ADVISORS SERIES TRUST
N-30D, 1999-08-24
Previous: INTERNATIONAL SPECIALTY PRODUCTS INC /NEW/, 13F-HR/A, 1999-08-24
Next: ADVISORS SERIES TRUST, N-30D, 1999-08-24



                                   THE AVATAR
                                ADVANTAGE EQUITY
                                 ALLOCATION FUND









                               Semi-Annual Report



                                  June 30, 1999
<PAGE>
August 1999

Dear Shareholder,

      We are pleased to report on the  progress of The Avatar  Advantage  Equity
Allocation Fund for the six months ended June 30, 1999. For the period, Avatar's
asset  allocation  philosophy-  participating  in  market  gains  during  market
upswings  while  protecting  those gains against loss during  market  downturns-
helped  the Fund  realize  a total  return  of 6.33%  (not  including  the sales
charge). Other market indices for the same period were as follows:

S&P 500 Index                     12.40%
Dow Jones Industrials             20.50%
NASDAQ Composite                  22.90%
Russell 2000 Index                 9.30%

For the first half of the year, Avatar maintained a significant equity position.
Our exposure  ranged  between 80% and 90% invested in equities and the remainder
in cash.

1999 -- THE FIRST SIX MONTHS IN REVIEW

The year began with all eyes on the Dow 10,000, a mark not reached until April 4
of this year.  Four weeks  later,  the Dow hit 11,000.  The road to these record
heights was not a smooth,  straightforward  trajectory;  it was characterized by
fits and  starts  that  never  seemed  to mesh,  particularly  during  the first
quarter.  During the journey,  market  leadership  shifted  from the  technology
sector to the old standby,  cyclical stocks on the domestic  front.  This period
saw the  second  impeachment  trial of a sitting  President-which  ended  with a
wimper. Internationally,  the war in Kosovo began and concluded successfully for
the U.S.  and its allies.  The U. S.  economy  continued to churn along with low
inflation, high productivity,  rising wages and low unemployment. GDP came in at
4.2%,  exceeding  expectations for the first quarter. The Asian markets appeared
to be coming out of their collective  stupor,  led by Japan's moderate recovery,
easing a concern we expressed in our last report. Europe,  however,  remained on
the sidelines. Our portfolio, heavily invested in cyclical,  technology,  energy
and financial  issues benefited from the change in market  leadership.  However,
the  market's  1 step  forward,  2 steps  backward  performance  made it hard to
correctly  predict  short term  trends or sector  leaders,  making this a roller
coaster market for the faint-hearted.

MARKET OUTLOOK

Corporate   earnings   currently  appear  to  be  poised  to  surpass  analysts'
expectations  and will come in at the low double digit range (up from the single
digit predictions of last year).  Corporations' ability to sustain their profits
is pushing the markets  upward.  Defense firms will be the recipients of federal
largess to replenish  supplies  depleted during the Kosovo action.  Possible tax
cuts, if passed by Congress,  will
<PAGE>
fuel continued  spending by the consumer and may carry the economy into the next
millenium on a surging  note.  After some  uncharacteristically  scary  economic
reports in May, the June  reports  were more in line with how most  analysts see
the  economy--moderate  to strong growth with low to  non-existent  inflationary
pressures.  The Federal  Reserve's  latest move to raise  interest rates in late
June will remind  markets that it is keeping a steady and  cautious  hand on the
economy's  throttle--poised  to act if and when needed.  Expectations for growth
for the  remainder  of the year have been  revised  upward.  Foreign  currencies
continue to fall against the dollar,  translating  into falling  prices for U.S.
companies as they compete with cheaper imports. Hopefully,  foreign markets that
evaporated for U.S.  companies  during the Asian crisis will again welcome these
companies.  World markets are following the U.S. business model of consolidation
and cost cutting, which may spur stock performance worldwide.

Our models show that the U.S.  economy  should  continue to percolate at a good,
sustainable  level that will not set off  inflationary  or  recessionary  fears.
While no clear sector  leadership has emerged,  we hope the trendless  phase has
passed,  replaced by a broadening  of the markets.  We still believe that hidden
surprises,  most notably Y2K problems,  can unduly affect the economy.  For that
reason, we remain optimistically cautious.

Sincerely,

/s/ Charles M. White

Charles M. White
Portfolio Manager
President - Avatar Investors Associates Corp

Past performance is not predictive of future performance.

