ADVISORS SERIES TRUST
497, 1999-10-13
Previous: ADVISORS SERIES TRUST, 497, 1999-10-13
Next: BIOENVISION INC, 10KSB, 1999-10-13



                                   UNITY FUND
                                 CLASS A SHARES







                                   PROSPECTUS
                                 OCTOBER 1, 1999












THE  SECURITIES AND EXCHANGE  COMMISSION  HAS NOT APPROVED OR DISAPPROVED  THESE
SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.

SHARES  OF THE FUND  OFFERED  THROUGH  DELTA  EQUITY  SERVICES  CORP.,  JACKSON,
SHANKLIN & SONIA INVESTMENTS, L.L.C. OR ANY OTHER INVESTMENT BROKER ARE NOT BANK
DEPOSITS.  SHARES OF THE FUND ARE NOT GUARANTEED OR ENDORSED BY ANY BANK. SHARES
OF THE  FUND  ARE NOT  INSURED  BY THE  FEDERAL  DEPOSIT  INSURANCE  CORPORATION
("FDIC"), FEDERAL RESERVE BOARD OR ANY OTHER AGENCY. ALL INVESTMENTS ARE SUBJECT
TO RISKS, INCLUDING THE POSSIBLE LOSS OF MONEY INVESTED.
<PAGE>

                               UNITY FUND, CLASS A

                           6600 Plaza Drive, Suite 310
                              New Orleans, LA 70127
              Fund Literature (toll free): (877) LIBFUND (542-3863)
                            alternate: (800) 645-1704
                Shareholder Services (toll-free): (888) 229-2105


                                TABLE OF CONTENTS


         Fund Overview..........................................      3

         Understanding Expenses.................................      4

         Management of the Fund.................................      5

         Account Information....................................      8

         How to Invest..........................................     10

         Earnings and Taxes.....................................     13

         Financial Highlights...................................     14

         For More Information...................................Back Cover





More  detailed  information  on all  subjects  covered  in  this  prospectus  is
contained in the Fund's STATEMENT OF ADDITIONAL  INFORMATION ("SAI").  Investors
seeking more in-depth  explanations  of the contents of this  prospectus  should
request the SAI and review it before purchasing shares.

2
<PAGE>
                                  FUND OVERVIEW

     The Unity Fund was formerly known as the Liberty Freedom Fund.

INVESTMENT OBJECTIVES

     The Fund's  primary  investment  objective  is the growth of  capital.  Its
     secondary  objective is to provide  current  income.  The objectives of the
     Fund may be changed only with shareholder approval.

PRINCIPAL INVESTMENT STRATEGIES

     The Fund uses a disciplined  approach to select  securities  for the Fund's
     portfolio  that it believes  are  undervalued,  reasonably  priced and have
     prospects  for  continued  consistent  growth.  The Fund  uses  fundamental
     analysis of financial statements to select stocks of issuers which have low
     price/earnings and price/book ratios as well as strong balance sheet ratios
     and high and/or stable dividend yields.

     The Fund will  invest  primarily  in the  stocks of large,  well-recognized
     companies.  The Fund will usually  invest at least 20% of its assets in the
     stocks  that  comprise  the  S&P  100  Index.   The  S&P  100  Index  is  a
     capitalization-weighted   index  of  100  stocks  from  a  broad  range  of
     industries.

     Under normal  market  conditions,  the Fund will invest at least 85% of its
     total assets in stocks and other equity securities.

     The Fund's annual portfolio turnover rate will usually not exceed 50%.

TYPES OF SECURITIES

     The Fund invests primarily in the following securities:

          *  Common Stock;
          *  Preferred Stock;
          *  Convertible Securities and Warrants; and
          *  Standard & Poor's Depositary Receipts ("SPDRs")

     Please review the SAI for further descriptions of these securities.

PRINCIPAL RISKS OF INVESTING

     You may lose money by  investing  in the Fund.  Other  principal  risks you
     should consider include:

     MARKET  DECLINE - A company's  stock price or the overall  stock market may
     experience a sudden decline.

     THE EFFECT OF INTEREST  RATES - The Fund may invest in bonds and other debt
     instruments  which may be affected by interest  rate changes and changes in
     the creditworthiness of the bond or debt instrument issuer.

     Defensive Investments - AT THE DISCRETION OF THE SUB-ADVISOR,  THE FUND MAY
     INVEST  UP TO 100% OF ITS  ASSETS  IN  CASH,  CASH  EQUIVALENTS,  AND  HIGH
     QUALITY,  SHORT-TERM  DEBT  SECURITIES  AND MONEY  MARKET  INSTRUMENTS  FOR
     TEMPORARY DEFENSIVE PURPOSES.  DURING SUCH A PERIOD, THE FUND MAY NOT REACH
     ITS INVESTMENT  OBJECTIVES.  FOR EXAMPLE,  SHOULD THE MARKET ADVANCE DURING
     THIS PERIOD,  THE FUND MAY NOT  PARTICIPATE  AS MUCH AS IT WOULD HAVE IF IT
     HAD BEEN  MORE  FULLY  INVESTED.

                                                                               3
<PAGE>
     YEAR  2000  -  Many  computer  systems,  as  originally   encoded,   cannot
     distinguish  the year 2000 from the year 1900. If not  corrected,  computer
     systems  may  misinterpret  and  read  incorrectly  dates  occurring  after
     December 31, 1999.  This is commonly  known as the "Year 2000 Problem." The
     Year 2000  Problem  could have a  negative  impact on  handling  securities
     trades and pricing and  accounting  services.  The Fund's Board of Trustees
     have adopted a Year 2000  Project Plan that the Board of Trustees  believes
     is reasonably designed to address the Year 2000 Problem with respect to the
     Advisor's and the Fund's service providers' computer systems.  For example,
     should  the Board of  Trustees  determine  that a service  provider  is not
     converting  to a Year 2000  compliant  system,  the Board of Trustees  will
     replace that service provider.  Although the Advisor and the Fund's service
     providers  have  assured  the Fund that they are moving  towards  Year 2000
     compliant computer systems,  this is not a guarantee that the Fund will not
     experience an adverse impact from the Year 2000 Problem. It is important to
     keep in mind that the Year 2000 Problem may adversely impact the issuers in
     which the Fund invests and, by  extension,  the value of the shares held by
     the Fund.

WHO MAY WANT TO INVEST

     The Fund is intended for investors who:

          *    Are willing to hold their shares for a long period of time (e.g.,
               in preparation for retirement);
          *    Are  diversifying  their  investment  portfolio by investing in a
               mutual fund that concentrates in large-cap companies; and/or
          *    Are willing to accept  higher  short-term  risk in exchange for a
               higher potential for a long-term total return.

                             UNDERSTANDING EXPENSES

FEES AND EXPENSES OF THE FUND

     This table  describes the fees and expenses that you may pay if you buy and
     hold shares of the Fund.

     Shareholder Fees
     (fees paid directly from your investment)
         Maximum Sales Load on Fund Purchases
           (as a percentage of offering price)........................     3.50%

     ANNUAL FUND OPERATING EXPENSES
     (expenses that are deducted from Fund assets)

     Investment Advisory Fees.........................................    0.85%
     Distribution (12b-1) Fees........................................    0.50%
     Shareholder Service Fees.........................................    0.25%
     Other Expenses...................................................    4.64%
                                                                         -----
     Total Annual Fund Operating Expenses.............................    6.24%
                                                                         -----
     Advisory Fee Waiver and/or Fund Expense Absorption # ............   (4.14)%
     Net Expenses.....................................................    2.10%
                                                                         =====

     # The Advisor  has  contractually  agreed to waive its fees  and/or  absorb
     expenses of the Fund to ensure that Total Annual Operating  Expenses do not
     exceed 2.10%. This contract's term is indefinite and may be terminated only
     by the Board of Trustees of the Fund. If the Advisor waives any of its fees
     or pays Fund expenses, the Fund may reimburse the Advisor in future years.

4
<PAGE>
EXAMPLE

     This  Example is intended to help you compare the costs of investing in the
     Fund with the cost of investing in other mutual funds.

