BEXIL (R)
CORPORATION
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ANNUAL REPORT
DECEMBER 31, 2001
INDEPENDENT PUBLIC ACCOUNTANT AMERICAN STOCK
TAIT, WELLER & BAKER EXCHANGE SYMBOL:
BXL
11 HANOVER SQUARE
NEW YORK, NY 10005
TEL (212) 797-7625
www.bexil.com
AMERICAN STOCK
BEXIL CORPORATION EXCHANGE SYMBOL: BXL
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11 HANOVER SQUARE, NEW YORK, NY 10005
WWW.BEXIL.COM
January 25, 2002
Fellow Shareholders:
In submitting this Annual Report, we first want to express our deepest
sympathy for the families and friends of those who lost their lives in the
murderous attacks of September 11, 2001. We hope and pray that those responsible
are brought to justice and every effort is made to bring peace to a troubled
world.
NEW POLICY
We have a number of exciting Company developments to review with
shareholders. In December, the Company announced the adoption by the Board of
Directors of a new non-fundamental policy which provides that the Company will
seek to achieve its objective by devoting assets to operating businesses and/or
investment securities as the officers of the Company deem appropriate,
consistent with the shareholder-approved mandate to transition the Company from
a registered investment company to an operating company. The Board eliminated
the Company's former non-fundamental investment policy that required investment
of at least 50% of total assets in U.S. Government Securities, obligations of
U.S. Government agencies or instrumentalities and money market securities, with
the remainder of its total assets primarily in equity and other securities.
These changes, intended to clarify and emphasize that the Company's objective
will be to operate businesses and not to invest solely in investment securities,
became effective January 1, 2002. The Company anticipates filing in the first
half of 2002 with the SEC an application to terminate its registration as an
investment company.
ACQUISITION OF 50% OF YORK INSURANCE SERVICES GROUP
In January 2002, the Company and the management of York Claims Service,
Inc. announced the acquisition of York from American International Group, Inc.
The acquisition was made through newly formed York Insurance Services Group,
Inc., owned half by Bexil and half by York management. Since the 1930's, York's
affiliates have served as both an independent adjustment company and third party
administrator providing claims, data, and risk related services to insurers,
insureds and intermediaries located throughout the United States. York's
services have expanded to include property & casualty, workers' compensation,
surveillance, transportation, environmental, construction, inland & ocean marine
and litigation management. More information about York may be found at its web
site http://www.yorkclaims.com/. York has represented to us that revenue in each
of the last two fiscal years ending in December has been approximately $25
million with net income of approximately $2.0 million in 2000 and $1.2 million
in 2001.
Thomas MacArthur, Chairman and CEO of York Insurance Services Group,
Inc., has stated that he thinks the transaction will enhance the business
relationship between York and AIG for years to come, as well as expand York's
services to the insurance industry as a whole. We look forward to a long and
profitable association with Mr. MacArthur, given his passion for the company,
pride in its services, devotion to customers, and his outstanding management
team that shares his enthusiasm and purpose.
ACQUISITION PARAMETERS
We are approached from time to time about what we like to see in
evaluating a potential acquisition. With respect to the size of our investment,
we think the cash position should approximate $3-4 million with any additional
cost in the form of deferred payments through earn outs and non-recourse debt.
Geographically, anywhere is fine but the further away from our offices in New
York City, the more we need strong management and controls, etc. in place.
Industries we are focusing on include service businesses and low tech, niche,
manufacturing businesses. In structuring an acquisition, we like to see an
experienced management team interested in sharing the rewards of growth and
profitability. Buying a unit of a larger company would be our preferred
acquisition. Please contact us if you are aware of a potential acquisition that
meets our parameters and the seller is willing to quote a price.
RETURNS AND DIVIDEND IN 2001
We are pleased to report the Company's 2001 market total return of
26.25% on a net asset value total return of 3.20%. With respect to dividends,
the objective of the Company's managed 8% dividend distribution policy is to
provide shareholders with a relatively stable cash flow and reduce or eliminate
any market price discount to the Company's net asset value per share, although
this policy may be discontinued at any time by the Board of Directors. Payments
are made primarily from ordinary income and any capital gains, with the balance
from return of capital. For the twelve months ended December 31, 2001, actual
distributions were 8.13% of average net assets with approximately 26.77% derived
from net investment income and the balance from return of capital. With the York
acquisition, it is likely that Bexil will no longer qualify to pass through to
its shareholders its net income free of corporate level tax. Although this and
other factors may result in the reduction or elimination of the dividend in
2002, it reflects the Company's increasing emphasis on capital appreciation
potential in seeking to provide stockholders with an attractive rate of total
return.