The Fund's average annual total return for the period from inception on December
3, 1997  through  June 30,  1999 was  20.50%.  The Fund's  total  return for the
one-year  ended  June 30,  1999 was  16.87%.  If the  maximum  sales  charge was
reflected,  the Fund's  returns for the same periods  would have been 17.02% and
11.61%, respectively.

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

The  Russell  2000  Index is a widely  regarded  small  cap  index of the  2,000
smallest  securities  of the Russell  3000 Index which is comprised of the 3,000
largest U.S. securities as determined by total market capitalization.

Indexes do not incur expenses and are not available for direct investment.
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

SCHEDULE OF INVESTMENTS AT JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------
      Shares      COMMON STOCKS: 85.18%                          Market Value
- --------------------------------------------------------------------------------

                  AEROSPACE/DEFENSE EQUIPMENT: 2.16%
      4,200       United Technologies Corporation...............  $   301,088
                                                                  -----------

                  AUTOMOBILES: 0.81%
      2,000       Ford Motor Company............................      112,875
                                                                  -----------

                  BANKS: 7.56%
      7,800       Citigroup Inc.................................      370,500
      4,700       Firstar Corporation...........................      131,600
      3,400       SouthTrust Corporation........................      130,475
      5,800       The Bank of New York Company, Inc.............      212,788
      2,400       The Chase Manhattan Corporation...............      207,900
                                                                  -----------
                                                                    1,053,263
                                                                  -----------
                  BEVERAGES - NON-ALCOHOLIC: 1.94%
      7,000       PepsiCo, Inc.................................       270,813
                                                                  -----------

                  BUILDING MATERIALS CHAINS: 1.06%
      2,300       The Home Depot, Inc...........................      148,206
                                                                  -----------

                  CHEMICALS: 1.18%
      2,400       E. I. du Pont de Nemours and Company..........      163,950
                                                                  -----------

                  COMPUTER - SOFTWARE: 5.00%
      1,700       BMC Software, Inc.............................       91,800
      4,800       Microsoft Corporation*........................      432,900
      3,000       Xilinx,  Inc.*................................      171,750
                                                                  -----------
                                                                      696,450
                                                                  -----------
                  COMPUTER SERVICES: 1.90%
      1,100       America Online, Inc...........................      121,550
      2,600       EMC Corporation*..............................      143,000
                                                                  -----------
                                                                      264,550
                                                                  -----------
                  COSMETICS AND TOILETRIES: 1.70%
      2,400       Colgate-Palmolive Company.....................      237,000
                                                                  -----------

See Notes to Financial Statements.

                                       4
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

SCHEDULE OF INVESTMENTS AT JUNE 30, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------
      Shares                                                     Market Value
- --------------------------------------------------------------------------------

                  DIVERSIFIED MANUFACTURING: 4.29%
      3,600       General Electric Company......................  $   406,800
      6,600       Masco Corporation.............................      190,575
                                                                  -----------
                                                                      597,375
                                                                  -----------
                  ELECTRONIC COMPONENTS - SEMICONDUCTORS: 2.48%
      1,700       Applied Materials, Inc.*......................      125,588
      3,700       Intel Corporation.............................      220,150
                                                                  -----------
                                                                      345,738
                                                                  -----------
                  ENTERTAINMENT: 1.08%
                                                                  -----------
      4,900       The Walt Disney Company.......................      150,981
                                                                  -----------

                  FINANCE COMPANIES: 2.34%
      3,000       Federal National Mortgage Association.........      205,125
      1,100       The Charles Schwab Corporation................      120,863
                                                                  -----------
                                                                      325,988
                                                                  -----------
                  FOOD - MISCELLANEOUS: 1.37%
      3,800       H. J. Heinz Company...........................      190,475
                                                                  -----------

                  FOOD - RETAIL: 1.95%
      5,500       Safeway Inc.*.................................      272,250
                                                                  -----------

                  FORESTRY: 0.94%
      1,900       Weyerhaeuser Company..........................      130,625
                                                                  -----------

                  INSURANCE: 3.18%
      2,752       American International Group, Inc.............      322,156
      1,800       The Equitable Companies Incorporated..........      120,600
                                                                  -----------
                                                                      442,756
                                                                  -----------
                  LASER SYSTEMS/COMPONENTS: 0.95%
        800       Uniphase Corporation*.........................      132,800
                                                                  -----------

                  MANUFACTURING: 1.00%
      1,700       Illinois Tool Works Inc.......................      139,400
                                                                  -----------

See Notes to Financial Statements.

