ADVISORS SERIES TRUST
N-30D, 2000-01-06
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                         [EDGAR LOMAX VALUE FUND LOGO]



                             EDGAR LOMAX VALUE FUND










                                 ANNUAL REPORT


                              FOR THE PERIOD ENDED
                                OCTOBER 31, 1999
<PAGE>
                             EDGAR LOMAX VALUE FUND


Dear Fellow Shareholder:

     We are  pleased to present  you with a report on the status of your  mutual
fund through its  nearly-second  full year of  operation.  The Edgar Lomax Value
Fund, from its opening on December 12, 1997, has returned an annualized  10.07%.
The  Fund's  assets,  as of  October 31 of this  year,  had  reached  about $4.3
million.

     Clearly,  the  stock  market  environment  over the past two  years has not
favored our "value" style of investing.  In fact, the line between investing and
speculating  has become  blurred as an  increasing  number of people have placed
their hard-earned money in the most popular,  and most expensive,  stocks.  This
emotional  phenomenon,  however,  has created great buying opportunities for us.
Relative to the S&P 500 Index, for instance, we are able to purchase stocks like
J.P.  Morgan at  bargains  rarely  seen.  Its price is only  sixteen  (16) times
earnings  as compared to an S&P 500 price  multiple of  thirty-three  (33) times
earnings.

     Even so,  why buy the  "bargains"  when  they  seem so out of tune with the
seemingly-assured  success of  technology  names?  Because the market's  current
euphoric  state is only temporary and, in the long run, stock values reflect two
things:  real assets ("book value") the company has when the investment is made,
plus  reasonably-projected  future  earnings that either accrue to book value or
are paid to shareholders as dividends. Our strategy takes advantage of this very
fact by paying low prices relative to both book value and earnings (that is, low
price-to-book  and  price-to-earning  ratios)  and seeking  companies  with high
and/or stable dividend  yields.  The stock market should  inevitably  reward the
internal financial performance of our companies.  It is because of this, and its
unpredictable  timing,  that we remain focused on our type of investing in spite
of the speculative fever around us.

     How much longer the 1990s'  unprecedented bull market -- and the investment
community's  recent  preference for high-cost  growth stocks -- will continue is
impossible  to know for certain.  What we ARE certain of,  however,  is that our
Fund is a "value" portfolio soundly constructed for all market environments.  In
that regard,  we encourage you to remain patient in allowing your  investment to
realize  its full  potential.  We promise to continue  our best  efforts on your
behalf, and are confident that you will be pleased with your long-term results.

Cordially,

/s/ Randall R. Eley

Randall R. Eley
<PAGE>
                             EDGAR LOMAX VALUE FUND


Footnotes:

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

The Fund's average annual total return for the year ended September 30, 1999 was
15.89% and since inception (December 12, 1997) to September 30, 1999 was 9.73%.

The Fund is distributed by First Fund Distributors,  Inc.,  Phoenix,  AZ. Member
NASD.


2
<PAGE>
                             EDGAR LOMAX VALUE FUND


  Comparison of the change in value of a $10,000 investment in the Edgar Lomax
        Value Fund versus the S & P 500 Composite Stock Price Index, the
      S & P 500/Barra Value Index and the Lipper Growth and Income Index.

                         Average Annual Total Return(1)
                       One year.....................11.05%
                       Since inception (12/12/97)...10.07%