     The  Example  assumes  that  you  invest  $10,000  in the Fund for the time
     periods  indicated  and then  redeem all of your shares at the end of those
     periods. The Example also assumes that your investment has a 5% return each
     year and that the Fund's operating expenses remain the same.  Although your
     actual costs may be higher or lower,  based on these assumptions your costs
     would be:

     1 year           3 years        5 years       10 years
     ------           -------        -------       --------
      $556             $985          $1,439         $2,699

                             MANAGEMENT OF THE FUND

THE ADVISOR

     The Fund's Advisor, Liberty Bank and Trust Company ("Liberty"),  6600 Plaza
     Drive,  Suite 310, New Orleans,  Louisiana  70127, (a subsidiary of Liberty
     Financial Services,  Inc.) has provided banking services to the greater New
     Orleans  community  since  1972.  Liberty's  assets have grown to over $180
     million and has risen to become one of the top ten African  American  owned
     banks in the United  States.  Liberty  has overall  responsibility  for the
     assets  under  management  and  will  be  responsible  for  monitoring  the
     day-to-day  activity  of  the  Sub-Advisor.   Liberty,  together  with  the
     Sub-Advisor,  is responsible for formulating  and  implementing  the Fund's
     investments.  Liberty  furnishes  the Fund with  office  space and  certain
     administrative  services. As compensation for the services it receives, the
     Fund pays Liberty a monthly  advisory fee based upon the average  daily net
     assets of the Fund at the annual rate of 0.25%.  For the fiscal year of the
     Fund ended May 31, 1999, the Advisor waived its full fee of $6,597 and paid
     Fund expenses is the amount of $99,800.

THE SUB-ADVISOR

     The Fund's Sub-Advisor, The Edgar Lomax Company, 6564 Loisdale Court, Suite
     310, Springfield, Virginia 22150, has provided asset management services to
     individuals  and  institutional   investors  since  1986.  Currently,   the
     Sub-Advisor  has $1.2 billion in assets under  management.  Mr.  Randall R.
     Eley, President and Chief Investment Officer of the Sub- Advisor,  controls
     the Sub-Advisor.

     The  Sub-Advisor  provides  the Fund  with  advice on  buying  and  selling
     securities and manages the  investments of the Fund. As  compensation,  the
     Fund pays the  Sub-Advisor a monthly  management fee based upon the average
     daily net  assets of the Fund at the annual  rate of 0.60%.  For the fiscal
     year of the Fund ended May 31, 1999, the  Sub-Advisor  received  $15,131 in
     fees.

PRIOR PERFORMANCE OF THE SUB-ADVISOR

     The following table sets forth composite  performance  data relating to the
     historical  performance  of private  accounts of The Edgar  Lomax  Company,
     Sub-Advisor  to the Fund.  Each of these private  accounts  exceeds,  as of
     January 1, 1994, $1 million in market value and have investment objectives,
     policies,  strategies and risks substantially similar to those of the Fund.
     The data is provided to illustrate the past  performance of the Sub-Advisor
     in managing  substantially  similar  accounts as measured  against a market
     index and does not represent the  performance  of the Fund.  You should not
     consider this  performance  data as an indication of future  performance of
     the Fund or of the Sub-Advisor. A complete list and description of the Sub-
     advisor's composites is available by request to the Sub-Advisor.

                                                                               5
<PAGE>
     The composite  performance  data shown below were  calculated in accordance
     with recommended standards of the Association for Investment Management and
     Research (AIMR*),  retroactively  applied to all time periods.  All returns
     presented were calculated on a total return basis and include all dividends
     and interest,  accrued income and realized and unrealized gains and losses.
     All returns  reflect the deduction of investment  advisory fees,  brokerage
     commissions and execution costs paid by private accounts of the Sub-Advisor
     without  provision  for federal or state income taxes.  Custodial  fees, if
     any, were  generally  not included in the  calculation.  The  Sub-Advisor's
     composite includes all actual,  fee-paying,  discretionary private accounts
     with assets in excess of $1 million  (minimum  account size  required as of
     January  1,  1994)  managed  by  the  Sub-  Advisor  that  have  investment
     objectives,  policies,  strategies and risks substantially similar to those
     of the Fund.  Securities  transactions  are accounted for on the trade date
     and  accrual  accounting  is used.  Cash and  equivalents  are  included in
     performance  returns.  The monthly returns of the  Sub-Advisor's  composite
     combine the individual  accounts'  returns  (calculated on a  time-weighted
     rate of return  that is  revalued  whenever  cash  flows  exceed  10% of an
     account's current value) by asset-weighting each individual account's asset
     value as of the beginning of the month.  Quarterly  and yearly  returns are
     calculated  by  geometrically  linking the monthly and  quarterly  returns,
     respectively.

     The private accounts that are included in the  Sub-Advisor's  composite are
     not  subject to the same types of expenses to which the Fund is subject nor
     to  the  diversification   requirements,   specific  tax  restrictions  and
     investment limitations imposed on the Fund by the Investment Company Act or
     the Internal Revenue Code.  Consequently,  the performance  results for the
     Sub-Advisor's  composite could have been adversely  affected if the private
     accounts  included in the composite had been regulated as a mutual fund. In
     addition,  the  operating  expenses  incurred by the private  accounts were
     lower  than  the   anticipated   operating   expenses  of  the  Fund,  and,
     accordingly, the performance results of the composite are greater than what
     Fund performance would have been.

     The investment results of the Sub-Advisor's  composite presented below have
     been  reviewed  and  verified  (for an AIMR  Level  II  examination)  by an
     independent  auditing firm, to be computed in accordance  with  Performance
     Presentation  Standards  of AIMR,  but these  results  are not  intended to
     predict or suggest the returns that might be  experienced by the Fund or an
     individual  investing  in the  Fund.  The  methodology  used  to  calculate
     performance  conforming  to AIMR  standards is different  from that used by
     mutual funds.  Investors should also be aware that the use of a methodology
     different  from that used below to  calculate  performance  could result in
     different performance data.

<TABLE>
<CAPTION>
TOTAL RETURNS:                                               YEARS ENDED, DECEMBER 31              OCT. 1, 1990 TO
             ANNUALIZED  CUMULATIVE    1997     1996     1995    1994     1993     1992     1991    DEC. 31, 1990
             ----------  ----------   ------   ------   ------   -----   ------   ------   ------   -------------

<S>            <C>         <C>        <C>      <C>      <C>      <C>     <C>       <C>     <C>          <C>
SUB-ADVISORS   21.09%      300.42%    24.18%   22.04%   45.75%   3.38%   25.02%    6.35%   27.75%       3.25%
COMPOSITE

S&P 500**      20.42%      284.69%    33.34%   22.99%   37.53%   1.30%   10.06%    7.62%   30.45%       8.96%

NUMBER OF PORTFOLIOS                     28       15        9       4        3        3        2           1
END OF PERIOD

COMPOSITE ASSETS                       $641     $388     $187     $43     $607     $533     $361         $95
END OF PERIOD (THOUSANDS)

PERCENTAGE OF TOTAL ASSETS               90%      96%      97%     82%       1%       4%       12%         5%
REPRESENTED BY COMPOSITE

STANDARD DEVIATION                     0.27%    0.51%    0.85%   0.45%    0.26%    0.56%     -0-         N/A
OF RETURNS
</TABLE>

     * AIMR is a non-profit membership and education organization with more than
     60,000 members worldwide that, among other things,  has formulated a set of
     performance  presentation  standards for  investment  advisors.  These AIMR
     standards are intended to promote full and fair presentations by investment
     advisors of their performance results and ensure uniformity in reporting so
     that performance results of investment advisors are directly comparable.

     ** The Standard & Poor's 500 Composite Stock Price Index,  known as the S&P
     500,  is  an  unmanaged   market   value-weighted   index   consisting   of
     representative  samples of stocks within  important  industry groups within
     the U.S. economy.  It includes  dividends and  distributions,  but does not
     reflect fees, brokerage commissions or other expenses of investing.  It has
     been taken from  published  sources and has not been  audited by Deloitte &
     Touche LLP.

6
<PAGE>
THE PORTFOLIO MANAGER

     Mr. Randall R. Eley of the  Sub-Advisor is principally  responsible for the
     day-to-day  management on the Fund's portfolio.  Mr Eley has been active in
     the investment field  professionally  since the founding of the Sub-advisor
     in 1986.