                                       5
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

SCHEDULE OF INVESTMENTS AT JUNE 30, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------
      Shares                                                     Market Value
- --------------------------------------------------------------------------------

                  MANUFACTURING - MISCELLANEOUS: 5.35%
      1,700       Danaher Corporation...........................  $    98,813
      3,700       Maytag Corporation............................      257,844
      4,100       Tyco International Ltd........................      388,475
                                                                  -----------
                                                                      745,131
                                                                  -----------
                  MEDICAL - DRUGS: 5.71%
      4,200       Bristol-Myers Squibb Company..................      295,838
      1,300       Pfizer, Inc...................................      142,675
      3,600       Pharmacia & Upjohn, Inc.......................      204,525
      2,200       Warner-Lambert Company........................      152,625
                                                                  -----------
                                                                      795,663
                                                                  -----------
                  METAL - ALUMINUM: 1.07%
      2,400       Alcoa Inc.....................................      148,500
                                                                  -----------

                  NATURAL GAS: 1.07%
      3,500       The Williams Companies, Inc...................      148,969
                                                                  -----------

                  NETWORKING PRODUCTS: 2.06%
      4,450       Cisco Systems, Inc............................      287,025
                                                                  -----------

                  OIL - INTEGRATED: 1.37%
      3,000       Schlumberger Limited..........................      191,063
                                                                  -----------

                  PETROLEUM PRODUCTS: 5.23%
      2,300       Burlington Resources Inc......................       99,475
      2,000       Enron Corp....................................      163,500
      2,800       Exxon Corporation.............................      215,950
      4,000       Texaco Inc....................................      250,000
                                                                  -----------
                                                                      728,925
                                                                  -----------
                  POLLUTION CONTROL: 1.47%
      3,800       Waste Management, Inc.*.......................      204,250
                                                                  -----------

                  RETAIL - DEPARTMENT STORES: 3.40%
      1,700       Dayton Hudson Corporation.....................      110,500
      2,800       Federated Department Stores, Inc.*............      148,225
      4,275       The Gap, Inc..................................      215,353
                                                                  -----------
                                                                      474,078
                                                                  -----------

See Notes to Financial Statements.

                                       6
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

SCHEDULE OF INVESTMENTS AT JUNE 30, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------
      Shares                                                     Market Value
- --------------------------------------------------------------------------------

RETAIL - RESTAURANTS: 1.16%
      5,700       Wendy's International, Inc....................  $   161,381
                                                                  -----------

                  RETAIL - SPECIALTY: 0.61%
      1,900       AnnTaylor, Inc.*..............................       85,500
                                                                  -----------

                  STEEL PRODUCERS: 0.79%
      4,100       USX Corporation...............................      110,700
                                                                  -----------

                  TELECOMMUNICATION SERVICES: 1.47%
      2,700       GTE Corporation...............................      204,525
                                                                  -----------

                  TELECOMMUNICATIONS EQUIPMENT: 2.67%
      5,510       Lucent Technologies Inc.......................      371,581
                                                                  -----------

                  TELEPHONE - LONG DISTANCE: 0.52%
      2,000       Scientific-Atlanta, Inc.......................       72,000
                                                                  -----------

                  TELEPHONE SERVICES: 5.74%
      2,150       AT&T Corp.....................................      119,997
      6,400       BellSouth Corporation.........................      300,000
      4,400       MCI WorldCom Incorporated*....................      379,500
                                                                  -----------
                                                                      799,497
                                                                  -----------
                  TRANSPORTATION - RAIL: 1.42%
      3,400       Union Pacific Corporation.....................      198,263
                                                                  -----------

                  UTILITIES: 1.21%
      2,900       The AES Corporation...........................      168,563
                                                                  -----------

                  TOTAL COMMON STOCKS (COST $9,263,838) ........   11,872,193
                                                                  -----------

Principal Amount  U.S. GOVERNMENT OBLIGATIONS: 12.90%
- --------------------------------------------------------------------------------
  1,800,000       U.S. Treasury Bill, due 7/15/99...............    1,797,431
                                                                  -----------

See Notes to Financial Statements.