           Edgar Lomax   S & P 500 Composite  S & P 500/Barra   Lipper Growth &
           Value Fund    Stock Price Index      Value Index    Income Fund Index
           ----------    -----------------      -----------    -----------------
12-Dec-97    $10,000          $10,000             $10,000          $10,000
31-Dec-97    $10,169          $10,187             $10,187          $10,193
31-Jan-98    $ 9,949          $10,303             $10,062          $10,212
28-Feb-98    $10,639          $11,041             $10,816          $10,853
31-Mar-98    $11,030          $11,606             $11,365          $11,355
30-Apr-98    $11,150          $11,724             $11,499          $11,416
31-May-98    $10,889          $11,519             $11,337          $11,233
30-Jun-98    $10,929          $11,989             $11,423          $11,368
31-Jul-98    $10,619          $11,864             $11,175          $11,090
31-Aug-98     $9,418          $10,148             $ 9,376          $ 9,524
30-Sep-98    $10,199          $10,796             $ 9,948          $ 9,951
31-Oct-98    $10,789          $11,679             $10,727          $10,674
30-Nov-98    $11,280          $12,384             $11,286          $11,188
31-Dec-98    $11,274          $13,099             $11,682          $11,569
31-Jan-99    $11,031          $13,650             $11,918          $11,678
28-Feb-99    $10,489          $13,218             $11,662          $11,419
31-Mar-99    $11,092          $13,746             $12,015          $11,814
30-Apr-99    $12,770          $14,282             $13,051          $12,584
31-May-99    $12,649          $13,938             $12,820          $12,397
30-Jun-99    $12,891          $14,712             $13,266          $12,909
31-Jul-99    $12,517          $14,254             $12,858          $12,539
31-Aug-99    $12,295          $14,183             $12,532          $12,262
30-Sep-99    $11,820          $13,792             $12,042          $11,877
31-Oct-99    $11,981          $14,675             $12,722          $12,385

Past performance is not predictive of future performance.

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

*    The  S&P/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.

(1)  Average Annual Total Return  represents the average change in account value
     over the periods indicated.

                                                                               3
<PAGE>
                             EDGAR LOMAX VALUE FUND


SCHEDULE OF INVESTMENTS AT OCTOBER 31, 1999
- --------------------------------------------------------------------------------
 Shares    COMMON STOCKS: 99.16%                                    Market Value
- --------------------------------------------------------------------------------

           AEROSPACE/DEFENSE: 2.86%
  2,200    General Dynamics Corporation ..........................  $   121,963
                                                                    -----------

           AUTO PARTS & EQUIPMENT: 4.20%
  1,345    Delphi Automotive Systems Corporation .................       22,108
  3,800    The Goodyear Tire & Rubber Company ....................      156,988
                                                                    -----------
                                                                        179,096
                                                                    -----------
           AUTOMOBILES: 3.83%
  2,325    General Motors Corporation ............................      163,331
                                                                    -----------

           BANKS - MONEY CENTER: 4.45%
  1,450    J.P. Morgan & Co., Incorporated .......................      189,769
                                                                    -----------

           BANKS - MAJOR REGIONAL: 3.14%
  2,800    Wells Fargo & Company .................................      134,050
                                                                    -----------

           CHEMICALS: 8.82%
  1,325    The Dow Chemical Company ..............................      156,681
  2,438    E.I. du Pont de Nemours and Company ...................      157,099
  1,025    Union Carbide Corporation .............................       62,525
                                                                    -----------
                                                                        376,305
                                                                    -----------
           CHEMICALS - SPECIALTY: 2.60%
  2,900    International Flavors & Fragrances, Inc. ..............      110,925
                                                                    -----------

           COMMUNICATIONS EQUIPMENT: 1.88%
  3,550    Harris Corporation ....................................       79,653
                                                                    -----------

           ELECTRIC COMPANIES: 5.14%
  2,875    American Electric Power Company, Inc...................       99,187
  4,525    The Southern Company...................................      120,195
                                                                    -----------
                                                                        219,382
                                                                    -----------
           ELECTRICAL EQUIPMENT: 3.65%
  1,475    Honeywell, Inc. .......................................      155,520
                                                                    -----------

4
<PAGE>
                             EDGAR LOMAX VALUE FUND


SCHEDULE OF INVESTMENTS AT OCTOBER 31, 1999, CONTINUED
- --------------------------------------------------------------------------------
 Shares                                                             Market Value
- --------------------------------------------------------------------------------

           ELECTRONICS - DEFENSE: 0.19%
    300    Raytheon Company Class A ..............................  $     8,138
                                                                    -----------

           ENGINEERING AND CONSTRUCTION: 2.94%
  3,150    Fluor Corporation .....................................      125,606
                                                                    -----------

