ADVISORS SERIES TRUST
N-30D, 1999-07-28
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                                 LIBERTY FREEDOM
                                      FUND










                                  ANNUAL REPORT

                               FOR THE YEAR ENDED
                                  MAY 31, 1999
<PAGE>
                              LIBERTY FREEDOM FUND


Dear Shareholder:

We are pleased to provide you with our first full year's  results as of June 30,
1999.  From our  inception  on June 29, 1998  through  June 30,  1999,  the Fund
returned  14.55% (10.57% when  including the effect of the sales charge),  while
assets grew to $4.1 million.

This has been an eventful year. Shortly after opening the Fund, the stock market
- - as represented by the S&P 500 Index - experienced  one of its worst periods of
performance,  losing  15.35% in July and August of 1998.  By year-end,  however,
these losses were  recouped.  During the first  quarter of 1999,  we witnessed a
flat period for value stocks. The second quarter was the charm.  Investors found
favor with the large,  stable corporations that comprise the S&P 100 Index. As a
result,  our Fund ended its inaugural  year on a positive note and  outperformed
its benchmark - the S&P 500 Barra Value index which returned 12.23%.

As we move  forward,  we will  continue to adhere to our  investment  philosophy
which seeks to maximize value while minimizing risk.


Cordially,

/s/ Greg St. Etienne

Greg St. Etienne
Advisor
<PAGE>
                              LIBERTY FREEDOM FUND

                      LIBERTY FREEDOM FUND, CLASS A SHARES

Comparison of the change in value of a $10,000 investment in the Liberty Freedom
Fund, Class A Shares versus the S&P 500 Composite Stock Price, the S&P 500 Barra
               Value and the Lipper Growth & Income Fund Indexes.

                                    Liberty Freedom Fund,     S&P 500 Composite
                                       Class A Shares         Stock Price Index
                                    ---------------------     -----------------
29-Jun-98                                 $10,000                  $10,000
31-Jul-98                                  $9,295                   $9,896
31-Aug-98                                  $8,234                   $8,465
30-Sep-98                                  $8,851                   $9,005
31-Oct-98                                  $9,421                   $9,742
30-Nov-98                                  $9,904                  $10,330
31-Dec-98                                  $9,915                  $10,926
31-Jan-99                                  $9,683                  $11,386
28-Feb-99                                  $9,538                  $11,026
31-Mar-99                                  $9,741                  $11,466
30-Apr-99                                 $11,153                  $11,913
31-May-99                                 $11,057                  $11,626

                                           S&P 500             Lipper Growth &
                                      Barra Value Index       Income Fund Index
                                    ---------------------     -----------------
29-Jun-98                                 $10,000                  $10,000
31-Jul-98                                  $9,783                   $9,755
31-Aug-98                                  $8,210                   $8,377
30-Sep-98                                  $8,709                   $8,753
31-Oct-98                                  $9,391                   $9,389
30-Nov-98                                  $9,880                   $9,841
31-Dec-98                                 $10,227                  $10,176
31-Jan-99                                 $10,434                  $10,272
28-Feb-99                                 $10,209                  $10,045
31-Mar-99                                 $10,519                  $10,392
30-Apr-99                                 $11,425                  $11,070
31-May-99                                 $11,223                  $10,905

Average Annual Total Return
Period ended May 31, 1999
Since inception (6/29/98)                   10.57%

Returns shown reflect the effect of the maximum sales load of 3.50%.

Past performance is not predictive of future performance.

The S&P 500 Stock Index is a broad market  capitalization-weighted  index of 500
stocks designed to represent the broad domestic economy.

The S&P 500/Barra Value Index is an unmanaged capitalization-weighted index that
contains approximately 50% of the stocks in the S&P 500 with lower price-to-book
ratios.

The Lipper Growth & Income Fund Index is comprised of the 30 largest  growth and
income funds. Growth and Income funds combine the growth-of-earnings orientation
and an income requirement for level and/or rising dividends.

