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					                                    ZillionZ™ Fund
                                                     Prospectus
                                                        February 29, 2012


                                                         Private Offering


                                 Investor Shares, Retirement Shares & Institutional Shares




      This prospectus contains financial data for the Fund through the fiscal year ended December 31, 2011.




Neither the U.S. Securities and Exchange Commission nor any state securities agency has approved or disapproved of these
securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.
                  Why Reading This Prospectus Is Important
This prospectus explains the investment objective, policies, strategies, and
risks associated with the Fund. Reading the prospectus will help you
decide whether the Fund is the right investment for you. We suggest that
you keep this prospectus for future reference.

To highlight terms and concepts important to mutual fund investors, and to
explain features unique to this Fund, we have provided Straight Talk™
explanations along the way.




The ZillionZ™ Fund, and ZillionZ           .com are trademarked by Harrish LLC. The
XtremValu™ System is a proprietary computer modeling tool not available for public use,
except under license from Harrish LLC.



Standard & Poor’s®, S&P ®, S&P 500 ®, Standard & Poor’s 500 are registered trademarks of The McGraw-Hill
Companies, Inc. The ZillionZ™ Fund is not sponsored, endorsed, sold, or promoted by Standard & Poor’s,
and Standard & Poor’s makes no representation regarding the advisability of investing in the Fund.
                                                                                                           1
Contents
      1.   Share Class Overview                                      4

      2.   Fund Profile                                              4
               2.1 Market Exposure                                   5
               2.2 Investment Objective                              5
               2.3 Buy American                                      6
               2.4 Primary Investment Risk                           6
               2.5 Investment Strategies of the Fund                 7
               2.6 Average Annual Total Returns to 12/31/2011        7
               2.7 Fund Investment Performance Versus S&P 500        8
               2.8 Asset Turnover Rate                               9

      3.   Fees and Expenses                                         9
               3.1 Fees for Producing the Investment Results         9
               3.2 Expenses for Operating the Fund                  11

      4.   More on the Fund                                         12
               4.1 The Fund and Harrish LLC                         12
               4.2 The Fund’s Investment Advisor                    13
               4.3 Fund Profile                                     13
               4.4 Managing Cash Flow                               14
               4.5 Temporary Investment Measures                    14
               4.6 Frequent Trading or Market-Timing                14
               4.7 Fund Distributions                               15
               4.8 Basic Tax Points                                 15
               4.9 General Information                              16
               4.10 Share Price                                     16

      5.   Financial Highlights                                     17

      6.   Investing With Harrish LLC                               18
                6.1 Purchasing Shares                               18
                6.2 Account Minimums                                18
                6.3 How to Make Changes to Your Account             18
                6.4 How to Pay for a Purchase                       19
                6.5 Trade Date                                      19
                6.6 Other Purchase Rules You Should Know            19
                6.7 Conversions Between Share Classes               20

      7.   Redeeming Shares                                         20
               7.1 How to Initiate a Redemption Request             20
               7.2 How to Receive Redemption Proceeds               20
               7.3 Trade Date                                       20
               7.4 Other Rules You Should Know                      21
               7.5 Frequent Trading Limits                          21
               7.6 Accounts Held by Intermediaries                  22

      8.    Other Rules You Should Know                             22
               8.1 Prospectus, Shareholder Reports and Statements   22
               8.2 Telephone Transactions                           23
               8.3 Proof of Authority                               23
               8.4 Good Order                                       23
               8.5 Future Trade Date Requests                       23
               8.6 Accounts with More Than One Owner                24
               8.7 Responsibility for Fraud                         24
               8.8 Uncashed Checks                                  24
               8.9 Investing Through Other Firms                    24
               8.10 Account Service Fees                            24
               8.11 Low Balance Accounts                            24
               8.12 Right to Change Policies                        24
               8.13 Share Class Changes                             25

      9.   Fund and Account Updates                                 25
               9.1 Confirmation Statements                          25
               9.2 Account Portfolio Summaries                      25
               9.3 Tax Statements                                   25
               9.4 Cost Basis Review Statements                     25
               9.5 Annual and Semiannual Reports                    26
               9.6 Contacting the Fund                              26


                                                                         2
List of Illustrations (within the document)
       1.   U.S. Stock Market Gains (1929 - 2011)                              5

       2.   Annual Performance of Standard & Poor’s 500 Index (2002 – 2011)    6

       3.   Average Annual Returns to December 31, 2011                        7

       4.   Quarterly Investment Return – ZillionZ™ Fund vs S&P 500® Index     8

       5.   ZillionZ™ Fund Monthly Asset Turnover Rate in 2011                 9

       6.   Asset Management Fee versus Investment Results Fee                10

       7.   ZillionZ™ Fund Fees and Expenses                                  11

       8.   Cost of Investing in the Fund                                     12

       9.   ZillionZ™ Fund Financial Summary                                  17




Appendices (at end of document)
       APPENDIX 1: Glossary of Investment Terms                               27

       APPENDIX 2: History of ZillionZ™ Fund Share Values (NAV)               28




                                                                                   3
Section 1. Share Class Overview
This prospectus offers three separate share classes:

    1. Investor Shares™, which are generally for individual investors whose account is less than $250,000 at
       any time in the calendar quarter. There is a minimum $1,000 investment requirement.

    2. Retirement Shares™, which are generally for individuals who have an accumulated portfolio of at least
       $250,000 during all times of the calendar quarter.

    3. Institutional Shares™, which are generally for clients who maintain an accumulated portfolio at least $1
       million during all times of the calendar quarter and meet other eligibility requirements.

These three separate Share classes within the Fund are intended to be managed as individual accounts. Please
note that such Fund Shares are not available for:

        • Retirement plan accounts not based on the Fund or those receiving special administrative services from
        the Fund Administrator; or

        • Accounts maintained by financial intermediaries, except in limited circumstances, and under prior written
        agreement.

The Fund’s separate share classes have different investment eligibility requirements, redemption rules and
expenses. The investment strategy of all share classes is identical; thus, gross investment performance (before
Investment Results Fees are deducted) for all share classes is the same. However, as a result of different
Investment Results Fees for the share classes, their net investment performances (after expenses) will differ. For
greater detail about the Investment Results Fees, see Section 3 Fees and Expenses.

An investment in the Fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency.


Section 2. Fund Profile
This prospectus describes the primary risks you would face as a Fund shareholder. It is important to keep in mind
one of the main axioms of investing:

                     The higher the risk of losing money, the higher the potential reward.

The reverse, also, is generally true:

                         The lower the risk, the lower the potential reward.

As you consider an investment in any mutual fund, you should take into account your personal tolerance for
fluctuations in the securities markets. Investment in this Fund carries a substantial amount of risk.

The following sections explain the primary investment strategies and policies that the Fund uses in pursuit of its
objective. The mandate of the Fund Investment Manager is to establish investment strategies or policies in the
interest of maximizing short-term returns for shareholders through acquisition of those investments determined to
be undervalued. Under normal circumstances, the Fund will invest at least 90% of its assets in the large- and
small-cap stocks or funds that match its investment objectives. However, the Investment Manager may determine
it prudent to shift investments into significant holdings of bonds and/or cash or even private holdings such as
businesses, property or investment opportunities.

The Fund’s daily allocation by asset class is available to all shareholders at the end of each trading day.


                                                                                                                 4
2.1 Market Exposure
The Fund is subject to stock market risk, which is the chance that stock prices overall will decline. Stock markets
tend to move in long term cycles, with periods of rising prices and periods of falling prices. However, stock
markets also move daily, usually driven by business results, the economic climate, changing financial conditions,
political situations and world events. The Fund’s target index is measured against three market indices:

    1. the Dow Jones Industrial Average (DJIA) index of 30 major companies in the U.S.,

    2. the NASDAQ composite index,

    3. the Standard & Poors’ 500® (S&P500®) index, and

Because the Fund tracks these indices and seeks produce returns that are better than each of them, the Fund
may lose value when stock market prices decline.

To illustrate the volatility of stock prices, the following table, Illustration 1, shows the best, worst, and average
market price growth (or decline) of the U.S. large-capitalized stocks, the Dow Jones Industrial Average (DJIA),
over various periods since 1928. The Fund may not hold any particular shares long enough to earn any
dividends. Therefore, the effect of dividend income (to measure total return) of the DJIA is not included in
comparison. Note that the share price change shown does not include the costs of buying and selling stocks or
other expenses that a real-world investment portfolio would incur.


                           Illustration 1: U.S. Stock Market Gains (1929 – 2011)

                                    Dow Jones Industrial Average Annual Performance
                                      1 Year         5 Years        10 Years       20 Years
                 Best                  63.7%          24.6%          15.5%          14.0%
                 Worst                -52.7%         -24.1%           -6.6%          -2.6%
                 Average                6.7%            5.6%           6.1%           6.5%


The table covers all of the 1-, 5-, 10-, and 20-year periods from 1928 through 2011. You can see, for example,
that although the average share price gain on common stocks for all of the 10-year periods was 6.1%, average
gains for individual 10-year periods ranged from –6.6% (from 1928 through 1937) to 15.5% (from 1989 through
1998). These average returns reflect past performance of common stocks; you should not regard them as an
indication of future performance of either the stock market as a whole or the Fund in particular.