                                       7
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

SCHEDULE OF INVESTMENTS AT JUNE 30, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------
    Shares      SHORT-TERM INVESTMENTS: 1.52%                     Market Value
- --------------------------------------------------------------------------------

    212,479       Firstar Stellar Treasury Fund.................      212,479
                                                                 ------------

                  TOTAL INVESTMENTS IN SECURITIES
                     (COST $11,273,748+): 99.60% ............... $ 13,882,103
                  OTHER ASSETS LESS LIABILITIES: 0.40%..........       55,724
                                                                 ------------
                  TOTAL NET ASSETS: 100.00% .................... $ 13,937,827
                                                                 ============

*Non-income producing security.

+Gross unrealized appreciation and depreciation of securities is as follows:

                  Gross unrealized appreciation................. $  2,707,909
                  Gross unrealized depreciation.................      (99,554)
                                                                 ------------
                      Net unrealized appreciation............... $  2,608,355
                                                                 ============

                                       8
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

STATEMENT OF ASSETS AND LIABILITIES AT JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------

ASSETS
   Investments in securities, at value (cost $11,273,748) .....    $ 13,882,103
   Receivables:
      Dividends and interest ..................................           8,568
      Fund shares sold ........................................           1,000
      Securities sold .........................................          63,618
   Deferred organization costs ................................          23,991
   Prepaid expenses ...........................................           2,948
                                                                   ------------
         Total assets .........................................      13,982,228
                                                                   ------------

LIABILITIES
   Payables:
      Due to Advisor ..........................................           4,237
      Administration fee ......................................           2,466
      Distribution fees .......................................           3,071
      Fund shares repurchased .................................          23,843
   Accrued expenses ...........................................          10,784
                                                                   ------------
         Total liabilities ....................................          44,401
                                                                   ------------

NET ASSETS ....................................................    $ 13,937,827
                                                                   ============

Net asset value and redemption price per share
   ($13,937,827 / 1,106,944 shares outstanding; unlimited
   number of shares authorized without par value) .............    $      12.59
                                                                   ============

Offering Price per Share ($12.59 / 0.955) .....................    $      13.18
                                                                   ============

COMPONENTS OF NET ASSETS
   Paid-in capital ............................................    $ 10,226,939
   Accumulated net investment loss ............................          (7,015)
   Undistributed net realized gain on investments .............       1,109,548
   Net unrealized appreciation on investments .................       2,608,355
                                                                   ------------
      Net assets ..............................................    $ 13,937,827
                                                                   ============

See Notes to Financial Statements.

                                       9
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

STATEMENT OF OPERATIONS - FOR THE SIX MONTHS ENDED JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------

INVESTMENT INCOME
   Income
      Dividends ..............................................      $    62,434
      Interest ...............................................           38,455
                                                                    -----------
            Total income .....................................          100,889

   Expenses
      Advisory fees (Note 3) .................................           61,146
      Distribution fees (Note 4) .............................           17,984
      Administration fees (Note 3) ...........................           14,900
      Fund Accounting fees ...................................           10,413
      Audit fees .............................................            7,058
      Transfer agent fees ....................................            6,447
      Custody fees ...........................................            3,781
      Legal fees .............................................            3,502
      Amortization of deferred organization costs ............            3,472
      Reports to shareholders ................................            3,472
      Miscellaneous ..........................................            2,976
      Insurance ..............................................            2,516
      Registration fees ......................................            2,488
      Trustees' fees .........................................            1,574
                                                                    -----------
         Total expenses ......................................          141,729
         Less: Advisory fee waiver and
            absorption (Note 3) ..............................          (33,825)
                                                                    -----------
         Net expenses ........................................          107,904
                                                                    -----------
            Net investment loss ..............................           (7,015)
                                                                    -----------

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
   Net realized gain from security transactions ..............        1,146,894
   Net change in unrealized appreciation on
      investments ............................................         (221,460)
                                                                    -----------
      Net realized and unrealized gain on investments ........          925,434
                                                                    -----------
            Net Increase in Net Assets Resulting
               from Operations ...............................      $   918,419
                                                                    ===========

See Notes to Financial Statements.