Indexes do not incur expenses and are not available for direct investment.
<PAGE>
                              LIBERTY FREEDOM FUND

SCHEDULE OF INVESTMENTS AT MAY 31, 1999
- --------------------------------------------------------------------------------
  Shares   COMMON STOCKS: 96.80%                                    Market Value
- --------------------------------------------------------------------------------
           AEROSPACE/DEFENSE: 3.08%
   1,900   General Dynamics Corporation...........................  $   124,925
                                                                    -----------
           AUTO PARTS & EQUIPMENT: 5.39%
   1,398   Delphi Automotive Systems Corporation..................       27,433
   3,200   The Goodyear Tire & Rubber Company.....................      191,000
                                                                    -----------
                                                                        218,433
                                                                    -----------
           AUTOMOBILES: 3.40%
   2,000   General Motors Corporation.............................      138,000
                                                                    -----------
           BANKS - MAJOR REGIONAL: 2.66%
   2,700   Wells Fargo & Company..................................      108,000
                                                                    -----------
           BANKS - MONEY CENTER: 4.47%
   1,300   J.P. Morgan & Co., Incorporated........................      181,106
                                                                    -----------
           CHEMICALS: 8.83%
   2,500   E. I. du Pont de Nemours and Company...................      163,594
   1,200   The Dow Chemical Company...............................      145,800
     950   Union Carbide Corporation..............................       48,747
                                                                    -----------
                                                                        358,141
                                                                    -----------
           CHEMICALS - SPECIALTY: 2.53%
   2,500   International Flavors & Fragrances, Inc................      102,812
                                                                    -----------
           COMMUNICATIONS EQUIPMENT: 2.75%
   2,950   Harris Corporation.....................................      111,547
                                                                    -----------
           ELECTRIC COMPANIES: 5.08%
   2,300   American Electric Power Company, Inc...................       99,763
   3,750   The Southern Company...................................      106,406
                                                                    -----------
                                                                        206,169
                                                                    -----------
           ELECTRICAL EQUIPMENT: 3.50%
   1,500   Honeywell, Inc.........................................      141,937
                                                                    -----------

                                                                               3
<PAGE>
                              LIBERTY FREEDOM FUND

SCHEDULE OF INVESTMENTS AT MAY 31, 1999, CONTINUED
- --------------------------------------------------------------------------------
  Shares                                                            Market Value
- --------------------------------------------------------------------------------
           ENGINEERING AND CONSTRUCTION: 2.34%
   2,550   Fluor Corporation......................................  $    94,987
                                                                    -----------
           FINANCIAL - DIVERSIFIED: 6.88%
   1,100   American Express Company...............................      133,306
   2,200   Citigroup Inc..........................................      145,750
                                                                    -----------
                                                                        279,056
                                                                    -----------
           INSURANCE - MULTI-LINE: 6.26%
   1,400   CIGNA Corporation......................................      130,550
   1,950   The Hartford Financial Services Group, Inc.............      123,338
                                                                    -----------
                                                                        253,888
                                                                    -----------
           LEISURE TIME - PRODUCTS: 2.60%
   4,400   Brunswick Corporation..................................      105,600
                                                                    -----------
           MACHINERY - DIVERSIFIED: 3.79%
   2,800   Caterpillar Inc........................................      153,650
                                                                    -----------
           MANUFACTURING - DIVERSIFIED: 4.76%
   2,250   Minnesota Mining and Manufacturing Company.............      192,938
                                                                    -----------
           OIL - DOMESTIC INTEGRATED: 3.40%
   1,650   Atlantic Richfield Company.............................      138,084
                                                                    -----------
           OIL - INTERNATIONAL INTEGRATED: 5.70%
   1,200   Chevron Corporation....................................      111,225
   1,500   Exxon Corporation......................................      119,813
                                                                    -----------
                                                                        231,038
                                                                    -----------
           PHOTOGRAPHY/IMAGING: 2.33%
   1,400   Eastman Kodak Company..................................       94,675
                                                                    -----------
           RAILROADS: 2.79%
   3,450   Norfolk Southern Corporation...........................      112,988
                                                                    -----------

4
<PAGE>
                              LIBERTY FREEDOM FUND

SCHEDULE OF INVESTMENTS AT MAY 31, 1999, CONTINUED
- --------------------------------------------------------------------------------
  Shares                                                            Market Value
- --------------------------------------------------------------------------------
           RETAIL - GENERAL MERCHANDISE: 3.89%
   3,300   Sears, Roebuck and Co..................................  $   157,781
                                                                    -----------
           RETAIL - SPECIALTY/APPAREL: 4.52%
   3,750   The Limited, Inc.......................................      183,281
                                                                    -----------
           TELEPHONE: 2.70%
   2,000   Bell Atlantic Corporation..............................      109,500
                                                                    -----------
           TOBACCO: 3.15%
   3,300   Philip Morris Companies Inc............................      127,256
                                                                    -----------
           Total common stocks (cost $3,551,013)..................    3,925,792
                                                                    -----------