2.2 Investment Objective
The Investment Manager seeks investments that provide capital growth opportunity when assessed against five
Investment Conditions:

        1. complexity and interconnection of global economic situations and financial conditions

        2. changing political climate, regional conflicts and natural disasters

        3. stock market fluctuation, with a focus on domestic markets

        4. business sector performance

        5. operating and financial results of individual company stocks in the asset mix.

The Investment Manager does not buy investments and hold them for the long term. The above five influencing
Investment Conditions are monitored daily by the Investment Manager and the Fund assets may be reallocated
ON A DAILY BASIS between:

                                                                                                                        5
         1. Managed or index funds that focus on holdings of large-capitalization U.S. stocks; and

         2. Managed or index funds that focus on holdings of small and mid-capitalization U.S. stocks; and

         3. Electronically Traded Funds (ETFs) that may focus on large-cap stocks, mid- and small-cap stocks,
            specific business sectors or bond holdings; and

         4. Intermediate and Long-Term Bond Funds; and

         5. Individual shares of U.S. Publically-traded companies; and

         6. Stakes in private companies, investments and properties; and

         7. Cash holdings.

The Fund attempts to purchase assets which the Investment Manager determines are undervalued on a particular
day, with the intent of selling those assets when the value has recovered. The risk of the Fund is that the
Investment Manager has misjudged the asset value and it continues to decline or not recover, resulting in a loss
for the transaction.

There is no set formula that balances these investment types but rather the Investment Manager will reallocate
existing investments and new funds as an opportunity arises. The Investment Conditions can change frequently,
even daily. The Investment Manager has developed trading strategy and supporting computer model that forms
the foundation for executing the reallocation of Fund Assets. This proprietary investment strategy tool is
trademarked as XtremValu™ System.

The Fund may invest in private assets, such as in portions of real property or ownership of private (non-publically
traded) businesses. It is not expected that the Fund will invest more than 10% of its assets in such private
holdings at any one time.

The focus of the Fund is short-term market share price appreciation and the Fund Manager may trade frequently,
even daily, to achieve this desired objective.

2.3 Buy American
The Investment Manager limits any asset purchases to shares of companies listed on American stock exchanges,
private businesses or property that are 100% American owned and funds that invest primarily in American
companies. Extreme care is taken to monitor for American content of the investments.

There are no plans to diversify Fund assets into foreign investments.

2.4 Primary Investment Risk: Stock Market Fluctuation
Any investment in the Fund could lose money over short or even long periods. You should expect the Fund’s
share price and total return to fluctuate within a wide range, like the fluctuations of the overall stock market. The
following chart, Illustration 2, is intended to help you understand the broad risks of investing in the stock market.
The bars show how values of the shares in the Standard & Poor’s 500 Index (S&P 500) have varied from year to
year. This performance does not reflect dividend reinvestment or the effect of taxes.


           Illustration 2: Annual Performance of Standard & Poor’s 500 Index (2002 – 2011)
December 31, year ending:   2002     2003    2004     2005     2006     2007     2008      2009     2010     2011
One-year gain(loss)         -23.4%   26.4%    9.0%     3.0%    13.6%     3.5%    -38.5%   23.5%    12.8%     0.0%




                                                                                                                        6
2.5 Investment Strategies of the Fund
The Fund employs a “very active trading approach” designed to purchase shares or funds that are deemed to be
undervalued in light of the five Investment Conditions and sell those investments that are viewed as having
reached the target price set by the Investment Manager. As such, the Fund is not likely to hold investments for a
long term but rather the investment profile of the fund will vary frequently with the Investment Conditions. This
very active trading is sometimes referred to as “high frequency trading” or HFT. Refer to the Asset Turnover
Rate on page 9 and details of the Fund’s actual turnover rate in Appendix 2. For additional information on the
Fund’s operation, please see Section 4 More on the Fund.

The Fund’s performance could be hurt by:

• Stock market risk, which is the chance that stock prices overall will decline. Stock markets tend to move in
cycles, with periods of rising prices and periods of falling prices. The Investment Manager’s investment strategy
may, at times, become focused in stocks of a particular sector, or group of companies, or a single company.
Because the Fund seeks to acquire undervalued assets with the prospect of future growth that is uncertain, the
Fund may underperform the overall stock market.

• Bond market risk, which is the chance that bond prices overall will decline. The Investment Manager may
allocate some Fund assets into the debt markets in the form of investment in bond funds or bond ETFs. This may
be a long term perspective or simply taking advantage of uncertainty in the equity markets. The Fund may
underperform other managed funds because of the decrease in bond prices in the Fund portfolio or because the
stock market has outperformed the bond market.

• Investment style risk, which is the chance that the frequent reallocation strategy (the high frequency trading
described above) of the Investment Manager will produce a portfolio that trails returns from the overall stock
market. Frequent reallocation takes advantage of small, daily fluctuations in market conditions but tends to miss
optimizing the returns of longer cycles of the market, sometimes lasting several years. Thus, the Fund
performance can do better—or worse—than the stock market in general.

The Investment Manager’s objective is to produce average annual total returns of the Fund shares that compare
favorably with those of the major U.S. stock market indices:

                1. The Dow Jones Industrial Average

                2. The NASDAQ Composite

                3. The Standard & Poor’s 500® (S&P 500®)

2.6 Average Annual Total Returns to December 31, 2011
The following table, Illustration 3, summarizes annual returns of the Fund relative to the performance of the three
stock market indices identified by the Investment Manager for comparison:


                     Illustration 3: Average Annual Returns to December 31, 2011

                                                            AVERAGE ANNUAL RETURN
                                            1 Year     2 Years  3 Years 4 Years 5 Years               10 Years
 ZillionZ™ Fund Shares
    Before-Tax (and prior to
                                            12.46%     12.12%      25.10%      17.28%      18.52%         ---
    Investment Results Fee)

 Traded Markets without dividends (reflects no deduction for fees, expenses or taxes)
    Dow Jones (DJI)                      5.53%      8.24%      11.66%      3.01%      -2.54%            1.26%
    NASDAQ (IXIC)                       -1.80%      7.15%      18.21%      5.76%      -0.72%            1.82%
    S&P 500 (GSPC)                       0.00%      6.20%      11.66%      1.90%      -3.80%            0.37%

                                                                                                                      7
The average annual return for all three market indices to not reflect any dividends since the Fund has not held
assets long enough to earn dividends.

Note on after-tax returns: All returns in the preceding table are listed before-tax to the investor. Actual after-tax
returns for each holder of Shares depends on your tax situation, whether you take redemptions, the amount of the
realized gains, and whether they are treated as ordinary income or capital gains. Annual after-tax returns are not
relevant on an annual basis for a shareholder who holds fund shares in a tax-deferred account, such as an
individual retirement account or a 401(k) plan.

2.7 Fund Investment Performance Versus S&P 500
The inception date of the ZillionZ™ Fund was December 31, 2006. Since the Inception Date to the date of
this prospectus, the Fund has not been offered to individuals for the purchase of Fund Shares, but has been
restricted to a limited number of sophisticated investors and family members. The Investment Manager has now
determined that expansion of the Fund assets through additional investment will be beneficial to both the fund and
new investors alike through a broader offering.

The following table, Illustration 4, is intended to help you understand the risks of investing in the Fund. This chart
shows how the performance of the Fund’s Shares has varied in comparison to that of the Standard and Poor’s
500® Index (without dividends) for each of the calendar quarters since the inception of The Fund. The Fund has
earned no dividends during this same period.

The Fund performance listed is “net” performance; that is, after accrual for or payment of income taxes on the
realized gains (or losses) associated with each trade. This performance is before the application of the
Investment Results Fees, which vary by share class.


          Illustration 4: Quarterly Investment Return - ZillionZ™ Fund versus S&P 500® Index

                         Year/Quarter    ZillionZ™        S&P 500®      ZillionZ™
                                            Fund            Index       vs S&P 500®
                           2007 Q1           1.88%           0.18%         ABOVE
                           2007 Q2           7.93%           5.81%         ABOVE
                           2007 Q3           7.46%           1.56%         ABOVE
                           2007 Q4           4.63%          -3.82%         ABOVE
                           2008 Q1          -9.67%          -9.92%         ABOVE
                           2008 Q2           8.95%          -3.23%         ABOVE
                           2008 Q3          19.52%          -8.88%         ABOVE
                           2008 Q4         -17.86%         -22.56%         ABOVE
                           2009 Q1          -3.93%         -11.67%         ABOVE
                           2009 Q2         28.69%           15.22%         ABOVE
                           2009 Q3           8.07%          14.98%          below
                           2009 Q4         16.57%            5.49%         ABOVE
                           2010 Q1          -1.96%           4.87%          below
                           2010 Q2           2.44%         -11.86%         ABOVE
                           2010 Q3           4.12%          10.72%          below
                           2010 Q4           6.89%          10.20%          below
                           2011 Q1           7.92%           5.42%         ABOVE
                           2011 Q2           5.41%          -0.39%         ABOVE
                           2011 Q3         -12.93%         -14.33%         ABOVE
                           2011 Q4          13.55%          11.15%         ABOVE


During the five-year period shown in the table above, the highest return for the ZillionZ™ Fund in a calendar
quarter was 28.69% (quarter ended June 30, 2009), and the lowest return for a quarter was –17.86% (quarter
                                                                                                                     8
ended December 31, 2008). Quarterly fund returns exceeded performance of the S&P500® in all quarters but
four: quarters ending September 30, 2009, March 31, 2010, September 30, 2010 and December 31, 2010.

