ADVISORS SERIES TRUST
N-30D, 1998-11-30
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                                      CHASE
                                     GROWTH
                                       FUND



                                 Annual Report
                            dated September 30, 1998

                                 =============

                         Chase Investment Counsel Corp.
                               300 Preston Avenue
                                   Suite 403
                      Charlottesville, Virginia 22902-5091

                             Advisor: 804-293-9104
                       Sharehold Servicing: 888-861-7556

<PAGE>
                               Chase Growth Fund

November 17, 1998

Dear fellow Shareholder:

     Let me start our first Annual  review for the short fiscal year December 2,
1997 through September 30, 1998 by welcoming our new  shareholders.  As I write,
115  shareholders  have  $4.8  million  invested  in our new Chase  Growth  Fund
("CGF"). We appreciate the trust each of you has placed in our management and we
are working very hard to earn your continued confidence.

     In our 41st year we are the  oldest  independent  investment  counsel  firm
domiciled in Virginia.  For our  customized  separate  accounts,  we manage $700
million  for 70  clients  in twenty  states.  We intend  to  continue  serving a
relatively small number of separate  accounts.  The Chase Growth Fund is managed
by the same senior portfolio  managers,  David Scott and myself, that manage our
large  separate  accounts.  As a smaller fund we have much more  flexibility  in
buying  and  selling  a broad  array of  large  and  mid-cap  stocks  without  a
significant  market impact.  As part of a new fund,  shareholders are not buying
into a  portfolio  which  already  has  substantial  imbedded  capital  gain tax
liabilities on gains new shareholders did not even enjoy.  There will be no 1998
capital gains taxes for the CGF and we plan to manage it so that most future net
gains are long term.

     For the period from  December 2, 1997 through  September  30, 1998 our fund
enjoyed a total return of 6.91%  compared with 5.97% for the S&P "500" and 2.40%
for the Lipper Growth Fund Index.  We are pleased that our calendar year to date
performance  through  September 30 was 4.81%  compared with a 2.38% total return
for the Lipper  Growth Fund Index.  What a difference  a month  makes!  With the
October recovery,  our calendar year to date performance  through October 31 was
9.81%  compared  with  9.47%  for  the  Lipper  Growth  Fund  Index;  cumulative
performance  was 12.02% compared with 9.58% for the Lipper Growth Fund Index. On
September 30, 80.1% of our fund was invested in 35 stocks. Our heaviest industry
concentrations  were  in  Computer  Software  and  Services,   Drugs,  Financial
Services,  Insurance and Retail.  During the last six months our best performing
stocks were BMC Software +43.3%, SunAmerica Inc. +27.4%, Schering-Plough +26.8%,
Walgreen +25.0%,  Microsoft +23.0%, Becton Dickinson +20.8%, Gap Inc. +17.2% and
Home  Depot  +16.8%.  Several  new  purchases  during  the  period  also  helped
performance  with EMC +21.3%,  Lexmark  International  +17.4% and Cisco  Systems
+13.4%.

     We are in a difficult market  environment.  Based on historical  norms, cap
weighted equity indexes are ahead of fundamentals.  Valuation  measurements such
as Price to Earnings,  Price to Book Value, and Price to Dividends  (yields) are
near record high levels.  For a couple of years,  this has been a  Supply/Demand
driven market. As long as high levels of money flows (buying) continue to exceed
selling and new stock  offerings,  prices should continue  higher.  We believe a
number of stocks would be healthier if they  consolidated  the abnormally  rapid
gains of the last few years and let earnings and dividends catch up.

     Our investment process combines  fundamental,  quantitative,  and technical
research.  We seek good quality  companies with above average  earnings  growth,
strong  balance  sheets,  and  reasonable  prices.  Currently we 
<PAGE>
                               Chase Growth Fund

are invested in stocks with relatively low volatility  (betas) in our attempt to
improve defensive qualities. We believe that the stocks of your fund's companies
represent  relatively  outstanding  investment  values.  In the table below,  we
compare the  characteristics of our funds' stocks to the Standard & Poor's "500"
Stock  Composite  Index.  On average the CGF stocks have enjoyed more consistent
and  substantially  higher five year earnings  growth rates of 25% vs. 15%. They
are  significantly  more  profitable with a Return on Equity of 31% vs. 22%, and
have stronger balance sheets with Debt to Total Capital of 14% vs. 33%, yet they
sell at only a modest premium to the S&P "500"'s  price/earnings  multiple based
on 1999 estimated earnings.