SHAREHOLDING SERVICING AGENT

     American Data Services,  Inc., P.O. Box 5536, Hauppauge, NY 11788 serves as
     the Fund's Shareholder Servicing Agent and Transfer Agent.

CUSTODIAN

     Firstar Bank, N.A, 425 Walnut Street, Cincinnati, Ohio 45202, serves as the
     Fund's Custodian.

DISTRIBUTOR

     First Fund  Distributors,  Inc.,  4455 East  Camelback  Road,  Suite  261E,
     Phoenix, Arizona, serves as the Fund's Distributor.

INDEPENDENT ACCOUNTANTS

     PricewaterhouseCoopers  LLP,  1177 Avenue of the  Americas,  New York,  New
     York, 10036, serves as the Fund's Independent Accountants.

LEGAL COUNSEL

     Paul,  Hastings,   Janofsky  &  Walker  LLP,  345  California  Street,  San
     Francisco, California 94104, serves as the Fund's legal counsel.

                                                                               7
<PAGE>
                               ACCOUNT INFORMATION

     The Fund offers for sale two  classes of shares,  Class A and Class I. This
     prospectus  sets  out  information  about  Class  A  shares,  available  to
     investors who do not have the minimum  investment  requirements to purchase
     the Fund's Class I shares.  Class I shares are  available to  institutional
     investors who are willing to make an initial investment of $250,000.  Class
     I shares  charge  no sales  load and  have a  different  operating  expense
     structure which may result in performance for that Class which is different
     from that of Class A shares.  Class I shares are discussed  more fully in a
     separate prospectus available from the Fund.

WHEN THE FUND'S SHARES ARE PRICED

     The Net Asset  Value or "NAV" is  calculated  after the close of trading on
     the New York Stock Exchange (the "NYSE"),  every day that the NYSE is open.
     The NAV is not calculated on days that the NYSE is closed for trading.  The
     NYSE  usually  closes at 4 p.m.,  Eastern  time,  on  weekdays,  except for
     holidays.

HOW THE FUND'S SHARES ARE PRICED

     Class A shares are offered at the public offering price. Shares of the Fund
     are offered  continuously  for purchase at the public  offering  price next
     determined  after a purchase order is received.  The public  offering price
     per share is equal to the NAV,  plus a sales  charge,  which is  reduced on
     purchases  involving  amounts of $50,000 or more, as set forth in the table
     below.  The public  offering price is effective for orders  received by the
     Fund or  investment  brokers and their agents prior to the time of the next
     determination  of the Fund's  NAV and,  in the case of orders  placed  with
     brokers,  transmitted promptly to the Transfer Agent. Orders received after
     4:00 p.m.,  Eastern time will be entered at the following day's  calculated
     NAV.

     The  reduced  sales  charges  apply to  quantity  purchases.  In  addition,
     purchases  of shares  made  during a thirteen  month  period  pursuant to a
     written  LETTER OF INTENT are eligible for a reduced sales charge.  Reduced
     sales  charges are also  applicable to  subsequent  purchases  based on the
     aggregate of the amount being  purchased and the value, at net asset value,
     of shares owned at the time of investment.

          Sales Charge as percent of:

                                                               Portion of sales
                                            Offering            charge retained
     Amount of Purchase                       price     NAV       by dealers
     ------------------                       -----     ---       ----------

     Less than $50,000                        3.50%    3.63%         3.00%
     $50,000 but less than $100,000           3.00%    3.09%         2.60%
     $100,000 but less than $250,000          2.50%    2.56%         2.20%
     $250,000 but less than $500,000          2.00%    2.04%         1.80%
     $500,000 but less than $750,000          1.50%    1.52%         1.30%
     $750,000 but less than $1,000,000        1.00%    1.01%         0.80%
     $1,000,000 or more                       None     None          None

8
<PAGE>
LETTER OF INTENT

     You may qualify for an  immediate  reduced  sales  charge on  purchases  by
     completing the Letter on Intent section on the  Application  Form. You must
     state an  intention  to  purchase,  during the next 13 months,  a specified
     amount  of  shares  which,  if made at one time,  would  qualify  you for a
     reduced sales charge as specified in the above table.

RIGHTS OF ACCUMULATION

     The reduced  sales charges  applicable  to purchases  apply on a cumulative
     basis  over any  period of time.  Thus the value of all  shares of the Fund
     owned by you (including  your regular  account,  IRA account,  or any other
     account),  taken at current net asset value, can be combined with a current
     purchase of shares to determine the rate of sales charge  applicable to the
     current  purchase in order to receive the  cumulative  quantity  reduction.
     When opening a new account,  the fact that you currently hold shares of the
     Fund must be  indicated  on the  Application  Form in order to receive  the
     cumulative  quantity  discount.   For  subsequent  purchases,   the  Fund's
     Shareholder  Servicing Agent ((800) 229-2105) should be notified of current
     fund holdings prior to the purchase of additional shares.

DISTRIBUTION PLAN

     The Fund has  adopted a  Distribution  Plan for Class A Shares of the Fund,
     pursuant  to Rule  12b-1  under the  Investment  Company  Act of 1940.  The
     Distribution  Plan  permits the Fund to pay the  Advisor,  as  Distribution
     Coordinator,  for the sale and  distribution of Class A shares at an annual
     rate of 0.50% of the Fund's  Class A shares'  average  annual  net  assets.
     Payments made by the Fund pursuant to the Distribution  Plan will represent
     compensation for distribution and service activities, not reimbursement for
     specific expenses incurred.

     Because these fees are paid out of the Fund's assets on an on-going  basis,
     over time these fees will increase the cost of your  investment in the Fund
     and may cost you more than paying other types of sales charges.

SHAREHOLDER SERVICE PLAN

     The Fund has adopted a  Shareholder  Service  Plan.  Under the  Shareholder
     Service Plan,  the Advisor will provide,  or arrange for others to provide,
     certain  services to Class A shareholders of the Fund. As compensation  for
     its services, the Fund will pay the Advisor, at an annual rate, of 0.25% of
     the Fund's Class A shares' average annual net assets.

     In addition to  compensation  paid by the Fund under the  Distribution  and
     Shareholder  Servicing  Plans,  the Advisor may, out of its own  resources,
     compensate  third parties for  distribution,  marketing and other  services
     provided  to the Fund.  The Advisor  may use its own  resources  to sponsor
     seminars and educational programs on the Fund for financial  intermediaries
     and shareholders.

CONVERSION FEATURE

     On  the  first  business  day  of  the  month  next  following  the  fourth
     anniversary of their purchase, Class A shares will automatically convert to
     Class I shares and will no longer be subject  to the fees  associated  with
     the Distribution and Shareholder  Service Plans. This conversion will be on
     the basis of the relative NAVs of the two Classes,  without the  imposition
     of any sales charge,  fee or other  expense.  The purpose of the conversion
     feature is to eliminate the distribution and shareholder  service fees paid
     by the holders of Class A shares that have been outstanding for an extended
     period of time.

                                                                               9
<PAGE>
                                  HOW TO INVEST

OPENING A NEW ACCOUNT

     You may  purchase  shares  of the Fund by  mail,  by wire or  through  your
     investment broker. An Application Form accompanies this Prospectus.  Please
     use the  Application  Form when purchasing by mail or wire. If you have any
     questions or need further information about how to purchase shares, you may
     call an account representative of the Fund at (toll-free) (888) 229-2105.

PURCHASING SHARES BY MAIL

     Please complete the attached  Application  Form and mail it with a personal
     check,  payable  to the UNITY  FUND,  CLASS A to the Fund at the  following
     address:

              Unity Fund, Class A
              c/o Firstar Bank, N.A.
              P.O. Box 641265
              Cincinnati, OH 45264-1265

     You may not send  Application  Forms via  overnight  delivery to the Fund's
     P.O.  Box.  If you wish to use an  overnight  delivery  service,  send your
     Application  Form  and  check  to the  Fund's  custodian  at the  following
     address:

              Unity Fund, Class A
              c/o Firstar Bank, N.A.
              Mutual Fund Custody Department
              425 Walnut Street, M.L. 6118, Sixth Floor
              Cincinnati, Ohio 45202

PURCHASING SHARES BY WIRE

     To order by wire, you must have a wire account number. Please call the Fund
     at (toll-free) (888) 229-2105 between 9:00 a.m. and 5:00 p.m. Eastern time,
     on a day when the New York Stock Exchange ("NYSE") is open for trading,  in
     order to receive this  account  number.  If you send your  purchase by wire
     without the account number,  your order will be delayed.  You will be asked
     to fax your Application Form.