The compensation of the Investment Manager is influenced by this measure of relative performance; that is the
return of the ZillionZ™ Fund versus the return of the S&P500® in each calendar quarter.

Be aware that the Fund’s past performance does not indicate how the Fund will perform in the future.

2.8 Asset Turnover Rate
The Fund normally seeks to invest for short term opportunities, and it may sell securities very frequently and
regardless of how long they have been held. In addition, the Fund will sell securities in response to redemption
requests that exceed its reserve for daily cash flow needs. A asset turnover rate of 100% would mean that the
Fund had sold and replaced securities valued at 100% of its net assets within a one-year period. The chart
below, Illustration 5, details the MONTHLY asset turnover rate of the Fund in fiscal year 2011.


                      Illustration 5: ZillionZ™ Fund Monthly Asset Turnover Rate in 2011

                              ZillionZ™ Fund - Asset Monthly Turnover Rate in 2011
 Jan      Feb        Mar       Apr    May   Jun       Jul     Aug      Sep      Oct                     Nov      Dec       Total
730%     495%       620%      440%   580%  510%     310%     550%     760% 705%                        675%     705%      6980%


Appendix 2 of this prospectus shows historical quarterly turnover rates for the Fund since inception.

In contrast to the very high turnover rate of the Fund, turnover rates for funds that invest for the long term and
those that track stock indices tend to be very low because the investment strategies and the desired share mix of
those funds typically do not change significantly from year to year. The average ANNUAL turnover rate for
domestic stock funds was approximately 94%, and for indexed domestic stock funds, the average turnover rate
was approximately 81%, both as reported by Morningstar, Inc., on December 31, 2008.

Straight Talk About Turnover Rate
Before investing in a mutual fund, you should review its turnover rate. This gives an indication of how transaction costs (mainly
consisting of brokerage fees and taxes), which are not included in the fund’s expense ratio, could affect the fund’s future
returns. In general, the greater the volume of buying and selling by the fund, the greater the impact that brokerage fees and
other transaction costs will have on its return. Also, funds with high turnover rates may be more likely to generate trading gains
that must be distributed to shareholders as taxable income.

The Investment Manager’s strategy engages frequent trading to take advantage of adverse market price
conditions, deliberately resulting in the high annual turnover rate summarized above. While this high turnover of
assets does result in increased brokerage fees and transaction costs, the Investment Manager feels that these
costs are overshadowed by the advantage of high trading gains. It is this frequent trading that has resulted in
returns that have exceeded that of each of the three market comparator indices.


Section 3. Fees and Expenses
3.1 Fees for Producing the Investment Results
The Fund does not charge any fees and expenses associated with your purchase or holding of any class of
Shares. There are no front end loads, no annual asset management fees, no redemption fees based on assets.

Most funds charge an annual asset management fee, calculated as a percentage of the assets in the investor’s
account. These fees are charged whether the value of the assets has increased during the year or if there has
been an investment loss. The Fund Manager feels that simply “managing the assets” provides no value to the
investor.
                                                                                                                                9
Accordingly, there are no such asset management fees charged by the ZillionZ™ Fund. The Investment
Manager strongly believes that compensation should be based on investment performance only, and an
Investment Results Fee is applied to an account when you elect to redeem some or all of the Shares to realize a
gain. This Investment Results Fee reflects how well the Investment Manager has increased the value of the
assets in the account. The Investment Results Fee varies by Share class:

    1. Investor Shares™: 10.00% of realized gains on redemption.

    2. Retirement Shares™: 7.50% of realized gains on redemption.

    3. Institutional Shares™: 5.00% of realized gains on redemption.

The Investment Manager believes that an important component of linking pay with fund performance is to be held
financially accountable for poor performance. Thus, the Investment Results Fee applies also to losses incurred.
If, upon redemption, a loss is incurred, the Fund will pay to you the same fee as would have been charged had
the loss been a gain. In effect, the Investment Manager reimburses the investor for poor investment performance.
This is a concept unique in the funds industry, and it is felt that this link to investment performance should become
the standard for compensating Investment Managers. For example:

         Retirement Share Class
                                                        If a Loss                 If a Gain
                  Purchased for                        $10,000.00                $10,000.00
                  Sold for                             $ 9,000.00                $11,000.00
                  Redemption gain/(loss)               $ (1,000.00)              $ 1,000.00
                  Investment Results Fee               $      75.00              $     (75.00)
                  Net redemption proceeds              $ 9075.00                 $11,925.00

The difference in how the Investment Manager is compensated by the ZillionZ™ Fund compared to a typical
asset management fee arrangement is best illustrated by applying both methodologies to a fund that performs like
the S&P 500 during the past 10 years. In this example below, Illustration 6, the assumed fund asset management
fee for the S&P 500 is 0.5% of assets; and the Investment Results Fee for the ZillionZ™ Fund account is 10%
of net market gain. Dividends are excluded.


                  Illustration 6: Asset Management Fee versus Investment Results Fee

S&P 500                   2002      2003       2004        2005        2006      2007      2008       2009      2010      2011
Starting Value           $100.00    $86.49    $65.90      $82.91      $89.93    $92.18    $104.24    $107.39   $65.62    $80.68
Return                   --23.37%   26.38%     8.99%       3.00%      13.62%     3.53%    -38.49%    23.50%    12.78%     0.00%
Gain/(Loss)              ($23.37)   $20.10     $8.62       $3.12      $14.51     $4.25    ($47.78)   $17.83     $11.92   ($0.00)
Asset Management Fee      ($0.44)   ($0.43)   ($0.50)     ($0.53)     ($0.57)   ($0.61)    ($0.50)   ($0.42)   ($0.50)   ($0.52)
Ending Value              $78.19    $95.86    $103.98     $106.57     $120.52   $124.16    $75.88    $93.28    $104.71   $104.18

ZillionZ™ Fund            2002      2003       2004        2005        2006      2007      2008       2009      2010      2011
Starting Value           $100.00    $78.97    $97.72      $105.63     $108.48   $121.78   $125.65    $82.13    $99.50    $110.94
Return                   -23.37%    26.38%     8.99%       8.99%      13.62%     3.53%    -38.49%    23.50%    12.78%     0.00%
Gain/(Loss)              ($23.37)   $20.83     $8.79       $3.17      $14.77     $4.30    ($48.36)   $19.30     $12.72   ($0.00)
Investment Results Fee     $2.34    ($2.08)   ($0.88)     ($0.32)     ($1.48)   ($0.43)    ($4.84)   ($1.93)   ($1.27)   ($0.00)
Ending Value              $78.97    $97.72    $105.63     $108.48     $121.78   $125.65    $82.13    $99.50    $110.94   $110.94


In the above example, Total Asset Management Fees for the typical fund charged over the 10-year period are
$5.03, even though the net investment return over that same period was was a modest 4.2% ($100.00 invested
resulted in net assets of $104.18 at the end of ten years). In contrast, the ZillionZ™ Fund Investment Results
Fee total is a $1.22, reflecting the net return over the ten years of $10.94. Both illustrations assume the same
investment results over the ten year period: performance of the S&P 500.


                                                                                                                         10
         The ZillionZ™ Fund utilizes this innovative method for charging fees to the investor
         as well as determining the compensation of the Investment Manager in order to motivate
         the achievement of strong, positive returns on the investments. It is felt that this link
         between investment performance and the compensation of the Investment Manager is in
         the best interests of each investor and far surpasses the effectiveness of the traditional
         asset management fees charged by most other investment funds.


Straight Talk About Fund Expenses
All mutual funds have operating expenses. For the vast majority of mutual funds, these expenses, which are deducted from a
fund’s gross income, are expressed as a percentage of the net assets of the fund. The average mutual fund had expenses in
2009 of 0.73% of assets a year, or $7.30 per $1,000 of average net assets (derived from data provided by Morningstar, which
compiles fund data). However, individual fund expenses vary significantly: from about 0.20% (for some index funds) to nearly
2.00% (for some specialized and highly managed funds) of assets annually. Management expenses, which are one part of
operating expenses, include investment advisory fees as well as other costs of managing a fund—such as account
maintenance, reporting, accounting, legal, and other administrative expenses.

The ZillionZ™ Fund expenses are based on an entirely different concept. The Investment Manager does not endorse the
charging of an “asset management fee” based on size of assets and having no bearing on investment performance. Rather,
ZillionZ™ Fund fees are based on the performance of the fund manager: the fee is based as a percentage of the growth
of the investment, and are applied only when the investor realizes that gain by accessing the assets. If the asset shrinks –
resulting in a market loss to the investor – the fee is reversed to produce a refund to the investor. This fee structure motivates
the Investment Manager to seek higher returns for the assets and avoid losses. This is pay for performance in the investment
world: it aligns the interests of each investor with the compensation earned by the Fund Manager.

The Fund’s shareholder fees are based on the performance results of the Investment Manager rather than on fund assets;
thus each investor’s costs are tied to investment results rather than size of assets invested.

3.2 Expenses for Operating the Fund
The following table, Illustration 7, describes the fees and expenses you may pay if you buy, hold and then redeem
the classes of Shares in the Fund. The Investment Results Fee is based on realized gains on redemption and is
not applied to any account until shares are redeemed. The annual fund operating expenses are determined as a
small percentage of fund assets and are deducted from each account at the end of each quarter.


