KOBREN INSIGHT FUNDS
N-30D, 1999-02-25
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                         Kobren Insight Management, Inc.
                              Kobren Insight Funds

      Kobren Growth, Kobren Moderate Growth, Kobren Conservative Allocation

                                  Annual Report
                                December 31, 1998

Message To Shareholders

Volatile Year Ends On A Good Note

     Like the weather in New England,  if you didn't like what was  happening in
the stock market over the past year, all you had to do was wait. A very volatile
1998 closed with some positive news as the market and our funds recovered during
the fourth  quarter,  recouping all of the losses they suffered  during the late
summer and early fall ... and then some.

[Picture of Eric M. Kobren]

         In our third  quarter  report we wrote about the quick turn in investor
sentiment.  As the market declined during the summer, many investors went from a
feeling of tremendous greed to outright fear. Then, in early October, the market
responded to another  interest-rate  cut and retraced its earlier  losses.  Once
again,  it appears that  investors  are in the greed mode.  We're not saying the
market is going to drop tomorrow,  but it is a little  disconcerting  that a few
"hot stocks" have once again become the top subject of conversation.
         It is important to understand  that much of the market's gain last year
was the result of just a handful of high-growth technology companies.  Fully 25%
of the market's  gain,  as measured by the S&P 500,  came from just five stocks:
Intel, Cisco,  Microsoft,  Lucent and Dell. And even though small-cap stocks did
experience a surge last quarter,  one-third of the small-cap  stocks  tracked by
Morningstar still declined 30% or more during 1998.

Managing Risk Through Asset Allocation

         As  large-cap  stocks   outperformed   small  caps,  the  disparity  in
valuations   have   become  even  more   pronounced.   Indeed,   the   large-cap
stock-oriented S&P 500 ended the year with a price-earnings multiple of about 30
versus an  historic  average of 14. This is all the more  remarkable  given that
economic  growth  is  slowing  to a crawl  and  corporate  earnings  in 1999 are
expected to grow less than 5%.
         For these  reasons,  we enter 1999 even more committed to managing risk
by  diversifying  each fund by asset  class and  investment  style.  Rather than
jumping  on  the  bandwagon  of  high-growth  technology-oriented  funds,  we've
maintained a healthy dose of stock  exposure in areas that have (in our opinion)
less  downside  risk.  This  includes  investing  in  value-oriented  large- and
small-cap funds. Small caps, for example,  are selling at only 20 times earnings
on average,  despite having higher  expected  growth rates than their  large-cap
cousins.  And all funds  include at least  some  exposure  to the  international
markets.

A Frustrating Year for Managers ...

         With more than 90% of actively  managed stock funds failing to beat the
S&P 500,  1998 was a  particularly  frustrating  year  for most  fund  managers.
Nevertheless,  we spent  the  fourth  quarter  making  sure  that  the  managers
investing  your money were sticking to their  disciplines,  and not allowing the
market's volatility and lack of breadth to blur their investment  processes.  We
are happy to report that in  virtually  all  instances,  our  managers  remained
focused  and  looked  at  the   market's   wide   swings  as  great   investment
opportunities.

 ... And for Us

         We can point to the  irrational  behavior of the market for not meeting
our  expectations  for  each  fund.  But the  fact is that we had our  share  of
mistakes and frustrating  moments over the past year.  Despite a fairly accurate
economic analysis,  in hindsight,  we made some poor asset allocation decisions.
We also may have been overly concerned with current market  valuations  relative
to historic norms. This led to a lower allocation in the top-performing  sectors
last year.  We've  taken steps to address  these  issues  which we believe  will
result in improved performance on both an absolute and a relative basis.
         Despite this  critical  self-evaluation,  we are very  confident in the
quality and depth of our research.  We continue to be applauded by fund managers
for our  thorough  and  insightful  research.  Our staff  continues to meet with
managers in their offices,  at our office,  at conferences,  and via phone. Over
the past year  we've  installed  numerous  computer  programs  and  developed  a
database of fund  information  that  allows us to quickly  hone in on funds that
require our immediate attention.
         We expect  volatility  to  continue,  and top stock  pickers  should be
rewarded going forward. Thank you for the confidence and trust you have shown in
our funds.

                                                Sincerely,
                                                /s/ ERIC
                                                Eric M. Kobren
                                                President and Portfolio Manager

Kobren Growth Fund (12/31/98)

Kobren  Growth  Fund  (Ticker:   KOGRX):  Both  large-  and  small-  cap  stocks
experienced a bounce in the fourth  quarter as the S&P 500  rebounded  21.3% and
the Russell 2000 rose 16.3%. The recovery was very narrow as investors continued
to  favor  growth  stocks  over  value  stocks.  For  the  year,  Kobren  Growth
underperformed  the  large-cap  benchmarks  due to our focus on smaller,  value-
oriented  funds.  We  committed  to this area of the market  for its  attractive
pricing.  However,  this sector never received as much investor  attention as we
felt it deserved.  Trouble in Asia and slowing profit growth  weakened  investor
confidence,  shifting  focus to the larger  and  better-known  growth  companies
regardless of their lofty valuations.
         Two star  performers of 1998,  Janus Twenty and Artisan  International,
held top positions in the portfolio  throughout the year.  While  accounting for
approximately  30% of assets,  these two funds drove  performance  in the fourth
quarter as Janus Twenty surged 29.7% and Artisan International  increased 24.9%.
Both funds are managed by pure bottom-up stock pickers,  one concentrated in the
U.S. and the other in Europe.
         Major changes throughout the past year were the elimination of our real
estate position as well as an increased  emphasis on larger-cap growth and value
funds.  We've  continued  to  focus on  concentrated  funds  run by savvy  stock
pickers, and these managers know their holdings very well. We expect these funds
to excel in a choppy 1999.