We appreciate your support and look forward to serving your investment
needs in the months and years ahead.
Sincerely,
/s/ Bassett J. Winmill /s/ Thomas B. Winmill
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Bassett S. Winmill Thomas B. Winmill
Chairman President
2 BEXIL CORPORATION
SCHEDULE OF PORTFOLIO INVESTMENTS - DECEMBER 31, 2001
PAR VALUE MARKET VALUE
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U.S. GOVERNMENT OBLIGATIONS (64.33%)
$ 500,000 U.S. Treasury Note, 4.75%, due 2/15/04 ....................................... $ 516,408
5,500,000 U.S. Treasury Note, 6.50%, due 2/15/10........................................ 6,043,988
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Total U.S. Government Obligations (cost: $6,137,383)..................... 6,560,396
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U.S. GOVERNMENT AGENCIES (.75%)
74,342 Government National Mortgage Assn., 7.00%, due 5/15/24 ....................... 76,057
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Total U.S. Government Agencies (cost: $67,466).......................... 76,057
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NOTES (19.06%)
700,000 American Home Products Corp., 6.70% Notes, due 3/15/11........................ 726,545
200,000 DuPont EI DeNemours, 6.00% Notes, due 3/06/03 ................................ 207,111
1,000,000 Target Corp., 5.50% Notes, due 4/01/07 ....................................... 1,010,680
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Total Notes (cost: $1,900,455).......................................... 1,944,336
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SHARES COMMON STOCKS (15.86%)
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FEDERAL & FEDERALLY-SPONSORED CREDIT AGENCIES (1.56%)
2,000 Fannie Mae.................................................................... 159,000
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HOTELS AND MOTELS (1.45%)
9,000 Extended Stay America Inc.*(1)................................................ 147,600
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INVESTMENT ADVICE (3.27%)
5,100 Alliance Capital Management Holding L.P....................................... 246,432
3,200 Stilwell Financial, Inc....................................................... 87,104
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333,536
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OIL ROYALTY TRADERS (.76 %)
8,100 San Juan Basin Royalty Trust................................................. 77,679
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PETROLEUM REFINING (1.23 %)
3,200 Exxon Mobil Corp.............................................................. 125,760
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PHARMACEUTICAL PREPARATIONS (1.17%)
3,000 Pfizer Inc.................................................................... 119,550
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REAL ESTATE INVESTMENT TRUSTS (2.05%)
7,900 Mills Corp.................................................................... 209,192
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BEXIL CORPORATION 3 See accompanying notes to financial statements.
SCHEDULE OF PORTFOLIO INVESTMENTS - DECEMBER 31, 2001
SHARES MARKET VALUE
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RETAIL-LUMBER & OTHER BUILDING MATERIALS DEALERS (1.50%)
3,000 The Home Depot, Inc........................................................ $ 153,030
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SERVICES-MISCELLANEOUS BUSINESS SERVICES (2.87%)
100,000 Safety Intelligence Systems Corp.*............................................ 292,500
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Total Common Stocks (cost: $1,695,668)......................... .............. 1,617,847
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TOTAL INVESTMENTS (COST: $9,800,972) (100.00%)........................ $10,198,636
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*Security is not publicly traded.
(1) Non-income producing security.