           FINANCIAL - DIVERSIFIED: 8.22%
  1,100    American Express Company...............................      169,400
  3,350    Citigroup Inc..........................................      181,319
                                                                    -----------
                                                                        350,719
                                                                    -----------
           HEALTH CARE - HOSPITAL MANAGEMENT: 0.45%
    800    Columbia / HCA Healthcare Corporation .................       19,300
                                                                    -----------

           INSURANCE - LIFE/HEALTH: 0.35%
    200    American General Corporation ..........................       14,838
                                                                    -----------

           INSURANCE - MULTI-LINE: 5.64%
  1,625    CIGNA Corporation......................................      121,469
  2,300    The Hartford Financial Services Group, Inc.............      119,169
                                                                    -----------
                                                                        240,638
                                                                    -----------
           LEISURE TIME - PRODUCTS: 2.70%
  5,100    Brunswick Corporation..................................      115,387
                                                                    -----------

           MACHINERY - DIVERSIFIED: 4.01%
  3,100    Caterpillar Inc. ......................................      171,275
                                                                    -----------

           MANUFACTURING - DIVERSIFIED: 5.88%
  2,450    Minnesota Mining and Manufacturing Company.............      232,903
    300    United Technologies Corporation........................       18,150
                                                                    -----------
                                                                        251,053
                                                                    -----------
           NATURAL GAS: 0.49%
    500    The Coastal Corporation................................       21,063
                                                                    -----------

                                                                               5
<PAGE>
                             EDGAR LOMAX VALUE FUND


SCHEDULE OF INVESTMENTS AT OCTOBER 31, 1999, CONTINUED
- --------------------------------------------------------------------------------
 Shares                                                             Market Value
- --------------------------------------------------------------------------------

           OIL - DOMESTIC INTEGRATED: 3.91%
  1,650    Atlantic Richfield Company.............................  $   153,759
    477    Conoco Inc., Class B...................................       12,939
                                                                    -----------
                                                                        166,698
                                                                    -----------
           OIL - INTERNATIONAL INTEGRATED: 6.03%
  1,400    Chevron Corporation....................................      127,838
  1,750    Exxon Mobil Corporation................................      129,609
                                                                    -----------
                                                                        257,447
                                                                    -----------
           PHOTOGRAPHY/IMAGING: 2.71%
  1,675    Eastman Kodak Company .................................      115,470
                                                                    -----------

           RAILROADS: 2.72%
    500    Burlington Northern Santa Fe Corporation...............       15,937
  4,100    Norfolk Southern Corporation...........................      100,194
                                                                    -----------
                                                                        116,131
                                                                    -----------
           RETAIL - GENERAL MERCHANDISE: 2.58%
  3,900    Sears, Roebuck and Co. ................................      109,931
                                                                    -----------

           RETAIL - SPECIALTY/APPAREL: 4.30%
  4,250    The Limited, Inc.......................................      174,781
    549    Too Inc.*..............................................        8,784
                                                                    -----------
                                                                        183,565
                                                                    -----------
           TELEPHONE: 3.20%
  2,100    Bell Atlantic Corporation .............................      136,369
                                                                    -----------

           TOBACCO: 2.27%
  3,850    Philip Morris Companies Inc. ..........................       96,972
                                                                    -----------

           Total Equity Securities (Cost $3,971,830): 99.16% .....    4,230,594
                                                                    -----------
6
<PAGE>
                             EDGAR LOMAX VALUE FUND


SCHEDULE OF INVESTMENTS AT OCTOBER 31, 1999, CONTINUED
- --------------------------------------------------------------------------------
 Shares    Short-Term Investments: 1.19%                            Market Value
- --------------------------------------------------------------------------------

$50,917    Firstar Stellar Treasury Fund (Cost $50,917)...........  $    50,917
                                                                    -----------

           Total Investments in Securities
             (Cost $4,022,747+): 100.35%..........................    4,281,511
           Liabilities in excess of Other Assets: (0.35%).........      (14,933)
                                                                    -----------
           TOTAL NET ASSETS: 100.00% .............................  $ 4,266,578
                                                                    ===========

*Non-income producing security.