[Double Line Chart]

Value of $10,000 invested 12/16/96

                           12 Months            Annualized
                           Ended                Since Inception
Total Return (%)           12/31/98             (12/16/96)
Kobren Growth              +11.5                +14.3
S&P 500                    +28.7                +32.0

[Pie Chart]

Asset Allocation*

Bonds                                5%
Cash & Other Assets                  7%
International                       16%
U.S. Stocks                         72%

[Pie Chart]

Style Allocation*

Sector                               3%
Bonds                                5%
Cash & Other Assets                  7%
International                       16%
Small Cap Value                     17%
Large Cap Growth                    20%
Large Cap Value                     32%

Top Holdings*

Kobren Growth                       Style                        Alloc(%)
- -------------                       -----                        --------
Oakmark                             Large Cap Value              18.5
Janus Twenty                        Large Cap Growth             14.7
Longleaf Partners                   Large Cap Value              13.8
Longleaf Partners Small Cap         Small Cap Value               9.4
Artisan International               International                 8.1
Artisan International Inst'l Class  International                 7.6
Marsico Growth & Income             Large Cap Growth              5.7
U.S. Treasury Strip, 3.21% 8/15/20  Bonds                         4.7
Dreyfus Cash Management Plus        Money Market                  4.4
Neuberger & Bergman Genesis Trust   Small Cap Value               4.2
Oakmark Small Cap                   Small Cap Value               3.6
Fidelity Select Air Transportation  Sector                        2.7

Total Fund Assets                   $64,506,745

[Bar Chart]

Top Sectors**
(Total may not equal 100%)

Services                   28.7
Financial                  16.4
Ind. Cyclicals             13.6
Technology                 11.7
Cons. Staples               8.7
Health                      8.1
Cons. Durables              8.0
Energy                      2.2
Retail                      1.7
Utilities                   0.9

*   Based on total investments.
**  Equities only.

Kobren Moderate Growth Fund (12/31/98)

Kobren  Moderate  Growth Fund  (Ticker:  KOMGX):  After a very  successful  1997
(+23.3%),  Kobren  Moderate  Growth  had a  disappointing  year  (+3.4%)  as our
aversion to overpriced  market sectors  largely kept us away from 1998's biggest
winners. Our 25% allocation to bonds (flat for the quarter),  5% in real estate,
and a more  value-oriented  approach did not pay off in a market where investors
bid technology-oriented and Internet stocks into the stratosphere.
         Bright  spots in the  portfolio  this year were Tweedy,  Browne  Global
Value, along with Marsico Growth & Income. The management team of Tweedy, Browne
Global Value  concentrated in household  finance and basic cyclicals,  which are
trading at large  discounts to book value.  On the growth  side,  Tom Marsico of
Marsico Growth & Income favored pharmaceuticals and regional banks, leading to a
stellar first year (+43.4%) for this fund. Although we dramatically  reduced our
exposure to real estate in the fourth quarter,  this sector has not regained the
investor attention it had in 1996 and 1997. Also, the portfolio's  allocation to
U.S.  Treasuries,  while  minimizing  volatility,  could  not keep pace with the
spectacular equity market returns.
         Looking  ahead  to 1999,  we  expect  volatility  will  remain,  if not
increase.  Given the more risk-averse  charter of this fund, we remain committed
to staying  well-diversified,  while  concentrating  on managers who have proven
their  stock-picking  prowess. As evidenced by our 11% fourth quarter gain, this
fund contains plenty of firepower while remaining prudently invested.

[Double Line Chart]

Value of $10,000 invested 12/24/96

                                    12 Months              Annualized
                                    Ended                  Since Inception
Total Return (%)                    12/31/98               (12/24/96)
Kobren Moderate Growth              +3.4                   +13.1
S&P 500                             +28.7                  +29.7

[Pie Chart]

Asset Allocation*

Cash                                 2%
International                       16%
Bonds                               23%
U.S. Stocks                         59%

[Pie Chart]

Style Allocation*

Cash                                 2%
Real Estate                          6%
Small Cap Value                     10%
International                       16%
Large Cap Value                     21%
Large Cap Growth                    22%
Bonds                               23%

Top Holdings*

Kobren Moderate Growth              Style                        Alloc(%)
- ----------------------              -----                        --------
Tweedy, Browne Global Value         International                15.6
Longleaf Partners                   Large Cap Value              11.2
Skyline Special Equities            Small Cap Value              10.2
MAS Pooled Value                    Large Cap Value              10.0
Marsico Growth & Income             Large Cap Growth              8.6
PIMCo Cadence Capital App Inst'l    Large Cap Growth              8.3
Longleaf Partners Realty            Real Estate                   5.6
Fidelity Adv Growth Opp'ty, CI.T    Large Cap Growth              4.9
Treasury Note, 6.50% 08/15/05       Bond                          4.1
Treasury Note, 7.50% 02/15/05       Bond                          3.7
Treasury Note, 7.25% 08/15/04       Bond                          3.6
Treasury Note, 8.125% 08/15/19      Bond                          3.6
Treasury Note, 5.625% 11/30/99      Bond                          2.7
Treasury Note, 6.00% 02/15/26       Bond                          2.3
Treasury Note, 7.00% 07/15/06       Bond                          1.8
Dreyfus Cash Management Plus        Money Market                  1.8
Vang. Interm-Term Treas.            Bond                          1.7

Total Fund Assets                   $46,957,981

[Bar Chart]

Top Sectors**
(Total may not equal 100%)

Services                   22.9
Financial                  18.8
Ind. Cyclicals             16.5
Cons. Staples               9.0
Technology                  8.5
Health                      8.4
Retail                      8.2
Cons. Staples               3.7
Energy                      2.8
Utilities                   1.2

*   Based on total investments.
**  Equities only, excludes real estate funds.