See accompanying notes to financial statements. 4 BEXIL CORPORATION
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2001
ASSETS:
Investments at market value
(cost: $9,800,972) (Note 1) ........................... $ 10,198,636
Interest receivable ..................................... 175,830
Other assets ............................................ 959
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Total assets ........................................ 10,375,425
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LIABILITIES:
Demand note payable (Note 5) ............................ 808,084
Accrued expenses ........................................ 9,415
Accrued administrative fees ............................. 6,023
Cash overdraft ......................................... 2,382
Other liabilities ....................................... 233
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Total liabilities ................................... 826,137
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NET ASSETS: (applicable to 836,801
shares outstanding: 10,000,000
shares of $.01 par value authorized) .................... $ 9,549,288
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NET ASSET VALUE PER SHARE
($9,549,288 / 836,801 shares
outstanding) ............................................ $ 11.41
============
At December 31, 2001, net assets consisted of:
Paid-in capital ......................................... $ 10,235,552
Net unrealized appreciation
on investments ........................................ 397,663
Accumulated net realized loss
on investments ........................................ (1,083,927)
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$ 9,549,288
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STATEMENT OF OPERATIONS
Year Ended December 31, 2001
INVESTMENT INCOME:
Interest ................................................ $ 507,320
Dividends ............................................... 39,871
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Total investment income ............................... 547,191
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EXPENSES:
Professional (Note 3) ................................... 92,223
Salaries (Note 3) ....................................... 85,861
Investment management (Note 3) .......................... 39,571
Directors ............................................... 35,789
Custodian ............................................... 29,758
Transfer agent .......................................... 23,813
Registration (Note 3) ................................... 12,140
Printing ................................................ 9,702
Other ................................................... 1,317
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Total operating expenses .............................. 330,174
Loan interest and fees (Note 5) ....................... 4,755
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Total expenses ........................................ 334,929
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Net investment income ............................... 212,262
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REALIZED AND UNREALIZED GAIN
(LOSS) ON INVESTMENTS AND
FOREIGN CURRENCIES:
Net realized gain on investments ........................ 70,905
Unrealized depreciation on investments
during the period ..................................... (41,378)
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Net realized and unrealized gain on
investments ......................................... 29,527
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Net increase in net assets resulting
from operations ..................................... $ 241,789
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BEXIL CORPORATION 5 See accompanying notes to financial statements.
STATEMENTS OF CHANGES IN NET ASSETS
For the Years Ended December 31, 2001 and 2000
2001 2000
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OPERATIONS:
Net investment income.............................................................. $ 212,262 $ 474,864
Net realized gain from security transactions....................................... 70,905 60,534
Unrealized depreciation on investments during the period........................... (41,378) (28,214)
Net change in net assets resulting from operations............................... --------- ---------
241,789 507,184
DISTRIBUTIONS TO SHAREHOLDERS:
Distributions to shareholders ($.35 and $.68 per share, respectively).............. (283,167) (535,398)
Tax return of capital to shareholders ($.62 and $.32 per share, respectively)...... (509,791) (250,501)
CAPITAL SHARE TRANSACTIONS:
Increase in net assets resulting from reinvestment of distributions
(30,390 and 32,219 shares, respectively)......................................... 311,530 296,271
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Total change in net assets..................................................... (239,639) 17,556
NET ASSETS:
Beginning of period................................................................ 9,788,927 9,771,371
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End of period...................................................................... $9,549,288 $9,788,927
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See accompanying notes to financial statements. 6 BEXIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
(1) Bexil Corporation (the "Company"), a Maryland corporation, is registered
under the Investment Company Act of 1940, as amended ("1940 Act"), as a
non-diversified closed-end management investment company. The Company
anticipates filing with the SEC seeking to de-register from the 1940 Act in
2002. The Company's shares are listed on the American Stock Exchange. On
September 8, 1999, the Board of Director's of the Company approved a change in
the fiscal year end to December 31. Previously, the fiscal year end was June 30.
The following is a summary of significant accounting policies consistently
followed by the Company in the preparation of its financial statements. With
respect to security valuation, securities listed or traded on a national
securities exchange or the Nasdaq National Market System ("NMS") are valued at
the last quoted sales price on the day the valuations are made. Such listed
securities that are not traded on a particular day and securities traded in the
over-the-counter market that are not on the NMS are valued at the mean between
the current bid and asked prices. Securities for which quotations from the
national securities exchange or the NMS are not readily available or reliable
and other assets may be valued based on over-the-counter quotations or at fair
value as determined in good faith by or under the direction of the Board of
Directors. Debt obligations with remaining maturities of 60 days or less are
valued at cost adjusted for amortization of premiums and accretion of discounts.