+    At October 31, 1999,  the cost of  securities  for Federal tax purposes was
     $4,033,802. Gross unrealized appreciation and depreciation of securities on
     a tax basis were as follows:

           Gross unrealized appreciation..........................  $   560,075
           Gross unrealized depreciation..........................     (312,366)
                                                                    -----------
                Net unrealized appreciation.......................  $   247,709
                                                                    ===========

See accompanying Notes to Financial Statements.

                                                                               7
<PAGE>
                             EDGAR LOMAX VALUE FUND


STATEMENT OF ASSETS AND LIABILITIES AT OCTOBER 31, 1999
- --------------------------------------------------------------------------------

ASSETS
      Investments in securities, at value (identified
        cost of $4,022,747) ......................................    $4,281,511
      Receivables
            Due from Advisor .....................................         2,625
            Dividends and interest ...............................         4,818
      Prepaid expenses ...........................................         1,942
                                                                      ----------
                  Total assets ...................................     4,290,896
                                                                      ----------

LIABILITIES
      Accrued expenses ...........................................        24,318
                                                                      ----------
               Total liabilities .................................        24,318
                                                                      ----------

NET ASSETS .......................................................    $4,266,578
                                                                      ==========

NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE
      ($4,266,578/360,088 shares outstanding;
      unlimited number of shares authorized, par value $0.01) ....    $    11.85
                                                                      ==========

COMPONENTS OF NET ASSETS
      Paid-in capital ............................................    $3,765,238
      Undistributed net investment income ........................        26,643
      Accumulated net realized gain on investments ...............       215,933
      Net unrealized appreciation on investments .................       258,764
                                                                      ----------
            Net assets ...........................................    $4,266,578
                                                                      ==========

See accompanying Notes to Financial Statements.

8
<PAGE>
                             EDGAR LOMAX VALUE FUND


STATEMENT OF OPERATIONS - FOR THE YEAR ENDED OCTOBER 31, 1999
- --------------------------------------------------------------------------------

INVESTMENT INCOME
  Income
    Dividends ...................................................     $  93,062
    Interest ....................................................         2,423
                                                                      ---------
          Total income ..........................................        95,485
                                                                      ---------

  Expenses
    Advisory fees (Note 3) ......................................        37,229
    Administration fees (Note 3) ................................        29,999
    Professional fees ...........................................        25,805
    Fund accounting fees ........................................        17,098
    Transfer agent fees .........................................        11,237
    Custody fees ................................................         3,623
    Trustee fees ................................................         2,869
    Registration fees ...........................................         2,439
    Other .......................................................         1,706
    Reports to shareholders .....................................         1,616
    Insurance expense ...........................................         1,535
                                                                      ---------
      Total expenses ............................................       135,156
      Less: advisory fee waiver and absorption (Note 3) .........       (69,962)
                                                                      ---------
      Net expenses ..............................................        65,194
                                                                      ---------
        NET INVESTMENT INCOME ...................................        30,291
                                                                      ---------

REALIZED AND UNREALIZED GAIN ON INVESTMENTS
  Net realized gain from security transactions ..................       217,244
  Net change in unrealized appreciation on investments ..........        91,218
                                                                      ---------
    Net realized and unrealized gain on investments .............       308,462
                                                                      ---------
      NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ......     $ 338,753
                                                                      =========

See accompanying Notes to Financial Statements.

                                                                               9
<PAGE>
                             EDGAR LOMAX VALUE FUND

<TABLE>
<CAPTION>
STATEMENTS OF CHANGES IN NET ASSETS
- -------------------------------------------------------------------------------------------------
                                                                   Year        December 12, 1997*
                                                                   Ended             through
                                                             October 31, 1999   October 31, 1998
                                                             ----------------   ----------------
<S>                                                            <C>                <C>
INCREASE IN NET ASSETS FROM
OPERATIONS
   Net investment income .................................     $    30,291        $    19,206
   Net realized gain on security transactions ............         217,244             11,374
   Net change in unrealized appreciation on investments ..          91,218            167,546
                                                               -----------        -----------
      NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS         338,753            198,126
                                                               -----------        -----------

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
   From net investment income ............................         (21,112)            (1,875)
   From net realized gains ...............................         (12,685)                --
                                                               -----------        -----------
      Total dividends and distibution to shareholders ....         (33,797)            (1,875)