Kobren Conservative Allocation Fund (12/31/98)

Kobren  Conservative  Allocation  Fund  (Ticker:  KOCAX):  Despite a very strong
fourth quarter for a fund with a conservative charter (+8.5%), we were only able
to eke out single digit gains for the year (+3.4%). Our value-oriented bias hurt
the fund as investors continued to flock to growth stocks at almost any price.
         The largest  contributions  to  performance  in 1998 were from  Marsico
Growth &  Income  (+43.4%),  Gabelli  Westwood  Equity  (+13.1%),  and  Longleaf
Partners Small Cap (+12.7%).  Tom Marsico's approach for Marsico Growth & Income
combines a  macro-economic  analysis with  bottom-up  stock  selection.  Gabelli
Westwood  Equity  manager,  Susan Byrne,  has  positioned  her portfolio in more
defensive,  less growth-oriented areas. Also, while small-cap value funds didn't
shine this year, we owned one of the best in Longleaf Partners Small Cap.
         Although  the bond  holdings  did not help  during  the  strong  fourth
quarter rally, we were pleased with their  contribution to total return for most
of the year.  We continue to hold bonds,  as we don't expect  interest  rates to
dramatically  increase and can enjoy the income and stability  they bring to the
portfolio.  If 1999 is as volatile as we expect,  this portion of the  portfolio
should serve as an anchor during a very uncertain period.

[Double Line Chart]

Value of $10,000 invested 12/30/96

                                    12 Months               Annualized
                                    Ended                   Since Inception
Total Return (%)                    12/31/98                (12/30/96)
Kobren Conservative Allocation      +3.4                    +11.5
S&P 500                             +28.7                   +29.7

[Pie chart]
Asset Allocation*

Cash                                 2%
International                       11%
Bonds                               35%
U.S. Stocks                         52%

[Pie Chart]

Style Allocation*

Cash                                 2%
Real Estate                          5%
International                       11%
Large Cap Growth                    11%
Small Cap Value                     10%
Large Cap Value                     26%
Bonds                               35%

Top Holdings*

Kobren Conservative Allocation      Style                        Alloc(%)
- ------------------------------      -----                        --------
Marsico Growth & Income             Large Cap Growth             11.3
Franklin Mutual Beacon, Cl. Z       Large Cap Value              10.6
Tweedy, Browne Global Value         International                10.6
Fidelity Value                      Large Cap Value               9.9
Treasury Note, 7.25% 08/15/04       Bond                          9.4
Treasury Bond, 8.125% 08/15/19      Bond                          8.5
Treasury Note, 7.50% 02/15/05       Bond                          5.8
Gabelli Westwood Equity             Large Cap Value               5.2
Third Avenue Value                  Small Cap Value               5.2
Longleaf Partners Small Cap         Small Cap Value               5.0
Morgan Stanley Inst'l Real
Estate, Cl. A                       Real Estate                   4.9
Treasury Note, 7.00% 07/15/06       Bond                          4.3
PIMCo Total Return Inst'l           Bond                          2.9
Treasury Bond, 6.00% 02/15/26       Bond                          2.8
Dreyfus Cash Management Plus        Money Market                  1.9
Treasury Note, 6.50% 08/15/05       Bond                          1.4

Total Fund Assets                   $19,709,986

[Bar Chart]

Top Sectors**
(Total may not equal 100%)

Financial                  20.9
Services                   19.0
Ind. Cyclicals             17.4
Technology                 10.4
Cons. Durables             10.2
Health                      6.0
Energy                      5.9
Retail                      4.5
Cons. Staples               4.3
Utilities                   1.4

*   Based on total investments.
**  Equities only, excludes real estate funds.

Kobren Insight  Management,  Inc. is the registered  investment  adviser for the
Kobren Insight Funds, and Kobren Insight Brokerage,  Inc., a NASD broker/dealer,
is the distributor for the Funds. Performance data reflects past performance and
is not a guarantee of future  results.  Cumulative  total return figures include
reinvestment of all  distributions.  Investment  return and principal value will
fluctuate with market  conditions and an investor's  shares when redeemed may be
worth more or less than their original cost. International investing has special
risks, including currency fluctuation,  political and economic instability,  and
the volatility of emerging markets. The adviser absorbs certain expenses of each
Kobren Insight Fund, without which total return would have been lower. Portfolio
holdings are also subject to change. Copyright c1999.  Reproductions in whole or
in part are  prohibited  except by  permission.  Data  sources:  Kobren  Insight
Management,  Inc. and  Morningstar.  Postmaster:  Send address changes to Kobren
Insight Funds,  PO Box 5146,  Westborough,  MA  01581-9936.  This report must be
preceded  or  accompanied  by a  prospectus.  Please  read it  carefully  before
investing.  You may  obtain  a  prospectus  by  calling  a Kobren  Insight  Fund
representative at 1-800-4KOBREN (1-800-456-2736) or by visiting www.kobren.com.

                            Portfolio of Investments
                               Kobren Growth Fund
                                December 31, 1998

SHARES            MUTUAL FUNDS - 92.70%                       VALUE  (Note 1)

                           Large Cap Value - 32.37%
366,091           Longleaf Partners Fund                      $8,928,967
333,601           Oakmark Fund                                11,949,597
                                                              20,878,564

                           Large Cap Growth - 20.44%
178,093           Janus Twenty Fund                            9,492,365
257,644           Marsico Growth & Income Fund                 3,694,601
                                                              13,186,966
                           Small Cap Value - 17.11%
275,293           Longleaf Partners Small-Cap Fund             6,042,683
132,742           Neuberger & Berman Genesis Trust             2,699,979
155,147           Oakmark Small Cap Fund                       2,291,527
                                                              11,034,189
                           International - 15.69%
325,193           Artisan International Fund                   5,242,105
302,373           Artisan International Fund,
                           Institutional Class                 4,877,277
                                                              10,119,382
                           Money Market Fund - 4.36%
2,815,251         Dreyfus Cash Management Plus Fund            2,815,251

                           Sector Fund - 2.66%
67,781            Fidelity Select Air Transportation Fund      1,714,867