     Once you have the account number, your bank or other financial  institution
     may send the wire to the Fund's Custodian with the following instructions:

              Firstar Bank, N.A. Cinti/Trust
              ABA # 0420-0001-3
              For credit to: Unity Fund, Class A
              DDA # 488-920-679
              For further credit to [your name and account number]

     Your bank or financial institution may charge a fee for sending the wire to
     the Fund.

10
<PAGE>
PURCHASING THROUGH AN INVESTMENT BROKER

     Your may buy and sell shares through the Fund's approved  brokers and their
     agents (together "Brokers"). An order placed with a Broker is treated as if
     it were  placed  directly  with the Fund,  and will be executed at the next
     share price  calculated by the Fund. Your Broker will hold your shares in a
     pooled  account  in the  Broker's  name.  The  Fund may pay the  Broker  to
     maintain your  individual  ownership  information,  for  maintaining  other
     required records, and for providing other shareholder services.  The Broker
     may charge you a fee to handle your order.  The Broker is  responsible  for
     processing  your order  correctly and promptly,  keeping you advised of the
     status of your account,  confirming your transactions and ensuring that you
     receive copies of the Fund's prospectus.

     Please  contact your broker to see if it is an approved  broker of the Fund
     and for additional information.

MINIMUM INVESTMENTS

     Your  initial  purchase  must  be at  least  $1,000.  However,  if you  are
     purchasing shares through an Individual  Retirement Account ("IRA"), or you
     are starting an Automatic  Investing Plan, as described below, your initial
     purchase  must be at  least  $250.  Exceptions  may be  made at the  Fund's
     discretion.

ADDITIONAL INVESTMENTS

     Additional  purchases may be made for $100 or more.  Exceptions may be made
     at the Fund's discretion. You may purchase additional shares of the Fund by
     sending a check, with the stub from your account statement,  to the Fund at
     the  addresses  listed  above.  Please ensure that you include your account
     number  on the  check.  If you do not  have  the  stub  from  your  account
     statement,  include  your name,  address and  account  number on a separate
     statement.

     You may also make additional purchases by wire or through a Broker.  Please
     follow the  procedures  described  above for  purchasing  shares through an
     investment broker.

MINIMUM ACCOUNT BALANCE

     Due to the relatively high cost of managing small accounts, if the value of
     your  account  falls  below $250 as a result of  redemptions  you have made
     (except for IRA accounts),  the Fund may redeem your shares.  However,  the
     Fund will give you 30 days' written  notice to give you time to add to your
     account and avoid  involuntary  redemption of your shares.  If the value of
     your account  falls below $250 as a result of stock market  activity,  your
     account  will not be redeemed.  The Board of Trustees of the Fund  believes
     this policy to be in the best interest of all shareholders.

SELLING YOUR SHARES

     You may sell some or all of your Fund  shares on days that the NYSE is open
     for trading.  Your redemption may result in a realized gain or loss for tax
     purposes.  Your shares will be sold at the next NAV calculated for the Fund
     after  receiving  your  order.  You may sell your  shares by mail,  wire or
     through a Broker.

SELLING YOUR SHARES BY MAIL

     You may redeem  your shares by sending a written  request to the Fund.  You
     must give your  account  number  and state the number of shares you wish to
     sell. You must sign the written  request.  If the account is in the name of
     more than one person, each shareholder must sign the written request.  Send
     your written request to the Fund at:

                                                                              11
<PAGE>
              Unity Fund, Class A
              c/o American Data Services, Inc.
              150 Motor Parkway, Suite 109
              Hauppauge, NY 11788

     If the dollar amount of your redemption exceeds $100,000, you must obtain a
     signature  guarantee  (NOT A  NOTARIZATION),  available from may commercial
     banks, savings associations,  stock brokers and other NASD member firms. In
     unusual  circumstances,  the Fund may temporarily suspend the processing of
     sell  requests,  or postpone  payments of proceeds  for up to seven days as
     permitted by federal securities laws.

SELLING YOUR SHARES BY TELEPHONE

     If you  completed  the  "Redemption  by  Telephone"  section  of the Fund's
     Application  Form,  you may sell your  shares by  calling  the  Shareholder
     Servicing  Agent  (toll-free) at (888)  229-2105.  Your  redemption will be
     mailed or wired according to your instructions, on the next business day to
     the bank account you designated on your Application  Form. The minimum wire
     amount is $1,000.  Your bank or financial  institution may charge a fee for
     receiving the wire from the Fund. Telephone redemptions may not be made for
     IRA accounts.

     The Fund  will  take  steps  to  confirm  that a  telephone  redemption  is
     authentic.  This may include tape recording the telephone instructions,  or
     requiring  a  form  of  personal  identification  before  acting  on  those
     instructions.  The Fund reserves the right to refuse telephone instructions
     if it cannot reasonably confirm the telephone instructions. The Fund may be
     liable for losses from  unauthorized or fraudulent  telephone  transactions
     only if these reasonable procedures are not followed.

     You may  request  telephone  redemption  privileges  after your  account is
     opened.  However,  the  authorization  form  requires a separate  signature
     guarantee  (NOT A  NOTARIZATION).  The Fund may  modify or  terminate  your
     telephone privileges after giving you 60 days notice.  Please be aware that
     you may  experience  delays in redeeming  your shares by  telephone  during
     periods of abnormal  market  activity.  In addition,  the Fund may postpone
     payment  of  proceeds  for  up to  seven  days,  as  permitted  by  federal
     securities laws.

AUTOMATIC INVESTMENT PLAN

     You may make regular  monthly  investments  in the Fund using the Automatic
     Investment  Plan.  Through  the  plan,  it is  arranged  for  your  bank or
     financial institution to transfer a predetermined amount (but not less than
     $100),  monthly, to purchase shares of the Fund. When the Fund receives the
     transfer,  the Fund will invest the amount in additional shares of the Fund
     at the next calculated applicable public offering price. You may request an
     Application  for  the  Automatic   Investment  Plan  by  calling  the  Fund
     (toll-free) at (888)  229-2105.  The Fund may modify or terminate this Plan
     at any time. You may terminate your  participation  in this Plan by calling
     the Fund.

AUTOMATIC WITHDRAWAL PLAN

     You may request  that a  predetermined  amount be sent to you each month or
     quarter.  Your account  value must have a value of at least $10,000 for you
     to be eligible to participate in the Automatic Withdrawal Plan. The minimum
     withdrawal  amount is $50. You may request an Application for the Automatic
     Withdrawal Plan by calling the Fund (toll-free) at (877) 829-8413. The Fund
     may  modify or  terminate  this Plan at any time.  You may  terminate  your
     participation in this Plan by calling the Fund.

12
<PAGE>
OTHER POLICIES

     The Fund may waive the minimum  investment  requirements  for  purchases by
     certain groups or retirement  plans.  All investments  must be made in U.S.
     funds,  and checks must be drawn on U.S. banks.  Third party checks are not
     accepted.   The  Fund  may  charge  you  if  your  check  is  returned  for
     insufficient  funds.  The Fund reserves the right to reject any investment,
     in whole or in part.  The IRS  requires  that you  provide the Fund or your
     Broker with a taxpayer  identification  number and other  information  upon
     opening an  account.  You must  specify  whether  you are subject to backup
     withholding.  Otherwise, you may be subject to backup withholding at a rate
     of 31%.

                               EARNINGS AND TAXES

DIVIDENDS AND DISTRIBUTIONS

     Income dividends and capital gain  distributions  are normally declared and
     paid by the Fund to its shareholders in December of each year. The Fund may
     also make periodic  dividend  payments and  distributions at other times in
     its discretion.

     Unless you invest through a tax-advantaged  account,  you will owe taxes on
     the  dividends  and   distributions.   Dividends  and   distributions   are
     automatically reinvested in additional shares of the Fund unless you make a
     written  request to the Fund that you would like to receive  dividends  and
     distributions made in cash.