CAPITAL SHARE TRANSACTIONS
   Net increase in net assets derived from net change
   in outstanding shares (a) .............................         667,788          3,097,583
                                                               -----------        -----------
      TOTAL INCREASE IN NET ASSETS .......................         972,744          3,293,834

NET ASSETS
Beginning of period ......................................       3,293,834                  0
                                                               -----------        -----------
END OF PERIOD ............................................     $ 4,266,578        $ 3,293,834
                                                               ===========        ===========

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

                                           Year                December 12, 1997*
                                           Ended                     through
                                     October 31, 1999           October 31, 1998
                                 ------------------------    ------------------------
                                 Shares   Paid in Capital    Shares   Paid in Capital
                                 ------   ---------------    ------   ---------------

Shares sold ..................   69,273      $ 835,121       334,640    $ 3,410,803
Shares issued on reinvestments
  of distributions ...........      782          8,441           185          1,875
Shares redeemed ..............  (15,423)      (175,774)      (29,369)      (315,095)
                                 ------      ---------       -------    -----------
Net increase .................   54,632      $ 667,788       305,456    $ 3,097,583
                                 ======      =========       =======    ===========
</TABLE>

*Commencement of operations.

See accompanying Notes to Financial Statements.

10
<PAGE>
                             EDGAR LOMAX VALUE FUND

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
FOR A CAPITAL SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- ---------------------------------------------------------------------------------------------
                                                               Year        December 12, 1997*
                                                               Ended             through
                                                         October 31, 1999   October 31, 1998
                                                         ----------------   ----------------
<S>                                                           <C>                <C>
Net asset value, beginning of period.....................     $10.78             $10.00
                                                              ------             ------

Income from investment operations:
      Net investment income..............................       0.08               0.07
      Net realized and unrealized gain on investments....       1.10               0.72
                                                              ------             ------
Total from investment operations.........................       1.18               0.79
                                                              ------             ------

Less distributions:
      From net investment income.........................      (0.07)             (0.01)
      From net realized gains............................      (0.04)              0.00
                                                              ------             ------
Total distributions......................................      (0.11)             (0.01)
                                                              ------             ------

Net asset value, end of period...........................     $11.85             $10.78
                                                              ======             ======

TOTAL RETURN ............................................      11.05%              7.89%++

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (thousands)....................     $4,267             $3,294

Ratio of expenses to average net assets:
      Before expense reimbursement.......................       3.63%              4.67%+
      After expense reimbursement........................       1.75%              1.75%+

Ratio of net investment income to average net assets
      After expense reimbursement........................       0.81%              0.81%+

Portfolio turnover rate..................................      41.85%             32.71%
</TABLE>

*Commencement of operations.

+Annualized.

++Not Annualized.

                                                                              11
<PAGE>
                             EDGAR LOMAX VALUE FUND


NOTES TO FINANCIAL STATEMENTS AT OCTOBER 31, 1999
- --------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION

     The Edgar Lomax Value 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's investment  objective is to seek growth of capital,  with a
secondary  objective of providing income.  The Fund began operations on December
12, 1997.

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.   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  year  ended  October  31,  1999,  The  Edgar  Lomax  Company  (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.

12
<PAGE>
                             EDGAR LOMAX VALUE FUND


NOTES TO FINANCIAL STATEMENTS, CONTINUED
- --------------------------------------------------------------------------------

As  compensation  for its services,  the Advisor is entitled to a monthly fee at
the annual rate of 1.00%  based upon the  average  daily net assets of the Fund.
For the year ended October 31, 1999, the Fund incurred $37,229 in Advisory Fees.

     The Fund is  responsible  for its own operating  expenses.  The Advisor has
agreed to reduce fees payable to it by the Fund and to pay the Fund's  operating
expenses to the extent  necessary to limit the Fund's aggregate annual operating
expenses to 1.75% 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 the Fund's  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'  subsequent  review and
ratification of the reimbursed amounts. Such reimbursement may not be paid prior
to the Fund's payment of current ordinary operating expenses. For the year ended
October 31, 1999, the Advisor reduced its fees and absorbed Fund expenses in the
amount of  $69,962;  no  amounts  were  reimbursed  to the  Advisor.  Cumulative
expenses subject to recapture pursuant to the  aforementioned  conditions amount
to $139,049 at October 31, 1999.