Principal
 Amount    Short-term Investments: 2.65%
- -------------------------------------------------------------------------------
$107,616   Firstar Stellar Treasury Fund, 5.00%...................      107,616
                                                                    -----------
           Total Investments in Securities
           (cost $3,658,628): 99.45%..............................    4,033,408
           Other Assets less Liabilities: 0.55%...................       22,458
                                                                    -----------
           TOTAL NET ASSETS: 100.00% .............................  $ 4,055,866
                                                                    ===========

+ At May  31,  1999,  the  cost of  securities  for  Federal  tax  purposes  was
$3,670,311. Gross unrealized appreciation and depreciation of securities were as
follows:

           Gross unrealized appreciation .........................  $   419,384
           Gross unrealized depreciation .........................      (56,287)
                                                                    -----------
              Net unrealized appreciation ........................  $   363,097
                                                                    ===========

                                                                               5
<PAGE>
                              LIBERTY FREEDOM FUND

STATEMENT OF ASSETS AND LIABILITIES AT MAY 31, 1999
- --------------------------------------------------------------------------------
ASSETS
   Investments in securities, at value (identified cost $3,658,628) $ 4,033,408
   Receivables
      Due from Advisor............................................        6,310
      Dividends and interest......................................       14,516
   Deferred Organization Cost.....................................       32,657
   Prepaid expenses ..............................................        6,424
                                                                    -----------
         Total assets.............................................    4,093,315
                                                                    -----------
LIABILITIES
   Payables
      Administration fees.........................................        2,549
   Accrued expenses...............................................       34,900
                                                                    -----------
         Total liabilities........................................       37,449
                                                                    -----------
NET ASSETS........................................................  $ 4,055,866
                                                                    ===========
CLASS A - NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
   $4,055,866/354,913 shares outstanding;
   unlimited number of shares (par value $0.01) authorized........  $     11.43
                                                                    ===========
CLASS A - OFFERING PRICE PER SHARE ($11.43 / 0.965)...............  $     11.84
                                                                    ===========

COMPONENTS OF NET ASSETS
   Paid-in capital................................................  $ 3,569,855
   Accumulated net investment income..............................       13,267
   Accumulated net realized gain on investments...................       97,964
   Net unrealized appreciation on investments.....................      374,780
                                                                    -----------
      Net assets..................................................  $ 4,055,866
                                                                    ===========

See accompanying Notes to Financial Statements.

6
<PAGE>
                              LIBERTY FREEDOM FUND

STATEMENT OF OPERATIONS - FOR THE PERIOD FROM JUNE 29, 1998* THROUGH
MAY 31, 1999
- --------------------------------------------------------------------------------
INVESTMENT INCOME
   Income
      Dividends...................................................  $    65,122
      Interest....................................................        5,059
                                                                    -----------
         Total income.............................................       70,181
                                                                    -----------
   Expenses
      Administration fees (Note 3)................................       27,534
      Advisory fees (Note 3)......................................       21,729
      Custodian and accounting fees...............................       21,266
      Professional fees...........................................       18,491
      Transfer agent fees.........................................       15,604
      Distribution fees (Class A) (Note 4)........................       12,782
      Reports to shareholders.....................................       11,015
      Registration fees...........................................        9,238
      Amortization of deferred organization costs.................        7,343
      Shareholder servicing fees (Class A) (Note 4)...............        6,390
      Trustees' fees..............................................        3,772
      Other ......................................................        3,213
      Insurance expense...........................................        1,735
                                                                    -----------
         Total expenses...........................................      160,112
         Less, advisory fee waiver and absorption (Note 3)........     (106,397)
                                                                    -----------
         Net expenses.............................................       53,715
                                                                    -----------
            Net investment income.................................       16,466
                                                                    -----------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
   Net realized gain from security transactions...................      100,667
   Net change in unrealized appreciation on investments...........      374,780
                                                                    -----------
      Net realized and unrealized gain on investments.............      475,447
                                                                    -----------
            Net Increase in net assets resulting from operations..  $   491,913
                                                                    ===========

* Commencement of operations.