                              Illustration 7: ZillionZ™ Fund Fees and Expenses

                                                                                 ZillionZ™ Fund Share Class
Shareholder Fees                                                             Investor    Retirement  Institutional
(Fees paid directly from your investment)
   Sales Charge (Load) Imposed on Purchase                                     None               None              None
   Purchase Fees                                                               None               None              None
   Sales Charge (Load) Imposed on Reinvested Dividends                         None               None              None
   Redemption Fee                                                              None               None              None
   Investment Results Fee on Realized Gain                                    10.00%             7.50%             5.00%
   Account Service Fee (for balances below $10,000)                          $25.00/yr            None              None
   Optional Paper Document Fee (for regular mail delivery)                   $25.00/yr          $25.00/yr         $25.00/yr

                                                                                 ZillionZ™ Fund Share Class
Annual Fund Operating Expenses                                               Investor    Retirement  Institutional
(Expenses deducted from the Fund’s assets)
   Management Expenses                                                         0.06%             0.04%              0.02%
   12-b1 Distribution Fee                                                      None              None               None
   Other Expenses                                                              0.03%             0.03%              0.03%
   Total Annual Fund Operating Expenses                                        0.09%             0.07%              0.05%


                                                                                                                               11
While no Purchase Fee currently applies, the Fund reserves the right to deduct a purchase fee from the future
purchases of shares.

Transaction costs incurred by the Fund for buying and selling securities are reflected in the previous table as
Other Expenses. As in all funds, these costs are reflected in the investment performance figures included in this
prospectus.

The following examples in Illustration 8 are intended to help you compare the cost of investing in the Fund’s
Share classes with the cost of investing in other mutual funds. They illustrate the hypothetical expenses that you
would incur over various periods if you invest $10,000 in the Fund’s shares. These examples assume that the
Shares provide a return of 5% a year and that operating expenses remain the same.


                                    Illustration 8: Cost of Investing in the Fund

                                                   1 Year        3 Years        5 Years       10 Years

                   Investor Shares                  $ 9            $ 28          $ 50           $113
                   Retirement Shares                $ 7            $ 22          $ 39           $ 88
                   Institutional Shares             $ 6            $ 16          $ 28           $ 63



These examples should not be considered to represent actual operating expenses or performance from the past
or for the future. Actual future expenses may be higher or lower than those shown.

Straight Talk About Costs of Fund Administration
Costs are an important consideration in choosing a mutual fund. That’s because you, as a shareholder, pay the costs of
operating a fund, plus any transaction costs incurred when the fund buys or sells securities. These costs can erode a
substantial portion of the gross income or the capital appreciation a fund achieves. Even seemingly small differences in
expenses can, over time, have a dramatic effect on a fund’s performance.

The Investment Manager of the Fund utilizes a strategy of daily assessment of the portfolio in light of economic conditions,
political climate, and business performance. This strategic rebalancing of this portfolio can result in high frequency trading
(HFT). The trading transaction costs and tax impact of the trades will impact on the Fund’s performance. Historical
performance results listed in this prospectus reflect these trading transaction costs and taxes resulting from trades.

We expect the Fund’s expense ratios in fiscal year 2010 to be as follows: for Investor Shares, 0.09%, or $0.90 per $1,000 of
average net assets; for Retirement Shares, 0.07%, or $0.70 per $1,000 of average net assets; and for Institutional Shares,
0.05%, or $0.50 per $1,000 of average net assets. Management and other operating expenses are minimized with the
extensive use of technology, minimizing brokerage costs and optimizing trading activity.



Section 4. More on the Fund
4.1 The Fund and Harrish LLC
The Fund is managed by Harrish LLC, and as such, the direct expenses associated with administrative services
and business operations, such as personnel, office space, equipment, and advertising are borne by the fund. To
minimize expenses the Fund is managed with modest website costs and functionality, transactions and
communications are handled electronically, office space budget is minimal, and permanent staffing level is at
zero.

Harrish LLC also provides marketing services to the Fund. The marketing strategy is deliberately frugal: there is
no advertising budget and marketing is through referrals of share holders and news releases. Although
shareholders do not pay sales commissions or 12b-1 distribution fees, each share of the Fund bears its allocated
share of marketing costs incurred.
                                                                                                                                 12
Straight Talk About Fund Managers
Most mutual funds are operated by management companies that may be owned by one person, by a private group of
individuals, or by public investors who own the management company’s stock. The management fees charged by these
companies include a profit component over and above the companies’ cost of providing services. By contrast, Harrish LLC
provides services to the Funds on an at-cost basis, with no profit component, which helps to keep the funds’ expenses low.

The Fund Manager delivers the day-to-day management of the Fund and all supporting administrative activities.
For the fiscal year ended December 31, 2011, the fund management and operating costs represented an effective
annual rate of less than 0.09% of the Fund’s average net assets.

4.2 The Fund’s Investment Manager
Dennis Harrish, 249 Pheasant Ridge in Newnan GA 30265, who commenced his practice as Harrish Investment
Advisors in 2007, directs all investment activities of the Fund. For the fiscal year ended December 31, 2011, the
compensation for such services consisted solely of the Investment Results Fee calculated on redemptions.

Dennis J. Harrish, Chief Investment Officer of the Fund and Founder of Harrish LLC. Mr Harrish has been the
key developer of the very high frequency (VHF) trading strategy and software tool of the XtremValue™ System.

The Statement of Additional Information provides information about the portfolio manager’s compensation, other
accounts under management, and ownership of shares of the Fund.

4.3 Fund Profile

The Fund is structured as follows:

Net Assets (all Share Classes)      $2.21 Million as of December 31, 2011
Investment Manager/Advisor          Dennis J. Harrish, Chief Investment Officer - since inception
                                    Harrish Associates – since inception
Fund Manager
                                    Harrish LLC, 249 Pheasant Ridge, Newnan, GA – since October 10, 2011
Trustee                             ZillionZ™ Fund Fiduciary Trust
                                    Accruals for taxes are adjusted as a result of any daily trades. Tax payments are remitted
Taxes
                                    quarterly as required.
                                    Dividends, if any, are distributed quarterly in March, June, September and December.
Dividends and Capital Gains
                                    Capital Gains, if any, are distributed annually in December.
Suitable for IRAs, Roths, 401(k)s   Yes


                                           Investor Shares                Retirement Shares                Institutional Shares
Inception Date                      December 31, 2006               December 31, 2006                  December 31, 2006
Minimum Initial Investment          $1,000                          $1,000                             $1,000
Subsequent Investment Minimum       $100                            $1,000                             $10,000
Minimum Account Assets              No Minimum                      $250,000                           $1,000,000
                                    May be converted to             May be converted to                May be converted to
                                    Retirement Shares if you        Institutional Shares if you meet   Retirement Shares if you are
                                    meet eligibility requirements   eligibility requirements. May      no longer eligible for
Conversion Features
                                                                    be converted to Investor           Institutional Shares
                                                                    Shares if you are no longer
                                                                    eligible for Retirement Shares
Newspaper Abbreviation              Not applicable                  Not applicable                     Not applicable
CUSIP Number                        Not applicable                  Not applicable                     Not applicable
Ticker Symbol                       Not applicable                  Not applicable                     Not applicable


                                                                                                                             13
The Fund is offered to private investors under the regulation of the Investment Company Act of 1940. Under
Section 3(c)(1) this Act, both the Fund Manager, Harrish LLC, and the Investment Manager, Dennis J Harrish, are
considered exempted as “investment companies” due to the size of the Fund, since shares of the Fund will not be
owned by more than 100 persons and because is no public offering for these shares has been made to the date
of this prospectus.

4.4 Managing Cash Flow
The Fund’s daily cash balance may be invested in one or more money market funds or in U.S. treasuries. This is
a very short term situation resulting from the Investment Manager’s assessment that the equities market is
unfavorable at that time, and the necessity to maintain adequate liquid reserves for redemption of shares. During
this time, little or no interest is earned on the cash balances.

4.5 Temporary Investment Measures
The Fund may temporarily depart from its normal investment policies and strategies when doing so is believed to
be in the Fund’s best interest, so long as the alternative is consistent with the Fund’s investment objective. For
instance, the Fund may invest beyond the normal limits in equities or bonds or ETFs that are consistent with the
Fund’s objective when those instruments are more favorably priced or provide needed liquidity, as might be the
case when the Fund receives large cash flows that it cannot prudently invest immediately.

4.6 Frequent Trading or Market-Timing

Background. The Investment Manager of the Fund uses the strategy involving frequent trading of equity shares
(sometimes called as market-timing) to take advantage of value disparities due to economic, political and
business issues. This “extreme value” strategy utilizes a changing mix of large-cap stocks, small-cap stocks,
bonds and cash as deemed appropriate. The Investment Manager’s goal is to optimize the nature and frequency
of the trades to minimize market price variation and maximize investment growth while prudently managing the
costs of buying and selling shares to minimize brokerage and administrative costs, and control the tax impact of
the market gains.

Investors in the Fund may also try to engage in frequent trading into and out of the Fund. As money is shifted into
and out of a fund by a shareholder through frequent trading, a fund incurs additional costs for buying and selling
securities. These costs are borne by all fund shareholders, including the long-term investors who do not generate
the costs.

Secondly, frequent trading will generate additional account administration, which may interfere with an advisor’s
ability to efficiently manage the fund, will increase fund administration costs and add transaction costs (such as
brokerage fees to buy and sell assets).