TAXES

     The Fund is  required  by  Internal  Revenue  Service  rules to  distribute
     substantially all of its net investment  income, and capital gains, if any,
     to shareholders.  Capital gains may be taxable at different rates depending
     upon the length of time a Fund holds its  assets.  You will be  notified at
     least annually about the tax consequences of distributions  made each year.
     The  Fund's  dividends  and  distributions,  whether  received  in  cash or
     reinvested,  may be  taxable.  Any  redemption  of a Fund's  shares will be
     treated  as a sale  and  any  gain  on  the  transaction  may  be  taxable.
     Additional  information  about tax issues relating to the Fund may be found
     in the SAI.  Please  consult  your tax  advisor  about  the  potential  tax
     consequences of investing in the Fund.

                                                                              13
<PAGE>
                              FINANCIAL HIGHLIGHTS

The financial  highlights  table is intended to help you  understand  the Fund's
financial  performance  during  the  past  fiscal  period.  Certain  information
reflects  financial  results for a single Fund share.  The total  returns in the
table  represent the rate that an investor would have earned on an investment in
the Fund  (assuming  reinvestment  of all  dividends  and  distributions).  This
information  has been audited by McGladrey & Pullen,  LLP.  Their report and the
Fund's  financial  statements  are included in the Fund's annual report which is
available upon request by calling (888) 229-2105.

FINANCIAL HIGHLIGHTS
FOR A FUND SHARE OUTSTANDING THROUGHOUT THE PERIOD
- --------------------------------------------------------------------------------
                                                                  June 29, 1998*
                                                                      through
                                                                   May 31, 1999
- --------------------------------------------------------------------------------

Net asset value, beginning of period ............................     $10.00
                                                                      ------

Income from investment operations:
      Net investment income .....................................       0.05
      Net realized and unrealized gain on investments ...........       1.40
                                                                      ------
Total from investment operations ................................       1.45
                                                                      ------

Less distributions:
      From net investment income ................................      (0.01)
      From net realized gain from security transactions .........      (0.01)
                                                                      ------
Total distributions .............................................      (0.02)
                                                                      ------

Net asset value, end of period ..................................     $11.43
                                                                      ======

Total return.....................................................      14.55%++

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands)............................     $4,056

Ratio of expenses to average net assets:
      Before advisory fee waiver and absorption..................       6.24%+
      After advisory fee waiver and absorption...................       2.10%+

Ratio of net investment income to average net assets:
      After advisory fee waiver and absorption...................       0.64%+

Portfolio turnover rate..........................................      54.69%

*Commencement of operations.

+Annualized.

++ Does not include sales load and is not annualized.

14
<PAGE>
                               UNITY FUND, CLASS A
                        A SERIES OF ADVISORS SERIES TRUST


                              FOR MORE INFORMATION


You can find more  information  about the Fund in the  Statement  of  Additional
Information  ("SAI"),  incorporated  by  reference in this  prospectus,  that is
available free of charge.

To request your free copy of the SAI, annual report,  semi-annual  report, or to
request other  information,  please call (toll-free)  (888) 229-2105 or write to
the Fund:

         Unity Fund, Class A
         c/o American Data Services, Inc.
         150 Motor Parkway, Suite 109
         Hauppauge, NY 11788

You may review and copy further  information about the Fund,  including the SAI,
at the Securities and Exchange  Commission's  ("SEC's") Public Reference Room in
Washington,  D.C. Call (800) SEC-0330 for information about the operation of the
Public Reference Room.

REPORTS AND OTHER FUND INFORMATION ARE ALSO AVAILABLE ON THE SEC'S INTERNET SITE
AT www.sec.gov.  COPIES OF THIS  INFORMATION MAY BE OBTAINED,  UPON PAYMENT OF A
DUPLICATING FEE, BY WRITING TO THE SEC'S PUBLIC REFERENCE  SECTION,  WASHINGTON,
D.C. 20549-6009.


                                                      SEC File Number: 811-07959
<PAGE>
                                   UNITY FUND
                                 CLASS I SHARES







                                   PROSPECTUS
                                 OCTOBER 1, 1999








THE  SECURITIES AND EXCHANGE  COMMISSION  HAS NOT APPROVED OR DISAPPROVED  THESE
SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.

SHARES  OF THE FUND  OFFERED  THROUGH  DELTA  EQUITY  SERVICES  CORP.,  JACKSON,
SHANKLIN & SONIA INVESTMENTS, L.L.C. OR ANY OTHER INVESTMENT BROKER ARE NOT BANK
DEPOSITS.  SHARES OF THE FUND ARE NOT GUARANTEED OR ENDORSED BY ANY BANK. SHARES
OF THE  FUND  ARE NOT  INSURED  BY THE  FEDERAL  DEPOSIT  INSURANCE  CORPORATION
("FDIC"), FEDERAL RESERVE BOARD OR ANY OTHER AGENCY. ALL INVESTMENTS ARE SUBJECT
TO RISKS, INCLUDING THE POSSIBLE LOSS OF MONEY INVESTED.
<PAGE>
                               UNITY FUND, CLASS I

                           6600 Plaza Drive, Suite 310
                              New Orleans, LA 70127
              Fund Literature (toll free): (877) LIBFUND (542-3863)
                            alternate: (800) 645-1704
                Shareholder Services (toll-free): (888) 229-2105


                                TABLE OF CONTENTS


        Fund Overview...........................................      3

        Understanding Expenses..................................      4

        Management of the Fund..................................      5

        Account Information.....................................      8

        How to Invest...........................................      8

        Earnings and Taxes......................................     11

        For More Information....................................Back Cover



More  detailed  information  on all  subjects  covered  in  this  prospectus  is
contained in the Fund's STATEMENT OF ADDITIONAL  INFORMATION ("SAI").  Investors
seeking more in-depth  explanations  of the contents of this  prospectus  should
request the SAI and review it before purchasing shares.

2
<PAGE>
                                  FUND OVERVIEW

     The Unity Fund was formerly known as the Liberty Freedom Fund.

INVESTMENT OBJECTIVES

     The Fund's  primary  investment  objective  is the growth of  capital.  Its
     secondary  objective is to provide  current  income.  The objectives of the
     Fund may be changed only with shareholder approval.

PRINCIPAL INVESTMENT STRATEGIES

     The Fund uses a disciplined  approach to select  securities  for the Fund's
     portfolio  that it believes  are  undervalued,  reasonably  priced and have
     prospects  for  continued  consistent  growth.  The Fund  uses  fundamental
     analysis of financial statements to select stocks of issuers which have low
     price/earnings and price/book ratios as well as strong balance sheet ratios
     and high and/or stable dividend yields.

     The Fund will  invest  primarily  in the  stocks of large,  well-recognized
     companies.  The Fund will usually  invest at least 20% of its assets in the
     stocks  that  comprise  the  S&P  100  Index.   The  S&P  100  Index  is  a
     capitalization-weighted   index  of  100  stocks  from  a  broad  range  of
     industries.

     Under normal  market  conditions,  the Fund will invest at least 85% of its
     total assets in stocks and other equity securities.

     The Fund's annual portfolio turnover rate will usually not exceed 50%.

TYPES OF SECURITIES

     The Fund invests primarily in the following securities:

          *    Common Stock;
          *    Preferred Stock;
          *    Convertible Securities and Warrants; and
          *    Standard & Poor's Depositary Receipts ("SPDRs")

     Please review the SAI for further descriptions of these securities.

PRINCIPAL RISKS OF INVESTING

     You may lose money by  investing  in the Fund.  Other  principal  risks you
     should consider include:

     MARKET  DECLINE - A company's  stock price or the overall  stock market may
     experience a sudden decline.

     THE EFFECT OF INTEREST  RATES - The Fund may invest in bonds and other debt
     instruments  which may be affected by interest  rate changes and changes in
     the creditworthiness of the bond or debt instrument issuer.

     Defensive Investments - AT THE DISCRETION OF THE SUB-ADVISOR,  THE FUND MAY
     INVEST  UP TO 100% OF ITS  ASSETS  IN  CASH,  CASH  EQUIVALENTS,  AND  HIGH
     QUALITY,  SHORT-TERM  DEBT  SECURITIES  AND MONEY  MARKET  INSTRUMENTS  FOR
     TEMPORARY DEFENSIVE PURPOSES.  DURING SUCH A PERIOD, THE FUND MAY NOT REACH
     ITS INVESTMENT  OBJECTIVES.  FOR EXAMPLE,  SHOULD THE MARKET ADVANCE DURING
     THIS PERIOD,  THE FUND MAY NOT  PARTICIPATE  AS MUCH AS IT WOULD HAVE IF IT
     HAD BEEN MORE FULLY INVESTED.