                      CHASE GROWTH FUND STOCKS VS. S&P 500
                               September 30, 1998



                               CHASE GROWTH FUND STOCKS           S&P 500
                               ------------------------           -------
Last 5 Year
Earnings Growth                          25%                        15%

Return on Equity                         31%                        22%

Debt/Total Capital                       14%                        33%

Reinvestment Rate                        26%                        14%

Weighted Avg.
Capitalization 
(Billions)                               50.8                       67.7

Price Earnings
Estimated '99                            26.9                       23.4

Weighted Avg.
Beta (Volatility)                        1.00                       1.00


SOURCE:  CHASE  INVESTMENT  COUNSEL.   THIS  INFORMATION  IS  BASED  ON  CERTAIN
ASSUMPTIONS  AND  HISTORICAL  DATA AND IS NOT A PREDICTION OF FUTURE RESULTS FOR
THE FUND OR COMPANIES HELD IN THE FUND'S  PORTFOLIO.  S&P 500 EARNINGS ARE BASED
ON REPORTED FIGURES AFTER WRITE-OFFS.

     The market has experienced huge  divergences  between stocks in general and
the leading  indexes.  During the period  between June 1, 1998 and September 30,
1998,  most stocks  reached  prices way below their  respective  highs  recorded
between January 1, 1997 and May 31, 1998. For instance, 70.7% of the NYSE traded
stocks were down 30% or more and 91.2% of the NASDAQ  shares had declined by 30%
or more  (69.6% by 50% or more).  Even 60.7% of the S&P "500"  component  stocks
were down 30% or more.  Although  stocks  generally  have been in a serious bear
market,  the recent decline did not correct the overvaluation  among many of the
large cap dominated indexes.

2
<PAGE>
                               Chase Growth Fund

     Corporate  earnings  growth  has  slowed  down to  very  modest  rates  and
worldwide  excess  capacity  and  substantial  expenditure  to solve  Year  2000
problems are expected to place  increasing  pressure on profit  margins.  We are
mindful of studies  that point out that  completely  withdrawing  from stocks is
very  hazardous  too. For  instance,  in one forty year period if you had missed
only 6% of the months  (the best ones) you would have  missed 100% of the return
in excess of T-bills.  We assume most of our  shareholders  have some  reserves.
Since the CGF is an equity fund we are  reluctant to go much below 80% invested.
During the six months  ended  September  30, we have been  placing  emphasis  on
capital  preservation  by  investing  in "A"  quality  stocks  on  average  with
volatility  (beta)  around  1.00 (very low for a growth  stock  manager)  and by
averaging only 86% invested in equities.

     As the  largest CGF  shareholder,  I can assure you that we will be working
very hard to find,  analyze  and invest in  relatively  attractive  stocks.  The
officers  and  employees of Chase  Investment  Counsel  Corp.,  most of whom are
fellow  shareholders,  appreciate  your confidence and we look forward to a long
investment relationship together.

                                 TOP 10 HOLDINGS

         1.   Schering - Plough Corp.        6.   Cisco Systems, Inc.
         2.   Walgreen Co.                   7.   Wal-Mart Stores, Inc.
         3.   Microsoft, Inc.                8.   Lexmark International
         4.   EMC Corp.                      9.   TJX Companies, Inc.
         5.   Pfizer, Inc.                   10. BMC Software, Inc.



/s/ Derwood S. Chase, Jr.

Derwood S. Chase, Jr., President
Chase Investment Counsel Corporation


Performance   figures  of  the  fund  and  indexes  referenced   represent  past
performance  and are not  indicative  of future  performance  of the fund or the
indexes. Share value will fluctuate so that an investor's shares, when redeemed,
may be worth  more or less than the  original  investment.  Indexes do not incur
expenses and are not available for investment.