But most importantly, frequent trading will result in unanticipated pressures on cash flow of the Fund. The
Investment Manager may be forced to buy or sell Fund assets at a non-opportune time – that is, when it is judged
that the assets might be valued too low to sell, or too high to buy. These unanticipated transactions may reduce
fund returns for all shareholders or even generate fund losses.

Policies to Address Frequent Trading. The Fund does not knowingly accommodate frequent trading by its
shareholders. The trustees of the Fund have adopted policies and procedures reasonably designed to detect,
discourage and stop frequent trading and, in some cases, to compensate the fund for the costs associated with it.
Although there is no assurance that the Investment Manager will be able to detect or prevent frequent trading or
market-timing in all circumstances, the following policies have been adopted to address these issues:

• The Fund reserves the right to reject any purchase request for shares of the Fund without notice and regardless
of size. For example, a purchase request could be rejected if the Investment Manager determines that such
purchase may negatively affect a fund’s operation or performance or because of a history of frequent trading by
the investor.

                                                                                                                 14
• The Fund generally prohibits, except as otherwise noted in the Investing With Harrish LLC section, an investor’s
purchases or exchanges into an account of the Fund for 60 calendar days after the investor has redeemed or
exchanged out of that fund account.

• Upon the prior agreement between the Investment Manager and the investor, the Fund may permit that Fund
investor to trade frequently, with an agreement that the Fund will charge purchase and/or redemption fees on
transactions, or may administratively delay the purchase and/or redemption of shares as deemed appropriate to
maintain the investment strategy of the Fund.

• Upon the prior agreement between the Investment Manager and the investor, the Fund may permit that Fund
investor to trade frequently by redeem Shares of the Fund and transferring that value to an individual interest-
bearing account, with an agreement that the Fund will charge purchase and/or redemption fees on the
transactions and that funds in the interest bearing account will be used within an agreed timeframe to repurchase
shares in the Fund.

See Section 6 Investing With Harrish LLC section of this prospectus for further details on the Fund’s transaction
policies.

The fund, in determining its net asset value of its shares each day, will, when appropriate, use fair-value pricing,
as described in the Share Price section. Fair-value pricing may reduce or eliminate the profitability of certain
frequent-trading strategies.


                        Do not invest with the ZillionZ™ Fund if you are a market-timer.


4.7 Fund Distributions
The Fund distributes to shareholders virtually all of its net income (interest and dividends, less expenses)
quarterly in March, June, September, and December; and any capital gains annually in December. Normally
distributions of income or trading gains are automatically reinvested in more shares of the Fund, although
shareholders can elect the distribution in cash.

Straight Talk About Distributions
As a shareholder, you are entitled to your portion of a fund’s income from interest and dividends as well as capital gains from
the fund’s sale of investments. Income consists of both the dividends that the fund earns from any stock holdings and the
interest it receives from any money market and bond investments.

4.8 Basic Tax Points
The Fund Manager will send you a statement each year showing the tax status of all your distributions. In
addition, investors in taxable accounts should be aware of the following basic federal income tax points:

• Distributions are taxable to you whether or not you reinvest these amounts in additional Fund shares.

• Distributions declared in December—if paid to you by the end of January—are taxable as if received in
December.

• Any dividend and short-term capital gains distributions that you receive are taxable to you as ordinary income. If
you are an individual and meet certain holding-period requirements with respect to your Fund shares, you may be
eligible for reduced tax rates on “qualified dividend income,” if any, distributed by the Fund.

• Any distributions of net long-term capital gains are taxable to you as long-term capital gains, no matter how long
you’ve owned shares in the Fund.

• Capital gains distributions may vary considerably from year to year as a result of the Fund’s normal investment
activities and cash flows.


                                                                                                                              15
• A sale or exchange of Fund shares is a taxable event. This means that you may have a capital gain to report as
income, or a capital loss to report as a deduction, when you complete your tax return.

• Any conversion between classes of shares of the same fund is a nontaxable event. (By contrast, an exchange
between classes of shares of different funds is a taxable event.)

Dividend and capital gains distributions that you receive, as well as your gains or losses from any sale or
exchange of Fund shares, may be subject to state and local income taxes.

Straight Talk Regarding ‘Buying a Dividend’
Unless you are investing through a tax-deferred retirement account (such as an IRA), you should consider avoiding a
purchase of fund shares shortly before the fund makes a distribution, because doing so can cost you money in taxes. This is
known as “buying a dividend.” For example: On December 15, you invest $5,000, buying 250 shares for $20 each. If the fund
pays a distribution of $1 per share on December 16, its share price will drop to $19 (not counting market change). You still
have only $5,000 (250 shares x $19 = $4,750 in share value, plus 250 shares x $1 = $250 in distributions), but you owe tax on
the $250 distribution you received—even if you reinvest it in more shares. To avoid “buying a dividend,” check a fund’s
distribution schedule before you invest.

4.9 General Information
Backup withholding. By law, the Fund Manager must withhold 28% of any taxable distributions or redemptions
from your account if you do not:

        • Provide us with your correct taxpayer identification number; and

        • Certify that the taxpayer identification number is correct; and

        • Confirm that you are not subject to backup withholding.

IRS Notification Requirements. The Fund Manager must withhold taxes from your account if the IRS instructs
us to do so, as a result of any tax dispute you may have with the Internal Revenue Service. This withholding may
constitute your entire investment amount.

Foreign investors. The Fund generally is not sold outside the United States, except to certain qualified investors.
Foreign investors should be aware that U.S. withholding and estate taxes may apply to any investments in
Vanguard funds.

Invalid addresses. If a dividend or capital gains distribution check mailed to your address of record is returned as
undeliverable, the Fund Manager will automatically reinvest all future distributions until you provide us with a valid
mailing address.

Tax consequences. This prospectus provides general tax information only. If you are investing through a tax-
deferred retirement account, such as an IRA or a Roth, special tax rules apply. Please consult your tax advisor
for detailed information about a fund’s tax consequences for you.

4.10 Share Price
Share price, also known as net asset value (NAV), is calculated each business day as of the close of regular
trading on the New York Stock Exchange, generally 4 p.m., Eastern Time. All share classes of the Fund share
the same NAV (since they have the same unit operating costs), which is computed by dividing the total assets,
minus liabilities, allocated to each share class by the number of Fund shares outstanding for that class. On
holidays or other days when the Exchange is closed, the NAV is not calculated, and the Fund does not transact
purchase or redemption requests.

Stocks held by the Fund are valued at their market value when reliable market quotations are readily available.
Certain short-term debt instruments used to manage a fund’s cash are valued on the basis of amortized cost.
The values of any mutual fund shares held by a fund are based on the NAVs of the shares. The values of any
ETF or closed-end fund shares held by a fund are based on the market value of the shares.

                                                                                                                          16
When a Fund determines that market quotations either are not readily available or do not accurately reflect the
value of a security, the security is priced at its fair value (the amount that the owner might reasonably expect to
receive upon the current sale of the security). A fund also will use fair-value pricing if the value of a security it
holds has been materially affected by events occurring before the fund’s pricing time but after the close of the
primary markets or exchanges on which the security is traded. This most commonly occurs with foreign securities,
which may trade on foreign exchanges that close many hours before the fund’s pricing time. Intervening events
might be company-specific (e.g., earnings report, merger announcement); country-specific (e.g., natural disaster,
economic or political news, act of terrorism, interest rate change); or global. Intervening events include price
movements in U.S. markets that are deemed to affect the value of foreign securities. Fair-value pricing may be
used for domestic securities—for example, if (1) trading in a security is halted and does not resume before the
fund’s pricing time or if a security does not trade in the course of a day, and (2) the fund holds enough of the
security that its price could affect the NAV.

As indicated previously in this prospectus, the Investment Manager does not intend to acquire foreign securities,
except under unusual investment situations.

Fair-value prices are determined by the Fund Manager according to procedures adopted for the administration of
the Fund. When fair-value pricing is employed, the prices of securities used by a fund to calculate the NAV may
differ from quoted or published prices for the same securities.

The share prices (NAVs) of the Fund are published and sent directly to all shareholders daily via email prior to the
commencement of the next trading day. In addition the Fund NAV may be found daily in the mutual fund listings
of most major newspapers.


Section 5. Financial Highlights
The following financial highlights tables are intended to help you understand the Fund’s financial performance for
the periods shown, and certain information reflects financial results for a single Fund share. The total returns in
each table represent the rate that an investor would have earned or lost each period on an investment in the
Fund (assuming reinvestment of all distributions).