                                       10
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
                                             Six Months Ended     Year Ended
                                              June 30, 1999#   December 31, 1998
                                              --------------   -----------------

NET INCREASE IN ASSETS FROM
OPERATIONS
   Net investment (loss) income ...........    $    (7,015)      $    53,644
   Net realized gain from security
    transactions ..........................      1,146,894           830,832
   Net realized loss from futures
    transactions ..........................             --           (60,910)
   Net change in unrealized appreciation
    on investments ........................       (221,460)        2,757,250
                                               -----------       -----------
       Net increase in net assets resulting
      from operations .....................        918,419         3,580,816
                                               -----------       -----------
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
   From net investment income .............             --           (59,113)
   From capital gains .....................             --          (740,543)
   Tax Return of Capital ..................             --           (28,412)
                                               -----------       -----------
      Total dividends and distributions
       to shareholders ....................             --          (828,068)
                                               -----------       -----------
CAPITAL SHARE TRANSACTIONS
   Net decrease in net assets derived from
    net change in outstanding shares (a) ..     (1,670,403)       (8,308,922)
                                               -----------       -----------
      Total decrease in net assets ........       (751,984)       (5,556,174)
NET ASSETS
Beginning of period .......................     14,689,811        20,245,985
                                               -----------       -----------
End of period (including accumulated
 net investment loss of ($7,015) and
 ($0), respectively) ......................    $13,937,827       $14,689,811
                                               ===========       ===========

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

                              Six Months Ended              Year Ended
                               June 30, 1999#              Dec. 31, 1998
                           ----------------------    ---------------------------
                            Shares       Value         Shares        Value
                            ------       -----         ------        -----


Shares sold ...........     58,847    $   698,476       194,971    $  2,180,409
Shares issued in
 reinvestment of
 distributions ........         --             --        74,946         828,068
Shares redeemed .......   (192,704)    (2,368,879)   (1,050,075)    (11,317,399)
                          --------    -----------    ----------    ------------
Net decrease ..........   (133,857)   $(1,670,403)     (780,158)   $ (8,308,922)
                          ========    ===========    ==========    ============

# Unaudited

See Notes to Financial Statements.

                                       11
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
FOR A FUND SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- -----------------------------------------------------------------------------------------
                                      Six Months           Year         December 3, 1997*
                                         Ended             Ended            through
                                    June 30, 1999#   December 31, 1998  December 31, 1997
                                    --------------   -----------------  -----------------
<S>                                     <C>               <C>                <C>
Net asset value,
   beginning of period ...........      $11.84            $10.02             $10.00
                                        ------            ------             ------

Income from investment operations:
   Net investment (loss)
      income .....................       (0.01)             0.05               0.01
   Net realized and unrealized
      gain on investments ........        0.76              2.48               0.02
                                        ------            ------             ------
Total from investment
   operations ....................        0.75              2.53               0.03
                                        ------            ------             ------

Less distributions:
   From net investment
      income .....................          --             (0.05)             (0.01)
   From net capital gains ........          --             (0.64)             --
   Tax return of capital .........          --             (0.02)             --
                                        ------            ------             ------
Total distributions ..............          --             (0.71)             (0.01)
                                        ------            ------             ------
Net asset value, end of period ...      $12.59            $11.84             $10.02
                                        ======            ======             ======

Total return......................        6.33%**          25.81%              0.22%**

Ratios/supplemental data:
Net assets, end of
   period (millions)..............      $ 13.9            $ 14.7             $ 20.2

Ratio of expenses to average net assets:
   Before expense reimbursement ..        1.97%+            2.03%              1.52%+
   After expense reimbursement ...        1.50%+            1.50%              1.39%+

Ratio of net investment income
  (loss) to average net assets:
   Before expense reimbursement ..       (0.57%)+          (0.17%)             0.33%+
   After expense reimbursement ...       (0.10%)+           0.36%              0.47%+

Portfolio turnover rate...........       54.22%            79.95%              2.48%
</TABLE>

# Unaudited.
* Commencement of operations.
** Does not include sales load and is not annualized.
+Annualized.

See Notes to Financial Statements.

                                       12
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

NOTES TO FINANCIAL STATEMENTS AT JUNE 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION

      The Avatar  Advantage  Equity  Allocation Fund (the "Fund") is a series of
shares of beneficial  interest of Advisors Series Trust (the "Trust"),  which is
registered under the Investment  Company Act of 1940 as a diversified,  open-end
management  investment  company.  The Fund began operations on December 3, 1997.
The Fund's objective is to seek long-term capital appreciation.

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 market
          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.

                                       13
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

NOTES TO FINANCIAL STATEMENTS AT JUNE 30, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------

     D.   Deferred Organization Costs: The Fund has incurred expenses of $35,000
          in connection with their 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.

     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.