                                                                               3
<PAGE>
                               Chase Growth Fund

 Comparison of the change in value of a $10,000 investment in the Chase Growth
   Fund versus the S&P 500 Composite Stock Price Index and the Lipper Growth
                                   Fund Index


                                          S&P 500 Composite      Lipper Growth
                     Chase Growth Fund    Stock Price Index       Fund Index
                     -----------------    -----------------       ----------

DEC-97                   10,000                10,000               10,000

JAN-98                   10,251                10,115               10,076

FEB-98                   10,911                10,838               10,786

MAR-98                   11,432                11,393               11,248

APR-98                   11,272                11,509               11,368

MAY-98                   11,032                11,308               11,089

JUN-08                   11,602                11,769               11,569

JUL-98                   11,492                11,647               11,446

AUG-98                   10,070                 9,962                9,608

SEP-98                   10,691                10,598               10,249



Past performance is not predictive of future performance.


* The S&P 500 Index is an unmanaged  capitalization-weighted index of 500 stocks
designed to represent the broad domestic economy.

* The Lipper Growth Fund Index comprises of the 30 largest growth funds.  Growth
funds invest in companies with long-term earnings expected to grow significantly
faster than the earnings of the stocks  represented in the major unmanaged stock
indices.

4
<PAGE>
                               Chase Growth Fund


SCHEDULE OF INVESTMENTS AT SEPTEMBER 30, 1998
- --------------------------------------------------------------------------------
Shares        COMMON STOCKS: 80.14%                            Market Value
- --------------------------------------------------------------------------------

             AIRLINES: 0.93%
1,300        Comair Holdings, Inc.  ........................     $ 37,416
                                                                 --------

             BIOTECHNOLOGY: 2.15%
1,200        Genentech, Inc.*...............................       86,250
                                                                 --------

             BUILDING: 2.57%
2,604        Home Depot, Inc.  .............................      102,858
                                                                 --------

             COMPUTER HARDWARE: 3.99%
2,800        EMC Corp.*  ...................................      160,125
                                                                 --------

             COMPUTER NETWORKING: 3.78%
2,450        Cisco Systems, Inc.* ..........................      151,517
                                                                 --------

             COMPUTER PERIPHERAL EQUIPMENT: 3.54%
2,050        Lexmark International* ........................      142,091
                                                                 --------

             COMPUTER SOFTWARE & SERVICES: 9.14%
2,200        BMC Software, Inc.*  ..........................      132,069
1,900        Keane, Inc.*  .................................       66,738
1,525        Microsoft, Inc.*  .............................      167,893
                                                                 --------
                                                                  366,700
             CONGLOMERATES: 0.98%
  800        Hillenbrand Industries.........................       39,200
                                                                 --------

             DRUGS: 11.71%
  850        Bristol-Myers Squibb Co.  .....................       88,294
1,450        Pfizer, Inc.  .................................      153,609
2,200        Schering-Plough Corp.  ........................      227,838
                                                                 --------
                                                                  469,741
             ENERGY / OIL SERVICE: 0.44%
  680        Diamond Offshore Drilling  ....................       17,680
                                                                 --------

                                                                               5
<PAGE>
                               Chase Growth Fund


SCHEDULE OF INVESTMENTS AT SEPTEMBER 30, 1998, CONTINUED
- --------------------------------------------------------------------------------
Shares                                                        Market Value
- --------------------------------------------------------------------------------

             FINANCE / BANKS: 3.02%
  975        Northern Trust Corp............................    $ 66,452
1,000        State Street Corp..............................      54,562
                                                                --------
                                                                 121,014
             FINANCIAL SERVICES: 4.48%
  500        Fannie Mae   ..................................      32,125
1,650        SunAmerica, Inc................................     100,650
1,250        Travelers Group, Inc...........................      46,875
                                                                --------
                                                                 179,650
             INSURANCE - LIFE / HEALTH: 3.37%
2,130        Protective Life Corp.  ........................      76,680
1,500        Reliastar Financial  ..........................      58,500
                                                                --------
                                                                 135,180
             INSURANCE - PROPERTY / CASUALTY: 1.29%
  670        American Int'l Group, Inc.  ...................      51,590
                                                                --------