                               Illustration 9: ZillionZ™ Fund Financial Summary

                                                                              Year Ended December 31,
                                                           2007        2008            2009         2010        2011
Net Asset Value, Beginning of Period                   10.000000    12.363394       11.944516  18.605038     18.609310
  Investment Operations                                     ----        ----            ----         ----        ----
  Net Investment Income                                      ----        ----            ----        ----        ----
  Net Realized Gains (Losses) on Investments             2.363394    -0.418878       6.660522  2.191165       2.591743
  Total From Investment Operations                       2.363394    -0.418878       6.660522     2.191165    2.591743
  Distributions                                              ----        ----            ----        ----        ----
  Dividends from Net Investment Income                       ----        ----            ----                    ----
  Distributions from Realized Capital Gains                  ----        ----            ----                    ----
  Total Distributions                                        ----        ----            ----                    ----
Net Asset Value, End of Period                          12.363394   11.944516 18.605038          18.609310   20.800978

Total Annual Return                                      23.63%       -3.39%       55.76%        11.78%       12.46%


Ratios/Supplemental Data
  Net Assets, end of Period                             $1.243.1     $1,184.5     $1,817.0       $1,998.8    $2,210.3
  Ratio: Total Expenses to Average Net Assets            0.10%        0.09%        0.09%          0.09%       0.09%
  Ratio: Withdrawals to Average Net Assets               1.43%        1.38%        1.49%          1.52%       1.81%
  Ratio: Net Investment Income to Average Net Assets     0.00%        0.00%        0.00%          0.00%       0.00%
  Turnover Rate                                            n/a        7608%        7090%         6965%       6980%


                                                                                                                         17
Straight Talk About How to Read the Financial Highlights Tables
This explanation uses the Fund’s Investor Shares as an example. The Investor Shares began fiscal year 2011 with a net asset
value (price) of $18.609310 per share. During the 2011 year there was no interest or dividend investment income earned due
to the high frequency of trading activity. There was an increase of $2.591743 per share in the value of investments held or sold
by the Fund during 2011. Shareholders received no dividend distributions. The share price at the end of the year was
$20.800978. For a shareholder, the total return was 12.46% for the year, all of it attributable to share price gain, with no
income distributions. Withdrawals in the year constituted 1.81% of average net assets.

As of December 31, 2011, the Fund had approximately $2.21 million in net assets. For the year, the expense ratio was 0.09%
($0.09 per $1,000 of net assets).



Section 6. Investing With Harrish LLC
This section of the prospectus explains the basics of doing business with the Fund Manager, Harrish LLC. Be
sure to carefully read each topic that pertains to your relationship with the Fund Manager. Harrish LLC reserves
the right to change the following policies, without prior notice to shareholders.

Your account may hold several sub-accounts in your name, based on the tax status of each. For example, if you
hold one nonretirement account titled in your own name and one individual retirement account, you have two sub-
accounts. However, for determining the share class, all sub-accounts are grouped together in aggregate, to
provide the investor with the lowest possible cost of investing.

6.1 Purchasing Shares
The Fund Manager reserves the right, without prior notice, to increase or decrease the minimum amount required
to open, convert shares to, or maintain a fund account, or to add to an existing account or sub-account.

6.2 Account Minimums
Investment minimums may differ for certain categories of investors.

To open and maintain an account (any share class). $1,000 by personal check, bank draft or electronic bank
transfer.

Add to an existing account. For Investor shares: $100; Retirement Shares: $1,000; Institutional Shares: $10,000.
Any additions by personal check, bank draft or electronic bank transfer.

6.3 How to Make Changes to Your Account
By email. You may open certain types of accounts, request a redemption of shares or close an account or sub-
account by email. Each transaction requires a transaction form you must complete and sign, scan and email to
our website. Forms are available by accessing our website at www.zillionzfund.com. See 9.6 Contacting the
Fund.

By telephone. You may call Harrish LLC to begin the account registration process or request that the account-
opening forms be sent to you, either by regular mail or email. Completed forms must be mailed or emailed to our
office. WE WILL NOT ACT ON VERBAL INSTRUCTIONS. See 9.6 Contacting the Fund.

By mail. You may send your Account Registration Form and check to open a new fund account at Harrish LLC.
To add to an existing fund account, you may send your check with an Additional Contributions Form (from your
account statement or sent to you via email), or with a written request. See 9.6 Contacting the Fund.

6.4 How to Pay for a Purchase


                                                                                                                             18
By check. You may send a check to make initial or additional purchases to your fund account. Make your check
payable to: ZillionZ™ Fund Fiduciary Trust.

By electronic bank transfer. Once your account is established, you may purchase shares of the ZillionZ™
Fund through an electronic transfer of money held in a designated bank account. To establish the electronic
bank transfer option on an account, you must designate a bank account and complete the Electronic Funds
Transfer Form. Mail or email the completed form to Harrish LLC. See 9.6 Contacting the Fund.

6.5 Trade Date
The trade date for any purchase request received in good order will depend on the day and time that the Fund
Manager receives your request, and the manner in which you are paying, and the availability of funds from your
financial institution. Your purchase will be executed using the NAV as calculated on the trade date. NAVs are
calculated only on days the New York Stock Exchange (NYSE) is open for trading (a business day).

Normally, if the purchase request and funds are received by the Fund Manager on a business day before the
close of regular trading on the NYSE (generally 4 p.m., Eastern time), the trade date will be the same day. If the
purchase request and funds are received on a business day after the close of regular trading on the NYSE, or on
a nonbusiness day, the trade date will be the next business day.

Because the Investment Manager utilizes cash reserves to purchase Fund shares at opportune times based on
market price conditions, the Fund Manager may direct your funds first into a cash or money market account. In
no more than four trading days, the Investment Manager will then purchase Fund shares when, in his judgment,
the market conditions for a purchase are favorable.

If your purchase request is not accurate and complete, it may be rejected. If funds are not available from your
bank, the purchase will be rejected. Any check not honored and returned by a financial institution will be
assessed a fifty dollar ($50.00) administrative fee. In addition, Fund shares have already been purchased with
the dishonored check, you will be responsible for any transaction costs for the purchase and reversal, as well as
any investment loss. See 7.4 Other Rules You Should Know and 8.4 Good Order.

For further information about purchase transactions, consult our website at www.zillionzfund.com or see 9.4
Contacting the Fund at the end of this prospectus.

6.6 Other Purchase Rules You Should Know
Check purchases. All share purchases must be by bank draft, money order or personal check written in U.S.
dollars and must be drawn on a U.S. bank. The Fund Manager does not accept cash, traveler’s checks, or
checks drawn on a foreign bank account. In addition, the Fund Manager may refuse “starter checks” and checks
that are not made payable to ZillionZ™ Fund Fiduciary Trust.

New accounts. We are required by law to obtain from you certain personal information that we will use to verify
your identity. If you do not provide the information, we will not be able to open your account. If we are unable to
verify your identity at any time, the Fund Manager reserves the right, without prior notice, to close your account or
take such other steps as we deem reasonable.

Refused or rejected purchase requests. The Fund Manager reserves the right to stop selling fund shares or to
reject any purchase request at any time and without prior notice. This also includes the right to reject any
purchase request because of a history of frequent trading by the investor or because the purchase may negatively
affect a fund’s operation or performance.

Large purchases. Please contact the Fund Manager before attempting to invest a large dollar amount so that the
Investment Manager may optimize the purchase strategy. The Investment Manger reserves the right to
implement a large purchase request at staged intervals over several trading days to minimize adverse impact on
prices of the target investments.



                                                                                                                   19
No cancellations. The Fund Manager will not accept your request to cancel any purchase request once
processing has begun. Please be careful when placing a purchase request.

6.7 Conversions Between Share Classes
Automatic Conversions. The Fund Manager conducts periodic reviews of account balances and will, if your
account balance in the Fund exceeds $250,000, automatically convert your Investor Shares to Retirement Shares
or if you account balance in the Fund exceeds $1,000,000, automatically convert your Retirement Shares to
Institutional Shares. You will receive a notice of the automatic conversion. Any Investment Results Fee resulting
from a redemption is based on the share class at time of redemption and NOT on the share class at share
purchase or during the holding period.

Tenure conversions. You are eligible for a tenure conversion from Investor Shares to Retirement Shares if you
have had an account in the Fund for ten years, that account balance is at least $50,000. The Fund Manager will
automatically convert the share status of your account.

Mandatory Conversions to a Lower Class. If your account no longer meets the balance requirements for
Retirement or Institutional Shares, the Fund Manager will automatically convert the shares in the account down to
the proper share category. A decline in the account balance because of market movement may result in such a
conversion. The Fund Manager will notify the investor in writing or email before any mandatory conversion
occurs.


Section 7. Redeeming Shares
7.1 How to Initiate a Redemption Request
Be sure to check 7.5 Frequent-Trading Limits and Section 8 Other Rules You Should Know before placing
your redemption request.

Email. You may redeem shares by completing a Share Redemption Form, scanning it and sending it via email to
the Fund Manager.

By regular mail. Our recommended practice is that you send a written request or completed Share Redemption
Form to the Fund Manager.

7.2 How to Receive Redemption Proceeds
By check. The Fund Manager generally issues a redemption check and mail it to you, normally within two
business days of your trade date. With prior special arrangement and upon consent of the Fund Manager, you
may request an electronic bank transfer or wire of funds.

Between Sub-Accounts. You may have the proceeds of a Fund redemption invested directly in shares of another
sub-account of the Fund. An example could be proceeds from an after tax investment account could be invested
in a Roth or IRA account to safisify contribution requirements for a particular tax year. You may initiate an
exchange by email or by regular mail.

7.3 Trade Date
The trade date for any redemption request received in good order will depend on the day and time the Fund
Manager receives your request and the manner in which you are redeeming. Your redemption will be executed
using the NAV as calculated on the trade date. NAVs are calculated only on days that the NYSE is open for
trading (a business day).

If the redemption request is received by the Fund Manager on a business day before the close of regular trading
on the NYSE (generally 4 p.m., Eastern time), the trade date will be the same day. If the redemption request is

                                                                                                              20
received on a business day after the close of regular trading on the NYSE, or on a nonbusiness day, the trade
date will be the next business day.