     F.   Futures Contracts: The Fund invests in financial futures contracts for
          the  purpose  of  hedging  its  existing  portfolio   securities,   or
          securities that the Fund intends to purchase,  against fluctuations in
          fair  value  caused by  changes  in  prevailing  market  prices.  Upon
          entering into a financial  futures  contract,  the Fund is required to
          pledge  to the  broker  an amount  of cash  and/or  assets  equal to a
          certain  percentage of the contract amount ("initial margin deposit").
          Subsequent payments, known as "variation margin," are made or received
          by the Fund each day,  depending on the daily fluctuations in the fair
          value of the underlying  security.  The Fund recognizes a gain or loss
          equal to the daily  variation  margin.  Should market  conditions move
          unexpectedly,  the Company may not achieve the anticipated benefits of
          the financial  futures  contracts  and may realize a loss.  The use of
          futures  transactions  involves the risk of imperfect  correlation  in
          movements in the price of futures  contracts,  security prices and the
          underlying hedged assets.

NOTE 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

     For the six months ended June 30, 1999,  Avatar  Investors  Associates Corp
(the "Advisor")  provided the Fund with investment  management services under an
Investment  Advisory  Agreement.  The Advisor  furnished all investment  advice,
office space, facilities, and provides most of the personnel needed by the Fund.
As  compensation  for its services,  the Advisor is entitled to a monthly fee at
the annual rate of 0.85% based upon the average daily net assets of the Fund.

                                       14
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

NOTES TO FINANCIAL STATEMENTS AT JUNE 30, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------

     The Fund is  responsible  for its own operating  expenses.  The Advisor has
agreed  to  reduce  fees  payable  to it by the Fund  and to pay Fund  operating
expenses to the extent  necessary to limit the Fund's aggregate annual operating
expenses to 1.50% 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 the  first,  second  or third  fiscal  year next
succeeding  the fiscal year of the  reduction  or  absorption  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.  With respect to the  reimbursement of a particular
fee reduction or expense  payment,  a reimbursement  to the Advisor is permitted
only  within  the  three-year  period  following  the year in which the  Advisor
reduced the subject fee or paid the subject expense.  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 expenses if so requested by the Advisor even if that practice
may require the Advisor to waive,  reduce or absorb current Fund  expenses.  For
the six months  ended June  30,1999,  the Advisor  reduced its fees and absorbed
Fund expenses in the amount of $33,825; no amounts were reimbursed.

     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 following annual rate:

Fund asset level                            Fee rate
Less than $15 million                       $30,000
$15 million to less than $50 million        0.20% of average daily net assets
$50 million to less than $100 million       0.15% of average daily net assets
$100 million to less than $150 million      0.10% of average daily net assets
More than $150 million                      0.05% of average daily net assets

     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.

                                       15
<PAGE>
                   THE AVATAR ADVANTAGE EQUITY ALLOCATION FUND

NOTES TO FINANCIAL STATEMENTS AT JUNE 30, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------

NOTE 4 - DISTRIBUTION COSTS

     The Fund has adopted a  Distribution  Plan (the "Plan") in accordance  with
Rule 12b-1 under the 1940 Act. The Plan  provides that the Fund may pay a fee to
the Advisor,  as Distribution  Coordinator,  at an annual rate of up to 0.25% of
the  average  daily net  assets of the Fund.  The fee is paid to the  Advisor as
reimbursement    for,   or   in   anticipation   of,   expenses   incurred   for
distribution-related  activity.  During the six months ended June 30, 1999,  the
Fund paid the Advisor in the amount of $17,984.

NOTE 5 - PURCHASES AND SALES OF SECURITIES

     For the six  months  ended June 30,  1999,  the cost of  purchases  and the
proceeds  from  sales  of  securities,  excluding  short-term  securities,  were
$6,678,989 and $7,490,969, respectively.










                                       16
<PAGE>
                                     ADVISOR
                        Avatar Investors Associates Corp.
                                900 Third Avenue
                            New York, New York 10022


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


                                    CUSTODIAN
                     Firstar Institutional Custody Services
                           425 Walnut Street M/L 6118
                             Cincinnati, Ohio 45202


                                 TRANSFER AGENT
                          American Data Services, Inc.
                          150 Motor Parkway, Suite 109
                            Hauppauge, New York 11788
                                  888-263-6452


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


       This report is intended for  shareholders of the Fund and may not
       be used as sales  literature  unless preceded or accompanied by a
       current prospectus.

       Past  performance  results  shown in this  report  should  not be
       considered a representation  of future  performance.  Share price
       and returns will fluctuate so that shares, when redeemed,  may be
       worth more or less than their original cost. Statements and other
       information herein are dated and are subject to change.


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