
 
 
 
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CUTLER INVESTMENT COUNSEL, LLC
 
INVESTMENT ADVISER TO THE TRUST
 
525 Bigham Knoll
Jacksonville, OR 97530
(800)228-8537 • (541)770-9000
Fax:(541)779-0006
info@cutler.com
 
 
 

 
 
Item 2.
Code of Ethics.
 
Not required
 
Item 3.
Audit Committee Financial Expert.
 
Not required
 
Item 4.
Principal Accountant Fees and Services.
 
Not required
 
Item 5.
Audit Committee of Listed Registrants.
 
Not applicable
 
Item 6.
Schedule of Investments.
 
(a)
Not applicable [schedule filed with Item 1]
 
(b)
Not applicable
 
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.
 
The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant’s board of trustees.
 
 
 

 
 
Item 11.
Controls and Procedures.
 
(a)  Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.
 
(b)  There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
 
Item 12.
Exhibits.
 
File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.
 
(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit:  Not required
 
(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto
 
(a)(3)  Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons:  Not applicable
 
(b)  Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)):  Attached hereto
 
 
Exhibit 99.CERT
Certifications required by Rule 30a-2(a) under the Act
   
Exhibit 99.906CERT
Certifications required by Rule 30a-2(b) under the Act
 
 
 

 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
(Registrant)     The Cutler Trust            
 
By (Signature and Title)*
/s/ Erich M. Patten
 
   
Erich M. Patten, President
 
       
Date
March 5, 2013
   
       
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/ Erich M. Patten
 
   
Erich M. Patten, President
 
       
Date
March 5, 2013
   
       
By (Signature and Title)*
/s/ Matthew C. Patten
 
   
Matthew C. Patten, Treasurer
 
       
Date
March 5, 2013
   
 
* Print the name and title of each signing officer under his or her signature.
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