If your redemption request is not accurate and complete, it will be rejected. See Section 8 Other Rules You
Should Know and 8.4 Good Order.

7.4 Other Redemption Rules You Should Know
Documentation for certain accounts. Special documentation may be required to redeem from certain types of
accounts, such as trust, corporate, nonprofit, or retirement or tax-deferred accounts. Please call or email us
before attempting to redeem from these types of accounts.

Potentially disruptive redemptions. The Fund Manager reserves the right to pay all or part of a redemption in
kind—that is, in the form of securities—if we reasonably believe that a cash redemption would negatively affect
the fund’s operation or performance or that the shareholder may be engaged in market-timing or frequent trading.
Under these circumstances, the Fund Manager also reserves the right to delay payment of the redemption
proceeds for up to seven calendar days. By calling us before you attempt to redeem a large dollar amount, you
may avoid in-kind or delayed payment of your redemption.

Please see 7.5 Frequent-Trading Limits for information about the Fund’s policies to limit frequent trading.

Recently purchased shares. Although you can redeem shares at any time, proceeds may not be made available
to you until the Fund collects payment for your recent purchase. This may take up to ten calendar days for shares
purchased by check or by electronic bank transfer. If you have written a check on a fund with checkwriting
privileges, that check may be rejected if your fund account does not have a sufficient available balance. In such
case, the share purchase will be cancelled as well as the redemption; plus the Fund Manager will administer an
administrative fee for the check not honored.

Address change. We require address changes by email or standard mail and there may be a 15-day delay on our
ability to deliver redemptions to the new address. For security purposes, confirmations of address changes are
sent to both the old and new addresses.

Payment to a different person or address. At your request, we can make your redemption check payable to a
different person or send it to a different address. However, this requires the written consent of all registered
account owners and may require a signature guarantee. You may obtain a signature guarantee from some
commercial or savings banks, credit unions, trust companies, or member firms of a U.S. stock exchange. A
notary public cannot provide a signature guarantee.

No cancellations. The Fund Manager will not accept your request to cancel any redemption request once
processing has begun. Please be careful when placing a redemption request.

Emergency circumstances. The Fund Manager can postpone payment of redemption proceeds for up to seven
calendar days. In addition, the Fund Manager can suspend redemptions and/or postpone payments of redemption
proceeds beyond seven calendar days at times when the NYSE is closed or during emergency circumstances,
as determined by the SEC.

7.5 Frequent-Trading Limits
Because excessive transactions can disrupt administration of a fund, impede the investment strategy of the
Investment Manager, and increase the fund’s costs for all shareholders, The Fund Manager places certain limits
on frequent trading into and out of the ZillionZ™ Fund. The Fund limits an investor’s purchases into any
Fund account for 60 calendar days after that investor has redeemed out of the Fund. If the Fund Manager
detects repeated purchase/redemption cycles, the Fund reserves the right to not accept purchase requests from
the investor or to close that investor’s account.

The frequent-trading policy does not apply to the following:

        • Purchases of shares with reinvested dividend or capital gains distributions.
                                                                                                                   21
        • Redemptions of shares to pay fund or account fees.

        • Transaction requests submitted by mail to the Fund Manager. (Transaction requests submitted by
        fax are not mail transactions and are subject to the policy.)

        • Transfers and re-registrations of shares between sub-accounts of the same shareholder.

        • Conversions of shares from one share class to another in the same fund.

For participants in employer-sponsored defined contribution plans*, the frequent trading policy does not apply to:

        • Purchases of shares with participant payroll or employer contributions or loan repayments.

        • Purchases of shares with reinvested dividend or capital gains distributions.

        • Distributions, loans, and in-service withdrawals from a plan.

        • Redemptions of shares as a result of employee termination

        • Redemptions of shares as part of a plan termination or at the direction of the plan.

        • Redemptions of shares to pay fund or account fees.

        • Re-registrations of shares.

        • Conversions of shares from one share class to another in the same account.

        • Exchange requests submitted by mail to the Fund Manager. (Exchange requests submitted by fax
        are not mail requests and remain subject to the policy.)

* The following Fund accounts ARE subject to the frequent-trading policy: 401(k)s, Roths, SEP–IRAs, SIMPLE
IRAs, 529 college plans, small business retirement accounts and certain Section 403(b)(7) accounts. If we detect
suspicious trading activity, we will investigate and take appropriate action, which may include applying to a client’s
accounts the 60-day policy previously described, prohibiting a client’s purchases of fund shares, and/or closing
the client’s account.

7.6 Accounts Held by Intermediaries
The Fund Manager does not permit other institutions, investment advisors or counselors to establish accounts in
the Fund for the benefit of their clients, unless we are satisfied that that the investor has directly consented to the
establishment of that account. We may ask for such proof of consent and delegation of authority for the
intermediate party to control the account.

There are no assurances that the Fund Manager will successfully identify all intermediaries or that those
intermediaries will properly represent the interests of the client. If you invest with the Fund through an
intermediary, please read that firm’s materials carefully to learn of your rights, the limitations of your
representative, and any other rules or fees that may apply.


Section 8. Other Rules You Should Know
8.1 Prospectus, Shareholder Report and Statement Mailings
The Fund Manager attempts to minimize unnecessary administrative expenses by sending all documents,
statements and the prospectus by email unless a client requires a paper copy delivered by regular mail. The
annual fee for this additional cost of regular mail delivery is $25.00. The Fund Manager will eliminate duplicate

                                                                                                                     22
mailings by sending just one prospectus and/or report when two or more shareholders have the same last name
and address. You may request individual prospectuses and reports by contacting the Fund Manager in writing or
by e-mail.

Electronic delivery. The Fund Manager will normally deliver your account statements, transaction confirmations,
and fund financial reports electronically. When you establish an account with the Fund, you consent to the
electronic delivery of these documents. You may also change your mailing preference on the form or by email
notice at any time, and we will begin to send paper copies of these documents within 30 days of receiving your
notice. Note that the delivery of paper copies via regular mail results in an annual administrative charge.

8.2 Telephone Transactions
We are concerned about account accuracy and protection of your identity and therefore we will not set up your
account, accept investment instructions or process a disbursement by telephone. These safeguards are
designed to protect your investment.

8.3 Proof of Authority
We reserve the right to refuse any request for account information or direction to make changes to an account if
the requesting party is unable to provide necessary details about the account or if we reasonably believe that the
requestor is not an individual authorized to act on the account. Before we allow anyone to act on an account, we
may request the following information:

        • Authorization to act on the account (as the account owner or by legal documentation or other means).

        • Account registration and address.

        • Account number.

        • Other information relating to the caller, the account holder, or the account.

8.4 Good Order
We reserve the right to reject any transaction instructions that are not in “good order.” Good order generally
means that your instructions include:

        • The fund name and account number.

        • The amount of the transaction (stated in dollars, shares, or percentage).


Written instructions also must include:

        • Signatures of all registered owners.

        • Signature guarantees, if required for the type of transaction.

        • Any supporting documentation that may be required.

The Fund Manager reserves the right, without prior notice, to revise the requirements for good order.

8.5 Future Trade-Date Requests
The Fund Manager does not accept requests to hold a purchase or redemption transaction for a future date. All
such requests will receive trade dates as previously described in Purchasing Shares, Converting Shares, and
Redeeming Shares. The Fund Manager reserves the right to return future-dated transaction requests and/or
purchase checks if they are received after the effective date stated on the document.

                                                                                                                 23
8.6 Accounts With More Than One Owner
If an account has more than one owner or authorized person, Vanguard will accept written or email instructions
from any one owner or authorized person of such a joint account.

8.7 Responsibility for Fraud
The Fund Manager will not be responsible for any account losses because of fraud if we reasonably believe that
the person transacting business on an account is authorized to do so. Please take precautions to protect yourself
from fraud. Keep your account information private, and immediately review any account statements that we
provide to you. It is important that you contact the Fund Manager immediately about any transactions you believe
to be unauthorized.

8.8 Uncashed Checks
Please cash your distribution or redemption checks promptly. The Fund Manager will not pay interest on
uncashed checks.

8.9 Investing Through Other Firms
You may purchase or sell shares of the ZillionZ™ Fund through a financial intermediary, such as a bank,
broker, or investment advisor. We pay no commissions for such purchases. Please consult your financial
intermediary to determine if any shares are available through that firm and to learn about other rules that may
apply.

8.10 Account Service Fees
For most shareholders, The Fund Manager charges a $25.00 account service fee on any Fund accounts that
have a balance below $10,000 or below the minimum for the Share Class at any time during the fiscal year for
any reason, including market fluctuation. The account service fee applies to any account class and will be
assessed regardless of a fund’s minimum investment amount. The fee, which will be collected by redeeming fund
shares in the amount of $25.00, will be deducted from a fund account only once per calendar year at the earlier of
closing of an account by redemption or at year end.

If you elect to receive regular mail delivery of paper statements, reports, and other materials for all of your fund
accounts, the account service fee in the amount of $25.00 will be deducted from your account.

The account service fee due to small account size or mail delivery may apply to individual SEPs, SIMPLE IRAs
and Roth IRA accounts.

The account service fees do not apply accounts that comprise the aggregate assets of any company or
organization-sponsored defined contribution plans such as a 401(k) or 403(b)(7) Plan, any Section 529 college
savings plan, certain small-business accounts, and employer-sponsored retirement plans for which the Fund
Manager provides recordkeeping services.