                           Small Cap Growth - 0.07%
1,712             RBB Fund Inc. Numeric Growth Fund               22,579
1,479             RBB Fund Inc. Numeric Investors Micro Cap       24,873
                                                                  47,452

                           Total Mutual Funds
                           (Cost $53,294,435)                $59,796,671


PRINCIPAL AMT     U.S. TREASURY STRIP - 4.71% (Cost $3,055,006)
$10,000,000                3.210%, 8/15/20                     3,037,100

TOTAL INVESTMENTS
(Cost $56,349,501*)                 97.41%                    62,833,771

OTHER ASSETS AND LIABILITIES
(Net)                                2.59%                     1,672,974

NET ASSETS                         100.00%                   $64,506,745

*For Federal income tax purposes, cost is $56,590,403 and
appreeciation/(depreciation) is as follows:

         Unrealized appreciation:            $7,596,392
         Unrealized depreciation:            (1,353,024)
         Net unrealized appreciation:        $6,243,368

                            Unaudited Tax Information
Kobren  Growth Fund paid  $1,309,372  in long term capital  gains for the fiscal
year ended 12/31/98.


                        See Notes to Financial Statements


                            Portfolio of Investments
                           Kobren Moderate Growth Fund
                                December 31, 1998

SHARES            MUTUAL FUNDS - 78.02%                       VALUE  (Note 1)

                           Large Cap Growth - 21.83%
45,419            Fidelity Advisor Growth Opportunities
                  Fund, Class T                               $2,280,486
282,481           Marsico Growth & Income Fund                 4,050,774
157,184           PIMCo Cadence Capital Appreciation
                  Fund, Institutional Class                    3,920,164
                                                              10,251,424
                           Large Cap Value - 21.21%
216,105           Longleaf Partners Fund                       5,270,795
324,037           MAS Pooled Value Fund                        4,688,820
                                                               9,959,615
                           International - 15.63%
436,486           Tweedy, Browne Global Value Fund             7,341,689

                           Small Cap Value - 10.22%
242,748           Skyline Special Equities Fund                4,801,565

                           Real Estate - 5.57%
179,608           Longleaf Partners Realty Fund                2,613,292

                           Money Market Fund - 1.81%
849,560           Dreyfus Cash Management Plus Fund              849,560

                           Bond - 1.75%
73,593            Vanguard Intermediate-Term
                  Treasury Fund                                  819,825

                           Total Mutual Funds
                           (Cost $35,573,679)                $36,636,970


PRINCIPAL AMT     U.S. TREASURY OBLIGATIONS - 21.71%

                  U.S. Treasury Notes - 15.83%
$1,250,000        5.625%  11/30/99                             1,261,621
1,500,000         7.250%  08/15/04                             1,683,516
1,500,000         7.500%  02/15/05                             1,714,570
1,750,000         6.500%  08/15/05                             1,920,762
750,000           7.000%  07/15/06                               852,480
                                                               7,432,949
                  U.S. Treasury Bonds - 5.88%
1,000,000         6.000%  02/15/26                             1,091,836
1,250,000         8.125%  08/15/19                             1,667,383
                                                               2,759,219

                  Total U.S. Treasury Obligations
                  (Cost $9,645,369)                           10,192,168

TOTAL INVESTMENTS
     (Cost $45,219,048*)                99.73%                46,829,138

OTHER ASSETS AND LIABILITIES
     (Net)                               0.27%                   128,843

NET ASSETS                             100.00%               $46,957,981

*For Federal income tax purposes, cost is $45,373,673 and
appreciation/(depreciation) is as follows:

         Unrealized appreciation:            $2,775,778
         Unrealized depreciation:            (1,320,313)
         Net unrealized appreciation:        $1,455,465

                            Unaudited Tax Information
Kobren  Moderate  Growth Fund paid $1,048,296 in long term capital gains for the
fiscal year ended 12/31/98.


                        See Notes to Financial Statements


                            Portfolio of Investments
                       Kobren Conservative Allocation Fund
                                December 31, 1998

SHARES            MUTUAL FUNDS - 67.48%                       VALUE  (Note 1)

                           Large Cap Value - 25.81%
42,228            Fidelity Value Fund                         $1,957,279
159,968           Franklin Mutual Beacon Fund,
                  Class Z                                      2,098,775
102,569           Gabelli Westwood Equity Fund                 1,030,815
                                                               5,086,869
                           Large Cap Growth - 11.29%
155,197           Marsico Growth & Income Fund                 2,225,531

                           International - 10.55%
123,665           Tweedy, Browne Global Value Fund             2,080,054

                           Small Cap Value - 10.19%
31,717            Third Avenue Value Fund                      1,024,152
44,857            Longleaf Partners Small Cap Fund               984,614
                                                               2,008,766
                           Real Estate - 4.86%
75,320            Morgan Stanley Institutional
                  Real Estate Fund, Class A                      957,314

                           Bond - 2.86%
53,508            PIMCo Total Return Institutional Fund          563,971

                           Money Market Fund - 1.92%
376,969           Dreyfus Cash Management Plus Fund              376,969

                           Total Mutual Funds
                           (Cost $13,256,325)                $13,299,474


PRINCIPAL AMT     U.S. TREASURY OBLIGATIONS - 32.14%

                  U.S. Treasury Notes - 20.91%
1,650,000         7.250%  08/15/04                             1,851,867
1,000,000         7.500%  02/15/05                             1,143,047
250,000           6.500%  08/15/05                               274,395
750,000           7.000%  07/15/06                               852,480
                                                               4,121,789
                  U.S. Treasury Bonds - 11.23%
1,250,000         8.125%  08/15/19                             1,667,384
500,000           6.000%  02/15/26                               545,918
                                                               2,213,302
                  Total U.S. Treasury Obligations
                  (Cost $5,879,003)                            6,335,091

TOTAL INVESTMENTS
(Cost $19,135,328*)                 99.62%                    19,634,565

OTHER ASSETS AND LIABILITIES
(Net)                                0.38%                        75,421

NET ASSETS                         100.00%                   $19,709,986

*For Federal income tax purposes, cost is $19,208,366 and
appreciation/(depreciation) is as follows:

          Unrealized appreciation:           $857,527
          Unrealized depreciation:          ($431,328)
          Net unrealized appreciation:       $426,199

                            Unaudited Tax Information
Kobren Conservative Allocation Fund paid $426,542 in long term capital gains for
the fiscal year ended 12/31/98.


