ADVISORS SERIES TRUST
497, 1999-02-05
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                                 Investment Company Administration Corporation
                                              4455 E. Camelback Rd., Suite 261E
                                                         Phoenix, Arizona 85018
                                                                 (602) 952-1100







February 5, 1999


Securities and Exchange Commission
Attn: Filing Desk, Stop 1-4
450 Fifth Street, N.W.
Washington, DC 20549

                                  Re:      Advisors Series Trust
                                           File No. 333-17391 and 811-07959 


Dear Sir or Madam:

On  behalf  of the  above  Registrant  and  pursuant  to Rule  497(e)  under the
Securities  Act of 1933,  I enclose  for filing via EDGAR for the Howard  Equity
Fund series of the Registrant, a Supplement dated February 8, 1999.


Sincerely yours,

/s/Thomas Marschel

Thomas Marschel


cc: Chris Kissack

                               Howard Equity Fund
                      Supplement dated February 8, 1999 to
                        Prospectus dated December 6, 1998

   Prospectus: Replace the language under "You may purchase shares through an
investment dealer" with the following language:

You may buy and sell  shares of the Fund  through  certain  brokers  (and  their
agents)  that have made  arrangements  with the Fund.  When you place your order
with such a broker or its authorized  agent, your order is treated as if you had
placed it directly with the Fund's transfer  agent,  and you will pay or receive
the next price  calculated by the Fund.  The broker (or agent) holds your shares
in an omnibus  account in the  broker's (or  agent's)  name,  and the broker (or
agent) maintains your individual  ownership records. The Fund may pay the broker
(or its  agent)  for  maintaining  these  records  as well  as  providing  other
shareholder  services.  The  broker  (or its  agent)  may  charge  you a fee for
handling your  (purchase and sale) order.  The broker (or agent) is  responsible
for processing your order correctly and promptly,  keeping you advised regarding
the status of your individual account, confirming your transactions and ensuring
that you receive copies of the Fund's prospectus.

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