8.11 Low-Balance Accounts
The Fund reserves the right to liquidate a fund account whose balance falls below the minimum initial investment
for any reason, including market fluctuation. This policy applies to any individual nonretirement fund accounts and
accounts that are held through intermediaries.

8.12 Right to Change Policies
In addition to the rights expressly stated elsewhere in this prospectus, The Fund Manager reserves the right to (1)
alter, add, or discontinue any conditions of purchase (including eligibility requirements), redemption, service, or
privilege at any time without prior notice; (2) accept initial purchases, transactions or redemptions by telephone;
                                                                                                                       24
(3) freeze any account and/or suspend account services if the Fund Manager has received reasonable notice of a
dispute regarding the assets in an account, including notice of a dispute between the registered or beneficial
account owners, or if we reasonably believe a fraudulent transaction may occur or has occurred; (4) temporarily
freeze any account and/or suspend account services upon initial written notification to the Fund Manager of the
death of the shareholder until Vanguard receives required documentation in good order; (5) alter, impose,
discontinue, or waive any redemption fee, account service fee, or other fees charged to a group of shareholders;
and (6) redeem an account or suspend account privileges, without the owner’s permission to do so, in cases of
threatening conduct or suspicious, fraudulent, or illegal activity. Changes may affect any or all investors. These
actions will be taken when, at the sole discretion of the Fund Manager, we reasonably believe they are deemed to
be in the best interest of a fund.

8.13 Share Class Changes
The Fund Manager reserves the right, without prior notice, to change the eligibility requirements of its share
classes, including the types of clients who are eligible to purchase each share class. No current investor of any
share class will be affected by such decision (that is, that investor will be “grandfathered”), but any future share
purchases will be governed by the new eligibility rules. All investors of the Fund will be notified within 30 calendar
days of such changes.


Section 9. Fund and Account Updates
9.1 Confirmation Statements
We will send, normally by email, a confirmation of your trade date and the amount of your transaction when you
buy or sell shares. However, we will not send confirmations reflecting the reinvestment of dividend or capital gains
distributions. Promptly review each confirmation statement that we provide to you by mail or online. It is
important that you contact the Fund Manager immediately with any questions you may have about any
transaction reflected on a confirmation statement, or the Fund Manager will consider the transaction properly
processed.

9.2 Account Portfolio Summaries
We will send, normally by email, quarterly account summaries to help you keep track of your accounts throughout
the year. Each summary shows the market value of your account at the close of the statement period, as well as
all distributions, purchases, and redemptions for the current calendar year. Promptly review each summary that
we provide to you by mail or online.

It is important that you contact the Fund Manager immediately with any questions you may have about any
transaction reflected on the summary, or the Fund Manager will consider the transaction properly processed.

9.3 Tax Statements
For most taxable accounts, we will send annual tax statements to assist you in preparing your income tax returns.
These statements, which are generally mailed in January, will report the previous year’s dividend and capital
gains distributions, proceeds from the sale of shares, and distributions from IRAs, 401(k)s, 403(b)s and other
retirement plans.

9.4 Cost Basis Review Statements
For most taxable accounts, Cost Basis Review Statements will accompany annual 1099B tax forms. These tax
forms show critical details about the shares that you redeemed during the previous calendar year: the actual cost
of shares, the date you purchased them, and fees you have paid at redemption. Do not file your taxes until you
have both the tax statements as well as the average-cost review statements. While the Cost Basis Review
Statement does not need to be filed with your tax return, it should be retained in your files to assist in responding
to inquiries from the Internal Revenue Service.

                                                                                                                   25
9.5 Annual and Semiannual Reports
We will send (usually by email) financial reports about the ZillionZ™ Fund four times a year: in February,
May, August and November. These comprehensive reports include overviews of the financial markets and
provide the following specific Fund information:

         • Performance assessments and comparisons with market benchmarks.

         • Financial statements with trading transaction summary and listing of the securities held by the Fund.

         • Ten largest stock portfolio holdings of the Fund and the percentage of the Fund’s total assets that
           each of these holdings represents.

This data is updated as of the most recent calendar-quarter-end. The Fund Manager may exclude any portion of
these portfolio holdings from publication when deemed in the best interest of the Fund. We also generally post
the as of the most recent calendar-quarter-end.

9.6 Contacting The Fund

Web:             ZillionZFund.com
                 For Fund news, account and service information, literature and form requests
                 24 hours a day, 7 days a week


Phone:           Harrish LLC: 678-528-3784
                 For service information and assistance.
                 During market hours, 9:30 a.m. to 4:00 pm Eastern time, Monday-Friday (holidays excluded)


Delivery:        The ZillionZ™ Fund
                 Harrish LLC, Fund Manager
                 249 Pheasant Ridge
                 Newnan, GA 30265 U.S.A.
                 For Regular Mail, Registered or Certified, Express or Overnight (all accounts)




                                                                                                                   26
Appendix 1: Glossary of Investment Terms
Active Management. An investment approach that seeks to exceed the average returns of the financial markets.
Active managers rely on research, market forecasts, and their own judgment and experience in selecting
securities to buy and sell.

Trading Gains (Losses). Increase (or decrease) in share value of a mutual fund of gains realized on securities that
a fund has sold at a profit (or loss), minus any realized losses.

Cash Investments. Cash deposits, short-term bank deposits, and money market instruments that include U.S.
Treasury bills and notes, bank certificates of deposit

Common Stock. A security representing ownership rights in a corporation. A stockholder is entitled to share in the
company’s profits, some of which may be paid out as dividends.

Dividend Distribution. Payment to mutual fund shareholders of income from interest or dividends generated by a
fund’s investments.

Expense Ratio. The percentage of a fund’s average net assets used to pay its expenses during a fiscal year. The
expense ratio includes management expenses — such as advisory fees, account maintenance, reporting,
accounting, legal, and other administrative expenses—and any 12b-1 distribution fees. It does not include the
transaction costs of buying and selling portfolio securities.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in
accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the
day after that period ends. Investment performance is measured from the inception date.

Median Market Capitalization. An indicator of the size of companies in which a fund invests; the midpoint of
market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the
fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations
above the median, and the rest are below it.

Passive Management. A low-cost investment strategy in which a mutual fund attempts to track—rather than
outperform—a specified market benchmark or “index”; also known as indexing.

Principal. The face value of a debt instrument or the amount of money put into an investment.

Securities. Stocks, bonds, money market instruments, and other investment vehicles.

Total Return. A percentage change, over a specified time period, in a mutual fund’s net asset value, assuming the
reinvestment of all distributions of dividends and capital gains.

Volatility. The fluctuations in value of a mutual fund or other security. The greater a fund’s volatility, the wider the
fluctuations in its returns.

Yield. Income (interest or dividends) earned by an investment, expressed as a percentage of the investment’s
price.




                                                                                                                       27
Appendix 2: History of ZillionZ™ Fund Share Values (NAV)
 Quarter Ending   Net Asset Value ($)   Quarter Gain/(Loss)   Turnover
  31 Dec 2006         10.000000              Inception           n/a
  31 Mar 2007         10.188196                 1.88%          No data
  30 Jun 2007         10.995992                 7.93%          No data
  30 Sep 2007         11.816138                 7.46%          2294%
  31 Dec 2007         12.363394                 4.63%          1705%
  31 Mar 2008         11.167344                -9.67%          1073%
  30 Jun 2008         12.167064                 8.95%          2075%
  30 Sep 2008         14.542266                19.52%          3100%
  31 Dec 2008         11.944516               -17.86%          1360%
  31 Mar 2009         11.475538                -3.93%          1240%
  30 Jun 2009         14.768229                28.69%          2470%
  30 Sep 2009         15.959828                 8.07%          2060%
  31 Dec 2009         18.605038                16.57%          1320%
  31 Mar 2010         18.240659                -1.96%          1560%
  30 Jun 2010         18.685064                 2.44%          1945%
  30 Sep 2010         19.455705                 4.12%          1885%
  31 Dec 2010         20.796203                 6.89%          1575%
  31 Mar 2011         22.442954                 7.92%          1845%
  30 Jun 2011         23.656517                 5.41%          1530%
  30 Sep 2011         20.597939               -12.93%          1520%
  31 Dec 2011         23.387946                13.55%          2085%




                                                                         28
For More Information
If you would like more information about the ZillionZ™ Fund, the following documents are available free upon
request:

                Annual/Quarterly Reports to Shareholders

In the annual report, you will find a discussion of the market conditions and investment strategies that significantly
affected the Fund’s performance during its last fiscal year.

                Statement of Additional Information (SAI)

The SAI provides more detailed information about the Fund.

The current annual and quarterly reports and the SAI are incorporated by reference into (and are thus legally a
part of) this prospectus.

Information Provided by the Securities and Exchange Commission (SEC)
You can review and copy information about the Fund (including the SAI) at the SEC’s Public Reference Room
in Washington, DC. To find out more about this public service, call the SEC at 202-551-8090. Reports and other
information about the Fund are also available in the EDGAR database on the SEC’s Internet site at www.sec.gov,
or you can receive copies of this information, for a fee, by electronic request at the following e-mail address:

                publicinfo@sec.gov, or by

writing to:

                The Public Reference Section
                Securities and Exchange Commission
                Washington, DC 20549-0102.

Fund’s Investment Company Act file number: xxx-xxxx

© 2012 Harrish LLC. All rights reserved.




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