Investment transactions are accounted for on the trade date (date the order to
buy or sell is executed). Interest income is recorded on the accrual basis. In
preparing financial statements in conformity with accounting principles
generally accepted in the United States of America, management makes estimates
and assumptions that affect the reported amounts of assets and liabilities at
the date of the financial statements, as well as the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.
(2) The Company has complied with the requirements of the Internal Revenue Code
applicable to regulated investment companies and distributed substantially all
of its taxable investment income and net capital gains, if any, after
utilization of any capital loss carryforward, to its shareholders and therefore
no Federal income tax provision is required. The Company does not anticipate
complying with such requirements in 2002 or in later years. At December 31,
2001, the Company had an unused capital loss carryforward of approximately
$1,084,000 of which $290,200 expires in 2003, $202,000 in 2004, $229,800 in
2005, $230,400 in 2007 and $131,600 in 2008. Based on Federal income tax cost of
$9,800,972, gross unrealized appreciation and gross unrealized depreciation were
$561,181 and $163,517 respectively, at December 31, 2001.
(3) The Company retained CEF Advisers, Inc. ("CEF")as its investment manager
pursuant to an investment management agreement. As compensation for the service
provided pursuant to such agreement, the Company paid to CEF a fee from its
assets, such fee to be computed weekly and paid monthly in arrears at the annual
rate of 7/10 of 1% of the first $250 million, 5/8 of 1% from $250 million to
$500 million, and 1/2 of 1% over $500 million. This fee is calculated by
determining net assets on each Friday and applying the applicable rate to such
amount for the number of days in the week. Certain officers and directors of the
Company are officers and directors of CEF. The Company reimbursed CEF $5,598 for
providing certain administrative and accounting services at cost for the year
ended December 31, 2001. At a meeting of the Board of Directors of the Company
on June 13, 2001, the Board of Directors approved terminating the investment
management agreement with CEF, effective at the end of business on July 31,
2001.Commencing August 1, 2001, the Company's officers (who are substantially
identical to those of CEF) assumed the management of the Company's affairs,
including portfolio management, subject to the oversight and final direction of
the Board of Directors. Compensation of Company personnel was set in the
aggregate amount of $200,000 per year, which may be changed from time to time at
the discretion of the Board of Directors.
(4) Purchases and proceeds of sales of investment securities other than short
term investments aggregated $3,708,634 and $3,182,276, respectively, for the
year ended December 31, 2001.
(5) The Company has a committed bank line of credit. At December 31, 2001, there
was $808,084 outstanding and the interest rate was equal to the Federal Reserve
Funds Rate plus 1.00 percentage point. For the year ended December 31, 2001, the
weighted average interest rate was 4.13% based on the balances outstanding from
the line of credit during the period and the weighted average amount outstanding
was $96,508. The maximum amount of debt outstanding during the period was
$808,084.
(6) The tax character of distributions paid to shareholders for the years ended
December 31, 2001 and 2000 was as follows:
2001 2000
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Distributions paid from:
Ordinary income $283,167 $535,398
Return of capital 509,791 250,501
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$792,958 $785,899
BEXIL CORPORATION 7
FINANCIAL HIGHLIGHTS
YEARS ENDED SIX MONTHS
DECEMBER 31, ENDED YEARS ENDED JUNE 3O,
----------------- DECEMBER 31, ------------------------------
2001 2000 1998 1999 1998 1997
------ ------ ------ ------ ------- -------
PER SHARE DATA*
Net asset value at beginning of period ..................... $12.14 $12.62 $12.83 $14.45 $ 14.74 $ 14.74
------ ------ ------ ------ ------- -------
Income from investment operations:
Net investment income ................................... .26 .60 .18 .07 .25 .70
Net realized and unrealized gain (loss) on