See accompanying Notes to Financial Statements.

                                                                               7
<PAGE>
                              LIBERTY FREEDOM FUND

STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
                                                                  June 29, 1998*
                                                                     through
                                                                   May 31, 1999
- --------------------------------------------------------------------------------
INCREASE IN NET ASSETS FROM
OPERATIONS
   Net investment income ........................................     $ 16,466
   Net realized gain from security transactions..................      100,667
   Net change in unrealized appreciation on investments..........      374,780
                                                                   -----------
      Net increase in net assets resulting from operations.......      491,913
                                                                   -----------
DISTRIBUTIONS TO SHAREHOLDERS
   From net investment income ...................................       (3,199)
   From net realized gain from security transactions.............       (2,703)
                                                                   -----------
      Total Distributions........................................       (5,902)
                                                                   -----------
CAPITAL SHARE TRANSACTIONS
   Net increase in net assets derived from net change in
     outstanding shares (Class A) (a)............................    3,569,855
                                                                   -----------
   Total increase in net assets..................................  $ 4,055,866
                                                                   ===========
NET ASSETS
Beginning of period..............................................           --
                                                                   -----------
End of period....................................................  $ 4,055,866
                                                                   ===========

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

                                                           June 29, 1998*
                                                              through
                                                            May 31, 1999
                                                      -------------------------
CLASS A                                                 Shares         Value
- -------                                               -----------   -----------
Shares sold .........................................     410,458   $ 4,116,516
Shares issued in reinvestment of distributions.......         565         5,617
Shares redeemed......................................     (56,110)     (552,278)
                                                      -----------   -----------
Net increase.........................................     354,913   $ 3,569,855
                                                      ===========   ===========

* Commencement of operations.

See accompanying Notes to Financial Statements.

8
<PAGE>
                              LIBERTY FREEDOM FUND

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.


See accompanying Notes to Financial Statements.

                                                                               9
<PAGE>
                              LIBERTY FREEDOM FUND

NOTES TO FINANCIAL STATEMENTS AT MAY 31, 1999
- --------------------------------------------------------------------------------
NOTE 1 - ORGANIZATION

     The  Liberty  Freedom  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 June 29, 1998.  The Fund's  primary  investment  objective is the
growth of capital.  Its secondary  objective is to provide current  income.  The
Fund  uses  a  disciplined   approach  to  select  securities  it  believes  are
undervalued,  reasonably  priced and have  prospects  for  continued  consistent
growth.

     Shares of beneficial  interest of the Fund are  currently  divided into two
classes,  designated Class A Shares and Class I Shares. Each Class represents an
interest in the same  portfolio.  During the period ended May 31, 1999,  Class I
was inactive.

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 that are primarily traded on a national securities exchange
          shall be valued at the last sale price on the  exchange  on which they
          are primarily  traded on the day of valuation or, if there has been no
          sale on such  day,  at the  mean  between  the bid and  asked  prices.
          Securities  primarily  traded in the NASDAQ National Market System for
          which market  quotations are readily  available shall be valued at the
          last sale price on the day of valuation,  or if there has been no sale
          on  such  day,  at  the  mean  between  the  bid  and  asked   prices.
          Over-the-counter ("OTC") securities which are not traded in the NASDAQ
          National Market System shall be valued at the most recent trade price.
          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.   DEFERRED ORGANIZATION COSTS: The Fund has incurred expenses of $40,000
          in connection  with its  organization.  These costs have been deferred
          and are being  amortized  on a  straight-line  basis  over a period of
          sixty months from the date the Fund commenced investment operations.

10
<PAGE>
                              LIBERTY FREEDOM FUND

NOTES TO FINANCIAL STATEMENTS, CONTINUED
- --------------------------------------------------------------------------------
     E.   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  ended May 31,  1999,  Liberty  Bank and Trust  Company (the
"Advisor")  maintained  overall  responsibility  for the  Fund's  assets and was
responsible  for monitoring the day-to-day  activities of the  Sub-Advisor,  The
Edgar Lomax Company.  As compensation for its services,  the Advisor is entitled
to a monthly fee at the annual  rate of 0.25%  based upon the average  daily net
assets of the Fund.  For the period ended May 31, 1999,  The Edgar Lomax Company
(the  "Sub-Advisor")  provided  the Fund  with  advice  on  buying  and  selling
securities  and managing the  investments of the Fund. As  compensation  for its
services,  the  Sub-Advisor  is  entitled to a monthly fee at the annual rate of
0.60% based upon the average daily net assets of the Fund.