                        See Notes to Financial Statements


                      Statements of Assets and Liabilities
                              Kobren Insight Funds
                                December 31, 1998

                              Kobren      Kobren Moderate    Kobren Conservative
                            Growth Fund     Growth Fund        Allocation Fund
Assets:

Investments, at value
See accompanying
schedules                  $62,833,771      $46,829,138       $19,634,565
Cash                               165                -                 -
Dividends receivable            13,724            6,775             2,772
Interest receivable                  -          238,867           153,598
Receivable for investment
securities sold              1,735,996                -                 -
Receivable for fund
shares sold                     63,136           33,806             5,341
Unamortized organization
costs                           12,416            6,208             6,277
Prepaid expenses and other
net assets                      19,376           13,910                 -
     Total assets           64,678,584       47,128,704        19,802,553

Liabilities:

Payable to custodian                 -            3,492             5,940
Payable for fund shares
redeemed                        67,616           60,114            24,212
Distributions payable           20,053           38,252            31,175
Investment advisory
fee payable                     31,721           20,511             3,485
Administration fee payable       5,625            5,625             5,625
Transfer agent fees payable      8,000            7,333             4,667
Accrued trustees' fees
and expenses                     2,500            2,500             2,500
Accrued expenses and other
payables                        36,324           32,896            14,963
     Total liabilities         171,839          170,723            92,567

Net Assets                 $64,506,745      $46,957,981       $19,709,986
- ----------

Investments, at cost       $56,349,501      $45,219,048       $19,135,328

NET ASSETS consist of:

Undistributed net
investment income                   $-               $-                $-
Accumulated net realized
gain/(loss) on
investments sold             1,357,613          897,914          (560,666)
Net unrealized appreciation
of investments               6,484,270        1,610,090           499,237
Par value (shares of beneficial interest, $.001 per share)
                                 5,144            3,960             1,762
Paid-in capital in excess of par value
                            56,659,718       44,446,017        19,769,653

NET ASSETS                 $64,506,745      $46,957,981       $19,709,986

SHARES OUTSTANDING           5,144,196        3,959,727         1,761,910

Net asset value, offering and redemption price per share
                                $12.54           $11.86            $11.19


                        See Notes to Financial Statements


                            Statements of Operations
                              Kobren Insight Funds
                      For the Year Ended December 31, 1998

                              Kobren      Kobren Moderate    Kobren Conservative
                            Growth Fund     Growth Fund        Allocation Fund
INVESTMENT INCOME:
Dividends                     $421,985         $472,979          $323,338
Interest                        53,788          598,393           342,871
Total investment income        475,773        1,071,372           666,209

EXPENSES:
Investment advisory fee        495,612          388,684           165,999
Administration fee              67,500           67,500            67,500
Transfer agent fees             62,136           55,704            42,076
Custodian fees                   3,130            3,599             3,441
Professional fees               36,027           31,264            10,828
Trustees' fees and
expenses                        11,956            9,874             5,059
Registration and
filing fees                     17,452           18,524            16,129
Amortization of organization
costs                            4,200            2,100             2,100
Other                           11,970           10,173             4,624
Total expenses                 709,983          587,422           317,756
Expenses reimbursed
by investment adviser          (49,566)         (69,479)          (96,407)
Other reductions               (56,320)         (44,404)                -
Net expenses                   604,097          473,539           221,349
NET INVESTMENT INCOME/
(LOSS)                        (128,324)         597,833           444,860

NET REALIZED AND UNREALIZED
GAIN/(LOSS) ON INVESTMENTS:
Net realized gain/(loss) from
security transactions        (1,711,222)     (1,938,559)       (1,178,310)
Short term capital gain
distributions received          266,876         224,103           140,633
Long term capital gain
distributions received        3,925,774       2,836,492           618,165
Change in unrealized
appreciation/(depreciation)
of securities                 3,983,749        (371,379)          346,115
Net realized and unrealized
gain/(loss) on investments    6,465,177         750,657           (73,397)
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS    $6,336,853      $1,348,490          $371,463


                        See Notes to Financial Statements


                       Statements of Changes in Net Assets
                              Kobren Insight Funds
                      For the Year Ended December 31, 1998

                              Kobren      Kobren Moderate    Kobren Conservative
                            Growth Fund     Growth Fund        Allocation Fund
Net investment
income/(loss)                 $(128,324)       $597,833          $444,860
Net realized gain/(loss)
from security transactions   (1,711,222)     (1,938,559)       (1,178,310)
Short term capital gains
distributions received          266,876         224,103           140,633
Long term capital gains
distributions received        3,925,774       2,836,492           618,165
Change in unrealized
appreciation/(depreciation)
of investments                3,983,749        (371,379)          346,115
Net increase in net assets
resulting from operations     6,336,853       1,348,490           371,463
Distribution to shareholders from:
Net investment income and
short term capital gains       (138,552)       (821,936)         (585,493)
Net realized gains
on investments               (1,309,372)     (1,048,296)         (426,542)
Total distributions          (1,447,924)     (1,870,232)       (1,012,035)
Net increase/(decrease)
in net assets from fund
share transactions           (2,891,457)      4,098,746         2,875,190

Net increase in net assets    1,997,472       3,577,004         2,234,618
Net Assets:
Beginning of period          62,509,273      43,380,977        17,475,368
End of period               $64,506,745     $46,957,981       $19,709,986