investments ........................................... (.02) (.08) .21 .(49) .55 .01
------ ------ ------ ------ ------- -------
Total from investment operations ...................... .24 .52 .39 (.42) .80 .71
Less distributions:
Distributions to shareholders ........................... (.35) (.68) (.18) (.07) (.67) (.71)
Tax return of capital to shareholders ................... (.62) (.32) (.42) (1.13) (.42) --
------ ------ ------ ------ ------- -------
Increase (decrease) in net asset value ................ (.73) (.48) (.21) (1.62) (.29) --
------ ------ ------ ------ ------- -------
Net asset value at end of period ........................... $11.41 $12.14 $12.62 $12.83 $ 14.45 $ 14.74
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Per share market value at end of period .................... $10.21 $ 8.88 $ 9.50 $12.13 $ 13.13 $ 12.63
====== ====== ====== ====== ======= =======
TOTAL RETURN ON NET ASSET VALUE BASIS ...................... 3.20% 1.57% 4.60% (2.64)% 6.43% 5.58%
====== ====== ====== ====== ======= =======
TOTAL RETURN ON MARKET VALUE BASIS (a) ..................... 26.25% (4.00)% (16.68)% 1.26% 12.87% (9.57)%
====== ====== ====== ====== ======= =======
RATIOS/SUPPLEMENTAL DATA
Net assets at end of period (000's omitted) ................ $9,549 $9,789 $9,771 $9,774 $10,794 $10,791
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Ratio of expenses to average net assets
(b)(c)(d) ............................................. 3.43% 2.33% 3.05%** 6.33% 5.77% 2.13%
====== ====== ====== ====== ======= =======
Ratio of net investment income to
average net assets ........................................ 2.18% 4.98% 2.87%** 0.49% 1.69% 4.48%
====== ====== ====== ====== ======= =======
Portfolio turnover rate .................................... 33% 182% 88% 112% 168% 246%
====== ====== ====== ====== ======= =======
* Per share net investment income and net realized and unrealized gain (loss)
on investments have been computed using the average number of shares
outstanding. These computations had no effect on net asset value per share.
** Annualized.
(a) The Company has calculated total return based upon purchases and sales of
shares of the Company at current market values and reinvestment of dividends
and distributions at prices obtained under the dividend reinvestment plan.
The calculation does not reflect brokerage commissions, if any.
(b) The ratio for the six months ended December 31, 1999 and the years ended
June 30, 1999 and 1997 after custodian fee credits was 3.05%**, 6.33% and
2.07%, respectively. There were no custodian fee credits for the year ended
December 31, 2001 and 2000 and June 30, 1998.
(c) Ratio excluding interest expense was 3.38%, 1.96%, 2.86%**, 5.80%, 4.93% and
1.94% for the years ended December 31, 2001 and 2000, the six months ended
December 31, 1999 and the years ended June 30, 1999, 1998 and 1997,
respectively.
(d) Ratio prior to reimbursement was 3.18%**, 7.03% and 5.82% for the six months
ended December 31, 1999 and for the years ended June 30, 1999 and 1998,
respectively.
8 BEXIL CORPORATION
RESULTS OF THE ANNUAL MEETING
The Company's annual meeting of stockholders was held on October 30,
2001.
1. To elect the following directors to serve as follows:
DIRECTOR CLASS TERM EXPIRING VOTES FOR VOTES WITHHELD
------------------------- ----- ------ ---------- ------------------ ------------------
Russell E. Burke III III 4 years 2005 472,424.432 10,468.224
David R.Stack IV 5 years 2006 472,124.432 10,768.224
Thomas B. Winmill IV 5 years 2006 470,997.500 11,895.156
Directors whose term of office continued after the meeting are Robert D.
Anderson, Frederick A. Parker, Jr., Douglas Wu, and Bassett S. Winmill.
2. To ratify the selection of Tait, Weller & Baker as the Company's
independent public accountant.
VOTES FOR VOTES AGAINST ABSTENTIONS UNVOTED
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467,875.546 3,462.708 11,554.402 338,387.894
The deadline for submitting stockholder proposals for inclusion in the Company's
proxy statement and form of proxy for the Company's next annual meeting is May
22, 2002, pursuant to Rule 14a-8(e)2 of the 1934 Act. The date after which
notice of a stockholder proposal submitted outside the processes of Rule 14a-8
under the 1934 Act is considered untimely is July 22, 2002, as established by
the Company's By-Laws, as amended December 13, 2000.