                                                                               3
<PAGE>
     YEAR  2000  -  Many  computer  systems,  as  originally   encoded,   cannot
     distinguish  the year 2000 from the year 1900. If not  corrected,  computer
     systems  may  misinterpret  and  read  incorrectly  dates  occurring  after
     December 31, 1999.  This is commonly  known as the "Year 2000 Problem." The
     Year 2000  Problem  could have a  negative  impact on  handling  securities
     trades and pricing and  accounting  services.  The Fund's Board of Trustees
     have adopted a Year 2000  Project Plan that the Board of Trustees  believes
     is reasonably designed to address the Year 2000 Problem with respect to the
     Advisor's and the Fund's service providers' computer systems.  For example,
     should  the Board of  Trustees  determine  that a service  provider  is not
     converting  to a Year 2000  compliant  system,  the Board of Trustees  will
     replace that service provider.  Although the Advisor and the Fund's service
     providers  have  assured  the Fund that they are moving  towards  Year 2000
     compliant computer systems,  this is not a guarantee that the Fund will not
     experience an adverse impact from the Year 2000 Problem. It is important to
     keep in mind that the Year 2000 Problem may adversely impact the issuers in
     which the Fund invests and, by  extension,  the value of the shares held by
     the Fund.

WHO MAY WANT TO INVEST

     The Fund is intended for investors who:

          *    Are willing to hold their shares for a long period of time (e.g.,
               in preparation for retirement);
          *    Are  diversifying  their  investment  portfolio by investing in a
               mutual fund that concentrates in large-cap companies; and/or
          *    Are willing to accept  higher  short-term  risk in exchange for a
               higher potential for a long-term total return.

                             UNDERSTANDING EXPENSES

FEES AND EXPENSES OF THE FUND

     This table  describes the fees and expenses that you may pay if you buy and
     hold shares of the Fund.

     Shareholder Fees
     (fees paid directly from your investment)
         Maximum Sales Load on Fund Purchases..........................  None
         (as a percentage of offering price)

     Annual Fund Operating Expenses*
     (expenses that are deducted from Fund assets)
         Investment Advisory Fees......................................  0.85%
         Distribution (12b-1) Fees.....................................  None
         Shareholder Service Fees......................................  None
         Other Expenses................................................  3.00%
                                                                        -----

     Total Annual Fund Operating Expenses..............................  3.85%
         Advisory Fee Waiver and/or Fund Expense Absorption # ......... (2.55%)
                                                                        -----
     Net Expenses......................................................  1.30%
                                                                        =====

4
<PAGE>
     * Other expenses have been estimated.  The Advisor has contractually agreed
     to waive its fees and/or  absorb  expenses of the Fund to ensure that Total
     Annual  Operating  Expenses do not exceed 1.30%.  This  contract's  term is
     indefinite and may be terminated only by the Board of Trustees of the Fund.
     If the Advisor waives any of its fees or pays Fund  expenses,  the Fund may
     reimburse the Advisor in future years.

EXAMPLE

     This  Example is intended to help you compare the costs of investing in the
     Fund with the cost of investing in other mutual funds.

     The  Example  assumes  that  you  invest  $10,000  in the Fund for the time
     periods  indicated  and then  redeem all of your shares at the end of those
     periods. The Example also assumes that your investment has a 5% return each
     year and that the Fund's operating expenses remain the same.  Although your
     actual costs may be higher or lower,  based on these assumptions your costs
     would be:

     1 year           3 years        5 years       10 years
     ------           -------        -------       --------
      $132             $412            $713         $1,569

                             MANAGEMENT OF THE FUND

THE ADVISOR

     The Fund's Advisor, Liberty Bank and Trust Company ("Liberty"),  6600 Plaza
     Drive,  Suite 310, New Orleans,  Louisiana  70127, (a subsidiary of Liberty
     Financial Services,  Inc.) has provided banking services to the greater New
     Orleans  community  since  1972.  Liberty's  assets have grown to over $180
     million and has risen to become one of the top ten African  American  owned
     banks in the United  States.  Liberty  has overall  responsibility  for the
     assets  under  management  and  will  be  responsible  for  monitoring  the
     day-to-day  activity  of  the  Sub-Advisor.   Liberty,  together  with  the
     Sub-Advisor,  is responsible for formulating  and  implementing  the Fund's
     investments.  Liberty  furnishes  the Fund with  office  space and  certain
     administrative  services. As compensation for the services it receives, the
     Fund pays Liberty a monthly  advisory fee based upon the average  daily net
     assets of the Fund at the annual rate of 0.25%.

THE SUB-ADVISOR

     The Fund's Sub-Advisor, The Edgar Lomax Company, 6564 Loisdale Court, Suite
     310, Springfield, Virginia 22150, has provided asset management services to
     individuals  and  institutional   investors  since  1986.  Currently,   the
     Sub-Advisor  has $1.2 billion in assets under  management.  Mr.  Randall R.
     Eley, President and Chief Investment Officer of the Sub- Advisor,  controls
     the Sub-Advisor.

     The  Sub-Advisor  provides  the Fund  with  advice on  buying  and  selling
     securities and manages the  investments of the Fund. As  compensation,  the
     Fund pays the  Sub-Advisor a monthly  management fee based upon the average
     daily net assets of the Fund at the annual rate of 0.60%.

                                                                               5
<PAGE>
PRIOR PERFORMANCE OF THE SUB-ADVISOR

     The following table sets forth composite  performance  data relating to the
     historical  performance  of private  accounts of The Edgar  Lomax  Company,
     Sub-Advisor  to the Fund.  Each of these private  accounts  exceeds,  as of
     January 1, 1994, $1 million in market value and have investment objectives,
     policies,  strategies and risks substantially similar to those of the Fund.
     The data is provided to illustrate the past  performance of the Sub-Advisor
     in managing  substantially  similar  accounts as measured  against a market
     index and does not represent the  performance  of the Fund.  You should not
     consider this  performance  data as an indication of future  performance of
     the Fund or of the Sub-Advisor. A complete list and description of the Sub-
     advisor's composites is available by request to the Sub-Advisor.

     The composite  performance  data shown below were  calculated in accordance
     with recommended standards of the Association for Investment Management and
     Research (AIMR*),  retroactively  applied to all time periods.  All returns
     presented were calculated on a total return basis and include all dividends
     and interest,  accrued income and realized and unrealized gains and losses.
     All returns  reflect the deduction of investment  advisory fees,  brokerage
     commissions and execution costs paid by private accounts of the Sub-Advisor
     without  provision  for federal or state income taxes.  Custodial  fees, if
     any, were  generally  not included in the  calculation.  The  Sub-Advisor's
     composite includes all actual,  fee-paying,  discretionary private accounts
     with assets in excess of $1 million  (minimum  account size  required as of
     January  1,  1994)  managed  by  the  Sub-  Advisor  that  have  investment
     objectives,  policies,  strategies and risks substantially similar to those
     of the Fund.  Securities  transactions  are accounted for on the trade date
     and  accrual  accounting  is used.  Cash and  equivalents  are  included in
     performance  returns.  The monthly returns of the  Sub-Advisor's  composite
     combine the individual  accounts'  returns  (calculated on a  time-weighted
     rate of return  that is  revalued  whenever  cash  flows  exceed  10% of an
     account's current value) by asset-weighting each individual account's asset
     value as of the beginning of the month.  Quarterly  and yearly  returns are
     calculated  by  geometrically  linking the monthly and  quarterly  returns,
     respectively.

     The private accounts that are included in the  Sub-Advisor's  composite are
     not  subject to the same types of expenses to which the Fund is subject nor
     to  the  diversification   requirements,   specific  tax  restrictions  and
     investment limitations imposed on the Fund by the Investment Company Act or
     the Internal Revenue Code.  Consequently,  the performance  results for the
     Sub-Advisor's  composite could have been adversely  affected if the private
     accounts  included in the composite had been regulated as a mutual fund. In
     addition,  the  operating  expenses  incurred by the private  accounts were
     lower  than  the   anticipated   operating   expenses  of  the  Fund,  and,
     accordingly, the performance results of the composite are greater than what
     Fund performance would have been.