Undistributed net investment
income at end of period              $-              $-                $-


                              Kobren Insight Funds
                      For the Year Ended December 31, 1998

                              Kobren      Kobren Moderate    Kobren Conservative
                            Growth Fund     Growth Fund        Allocation Fund

Net investment income          $261,121        $656,855          $354,447
Net realized gain/(loss)
on investment                (1,716,593)        (52,046)            2,902
Short term capital gains
distributions received        1,165,983         946,535           459,166
Long term capital gains
distributions received        2,169,928       1,102,350           470,684
Change in unrealized appreciation
of investments                2,499,144       1,981,333           153,396
Net increase in net assets
resulting from operations     4,379,583       4,635,027         1,440,595
Distribution to shareholders from:
Net investment income          (261,121)       (656,929)         (354,446)
Short term capital gains     (1,165,983)       (946,535)         (459,166)
Net realized gain/(loss)
on investments                     (902)         (2,027)          (47,565)
Total distributions          (1,428,006)     (1,605,491)         (861,177)
Net increase in net assets from
fund share transactions      59,306,348      40,161,231        16,731,225

Net increase in net assets   62,257,925      43,190,767        17,310,643
Net Assets:
Beginning of period             251,348          190,210          164,725
End of period               $62,509,273      $43,380,977      $17,475,368

Undistributed net investment
income at end of period             $-                $-               $-


                        See Notes to Financial Statements


                              Financial Highlights
                               Kobren Growth Fund

                              For the Year   For the Year     For the Period
                              Ended          Ended            Ended
                              12/31/98(f)    12/31/97         12/31/96(a)
Net asset value - beginning
of period                         $11.51        $10.24          $10.00

Net investment income/(loss)       (0.02)         0.05            - (d)
Short term capital
gains received                      0.05          0.22            -
Net realized and unrealized
gains on investments                1.29          1.27            0.24
Net increase in net assets
resulting from investment
operations                          1.32          1.54            0.24

Distributions from net
investment income                    -           (0.05)            -
Distributions from short term
capital gains received             (0.03)        (0.22)            -
Distributions from net realized
long term capital gains            (0.26)         0.00 (d)         -
Total distributions                (0.29)        (0.27)            -

Net asset value - end of
period                            $12.54        $11.51          $10.24
Total return (b)                   11.45%        15.03%           2.40%

Ratios to average net assets/supplemental data:
Net assets, end of period
(in 000's)                       $64,507       $62,509            $251
Ratio of net investment income/(loss)
to average net assets              -0.19%         0.60%          -0.97%(c)(e)
Ratio of operating expenses to
average net assets after
reimbursements and reductions       0.91%         0.89%           1.00%    (c)
Portfolio turnover rate               62%           43%           n/a      (e)
Ratio of operating expenses to
average net assets before fees
waived and/or expenses reimbursed
by investment advisor
and other reductions                1.07%         1.28%           n/a      (e)

(a) Kobren Growth Fund commenced operations on December 16, 1996.
(b) Total return represents aggregate total return for the period indicated.
(c) Annualized.
(d) Amount represents less than $0.01 per share.
(e) Since Kobren Growth Fund was in operation for a short period of time,  these
ratios  are not  meaningful.  (f) Per  share  net  investment  income  has  been
calculated using the monthly average share method.


                        See Notes to Financial Statements


                              Financial Highlights
                           Kobren Moderate Growth Fund

                         For the Year      For the Year      For the Period
                         Ended             Ended             Ended
                         12/31/98          12/31/97          12/31/96(a)
Net asset value - beginning
of period                     $11.94         $10.06            $10.00

Net investment income/(loss)    0.16           0.19              0.00 (d)
Short term capital
gains received                  0.06           0.27                -
Net realized and unrealized
gains on investments            0.20           1.88              0.06
Net increase in net assets
resulting from investment
operations                      0.42           2.34              0.06

Distributions from net
investment income              (0.16)         (0.19)               -
Distributions from short term
capital gains received         (0.06)         (0.27)               -
Distributions from net realized
long term capital gains        (0.28)          0.00(d)             -
Total distributions            (0.50)         (0.46)               -

Net asset value - end of
period                        $11.86           $11.94            $10.06

Total return (b)                3.44%           23.25%             0.60%

Ratios to average net assets/supplemental data:
Net assets, end of period
(in 000's)                    $46,958           $43,381            $190
Ratio of net investment income
to average net assets            1.15%            2.76%            8.95%(c)(e)
Ratio of operating expenses
to average net assets after
reimbursements and reductions    0.91%            0.92%            1.00%(c)
Portfolio turnover rate            50%              14%            n/a  (e)
Ratio of operating expenses to
average net assets before fees
waived and/or expenses reimbursed
by investment advisor
and other reductions             1.13%            1.58%            n/a  (e)

(a) Kobren Moderate Growth Fund commenced operations on December 24, 1996.
(b) Total return represents aggregate total return for the period indicated.
(c) Annualized.
(d) Amount represents less than $0.01 per share.
(e) Since Kobren  Moderate  Growth Fund was in operation for a short period
    of time, these ratios are not meaningful.