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DIVIDEND REINVESTMENT PLAN
The Company has adopted a Dividend Reinvestment Plan (the "Plan"). Under the
Plan, each dividend and capital gain distribution, if any, declared by the
Company on outstanding shares will, unless elected otherwise by each shareholder
by notifying the Company in writing at any time prior to the record date for a
particular dividend or distribution, be paid on the payment date fixed by the
Board of Directors or a committee thereof in additional shares. If the Market
Price (as defined below) per share is equal to or exceeds the net asset value
per share at the time shares are valued for the purpose of determining the
number of shares equivalent to the cash dividend or capital gain distribution
(the "Valuation Date"), participants will be issued additional shares equal to
the amount of such dividend divided by the Company's net asset value per share.
If the Market Price per share is less than such net asset value on the Valuation
Date, participants will be issued additional shares equal to the amount of such
dividend divided by the Market Price. The Valuation Date is the dividend or
distribution payment date or, if that date is not an American Stock Exchange
trading day, the next trading day. For all purposes of the Plan: (a) the Market
Price of the shares on a particular date shall be the average closing market
price on the five trading days the shares traded ex-dividend on the Exchange
prior to such date or, if no sale occurred on any of these days, then the mean
between the closing bid and asked quotations, for the shares on the Exchange on
such day, and (b) net asset value per share on a particular date shall be as
determined by or on behalf of the Company.
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PRIVACY POLICY
Bexil Corporation recognizes the importance of protecting the personal and
financial information of its shareholders. We consider each shareholder's
personal information to be private and confidential. This describes the
practices followed by us to protect our shareholders' privacy. We may obtain
information about you from the following sources: (1) information we receive
from you on forms and other information you provide to us whether in writing, by
telephone, electronically or by any other means; (2) information regarding your
transactions with us, our corporate affiliates, or others. We do not sell
shareholder personal information to third parties. We will collect and use
shareholder personal information only to service shareholder accounts. This
information may be used by us in connection with providing services or financial
products requested by shareholders. We will not disclose shareholder personal
information to any nonaffiliated third party except as permitted by law. We take
steps to safeguard shareholder information. We restrict access to nonpublic
personal information about you to those employees and service providers who need
to know that information to provide products or services to you. With our
service providers we maintain physical, electronic, and procedural safeguards to
guard your nonpublic personal information. Even if you are no longer a
shareholder, our Privacy Policy will continue to apply to you. We reserve the
right to modify, remove or add portions of this Privacy Policy at any time.
BEXIL CORPORATION 9
REPORT OF INDEPENDENT PUBLIC ACCOUNTANT
To the Board of Directors and Shareholders of Bexil Corporation:
We have audited the accompanying statement of assets and liabilities of Bexil
Corporation, including the schedule of portfolio investments as of December 31,
2001, and the related statement of operations for the year then ended, the
statement of changes in net assets for the two years then ended, and the
financial highlights for the years ended December 31, 2001 and 2000, the six
months ended December 31, 1999 and the years ended June 30, 1998 and 1997. These
financial statements and financial highlights are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audit. The financial
highlights for the year ended June 30, 1999 were audited by other auditors whose
report, dated August 9, 1999, expressed an unqualified opinion on this
information.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included confirmation of
securities owned as of December 31, 2001, by correspondence with the custodian.
An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of Bexil
Corporation as of December 31, 2001, the results of its operations, the changes
in its net assets, and the financial highlights for the periods noted above, in
conformity with accounting principles generally accepted in the United States of
America.
TAIT, WELLER & BAKER
Philadelphia, Pennsylvania
January 18, 2002
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OFFICERS AND DIRECTORS
DIRECTORS OFFICERS
BASSETT S. WINMILL THOMAS B. WINMILL, Esq.
Chairman President
ROBERT D. ANDERSON MARION E. MORRIS
Vice Chairman Senior Vice President
WILLIAM G. VOHRER
RUSSELL E. BURKE III (1) Treasurer
FREDERICK A. PARKER, JR.(1)
DAVID R. STACK (1) MONICA PELAEZ, Esq.
THOMAS B. WINMILL, ESQ. Vice President, Secretary
DOUGLAS WU (1)
HEIDI KEATING
(1) Member, Audit Committee Vice President
10 BEXIL CORPORATION
BEXIL CORPORATION
-----------------
11 Hanover Square
New York, NY 10005
Printed on recyled paper [RECYCLE LOGO]
BXL-AR-12/01