             LEISURE TIME: 3.25%
4,100        Carnival Corp.  ...............................     130,431
                                                                --------

             MEDICAL SUPPLIES: 4.07%
2,000        Becton, Dickinson and Co.  ....................      82,250
1,400        Safeskin Corp.*  ..............................      44,144
1,300        Steris Corp.*  ................................      36,766
                                                                --------
                                                                 163,160
             OFFICE FURNITURE: 1.89%
3,800        Herman Miller, Inc.  ..........................      75,763
                                                                --------

             RETAIL: 4.34%
  500        The Gap, Inc.  ................................      26,375
2,700        Wal-Mart Stores, Inc.  ........................     147,488
                                                                --------
                                                                 173,863
             RETAIL DRUG STORES: 4.28%
3,900        Walgreen Co.  .................................     171,844
                                                                --------

6
<PAGE>
                               Chase Growth Fund


SCHEDULE OF INVESTMENTS AT SEPTEMBER 30, 1998, CONTINUED
- --------------------------------------------------------------------------------
Shares                                                           Market Value
- --------------------------------------------------------------------------------

             RETAIL GROCERY STORES: 5.24%
1,800        Albertson's Inc.  .............................     $   97,425
2,250        Kroger Co.*  ..................................        112,500
                                                                 ----------
                                                                    209,925
             RETAIL - SPECIALTY: 4.76%
1,800        Ross Stores, Inc. .............................         51,862
7,800        TJX Companies, Inc.  ..........................        138,937
                                                                 ----------
                                                                    190,799
             TELEPHONE AND TELEGRAPH APPARATUS: 0.92%
2,000        LM Ericsson Telephone Co.  ....................         36,812
                                                                 ----------

             Total Common Stocks (cost $2,960,945) ..........     3,213,608



Principal Amount      SHORT-TERM INVESTMENTS: 22.02%
- --------------------------------------------------------------------------------

882,985        Star Treasury Fund, 4.95%  ...................        882,985
                                                                  ----------

               Total Investments in Securities 
                (cost $3,843,930): 102.16%...................      4,096,593
               Other Liabilities less Assests: (2.16%).......        (86,611)
                                                                  ----------
               TOTAL NET ASSETS: 100.0%......................     $4,009,982
                                                                  ==========

* Non-income producing security.

++ At September 30, 1998, the cost of securities for Federal income tax purposes
is $3,844,608. Gross unrealized appreciation and depreciation of securities were
as follows:

                Gross unrealized appreciation................     $  414,087
                Gross unrealized depreciation................      (162,102)
                                                                  ----------
                        Net unrealized appreciation..........     $  251,985
                                                                  ==========

See accompanying Notes to Financial Statements.

                                                                               7
<PAGE>
                               Chase Growth Fund


STATEMENT OF ASSETS AND LIABILITIES AT SEPTEMBER 30, 1998
- --------------------------------------------------------------------------------

ASSETS
  Investments in securities, at value (identified 
     cost $3,843,930) ........................................   $4,096,593
  Receivables:
    Due from Advisor .........................................        2,223
    Dividends and interest ...................................        4,547
  Prepaid expenses ...........................................        3,775
                                                                 ----------
      Total assets ...........................................    4,107,138
                                                                 ----------

LIABILITIES
  Payables:
    Administration fee .......................................        2,516
    Investment securities purchased ..........................       78,363
  Accrued expenses ...........................................       16,277
                                                                 ----------
      Total liabilities ......................................       97,156
                                                                 ----------

NET ASSETS ...................................................   $4,009,982
                                                                 ==========


  NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE
    [$4,009,982/375,343 shares outstanding;
    unlimited number of shares (par value $.01) authorized] ..   $    10.68
                                                                 ==========


COMPONENTS OF NET ASSETS
  Paid-in capital ............................................   $3,954,535
  Dividends in excess of net investment loss .................       (5,569)
  Accumulated net realized loss on investments ...............     (191,647)
  Net unrealized appreciation of investments .................      252,663
                                                                 ----------
      Net assets .............................................   $4,009,982
                                                                 ==========

See accompanying Notes to Financial Statements.