     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.

NOTE 4 - SECURITIES TRANSACTIONS

     For the year ended October 31, 1999, the cost of purchases and the proceeds
from sales of securities,  excluding short-term securities,  were $2,193,596 and
$1,529,038, respectively.

                                                                              13
<PAGE>
                             EDGAR LOMAX VALUE FUND


INDEPENDENT AUDITOR'S REPORT
- --------------------------------------------------------------------------------

TO THE BOARD OF TRUSTEES AND SHAREHOLDERS

In our opinion, the accompanying statement of assets and liabilities,  including
the schedule of  investments,  and the related  statements of operations  and of
changes  in net assets  and the  financial  highlights  present  fairly,  in all
material respects,  the financial position of the Edgar Lomax Value Fund, series
of Advisors  Series Trust (the  "Fund") at October 31, 1999,  and the results of
its operations,  the changes in its net assets and the financial  highlights for
the  year  then  ended,  in  conformity  with  generally   accepted   accounting
principles.  These  financial  statements  and financial  highlights  (hereafter
referred to as  "financial  statements")  are the  responsibility  of the Fund's
management;  our  responsibility  is to express  an  opinion on these  financial
statements  based on our  audit.  We  conducted  our  audit  of these  financial
statements  in accordance  with  generally  accepted  auditing  standards  which
require that we plan and perform the audit to obtain reasonable  assurance about
whether the financial  statements  are free of material  misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the financial  statements,  assessing the  accounting  principles
used and  significant  estimates made by management,  and evaluating the overall
financial  statement  presentation.  We believe that our audit,  which  included
confirmation  of  securities  at October  31,  1999 by  correspondence  with the
custodian,  provides a reasonable  basis for the opinion  expressed  above.  The
financial  statements  for the period from  December 12, 1997  (commencement  of
operations) to October 31, 1998,  including financial  highlights for the period
then ended,  were audited by other  independent  accountants  whose report dated
December 4, 1998 expressed an unqualified opinion on those financial statements.



PricewaterhouseCoopers LLP


New York, New York
December 2, 1999

/s/ PriceWaterhnouseCoopers LLP

14
<PAGE>
                             EDGAR LOMAX VALUE FUND


CHANGE IN INDEPENDENT ACCOUNTANT

On  August  27,  1999,  McGladrey  &  Pullen,  LLP  ("McGladrey")   resigned  as
independent    auditors   of   the   Fund    pursuant   to   an   agreement   by
PricewaterhouseCoopers  LLP ("PwC") to acquire  McGladrey's  investment  company
practice.  The McGladrey partners and professionals serving the Fund at the time
of the acquisition joined PwC.

The reports of  McGladrey  on the  financial  statements  of the Fund during the
prior fiscal year  contained no adverse  opinion or disclaimer  of opinion,  and
were not  qualified  or modified as to  uncertainty,  audit scope or  accounting
principles.

In connection with its audit for the period from December 12, 1997 (commencement
of  operations)  through  October 31,  1998,  there were no  disagreements  with
McGladrey  on  any  matter  of  accounting  principle  or  practices,  financial
statement disclosure,  or auditing scope or procedure,  which disagreements,  if
not  resolved  to the  satisfaction  of  McGladrey  would have caused it to make
reference to the subject matter of disagreement in connection with its report.

On September 10, 1999, the Fund,  with the approval of its Board of Trustees and
its Audit Committee, engaged PwC as its independent auditors.

                                                                              15
<PAGE>
                                     ADVISOR
                             The Edgar Lomax Company
                         6564 Loisdale Court, Suite 310
                              Springfield, VA 22150
                            www.edgarlomax.cihost.com

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

                                    CUSTODIAN
                               Firstar Bank, N.A.
                           425 Walnut Street, M/L 6118
                              Cincinnati, OH 45202

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

                                    AUDITORS
                           PricewaterhouseCoopers LLP
                           1177 Avenue of the Americas
                               New York, NY 10036

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


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