     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 Class A shares to an annual
operating  expense of 2.10% 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  reimbursement)   does  not  exceed  the  applicable
limitation on Fund expenses.  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
May 31, 1999,  the Advisor  reduced its fees and absorbed  Fund  expenses in the
amount of $106,397; no amounts were reimbursed to the Advisor.

     Investment Company Administration, L.L.C. (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.

                                                                              11
<PAGE>
                              LIBERTY FREEDOM FUND

NOTES TO FINANCIAL STATEMENTS, CONTINUED
- --------------------------------------------------------------------------------
     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 - DISTRIBUTION AND SHAREHOLDER SERVICING ARRANGEMENTS

     The Trust has  adopted a  Distribution  Plan (the  "Distribution  Plan") in
accordance  with Rule 12b-1 under the 1940 Act. The  Distribution  Plan provides
that the Fund's Class A Shares pay a fee to the Advisor,  acting as Distribution
Coordinator, at an annual rate of up to 0.50% of the average daily net assets of
the Fund.  The expenses which the Fund may pay include the cost of preparing and
distributing  prospectuses  and other  sales  material,  advertising  and public
relations  expenses,  payments to financial  intermediaries  and compensation of
personnel involved in selling shares of the Fund.  Payments made pursuant to the
Distribution  Plan will  represent  compensation  for  distribution  and service
activities,  not reimbursement for specific expenses incurred.  The Distribution
Plan allows excess distribution expenses to be carried forward for the following
three fiscal years.

     The Trust has also adopted a  Shareholder  Servicing  Plan (the  "Servicing
Plan") which provides that the Fund's Class A Shares pay a fee to the Advisor at
an annual  rate of up to 0.25% of the average  daily net assets of the Fund,  as
compensation  for  providing,  or  arranging  for  others  to  provide,  certain
specified  shareholders  services to Class A shareholders.  The Advisor will pay
certain   banks,   trust   companies,   broker-dealers   and   other   financial
intermediaries (each a "Participating Organization") out of the fees the Advisor
receives  from the Fund  under  the  Servicing  Plan to the  extent  that  these
Participating  Organizations perform shareholder servicing functions for Class A
shares owned from time to time by customers of the Participating Organization.

NOTE 5 - PURCHASES AND SALES OF SECURITIES

     For the period ended May 31, 1999,  the cost of purchases  and the proceeds
from sales of securities,  excluding short-term securities,  were $4,851,153 and
$1,400,807, respectively.

12
<PAGE>
                              LIBERTY FREEDOM FUND


                          INDEPENDENT AUDITOR'S REPORT

THE BOARD OF TRUSTEES AND SHAREHOLDERS
LIBERTY FREEDOM FUND

     We have  audited  the  accompanying  statement  of assets and  liabilities,
including the schedule of  investments  of the Liberty  Freedom Fund,  series of
Advisors  Series  Trust,  as of May 31,  1999,  and  the  related  statement  of
operations,  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 May
31, 1999, by correspondence with the custodian. 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 the
Liberty  Freedom Fund,  series of Advisors Series Trust, as of May 31, 1999, 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.


/s/ McGLADREY & PULLEN, LLP

McGLADREY & PULLEN, LLP
New York, New York
July 9, 1999
<PAGE>
                                     ADVISOR
                         Liberty Bank and Trust Company
                          4101 Pauger Street, Suite 105
                              New Orleans, LA 70122

                                   SUB-ADVISOR
                             The Edgar Lomax Company
                         6564 Loisdale Court, Suite 310
                              Springfield, VA 22150

                                   DISTRIBUTOR
                          First Fund Distributors, Inc.
                        4455 E. Camelback Rd., Ste. 261E
                                Phoenix, AZ 85018

                                    CUSTODIAN
                               Firstar Bank, N.A.
                                425 Walnut Street
                              Cincinnati, OH 45202

                                 TRANSFER AGENT
                          American Data Services, Inc.
                                  P.O. Box 5536
                            Hauppauge, NY 11788-0132
                                 (800) 385-7003

                                  LEGAL COUNSEL
                      Paul, Hastings, Janofsky & Walker LLP
                        345 California Street, 29th Floor
                             San Francisco, CA 94104


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