8
<PAGE>
                               Chase Growth Fund


STATEMENT OF OPERATIONS
FOR THE PERIOD DECEMBER 2, 1997* THROUGH SEPTEMBER 30, 1998
- --------------------------------------------------------------------------------

INVESTMENT INCOME
  Income:
    Dividends ..................................................  $  12,305
    Interest ...................................................     19,154
                                                                  ---------
      Total income .............................................     31,459
                                                                  ---------
  Expenses:
    Advisory fees ..............................................     23,959
    Administration fee .........................................     20,444
    Professional fees ..........................................     14,371
    Fund accounting fees .......................................     12,559
    Transfer agent fees ........................................      7,572
    Custodian ..................................................      4,965
    Trustees' fees .............................................      4,507
    Other ......................................................      3,803
    Reports to shareholders ....................................      3,483
    Registration fees ..........................................        743
                                                                  ---------
      Total expenses ...........................................     96,406
      Less: Advisory fee waiver and absorption .................    (60,733)
                                                                  ---------
      Net expenses .............................................     35,673
                                                                  ---------
            NET INVESTMENT LOSS ................................     (4,214)
                                                                  ---------

REALIZED AND UNREALIZED LOSS ON INVESTMENTS
  Net realized loss on security transactions ...................   (191,647)
  Net change in unrealized appreciation of investments .........    222,098
                                                                  ---------
      Net realized and unrealized gain on investments ..........     30,451
                                                                  ---------
            NET INCREASE IN NET ASSETS RESULTING FROM
              OPERATIONS .......................................  $  26,237
                                                                  =========

* Commencement of operations.

See accompanying Notes to Financial Statements.

                                                                               9
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
                                                               December 2, 1997*
                                                                   through
                                                              September 30, 1998
- --------------------------------------------------------------------------------

INCREASE IN NET ASSETS FROM
OPERATIONS
Net investment loss .............................................  $    (4,214)
Net realized loss on security transactions ......................     (191,647)
Net change in unrealized appreciation of investments ............      222,098
                                                                   -----------
      NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ......       26,237
                                                                   -----------

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income ...........................................       (1,355)
                                                                   -----------
      Total dividends and distributions to shareholders .........       (1,355)

CAPITAL SHARE TRANSACTIONS
Net increase in net assets derived from net change in 
  outstanding shares (a) ........................................    3,954,535
                                                                   -----------
      TOTAL INCREASE IN NET ASSETS ..............................    3,979,417

NET ASSETS
Beginning of period (b) .........................................       30,565
                                                                   -----------
END OF PERIOD (including dividends in excess of net 
  investment income of $5,569)...................................  $ 4,009,982
                                                                   ===========

(a) A summary of capital shares transactions is as follows:

                                                           December 2, 1997*
                                                               through
                                                          September 30, 1998
- --------------------------------------------------------------------------------
                                                        Shares   Paid In Capital
- --------------------------------------------------------------------------------

     Shares sold (b) ...............................   378,450    $ 3,987,216
     Shares issued on reinvestments of distributions       134          1,355
     Shares redeemed ...............................    (3,241)       (34,036)
                                                       -------    -----------
     Net increase ..................................   375,343    $ 3,954,535
                                                       =======    ===========

* Commencement of operations.

(b) Excludes  the  unrealized  gain on the tax-free  issuance of Fund shares for
portfolio  securities.  The unrealized gain of $30,565 transferred into the Fund
was credited to unrealized gain.


See accompanying Notes to Financial Statements.

10
<PAGE>
FINANCIAL HIGHLIGHTS

FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD
- --------------------------------------------------------------------------------
                                                            December 2, 1997*
                                                                 through
                                                            Septbember 30, 1998
- --------------------------------------------------------------------------------

Net asset value, beginning of period .......................   $   10.00
                                                               ---------
Income from investment operations:
      Net investment loss ..................................       (0.01)
      Net realized and unrealized (loss) gain 
       on investments ......................................        0.70
                                                               ---------
Total from investment operations ...........................        0.69
                                                               ---------

Less distributions:
      From net investment income ...........................       (0.01)
                                                               ---------

Net asset value, end of period .............................   $   10.68
                                                               =========

TOTAL RETURN ...............................................        6.91%++

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000) ............................   $   4,010

Ratio of expenses to average net assets:
      Before expense reimbursement .........................        3.98%+
      After expense reimbursement ..........................        1.47%+

Ratio of net investment loss to average net assets:
      After expense reimbursement ..........................       (0.17%)+

Portfolio turnover rate ....................................       54.49%


* Commencement of operations.

+ Annualized.

++ Not Annualized.


See accompanying Notes to Financial Statements.
                                                                              11
<PAGE>
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION

      The Chase  Growth  Fund  (the  "Fund")  is a series of shares of  Advisors
Series Trust (the "Trust"), which is registered under the Investment Company Act
of 1940 as a diversified, open-end management investment company. The Fund began
operations on December 2, 1997. The Fund's objective is growth of capital.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

      The following is a summary of significant accounting policies consistently
followed by the Fund.  These policies are in conformity with generally  accepted
accounting principles.

      A.    SECURITY  VALUATION:  The  Fund's  investments  are  carried at fair
            value.  Securities  listed on an  exchange  or quoted on a  National
            Market  System are valued at the last sale price.  Other  securities
            are  valued  at the mean  between  the last  bid and  asked  prices.
            Securities for which market quotations are not readily available, if
            any,  are  valued  following  procedures  approved  by the  Board of
            Trustees. Short-term investments are valued at amortized cost, which
            approximates market value.

      B.    FEDERAL  INCOME  TAXES:  It is the Fund's  policy to comply with the
            requirements  of the Internal  Revenue Code  applicable to regulated
            investment  companies  and to  distribute  substantially  all of its
            taxable income to its shareholders. Therefore, no federal income tax
            provision is required.

      C.    SECURITY   TRANSACTIONS,   DIVIDENDS  AND  DISTRIBUTIONS:   Security
            transactions  are accounted for on the trade date.  Dividend  income
            and  distributions  to shareholders  are recorded on the ex-dividend
            date. Realized gains and losses on securities sold are determined on
            the basis of identified cost.

      D.    USE  OF  ESTIMATES:  The  preparation  of  financial  statements  in
            conformity with generally accepted  accounting  principles  requires
            management  to  make  estimates  and  assumptions  that  affect  the
            reported  amounts  of  assets  and  liabilities  at the  date of the
            financial  statements  and the  reported  amounts of  increases  and
            decreases in net assets during the reporting period.  Actual results
            could differ from those estimates.

NOTE 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

      For the period from inception through September 30, 1998, Chase Investment
Counsel  Corp.  (the  "Advisor")  provided the Fund with  investment  management
services  under an  Investment  Advisory  Agreement.  The Advisor  furnished all
investment advice, office space, facilities,  and provides most of the personnel
needed by the Fund. As compensation for its services, the Advisor is entitled to
a monthly  fee at the  annual  rate of 1.00%  based upon the  average  daily net
assets of the Fund.  For the period ended  September 30, 1998, the Fund incurred
$23,959 in Advisory Fees.

      The Fund is responsible  for its own operating  expenses.  The Advisor has
agreed  to  reduce  fees  payable  to it by the Fund  and to pay Fund  operating
expenses to the extent  necessary to limit the Fund's aggregate annual operating
expenses to 1.48% of average net assets (the "expense cap"). Any such reductions
made by the  Advisor  in its fees or payment  of  expenses  which are the Fund's
obligation  are  subject  to  reimbursement  by the Fund to the  Advisor,  if so
requested by the Advisor,  in subsequent  fiscal years if the  aggregate  amount
actually  paid by the Fund toward the  operating  expenses  for such fiscal year
(taking into account the

12
<PAGE>
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- --------------------------------------------------------------------------------

reimbursement) does not exceed 1.48% of average net assets annually. The Advisor
is permitted to be reimbursed only for fee reductions and expense  payments made
in the previous three fiscal years, but is permitted to look back five years and
four years,  respectively,  during the initial six years and seventh year of the
Fund's  operations.  Any such  reimbursement  is also  contingent  upon Board of
Trustees  review  and  approval  at the time  the  reimbursement  is made.  Such
reimbursement  may not be paid prior to the Fund's  payment of current  ordinary
operating expenses. For the period ended September 30, 1998, the Advisor reduced
its fees and absorbed  Fund  expenses in the amount of $60,733;  no amounts were
reimbursed to the Advisor.

      Investment Company  Administration  Corporation (the "Administrator") acts
as the Fund's Administrator under an Administration Agreement. The Administrator
prepares various federal and state regulatory  filings,  reports and returns for
the Fund;  prepares  reports  and  materials  to be  supplied  to the  trustees;
monitors the activities of the Fund's custodian, transfer agent and accountants;
coordinates  the  preparation and payment of the Fund's expenses and reviews the
Fund's expense accruals.  For its services, the Administrator receives a monthly
fee at the  annual  rate of 0.20% of  average  daily net  assets,  subject  to a
minimum fee of $30,000 annually.

         First Fund Distributors,  Inc. (the  "Distributor")  acts as the Fund's
principal  underwriter in a continuous public offering of the Fund's shares. The
Distributor is an affiliate of the Administrator.

         Certain  officers of the Fund are also officers and/or directors of the
Administrator and the Distributor.

NOTE 4 - SECURITIES TRANSACTIONS

         For the period ended  September 30, 1998, the cost of purchases and the
proceeds  from  sales  of  securities,  excluding  short-term  securities,  were
$4,493,183 and $1,310,073,  respectively.  For federal income tax purposes,  the
Fund has a capital loss  carryforward  of $190,969  available to offset realized
gains. This carryforward expires in 2006.

                                                                              13
<PAGE>
                          INDEPENDENT AUDITOR'S REPORT

THE BOARD OF TRUSTEES AND SHAREHOLDERS
CHASE GROWTH FUND

We have audited the accompanying statement of assets and liabilities,  including
the schedule of  investments  of Chase Growth  Fund,  series of Advisors  Series
Trust, as of September 30, 1998, and the related  statements of operations,  the
statement of changes in net assets, and the financial  highlights for the period
indicated in the accompanying  financial statements.  These financial statements
and financial  highlights are the responsibility of the Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audit.

We  conducted  our audit in  accordance  with the  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
September 30, 1998, by correspondence  with the custodian and brokers.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly in all material  respects,  the financial position of Chase
Growth Fund,  series of Advisors  Series Trust,  as of September  30, 1998,  the
results of its  operations,  the  changes  in its net  assets and the  financial
highlights  for the period  indicated,  in conformity  with  generally  accepted
accounting principles.


MCGLADREY & PULLEN, LLP


New York, New York
October 23, 1998

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                                     ADVISOR

                         Chase Investment Counsel Corp.
                          300 Preston Avenue, Suite 403
                      Charlottesville, Virginia 22902-5091

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                                   DISTRIBUTOR

                          First Fund Distributors, Inc.
                       4455 E. Camelback Road, Suite 261-E
                             Phoenix, Arizona 85018

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                                    CUSTODIAN

                                 Star Bank, N.A.
                           425 Walnut Street, M/L 6118
                             Cincinnati, Ohio 45202

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                                 TRANSFER AGENT

                             American Data Services
                                  P.O. Box 5536
                         Hauppauge, New York 11788-0132

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                                  LEGAL COUNSEL

                      Paul, Hastings, Janofsky & Walker LLP
                              345 California Street
                         San Francisco, California 94104

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                                    AUDITORS
                             McGladrey & Pullen LLP
                           555 Fifth Avenue, 8th Floor
                             New York, NY 10017-2416


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