     The investment results of the Sub-Advisor's  composite presented below have
     been  reviewed  and  verified  (for an AIMR  Level  II  examination)  by an
     independent  auditing firm, to be computed in accordance  with  Performance
     Presentation  Standards  of AIMR,  but these  results  are not  intended to
     predict or suggest the returns that might be  experienced by the Fund or an
     individual  investing  in the  Fund.  The  methodology  used  to  calculate
     performance  conforming  to AIMR  standards is different  from that used by
     mutual funds.  Investors should also be aware that the use of a methodology
     different  from that used below to  calculate  performance  could result in
     different performance data.

6
<PAGE>
<TABLE>
<CAPTION>
TOTAL RETURNS:                                               YEARS ENDED, DECEMBER 31              OCT. 1, 1990 TO
             ANNUALIZED  CUMULATIVE    1997     1996     1995    1994     1993     1992     1991    DEC. 31, 1990
             ----------  ----------   ------   ------   ------   -----   ------   ------   ------   -------------

<S>            <C>        <C>        <C>      <C>      <C>      <C>     <C>       <C>     <C>          <C>
SUB-ADVISORS   21.09%     300.42%    24.18%    22.04%   45.75%   3.38%   25.02%    6.35%  27.75%       3.25%
COMPOSITE

S&P 500**      20.42%     284.69%    33.34%    22.99%   37.53%   1.30%   10.06%    7.62%  30.45%       8.96%

NUMBER OF PORTFOLIOS                    28        15        9       4        3        3       2           1
END OF PERIOD

COMPOSITE ASSETS                      $641      $388     $187     $43     $607     $533    $361         $95
END OF PERIOD (THOUSANDS)

PERCENTAGE OF TOTAL ASSETS              90%       96%      97%     82%       1%       4%     12%          5%
REPRESENTED BY COMPOSITE

STANDARD DEVIATION          0.27%     0.51%     0.85%    0.45%   0.26%    0.56%     -0-     N/A
OF RETURNS
</TABLE>

     * AIMR is a non-profit membership and education organization with more than
     60,000 members worldwide that, among other things,  has formulated a set of
     performance  presentation  standards for  investment  advisors.  These AIMR
     standards are intended to promote full and fair presentations by investment
     advisors of their performance results and ensure uniformity in reporting so
     that performance results of investment advisors are directly comparable.

     ** The Standard & Poor's 500 Composite Stock Price Index,  known as the S&P
     500,  is  an  unmanaged   market   value-weighted   index   consisting   of
     representative  samples of stocks within  important  industry groups within
     the U.S. economy.  It includes  dividends and  distributions,  but does not
     reflect fees, brokerage commissions or other expenses of investing.  It has
     been taken from  published  sources and has not been  audited by Deloitte &
     Touche LLP.

THE PORTFOLIO MANAGER

     Mr. Randall R. Eley of the  Sub-Advisor is principally  responsible for the
     day-to-day  management on the Fund's portfolio.  Mr Eley has been active in
     the investment field  professionally  since the founding of the Sub-advisor
     in 1986.

SHAREHOLDING SERVICING AGENT

     American Data Services,  Inc., P.O. Box 5536, Hauppauge, NY 11788 serves as
     the Fund's Shareholder Servicing Agent and Transfer Agent.

CUSTODIAN

     Firstar Bank, N.A, 425 Walnut Street, Cincinnati, Ohio 45202, serves as the
     Fund's Custodian.

DISTRIBUTOR

     First Fund  Distributors,  Inc.,  4455 East  Camelback  Road,  Suite  261E,
     Phoenix, Arizona, serves as the Fund's Distributor.

INDEPENDENT ACCOUNTANTS

     PricewaterhouseCoopers  LLP,  1177 Avenue of the  Americas,  New York,  New
     York, 10036, serves as the Fund's Independent Accountants.

LEGAL COUNSEL

     Paul,  Hastings,   Janofsky  &  Walker  LLP,  345  California  Street,  San
     Francisco, California 94104, serves as the Fund's legal counsel.

                                                                               7
<PAGE>
                               ACCOUNT INFORMATION

     The Fund offers for sale two  classes of shares,  Class A and Class I. This
     prospectus  sets out information  about Class I shares.  Class A shares are
     available  to  smaller  investors  who  do not  have  the  initial  minimum
     investment of $250,000.  Class A shares  charge an up-front  sales load and
     have  a  different   operating   expense  structure  which  may  result  in
     performance  for that Class which is different from that of Class I shares.
     Class A shares are discussed more fully in a separate prospectus  available
     from the Fund.

WHEN THE FUND'S SHARES ARE PRICED

     The Net Asset  Value or "NAV" is  calculated  after the close of trading on
     the New York Stock Exchange (the "NYSE"),  every day that the NYSE is open.
     The NAV is not calculated on days that the NYSE is closed for trading.  The
     NYSE  usually  closes at 4 p.m.,  Eastern  time,  on  weekdays,  except for
     holidays.

HOW THE FUND'S SHARES ARE PRICED

     Class I  shares  are  offered  continuously  for  purchase  at the NAV next
     determined  after a purchase order is received.  The NAV price is effective
     for orders  received by the Fund or  investment  brokers  and their  agents
     prior to the time of the next  determination  of the Fund's NAV and, in the
     case of orders  placed with brokers,  transmitted  promptly to the Transfer
     Agent. Orders received after 4:00 p.m., Eastern time will be entered at the
     following day's calculated NAV.

                                  HOW TO INVEST

OPENING A NEW ACCOUNT

     You may  purchase  shares  of the Fund by  mail,  by wire or  through  your
     investment broker. An Application Form accompanies this Prospectus.  Please
     use the  Application  Form when purchasing by mail or wire. If you have any
     questions or need further information about how to purchase shares, you may
     call an account representative of the Fund at (toll-free) (888) 229-2105.

PURCHASING SHARES BY MAIL

     Please complete the attached  Application  Form and mail it with a personal
     check,  payable  to the UNITY  FUND,  CLASS I to the Fund at the  following
     address:

              Unity Fund, Class I
              c/o Firstar Bank, N.A.
              P.O. Box 641265
              Cincinnati, OH 45264-1265

     You may not send  Application  Forms via  overnight  delivery to the Fund's
     P.O.  Box.  If you wish to use an  overnight  delivery  service,  send your
     Application  Form  and  check  to the  Fund's  custodian  at the  following
     address:

              Unity Fund, Class I
              c/o Firstar Bank, N.A.
              Mutual Fund Custody Department
              425 Walnut Street, M.L. 6118, Sixth Floor
              Cincinnati, Ohio 45202

8
<PAGE>
PURCHASING SHARES BY WIRE

     To order by wire, you must have a wire account number. Please call the Fund
     at (toll-free) (888) 229-2105 between 9:00 a.m. and 5:00 p.m. Eastern time,
     on a day when the New York Stock Exchange ("NYSE") is open for trading,  in
     order to receive this  account  number.  If you send your  purchase by wire
     without the account number,  your order will be delayed.  You will be asked
     to fax your Application Form.

Once you have the account number,  your bank or other financial  institution may
send the wire to the Fund's Custodian with the following instructions:

         Firstar Bank, N.A. Cinti/Trust
         ABA # 0420-0001-3
         For credit to: Unity Fund, Class I
         DDA # 488-920-679
         For further credit to [your name and account number]

Your bank or financial  institution may charge a fee for sending the wire to the
Fund.

PURCHASING THROUGH AN INVESTMENT BROKER

     Your may buy and sell shares through the Fund's approved  brokers and their
     agents (together "Brokers"). An order placed with a Broker is treated as if
     it were placed directly with the Fund, and will be executed at the NAV next
     calculated  by the Fund.  Your  Broker  will  hold your  shares in a pooled
     account in the Broker's  name. The Fund may pay the Broker to maintain your
     individual ownership  information,  for maintaining other required records,
     and for providing other shareholder  services.  The Broker may charge you a
     fee to handle your order.  The Broker is responsible  for  processing  your
     order  correctly  and  promptly,  keeping you advised of the status of your
     account,  confirming your transactions and ensuring that you receive copies
     of the Fund's prospectus.

     Please  contact your broker to see if it is an approved  broker of the Fund
     and for additional information.