                        See Notes to Financial Statements


                              Financial Highlights
                       Kobren Conservative Allocation Fund

                         For the Year      For the Year      For the Period
                         Ended             Ended             Ended
                         12/31/98          12/31/97          12/31/96(a)

Net asset value - beginning
of period                    $11.39          $9.98             $10.00

Net investment income/(loss)   0.25           0.57               0.00 (d)
Short term capital
gains received                 0.08           0.04                -
Net realized and unrealized
gains on investments           0.05(f)        1.44              (0.02)
Net increase in net assets
resulting from investment
operations                     0.38           2.05              (0.02)

Distributions from net
investment income             (0.25)         (0.57)                -
Distributions from short term
capital gains received        (0.08)         (0.04)                -
Distributions from net realized
long term capital gains       (0.25)         (0.03)                -
Total distributions           (0.58)         (0.64)                -

Net asset value - end of
period                       $11.19           $11.39            $9.98

Total return (b)               3.36%          20.64%            -0.20%

Ratios to average net assets/supplemental data:
Net assets, end of period
(in 000's)                   $19,710        $17,475              $165
Ratio of net investment income/(loss)
to average net assets           2.01%          3.99%            -1.00%(c)(e)
Ratio of operating expenses
to average net assets after
reimbursements and reductions   1.00%          1.00%             1.00%(c)
Portfolio turnover rate           68%            13%             n/a  (e)
Ratio of operating expenses to
average net assets before fees
waived and/or expenses reimbursed
by investment advisor           1.44%          2.82%             n/a  (e)

(a) Kobren Conservative Allocation Fund commenced operations on December 30,
    1996.
(b) Total return represents aggregate total return for the period indicated.
(c) Annualized.
(d) Amount represents less than $0.01 per share.
(e) Since Kobren Conservative  Allocation Fund was in operation for a short
    period of time, these ratios are not meaningful.
(f) The amount shown for a share  outstanding  does not correspond with the
    aggregate  net loss on  investments  for the  period  ended  due to the
    timing  of  sales  and  repurchases  of  fund  shares  in  relation  to
    fluctuating market values of the investments of the fund.


                        See Notes to Financial Statements


                          Notes to Financial Statements
                              Kobren Insight Funds
                                December 31, 1998

1.       Significant Accounting Policies

         Kobren Insight Funds (the "Trust") was organized on September 13, 1996,
as a Massachusetts  business trust. The Trust is registered under the Investment
Company  Act of 1940,  as amended  (the  "1940  Act"),  as a  no-load,  open-end
diversified  management  investment  company. As of December 31, 1998, the Trust
offers shares of four funds,  Kobren Growth Fund,  Kobren  Moderate Growth Fund,
Kobren Conservative  Allocation Fund and Kobren Delphi Value Fund (individually,
a  "fund"  and  collectively,  the  "funds").  Information  presented  in  these
financial statements pertains only to Kobren Growth Fund, Kobren Moderate Growth
Fund and Kobren Conservative  Allocation Fund. These funds seek to achieve their
investment  objectives  by  investing  primarily  in shares of other  investment
companies  ("underlying funds"), but also may invest directly in securities that
are suitable investments for that fund.

Use of Estimates -- The  preparation of financial  statements in accordance with
generally accepted  accounting  principles requires management to make estimates
and  assumptions  that  affect  the  reported  amounts  and  disclosures  in the
financial  statements.  Actual  results could differ from those  estimates.  The
following is a summary of significant  accounting policies followed by the funds
in the preparation of their  financial  statements.  Portfolio  Valuation -- The
underlying  funds are valued  according to their  stated net asset  value.  Each
fund's  other  investment  securities  are  valued at the last sale price on the
securities  exchange  or  national  securities  market on which such  securities
primarily  are  traded.  Securities  not  listed  on  an  exchange  or  national
securities market, or securities in which there were no transactions, are valued
at the average of the most recent bid and asked  prices.  Bid price is used when
no asked price is  available.  Short-term  investments  are valued at  amortized
cost, which approximates  market value. Any securities or other assets for which
recent market  quotations are not readily  available are valued at fair value as
determined in good faith by or under the direction of the board of trustees.

Dividends and Distributions -- It is the policy of Kobren Growth Fund and Kobren
Moderate  Growth Fund to declare and pay dividends  from net  investment  income
annually.  Kobren  Conservative  Allocation  Fund has a policy  of  paying  such
dividends  quarterly.  Each fund will  distribute  net  realized  capital  gains
(including net short-term capital gains), unless offset by any available capital
loss carryforward,  annually.  Additional distributions of net investment income
and capital gains for each fund may be made in order to avoid the application of
a 4%  non-deductible  excise tax on certain  undistributed  amounts of  ordinary
income and capital gain. Income distributions and capital gain distributions are
determined  in  accordance  with income tax  regulations,  which may differ from
generally accepted accounting principles. These differences are due primarily to
differing treatments of income and gain on various investment securities held by
a fund, timing differences and differing characterizations of distributions made
by a fund.

Securities  Transactions  and Investment  Income -- Securities  transactions are
recorded  on a  trade  date  basis.  Realized  gain  and  loss  from  securities
transactions are recorded on the specific identified cost basis. Dividend income
is  recognized on the  ex-dividend  date.  Interest  income is recognized on the
accrual basis.

Federal Income Tax -- Each fund has qualified and intends to continue to qualify
as a regulated  investment  company under  Subchapter M of the Internal  Revenue
Code of 1986, as amended,  applicable to regulated  investment  companies and by
distributing  substantially all of its earnings to its shareholders.  Therefore,
no federal income or excise tax provision is applicable.

Expenses -- Expenses of the Trust which are directly  identifiable to a specific
fund are allocated to that fund. Other expenses of the Trust are allocated among
the funds based upon relative net assets of each fund.

2.       Investment Advisory Fee, Administration Fee and Other Transactions

         The  Trust has  entered  into an  investment  advisory  agreement  (the
"Advisory Agreement") with Kobren Insight Management, Inc. ("KIM"). The Advisory
Agreement  provides  that  each  fund  pays KIM a fee,  computed  daily and paid
monthly, at the annual rate of 0.75% of each fund's average daily net assets. In
addition,  certain 12b-1 fee and sub-transfer  agent fee  reimbursement  will be
used to defray the costs associated with participation in certain no transaction
fee programs.  KIM has  voluntarily  agreed to limit each fund's other operating
expenses to 0.25% of each fund's average daily net assets until January 1, 2001.

         The Trust also has also entered into an  administration  agreement (the
"Administration  Agreement") with First Data Investor  Services Group, Inc. (the
"Administrator"),  a  wholly-owned  subsidiary  of First Data  Corporation.  The
Administrator  also serves as the Trust's  transfer  agent and  dividend  paying
agent.  Boston  Safe  Deposit  and  Trust  Company,  an  indirect   wholly-owned
subsidiary of Mellon Bank Corporation,  serves as the Trust's custodian.  Kobren
Insight  Brokerage,  Inc.,  an affiliate of KIM,  serves as  distributor  of the
funds' shares and pays all distribution  costs. No distribution fees are paid by
the funds.

         For the year ended December 31, 1998,  expense  reimbursement and other
reductions are as follows:
                                     Expenses Reimbursed
                                     By Investment
                                     Advisor                Other Reductions (1)
Kobren Growth Fund                   $49,566                $56,320
Kobren Moderate Growth Fund           69,479                44,404
Kobren Conservative Allocation Fund   96,407                 -

     (1) Payments made by an underlying fund or its investment advisor, based on
shares held by a Kobren Insight Fund.

         No officer,  director or employee  of KIM,  Kobren  Insight  Brokerage,
Inc., the  Administrator,  or any affiliate  thereof,  receives any compensation
from the Trust for  serving as a trustee or officer of the Trust.  Each  trustee
who is not an "affiliated  person"  receives an annual fee of $5,000 plus $1,000
for each board meeting  attended and $500 for each committee  meeting  attended.
The Trust also  reimburses  out-of-pocket  expenses  incurred by each trustee in
attending such meetings.

3.        Purchases and Sales

         The aggregate  amounts of purchases  and sales of underlying  funds and
investment securities, other than U.S. government and short-term securities, for
the year ended December 31, 1998, were as follows:

                                           Purchases                  Sales
Kobren Growth Fund                        $39,528,990              $42,122,247
Kobren Moderate Growth Fund                32,105,786               25,154,303
Kobren Conservative Allocation Fund        18,394,556               14,481,960

4.        Shares of Beneficial Interest

         As of December 31, 1998,  an unlimited  number of shares of  beneficial
interest,  having a par value of $0.001, were authorized for the Trust.  Changes
in shares of beneficial interest were as follows:

                                Year Ended              Year Ended
                                December 31, 1998       December 31, 1997
                                Shares     Amount       Shares      Amount
Kobren Growth Fund:
Shares Sold                     2,046,221  $24,949,435  6,040,941   $66,750,421
Shares Issued as Reinvestment
of Dividends                      114,032    1,429,965    121,905     1,403,131
Shares Redeemed                (2,448,666) (29,270,857)  (754,794)   (8,847,204)
Net Increase/
(Decrease)                       (288,413) $(2,891,457) 5,408,052   $59,306,348

Kobren Moderate Growth Fund:
Shares Sold                     1,885,448  $23,034,304  3,867,539   $43,059,814
Shares Issued as Reinvestment
of Dividends                      154,509    1,832,481    130,811     1,561,885
Shares Redeemed                (1,713,953) (20,768,039)  (383,530)   (4,460,468)
Net Increase                      326,004   $4,098,746  3,614,820   $40,161,231

Kobren Conservative Allocation Fund:
Shares Sold                     1,260,211  $14,740,908  1,763,364   $19,397,323
Shares Issued as Reinvestment
of Dividends                       87,053      974,832     71,701       818,115
Shares Redeemed                (1,120,082) (12,840,550)  (316,837)   (3,484,213)
Net Increase                      227,182   $2,875,190  1,518,228   $16,731,225

         At  December  31,  1998,  Kobren  Insight  Management,   Inc.  and  its
affiliates  owned  838,024,  485,712 and 369,573  shares of Kobren  Growth Fund,
Kobren  Moderate   Growth  Fund  and  Kobren   Conservative   Allocation   Fund,
respectively.

5.        Organization Expenses

         Expenses  incurred in connection with the organization of each fund are
being  amortized  on a  straight-line  basis over a period  not to exceed  sixty
months from the date upon which each fund commenced its operations.

6.        Risk Factors of the Funds

         Investing in underlying  funds  through a Kobren  Insight Fund involves
additional  and  duplicative  expenses and certain tax results that would not be
present if an investor were to make a direct investment in the underlying funds.
A fund, together with the other funds and any "affiliated persons" (as such term
is defined in the 1940 Act) may purchase only up to 3% of the total  outstanding
securities  of an underlying  fund.  Accordingly,  when the Trust,  KIM or their
affiliates  hold shares of any of the underlying  funds,  each fund's ability to
invest fully in shares of such underlying funds may be restricted,  and KIM must
then, in some instances, select alternative investments.

7.        Capital Loss Carryforward

         For  the  year  ended  December  31,  1998,  the  Kobren   Conservative
Allocation Fund had a capital loss  carryforward of $487,627  expiring  December
31, 2006.


                        REPORT OF INDEPENDENT ACCOUNTANTS

To the Shareholders and Board of Trustees
of Kobren Insight Funds:

In our opinion, the accompanying statements of assets and liabilities, including
the portfolios of investments,  and the related  statements of operations and of
changes  in net assets  and the  financial  highlights  present  fairly,  in all
material  respects,  the financial  position of the Kobren  Growth Fund,  Kobren
Moderate Growth Fund and The Kobren  Conservative  Allocation Fund (The "Funds")
at December 31, 1998,  and the results of their  operations,  the changes in net
assets and the financial  highlights  for the periods  indicated,  in conformity
with generally accepted accounting  principles.  These financial  statements and
financial highlights  (hereafter referred to as "financial  statements") are the
responsibility  of the Funds'  management;  our  responsibility is to express an
opinion on these  financial  statements  based on our audits.  We conducted  our
audits of these  financial  statements in  accordance  with  generally  accepted
auditing  standards  which  require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits,  which  included  confirmation  of  securities  at December  31, 1998 by
correspondence  with the custodian and brokers,  provide a reasonable  basis for
the opinion expressed above.


PricewaterhouseCoopers LLP

Boston, Massachusetts
February 5, 1999




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