MINIMUM AND SUBSEQUENT INVESTMENTS

     The  minimum  initial  investment  in  the  Fund  is  $250,000.  Generally,
     subsequent investments must be at least $25,000.  Exceptions may be made at
     the Fund's discretion.

     You may purchase additional shares of the Fund by sending a check, with the
     stub from  your  account  statement,  to the Fund at the  addresses  listed
     above.  Please ensure that you include your account number on the check. If
     you do not have the stub from your  account  statement,  include your name,
     address and account number on a separate statement.

     You may also make additional purchases by wire or through a Broker.  Please
     follow the  procedures  described  above for  purchasing  shares through an
     investment broker.

     Due to the relatively high cost of managing small accounts, if the value of
     your account falls below $50,000 as a result of  redemptions  you have made
     (except for IRA accounts),  the Fund may redeem your shares.  However,  the
     Fund will give you 30 days' written  notice to give you time to add to your
     account and avoid  involuntary  redemption of your shares.  If the value of
     your account falls below $50,000 as a result of stock market activity, your
     account  will not be redeemed.  The Board of Trustees of the Fund  believes
     this policy to be in the best interest of all shareholders.

                                                                               9
<PAGE>
SELLING YOUR SHARES

     You may sell some or all of your Fund  shares on days that the NYSE is open
     for trading.  Your redemption may result in a realized gain or loss for tax
     purposes.  Your shares will be sold at the next net asset value  calculated
     for the Fund after receiving your order.  You may sell your shares by mail,
     wire or through a Broker.

SELLING YOUR SHARES BY MAIL

     You may redeem  your shares by sending a written  request to the Fund.  You
     must give your  account  number  and state the number of shares you wish to
     sell. You must sign the written  request.  If the account is in the name of
     more than one person, each shareholder must sign the written request.  Send
     your written request to the Fund at:

              Unity Fund, Class I
              c/o American Data Services, Inc.
              150 Motor Parkway, Suite 109
              Hauppauge, NY 11788

     If the dollar amount of your redemption exceeds $100,000, you must obtain a
     signature  guarantee  (NOT A  NOTARIZATION),  available from may commercial
     banks, savings associations,  stock brokers and other NASD member firms. In
     unusual  circumstances,  the Fund may temporarily suspend the processing of
     sell  requests,  or postpone  payments of proceeds  for up to seven days as
     permitted by federal securities laws.

SELLING YOUR SHARES BY TELEPHONE

     If you  completed  the  "Redemption  by  Telephone"  section  of the Fund's
     Application  Form,  you may sell your  shares by  calling  the  Shareholder
     Servicing  Agent  (toll-free) at (888)  229-2105.  Your  redemption will be
     mailed or wired according to your instructions, on the next business day to
     the bank account you designated on your Application  Form. The minimum wire
     amount is $1,000.  Your bank or financial  institution may charge a fee for
     receiving the wire from the Fund. Telephone redemptions may not be made for
     IRA accounts.

     The Fund  will  take  steps  to  confirm  that a  telephone  redemption  is
     authentic.  This may include tape recording the telephone instructions,  or
     requiring  a  form  of  personal  identification  before  acting  on  those
     instructions.  The Fund reserves the right to refuse telephone instructions
     if it cannot reasonably confirm the telephone instructions. The Fund may be
     liable for losses from  unauthorized or fraudulent  telephone  transactions
     only if these reasonable procedures are not followed.

     You may  request  telephone  redemption  privileges  after your  account is
     opened.  However,  the  authorization  form  requires a separate  signature
     guarantee  (NOT A  NOTARIZATION).  The Fund may  modify or  terminate  your
     telephone privileges after giving you 60 days notice.  Please be aware that
     you may  experience  delays in redeeming  your shares by  telephone  during
     periods of abnormal  market  activity.  In addition,  the Fund may postpone
     payment  of  proceeds  for  up to  seven  days,  as  permitted  by  federal
     securities laws.

10
<PAGE>
AUTOMATIC INVESTMENT PLAN

     You may make regular  monthly  investments  in the Fund using the Automatic
     Investment  Plan.  Through  this  plan,  it is  arranged  for your  bank or
     financial  institution  to transfer a  predetermined  amount,  monthly,  to
     purchase shares of the Fund. When the Fund receives the transfer,  the Fund
     will  invest  the  amount  in  additional  shares  of the  Fund at the next
     calculated NAV. You may request an Application for the Automatic Investment
     Plan by calling the Fund (toll-free) at (888) 229-2105. The Fund may modify
     or terminate this Plan at any time. You may terminate your participation in
     this Plan by calling the Fund.

AUTOMATIC WITHDRAWAL PLAN

     You may request  that a  predetermined  amount be sent to you each month or
     quarter.  The  minimum  withdrawal  amount  is  $100.  You may  request  an
     Application  for the Automatic  Withdrawal  Plan by calling the Fund (toll-
     free) at (877) 829-8413.  The Fund may modify or terminate this Plan at any
     time.  You may  terminate  your  participation  in this Plan by calling the
     Fund.

OTHER POLICIES

     The Fund may waive the minimum  investment  requirements  for  purchases by
     certain groups or retirement  plans.  All investments  must be made in U.S.
     funds,  and checks must be drawn on U.S. banks.  Third party checks are not
     accepted.   The  Fund  may  charge  you  if  your  check  is  returned  for
     insufficient  funds.  The Fund reserves the right to reject any investment,
     in whole or in part.  The IRS  requires  that you  provide the Fund or your
     Broker with a taxpayer  identification  number and other  information  upon
     opening an  account.  You must  specify  whether  you are subject to backup
     withholding.  Otherwise, you may be subject to backup withholding at a rate
     of 31%.

                               EARNINGS AND TAXES

DIVIDENDS AND DISTRIBUTIONS

     Income dividends and capital gain  distributions  are normally declared and
     paid by the Fund to its shareholders in December of each year. The Fund may
     also make periodic  dividend  payments and  distributions at other times in
     its discretion.

     Unless you invest through a tax-advantaged  account,  you will owe taxes on
     the  dividends  and   distributions.   Dividends  and   distributions   are
     automatically reinvested in additional shares of the Fund unless you make a
     written  request to the Fund that you would like to receive  dividends  and
     distributions made in cash.

TAXES

     The Fund is  required  by  Internal  Revenue  Service  rules to  distribute
     substantially all of its net investment  income, and capital gains, if any,
     to shareholders.  Capital gains may be taxable at different rates depending
     upon the length of time a Fund holds its  assets.  You will be  notified at
     least annually about the tax consequences of distributions  made each year.
     The  Fund's  dividends  and  distributions,  whether  received  in  cash or
     reinvested,  may be  taxable.  Any  redemption  of a Fund's  shares will be
     treated  as a sale  and  any  gain  on  the  transaction  may  be  taxable.
     Additional  information  about tax issues relating to the Fund may be found
     in the SAI.  Please  consult  your tax  advisor  about  the  potential  tax
     consequences of investing in the Fund.

                                                                              11
<PAGE>
                               UNITY FUND, CLASS I
                        A SERIES OF ADVISORS SERIES TRUST


                              FOR MORE INFORMATION

You can find more  information  about the Fund in the  Statement  of  Additional
Information  ("SAI"),  incorporated  by  reference in this  prospectus,  that is
available free of charge.

To request your free copy of the SAI, annual report,  semi-annual  report, or to
request other  information,  please call (toll-free)  (888) 229-2105 or write to
the Fund:

         Unity Fund, Class I
         c/o American Data Services, Inc.
         150 Motor Parkway, Suite 109
         Hauppauge, NY 11788

You may review and copy further  information about the Fund,  including the SAI,
at the Securities and Exchange  Commission's  ("SEC's") Public Reference Room in
Washington,  D.C. Call (800) SEC-0330 for information about the operation of the
Public Reference Room.

FUND  INFORMATION IS ALSO  AVAILABLE ON THE SEC'S INTERNET SITE AT  www.sec.gov.
COPIES OF THIS  INFORMATION MAY BE OBTAINED,  UPON PAYMENT OF A DUPLICATING FEE,
BY WRITING TO THE SEC'S PUBLIC REFERENCE SECTION, WASHINGTON, D.C.
20549-6009.



                                                      SEC File Number: 811-07959


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission