CATHOLIC VALUES INVESTMENT TRUST
485BPOS, 1998-04-30
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As  filed  with  the   Securities  and  Exchange Commission on April 30, 1998.


                                                   1933 Act File No. 333-17161
                                                   1940 Act File No. 811-07951



                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM N-1A

                             REGISTRATION STATEMENT
                                      UNDER
                           SECURITIES ACT OF 1933       [x]

                       POST-EFFECTIVE AMENDMENT NO. 3   [x]

                             REGISTRATION STATEMENT
                                      UNDER
                     THE INVESTMENT COMPANY ACT OF 1940 [x]
                               AMENDMENT NO. 4          [x]


                        Catholic Values Investment Trust
                    -----------------------------------------
               (Exact Name of Registrant as Specified in Charter)

                 24 Federal Street, Boston, Massachusetts 02110
               ----------------------------------------------------
                    (Address of Principal Executive Offices)

                                  617-482-8260
                             -----------------------
                         (Registrant's Telephone Number)

                                 Alan R. Dynner
                 24 Federal Street, Boston, Massachusetts 02110
                ------------------------------------------------
                     (Name and Address of Agent for Service)



It is proposed that this filing will become effective (check appropriate box):
[ ]Immediately  upon filing  pursuant to paragraph (b)
[ ]On (date) pursuant to paragraph  (a)(1)
[x]On May 1, 1998  pursuant to paragraph (b) 
[ ]75 days after filing  pursuant  to  paragraph  (a)(2)
[ ]60 days  after  filing  pursuant  to paragraph (a)(1) 
[ ]On (date) pursuant to paragraph (a)(2)

If appropriate, check the following box:

[ ]This  post-effective  amendment  designates  a  new  effective  date  for a
previously filed post-effective amendment.

Title of Securities Being Registered:  Shares of Beneficial Interest

<PAGE>

This  Amendment  to the  registration  statement  on Form N-1A  consists  of the
following documents and papers:


   Cross Reference  Sheet required by Rule 481(a) under  Securities Act of 1933.

   Part A  --  The Prospectus of Catholic Values Investment Trust Equity Fund

   Part B  --  Statement of Additional Information of Catholic Values Investment
               Trust Equity Fund

   Part C  --  Other Information

   Signatures

   Exhibit Index Required by Rule 483(a) under the Securities Act of 1933

   Exhibits

<PAGE>

                        Catholic Values Investment Trust

                  Catholic Values Investment Trust Equity Fund


                              Cross Reference Sheet
<TABLE>
<CAPTION>

Item No.                                                                                       Statement of
FORM N-1A - Part A             Prospectus Caption                                     Additional Information Caption
- ----------------------------------------------------------------------------------------------------------------------------

<S>                            <C>                                                   <C>                
 1.......................      Front Cover Page
 2.......................      An Introduction to the Fund, Shareholder   and Fund
                               Expenses
 3.......................      Financial Highlights, Performance Information
 4.......................      An Introduction to the Fund, The Fund's Investment
                               Objective and Policies, Other Investment Policies,
                               Other Information
 5.......................      The Investment Adviser, The Administrator,
                               Distribution Expenses, Service Plan, Back Cover
 5A......................      Not Applicable
 6.......................      Other Information, Distributions by the Fund, Taxes
 7.......................      How to Buy Shares, How the Fund Values its Shares,
                               Tax-Sheltered Retirement Plans
 8.......................      How to Redeem or Sell Shares
 9.......................      Not Applicable


Form N-1A -- Part B
- ---------------------------------------------------------------------------------------------------------------------------------

10.......................                                                       Front Cover Page and Back Cover
11.......................                                                       Table of Contents
12.......................                                                       Additional Information about the Trust
13.......................                                                       Additional Investment Information, Investment
                                                                                  Restrictions
14.......................                                                       Trustees, Officers and the Catholic Advisory Board
15.......................                                                       Control Persons and Principal Holders of Shares
16.......................                                                       Investment Advisory and Administrative
                                                                                  Services, Custodian, Independent
                                                                                  Certified Public Accountants, Service Plan,
                                                                                  Back Cover
17.......................                                                       Brokerage Allocation
18.......................                                                       Additional Information about the Trust
19.......................                                                       Service Plan, Pricing of Shares,
                                                                                  Principal Underwriter
20.......................                                                       Taxes
21.......................                                                       Principal Underwriter
22.......................                                                       Calculation of Performance and Yield
                                                                                  Quotations
23.......................                                                       Financial Statements
</TABLE>
<PAGE>

                                  PART A
                      Information Required in a Prospectus




   
P R O S P E C T U S                                              May 1, 1998
Individual Shares
Institutional Shares
Institutional Service Shares
    


===============================================================================

                Catholic Values Investment Trust Equity Fund 
A mutual fund seeking long-term growth of capital and reasonable current income

===============================================================================

                                   a series of
                        Catholic Values Investment Trust

- -------------------------------------------------------------------------------

        Write To:     Catholic Values Investment Trust, c/o Wright Investors'
                      Service Distributors, Inc.,
                      1000 Lafayette Boulevard, Bridgeport, Connecticut 06604

   
             Call:    888-974-4486

        or e-mail:    [email protected]
    

- -------------------------------------------------------------------------------

     This Prospectus is designed to provide you with information you should know
before investing. Please retain this document for future reference.

   
     A Statement of  Additional  Information  dated May 1, 1998 for the Fund has
been filed with the  Securities  and  Exchange  Commission  and is  incorporated
herein by  reference.  This  Statement is available  without  charge from Wright
Investors' Service  Distributors,  Inc., 1000 Lafayette  Boulevard,  Bridgeport,
Connecticut    06604    (888-974-4486)    or    from    the    Fund's    website
(http://www.catholicinvestment.com).  In addition,  the  Securities and Exchange
Commission maintains a website  (http://www.sec.gov) that contains the Statement
of  Additional  Information,   material  incorporated  by  reference  and  other
information regarding the Fund.
    

     SHARES OF THE FUND ARE NOT  DEPOSITS  OR  OBLIGATIONS  OF, OR  ENDORSED  OR
GUARANTEED  BY, ANY BANK OR OTHER INSURED  DEPOSITORY  INSTITUTION,  AND ARE NOT
FEDERALLY  INSURED BY THE FEDERAL  DEPOSIT  INSURANCE  CORPORATION,  THE FEDERAL
RESERVE  BOARD OR ANY  OTHER  GOVERNMENT  AGENCY.  SHARES  OF THE  FUND  INVOLVE
INVESTMENT RISKS,  INCLUDING FLUCTUATIONS IN VALUE AND THE POSSIBLE LOSS OF SOME
OR ALL OF THE PRINCIPAL INVESTMENT.

                                Table of Contents

   
   An Introduction to the Fund.......................   2
   Shareholder and Fund Expenses.....................   4
   Financial Highlights..............................   5
   The Fund's Investment Objective and Policies......   6
   Other Investment Policies.........................   7
   The Investment Adviser............................   8
   Investment Committee and Catholic Advisory Board..   9
   The Administrator.................................  10
   Distribution Expenses -
    Individual Shares and Institutional Service Shares 10
   Service Plan......................................  11
   How the Fund Values its Shares....................  11
   How to Buy Shares.................................  11
   Distributions by the Fund.........................  14
   Taxes.............................................  14
   How to Redeem or Sell Shares......................  15
   Performance Information...........................  17
   Other Information.................................  18
   Tax-Sheltered Retirement Plans....................  18
    



     THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED BY THE SECURITIES
AND  EXCHANGE  COMMISSION  OR  ANY  STATE  SECURITIES  COMMISSION  NOR  HAS  THE
SECURITIES AND EXCHANGE  COMMISSION OR ANY STATE  SECURITIES  COMMISSION  PASSED
UPON THE  ACCURACY OR ADEQUACY OF THIS  PROSPECTUS.  ANY  REPRESENTATION  TO THE
CONTRARY IS A CRIMINAL OFFENSE.

<PAGE>

An Introduction to the Fund

The  information  summarized  below is  qualified  in its  entirety  by the more
detailed information set forth below in this Prospectus.

     The Trust................Catholic  Values Investment Trust (the "Trust") is
an  open-end  management  investment  company  registered  under the  Investment
Company Act of 1940,  as amended  (the "1940  Act"),  and consists of one series
(the "Fund"). The Fund is a diversified fund.

     The Fund.................Catholic  Values Investment Trust Equity Fund(the
"Fund").

Individual Shares........Available for purchase by non-institutional investors.

Institutional Shares.....Available for purchase by institutional investors.
and Institutional
Service Shares

     Investment  Objective and  Policies.....The  Fund seeks long-term growth of
capital and  reasonable  current  income.  The Fund  pursues  this  objective by
investing  in a broadly  diversified  portfolio  consisting  primarily of equity
securities of  high-quality,  well-established  and profitable U.S. and non-U.S.
companies  which meet strict quality and religious  standards.  The companies in
which  the Fund may  invest  must  offer  products  or  services  and  undertake
activities  that are  consistent  with the core  teachings of the Roman Catholic
Church (the "Catholic Church").

     The Investment  Adviser...........The  Fund has engaged  Wright  Investors'
Service, Inc., 1000 Lafayette Boulevard, Bridgeport, Connecticut 06604 ("Wright"
or the "Investment Adviser"),  as investment adviser to carry out the investment
and reinvestment of its assets.

   
     Catholic Advisory  Board........The  Fund has appointed a Catholic Advisory
Board of prominent lay members of the Catholic  Church who are familiar with the
basic tenets and core teachings of the Catholic Church. The Board, guided by the
magisterium of the Catholic  Church,  consults with the  Investment  Adviser and
assists  the  Investment  Adviser to  identify  companies  and other  issuers of
securities  to avoid  investments  in  companies  whose  products,  services  or
activities are inconsistent with core Catholic Church teachings.
    

     The  Administrator........The  Fund has  retained  Eaton  Vance  Management
("Eaton Vance" or the "Administrator"), 24 Federal Street, Boston, Massachusetts
02110, as administrator to manage its legal and business affairs.

     The  Distributor..........Wright   Investors'  Service  Distributors,  Inc.
("WISDI"  or the  "Principal  Underwriter")  is the  Distributor  of the  Fund's
shares.

     How to Purchase Individual Shares of the Fund..........Individual Shares of
the Fund may be purchased at the net asset value per share next detemined  after
receipt and acceptance of the purchase  order.  There is no initial sales charge
on the  purchase of  Individual  Shares.  There is a contingent  deferred  sales
charge  ("CDSC") of 1% imposed on redemptions  of Individual  Shares made within
one year of the  date of  purchase.  See "How to  Redeem  or Sell  Shares."  The
minimum  initial  investment is $1,000,  which will be waived for investments in
individual   retirement  plans  and  in  retirement   plans  for   self-employed
individuals.  There is no minimum amount for subsequent  purchases.  The minimum
account size is $500,  which will also be waived for  investments  in individual

<PAGE>

retirement  plans and in retirement  plans for  self-employed  individuals.  The
$1,000 minimum  initial  investment and $500 minimum  account size is waived for
the Automatic  Investment Program which may be established with an investment of
$50 or more.  A  minimum  of $50 is  applicable  to each  subsequent  investment
through an Automatic Investment Program. See "How to Buy Shares."

     How to Purchase  Institutional  Shares and Institutional  Service Shares of
the  Fund..........Institutional  Shares and Institutional Service Shares of the
Fund may be  purchased  at the net asset value per share next  determined  after
receipt and  acceptance of the purchase  order.  There is no sales charge on the
purchase of Institutional  Shares or  Institutional  Service Shares of the Fund.
The  minimum  initial  investment  for  Institutional  Shares and  Institutional
Service Shares is $3,000,000 and $500,000,  respectively.  Institutional Service
Share  minimums  will be waived  for  investments  in  401(k),  403(b) and other
qualified retirement plans. There is no minimum amount for subsequent purchases.
The minimum  account size for  Institutional  Shares and  Institutional  Service
Shares is $500,000  and  $100,000,  respectively.  The minimum  account size for
Institutional  Service  Shares  shareholders  will be waived for  investments in
401(k),  403(b) and other  qualified  retirement  plans of  companies  and other
entities. See "How to Buy Shares."

     Distribution Options.....Distributions are paid in additional shares at net
asset  value or cash as the  shareholder  elects.  Unless  the  shareholder  has
elected  to  receive  dividends  and   distributions  in  cash,   dividends  and
distributions  will be reinvested in additional  shares of the same class of the
Fund at the net asset value per share as of the reinvestment date.

     Redemptions..............Shares  may be redeemed  directly from the Fund at
the net asset value per share next  determined  after receipt of the  redemption
request  in good  order,  less  any  applicable  CDSC.  A  telephone  redemption
privilege is available. The Fund reserves the right to redeem any (i) Individual
Share  account if the net asset value of such  account  falls  below $500,  (ii)
Institutional  Share  account if the net asset value of such account falls below
$500,000,  and (iii) Individual  Service Share account if the net asset value of
such account falls below $100,000. These minimums will be waived for investments
in 401(k),  403(b) and other qualified  retirement  plans. See "How to Redeem or
Sell Shares."

     Net  Asset  Value..........The  net  asset  value  per share of the Fund is
calculated on each day the New York Stock Exchange ("NYSE") is open for trading.
Call (800) 888-9471 for the previous day's net asset value.  The net asset value
is also available on the Fund's website, www.catholicinvestment.com.

   
     Taxation.................The  Fund  intends to  continue  to qualify and be
treated each year as a regulated  investment  company under  Subchapter M of the
Internal Revenue Code.  Consequently,  the Fund should not be liable for federal
income tax on net  investment  income and net  realized  capital  gains that are
distributed  to  its   shareholders  in  accordance   with   applicable   timing
requirements.
    

     Shareholder   Communications..............Each   shareholder  will  receive
annual  and  semi-annual  reports  containing  financial  state-  ments,  and  a
statement  confirming each share transaction.  Financial  statements included in
annual  reports  are  audited  by  the  Fund's   independent   certified  public
accountants.  Account statements  indicating total shares of the Fund owned will
be mailed quarterly.
<PAGE>


Shareholder and Fund Expenses

   
     The following table of fees and expenses is provided to assist investors in
understanding  the various  costs and  expenses  which may be borne  directly or
indirectly  by  an  investment  in  the  Fund.  The   percentages   shown  below
representing  "Other  Expenses"  are based on estimates  for the current  fiscal
year.


                                                             Institutional
                              Individual    Institution         Service
                                 Shares        Shares*           Shares
- -------------------------------------------------------------------------------

Shareholder Transaction Expenses

Maximum Initial Sales
  Charge on Purchases             None          None              None

Maximum Sales Charge on
  Reinvestment of Dividends       None          None              None
  
Maximum Deferred Sales Charge
  (as a percentage of original
  purchase price or redemption
  proceeds, as applicable)        1.00%         None              None

Redemption Fees                   None          None              None

Exchange Fee                      None          None              None

Annualized Fund Operating Expenses
(as a percentage of average net assets)

Investment Adviser Fee           0.00%          0.00%            0.00%
  (after fee reductions)

12b-1 Distribution Expense       0.08%          None             0.25%
  (after fee reductions, Individual Class only)

Other Expenses                   1.91%          0.99%            1.25%
                                ------         ------           ------
  (after expense limitations)

Total Operating Expenses         1.99%          0.99%            1.50%
  (after fee reductions and expense limitations)(1)

- -------------------------------------------------------------------------------

(*) As of December 31, 1997,  the  Institutional  Share Class had not  commenced
operations.

(1) The Investment  Adviser,  Administrator and Distributor have temporarily and
    voluntarily  agreed to limit each  Class's  expenses  by  reducing  fees and
    reimbursing each Fund's operating expenses.

    In the absence of such an  agreement,  the  Investment  Adviser  Fee,  12b-1
    Distribution  Expense,  Other Expenses  (including the administration fee of
    0.07%) and Total  Operating  Expenses of  Individual  Shares  Class would be
    0.75%,  0.75%,  4.19% and 5.69%,  respectively;  the Investment Adviser Fee,
    estimated  Other Expenses  (including the  administration  fee of 0.07%) and
    estimated Total Operating  Expenses of the Institutional  Shares Class would
    be 0.75%,  0.99% and 1.74%,  respectively;  and the Investment  Adviser Fee,
    Other  Expenses  (including  the  administration  fee of  0.07%)  and  Total
    Operating Expenses of the Institutional Service Shares Class would be 0.75%,
    3.75% and 4.50%, respectively.

    Custodian  fees were reduced by credits  resulting  from Fund cash  balances
    with the Trust's Custodian. If these credits were not reflected in the above
    table, the Total Operating  Expenses of the Individual  Shares Class and the
    Institutional Service Shares Class would be 2.24% and 1.73%, respectively.
    

Example of Fund Expenses

     The following is an  illustration  of the total  transaction  and operating
expenses that an investor in the Fund would bear over different periods of time,
with  or  without  redemption  at the  end of  each  time  period,  assuming  an
investment of $1,000 and a 5% annual return on the investment.

                                          1            3
                                        Year         Years
- -------------------------------------------------------------------------------

Individual Shares*

   
  -  Assuming complete
     redemption at end of period         $30          $73

  -  Assuming no redemption              $20          $62

Institutional Shares                     $10          $32

Institutional Service Shares             $15          $47

- -------------------------------------------------------------------------------
    
* Individual Shares redeemed during the first year after purchase are subject to
a 1% CDSC.

     THE EXAMPLE  SHOULD NOT BE  CONSIDERED A  REPRESENTATION  OF PAST OR FUTURE
EXPENSES AND ACTUAL  EXPENSES  MAY BE GREATER OR LESS THAN THOSE SHOWN.  Federal
regulations  require the Example to assume a 5% annual return, but actual return
will vary.

     The  Fund's  payment  of a  distribution  fee  for  Individual  Shares  and
Institutional Service Shares may result in a long-term shareholder of Individual
Shares or Institutional  Service Shares indirectly paying more than the economic
equivalent of the maximum initial sales charge permitted under the Conduct Rules
of the National Association of Securities Dealers, Inc.

<PAGE>

Financial Highlights

   
     The following  information  should be read in conjunction  with the audited
financial  statements  that appear in the Fund's annual report to  shareholders.
The Fund's  financial  statements  have been  audited by  Deloitte & Touche LLP,
independent certified public accountants, as experts in accounting and auditing.
The financial  statements and the independent  auditors' report are incorporated
by reference into the Statement of Additional  Information.  Further information
regarding  the  performance  of the Fund is  contained  in the annual  report to
shareholders  which may be  obtained  without  charge by  contacting  the Fund's
Principal Underwriter at (888) 974-4486.
As of December 31, 1997, no Institutional Shares were sold.
    

<TABLE>
<CAPTION>
   
                                                             May 1, 1997 (start of business) to December 31, 1997
                                                 ---------------------------------------------------------------------
FINANCIAL HIGHLIGHTS                                 Institutional Service Shares     Individual Shares
- ----------------------------------------------------------------------------------------------------------------------

<S>                                                           <C>                       <C>      
Net asset value, beginning of period........                  $  10.000                 $  10.000
                                                               --------                  --------

Income (Loss) from Investment Operations:
   Net investment loss*.....................                  $  (0.000)(+)             $  (0.024)
   Net realized and unrealized gain
     on investments.........................                      1.930                     1.934
                                                                --------                  --------

     Total income
       from investment operations...........                  $   1.930                 $   1.910
     Less distributions from net realized gain
       on invetments........................                     (0.040)                   (0.040)
                                                                --------                  --------

Net asset value, end of period..............                  $  11.890                 $  11.870
                                                               =========                 =========

Total Return (1)............................                      19.31%                    19.11%
Ratios/Supplemental Data:
   Net assets, end of period (000 omitted)..                   $  8,686                  $   1,397
   Ratio of expenses to average daily net assets*                 1.73%(3)(4)                2.24%(3)(4)
   Ratio of net investment loss to average
     daily net assets.......................                     (0.01%)(3)                 (0.44%)(3)
   Portfolio turnover rate..................                        14%                        14%
   Average commission rate paid (2) ........                   $  0.072                 $   0.072

 *  During  the  period,  the  Investment  Adviser,  the  Administrator  and the
    Principal  Underwriter  waived  all or a  portion  of  their  fees  and  the
    Investment Adviser was allocated a portion of operating  expenses.  Had such
    actions not been  undertaken,  net investment  loss per share and the ratios
    would have been as follows:

                                                         Institutional Service Shares   Individual Shares
                                                         ----------------------------   -----------------

Net investment loss per share...............                    $  (0.047)                $  (0.212)
                                                                  =========                 =========
Annualized Ratios (As a percentage of average daily net assets):
     Expenses ..............................                        4.50% (3)                 5.69% (3)
     Net investment loss....................                       (2.78%)(3)                (3.89%)(3)


(1) Total investment  return is calculated  assuming a purchase at the net asset
    value on the first day and a sale at the net asset  value on the last day of
    each period reported. Dividends and distributions, if any, are assumed to be
    invested at the net asset value on the record date.
(2) Average commission rate paid is computed by dividing the total dollar amount
    of  commissions  paid during the fiscal  year by the total  number of shares
    purchased and sold during the fiscal year on which commissions were charged.
(3) Annualized.
(4) Custodian fees were reduced by credits resulting from cash balances the Fund
    maintained  with the custodian.  The  computation of net expenses to average
    daily net assets reported above is computed  without  consideration  of such
    credit.  If these  credits  were  considered,  the ratio of net  expenses to
    average  daily net assets would have been reduced to 1.48% and 1.99% for the
    Institutional Service and Individual Shares, respectively.
(+) Amount represents less than ($0.001) per share.
    
</TABLE>
<PAGE>

The Fund's Investment Objective And Policies

     The Fund's objective is long-term growth of capital and reasonable  current
income.  Reasonable  current  income  means  that  amount of income  that can be
achieved, consistent with the Fund's goal of long-term growth of capital, from a
predominantly equity portfolio.

     The Fund will,  through  continuous  supervision by Wright and the Catholic
Advisory  Board,  pursue its  objective by  investing  in a broadly  diversified
portfolio   consisting   primarily  of  equity   securities   of   high-quality,
well-established and profitable U.S. and non-U.S.  companies that offer products
or services and undertake activities that are consistent with the core teachings
of the Catholic Church.


How Investments are Selected

     Securities  selected for the Fund are drawn from investment  lists prepared
by Wright and known as The Approved Wright  Investment List (the "AWIL") and The
International  Approved  Wright  Investment  List  (the  "International  AWIL").
Securities  drawn from these  Investment  Lists will be reviewed for  compliance
with the core teachings of the Catholic  Church by the Catholic  Advisory Board,
which is appointed by the Board of Trustees of the Trust (the "trustees") and is
made up of prominent lay members of the Catholic Church.

   
     The Approved Wright Investment Lists (AWIL and International  AWIL). Wright
systematically  reviews  about 5,200 U.S.  companies  and about 12,500  non-U.S.
companies in The  Worldscope(R)  database which it developed.  This review first
identifies those companies which, on the basis of at least five years of audited
records, meet the minimum standards of prudence (e.g. the value of the company's
assets and  shareholders'  equity  exceeds  certain  minimum  standards  and its
operations  have been  profitable  during  the last  three  years)  and thus are
suitable for  consideration  by fiduciary  investors.  Companies  meeting  these
requirements (about 2,300 companies) are considered by Wright to be suitable for
prudent investment. They may be large or small, may have their securities traded
on exchanges or over the counter and may include  companies not currently paying
dividends on their shares.

     These  approximately  2,300  companies  are  then  subjected  to  extensive
analysis  and  evaluation  in order to  identify  those  which meet  Wright's 32
fundamental  standards of Investment Quality. Only those companies which meet or
exceed  all of these  standards  (a  subset of the  2,300  companies  considered
suitable  for prudent  investment)  are  eligible  for  selection  by the Wright
Investment Committee for inclusion in the Investment Lists. See the Statement of
Additional Information for a more detailed description of Wright Quality Ratings
and the Investment Lists.
    

     All  companies  on the  Investment  Lists  are,  in the  opinion of Wright,
soundly financed with established  records of earnings  profitability and equity
growth. All have established  investment  acceptance and active,  liquid markets
for their publicly owned shares.  The companies on the Investment  Lists will be
referred to in this prospectus as "Blue Chips."

     The Catholic  Advisory Board. The Catholic  Advisory Board assures that the
Fund's investments are consistent with Catholic values. Each member of the Board
is involved in various Catholic  organizations  and activities and is in contact
with numerous Catholic institutions and Catholic clergy. Using the best publicly
available  information  obtainable by Wright,  the Catholic  Advisory Board will
identify those companies  recommended by Wright whose products,  services and/or
activities are substantially  consistent with core Catholic Church teachings. In
addition,  information  received from  shareholders,  secondary  materials,  and
general input from interested  sources is  consistently  reviewed and evaluated.
The result is continuous  dialogue,  continuous  information  input,  continuous
review, and thus continuous evaluation. It is believed that independent thinking
and  independent  information  support a Fund that adheres to Catholic  doctrine
while balancing changes in the market place, changes in informational input, and
changes  in  value  systems.  Thus,  the  Fund  combines  Catholic  values  with
investment values.

     The Catholic  Advisory Board will have sole  discretion to determine  which
companies meet the Fund's religious criteria.  Wright will be solely responsible
for evaluating the investment  merits of the Fund's portfolio  holdings.  When a
company is found not to be in compliance with core Catholic teachings, Wright is
asked to remove it from the portfolio. This policy may cause the Fund to dispose
of a  security  at a time  when it may be  disadvantageous  from  an  investment
viewpoint to do so.

     As the Fund will consider for  investment  only  securities  which meet the
Fund's investment and religious criteria, the return on securities chosen may be
lower  than if the Fund  considered  only  investment  criteria  when  selecting
investments.  However, Wright does not expect there will be a material effect on
the performance.

     Primary Investments. The Fund will, under normal market conditions,  invest
at least  80% of its net  assets in equity 

<PAGE>

securities  of Blue Chip  companies,  including  common  stocks,  preferred
stocks,  warrants  and  securities  convertible  into  stock.  As  a  matter  of
nonfundamental  policy,  it is  expected  that the Fund will  normally  be fully
invested in equity securities. However, the Fund may invest up to 20% of its net
assets in the short-term debt securities  described under "Defensive and Certain
Short-Term  Investments." In addition, for temporary defensive purposes the Fund
may hold cash or invest more than 20% of its net assets in these short-term debt
securities.

Other Investment Policies

     The Fund has adopted certain fundamental investment  restrictions which are
enumerated in detail in the Statement of Additional Information and which may be
changed  only  by the  vote  of a  majority  of the  Fund's  outstanding  voting
securities.

     Foreign  Investments.  The Fund may invest up to 30% of its total assets in
equity securities of foreign  companies that are on the  International  AWIL and
that are traded on a  securities  market of the  country in which the company is
located  or  other  foreign  securities  exchanges.  In  addition,  the Fund may
purchase  securities  in the form of American  Depositary  Receipts  ("ADRs") or
similar  securities  representing  interests in an underlying  foreign security.
ADRs are not  necessarily  denominated  in the same  currency as the  underlying
foreign  securities.  If an ADR is not sponsored by the issuer of the underlying
foreign  security,  the  institution  issuing the ADR may have reduced access to
information about the issuer.

     Investments  in  foreign  securities  involve  risks in  addition  to those
associated  with  investments  in the  securities of U.S.  issuers.  These risks
include less publicly  available  financial and other  information about foreign
companies;  less rigorous  securities  regulation;  the potential  imposition of
currency controls,  foreign withholding and other taxes; and war,  expropriation
or other adverse governmental actions. Foreign equity markets may be less liquid
than United  States  markets and may be subject to delays in the  settlement  of
portfolio  transactions.  Brokerage  commissions and other  transaction costs in
foreign  markets  tend to be  higher  than in the  United  States.  The value of
foreign  securities  denominated  in a foreign  currency will vary in accordance
with changes in currency exchange rates, which can be volatile. In addition, the
prices of  unsponsored  ADRs may be more volatile than if they were sponsored by
the issuers of the underlying securities.  These considerations generally are of
greater concern in developing countries.

     Warrants and  Convertible  Securities.  The Fund may invest up to 5% of its
net assets in  warrants.  Warrants  acquired by the Fund will  entitle it to buy
common stock at a specified  price and time. The Fund may invest up to 5% of its
net  assets  in  convertible   securities.   Convertible   debt  securities  and
convertible  preferred  stock entitle the Fund to acquire the issuer's  stock by
exchange or purchase at a predetermined rate.

     Borrowing; Portfolio Securities Loans. The Fund may borrow for temporary or
emergency  purposes in an amount up to one-third of the Fund's total assets. The
Fund may lend portfolio securities with a value up to 30% of its total assets to
enhance  its  income.  Each loan must be fully  collateralized  by cash or other
eligible assets (e.g.,  U.S.  Government  securities or cash equivalents such as
certificates of deposit,  commercial  paper,  and other  short-term money market
instruments).  The Fund may pay reasonable  fees in connection  with  securities
loans. Wright will evaluate the  creditworthiness  of prospective  institutional
borrowers  and monitor  the  adequacy  of the  collateral  to reduce the risk of
default by borrowers.

     Diversification.  The Fund is  diversified  and  therefore  may  not,  with
respect to 75% of its total assets,  (1) invest more than 5% of its total assets
in the securities of any one issuer, other than U.S. Government  securities,  or
(2)  acquire  more  than 10% of the  outstanding  voting  securities  of any one
issuer.  The Fund will not concentrate  (invest 25% or more of its total assets)
in the securities of issuers in any one industry.

     Illiquid Securities. The Fund may purchase restricted securities, including
those eligible for resale to "qualified  institutional  buyers" pursuant to Rule
144A under the  Securities  Act of 1933 (the  "Securities  Act") and  commercial
paper sold in reliance on Section 4(2) of the Securities  Act. The trustees will
monitor the Fund's investments in these securities, focusing on certain factors,
including valuation, liquidity and availability of information. The trustees may
adopt guidelines and delegate to Wright the daily  monitoring and  determination
of the liquidity of restricted  securities.  Purchases of restricted securities,
other than liquid Rule 144A  securities and Section 4(2) commercial  paper,  are
subject to an investment restriction limiting all the Fund's illiquid securities
to not more than 15% of the  Fund's  net  assets.  Illiquid  securities  include
repurchase  agreements maturing in more than seven days, securities that are not
readily marketable and restricted securities.
<PAGE>

     Defensive  and  Certain   Short-Term   Investments.   Under  normal  market
conditions  up to 20% of the Fund's net  assets  or,  during  periods of unusual
market conditions,  when Wright believes that investing for temporary  defensive
purposes is appropriate,  all or any portion of the Fund's assets may be held in
cash, money market  instruments or other short-term  obligations.  These include
short-term  obligations issued or guaranteed as to interest and principal by the
U.S. Government or any agency or instrumentality  thereof (including  repurchase
agreements collateralized by such securities); and U.S. dollar denominated, high
quality  commercial  paper,   short-term  corporate   obligations,   other  debt
instruments,  certificates of deposit, bankers' acceptances and time deposits of
domestic and foreign banks.  The Fund may invest in instruments  and obligations
of banks that have other  relationships with the Fund, Wright or Eaton Vance. No
preference   will  be  shown   towards   investing  in  banks  which  have  such
relationships.

     The prices of fixed income  securities  vary inversely with interest rates.
Therefore,  the value of the Fund's  investments in  convertible  securities and
short-term  obligations  will  decline  when  interest  rates  are  rising.  The
investment objective and, unless otherwise  indicated,  policies of the Fund may
be changed by the Trustees without a vote of the Fund's  shareholders.  The Fund
is not a complete  investment  program and there is no  assurance  that the Fund
will achieve its investment  objective.  The market price of securities  held by
the Fund and the net asset value of the Fund's shares will fluctuate in response
to stock market developments and currency exchange rate fluctuations.


The Investment Adviser

     The Fund has engaged  Wright to act as its investment  adviser  pursuant to
its Investment Advisory Contract.  Wright,  acting under the general supervision
of  the  Trust's  trustees,  furnishes  the  Fund  with  investment  advice  and
management  services.  The trustees of the Trust are responsible for the general
oversight  of the  conduct  of the  Fund's  business.  Wright is a  wholly-owned
subsidiary of The Winthrop Corporation ("Winthrop"). The estate of John Winthrop
Wright is a controlling shareholder of Winthrop and Wright.

   
     Wright is a leading  independent  international  investment  management and
advisory firm which, together with its parent,  Winthrop, has more than 30 years
of experience.  Its staff of over 125 people includes a highly respected team of
economists,  investment experts and research analysts. Wright manages assets for
bank  trust  departments,  corporations,  unions,  municipalities,  eleemosynary
institutions,  professional  associations,  institutional  investors,  fiduciary
organizations,  family trusts and  individuals  as well as mutual funds.  Wright
originated   one  of  the   world's   largest  and  most   complete   databases,
Worldscope(R),  with financial  information on 17,700 domestic and international
corporations.  At the end of 1997,  Wright managed  approximately  $4 billion of
assets.
    

     Under the Fund's Investment Advisory Contract,  the Fund is required to pay
Wright a monthly  advisory fee at the annual  rates (as a percentage  of average
daily net assets) set forth in the table below.

                            ANNUAL ADVISORY FEE RATES

                   Under          $500 Million           Over
               $500 Million       to $1 Billion       $1 Billion
               -------------------------------------------------

                   0.75%              0.73%              0.68%

     Wright has agreed not to impose a portion of its management fee and to make
other  arrangements,  if necessary,  to limit other  expenses of the Fund to the
extent  required to reduce  operating  expenses of (i) the Individual  Shares to
1.99% of the average daily net assets  attributable to Individual  Shares,  (ii)
the Institutional  Shares to 0.99% of the average daily net assets  attributable
to Institutional  Shares, and (iii) Institutional Service Shares to 1.50% of the
average daily net assets  attributable to  Institutional  Service  Shares.  This
agreement is voluntary  and temporary and may be revised or terminated by Wright
at any time with or without notice to shareholders.

   
     As of  December  31,  1997,  the  aggregate  net  assets  of the Fund  were
$10,082,645. For the period from the start of business, May 1, 1997, to December
31,  1997,  the Fund would have paid an advisory  fee  equivalent  to 0.74%.  To
enhance the net income of the Fund,  Wright made a reduction of the advisory fee
in the full amount and was  allocated a portion of the  expenses  related to the
operation of the Fund in the amount of $54,873.
    

     Pursuant to the Investment Advisory Contract, Wright also furnishes for the
use of the Fund office space and all necessary office facilities,  equipment and
personnel for servicing the investments of the Fund. The Fund is responsible for
the  payment  of all  expenses  relating  to its  operations  other  than  those
expressly stated to be payable by Wright under its Investment Advisory Contract.

     Wright places the portfolio  security  transactions  for the Fund, which in
some cases may be effected in block  transactions  which include other  accounts
managed by Wright.  Wright  provides  similar  services  directly for bank trust

<PAGE>

departments  and other  advisory  accounts.  Wright  seeks to execute the Fund's
portfolio  security  transactions  on the most  favorable  terms and in the most
effective manner possible.  Subject to the foregoing,  Wright may consider sales
of shares of the Fund or of other investment  companies sponsored by Wright as a
factor in the selection of broker-dealer firms to execute such transactions.

   
     Wright is also the investment adviser to certain of the funds in The Wright
Managed Equity Trust and The Wright  Managed Income Trust;  all the funds in The
Wright Managed Blue Chip Series Trust and The Wright  EquiFund Equity Trust (the
"Wright  Funds");  and the  portfolios in The Wright Blue Chip Master  Portfolio
Trust.  Additional  information  may be obtained from the website  maintained by
Wright (http://www.wrightinvestors.com).

     Like most mutual funds,  the Fund relies on computers in  conducting  daily
business and processing information.  There is a concern that on January 1, 2000
some  computer  programs  will be  unable  to  recognize  the new  year and as a
consequence  computer  malfunctions  will occur. The Investment  Adviser and the
Administrator  are taking  steps that they  believe are  reasonably  designed to
address this potential problem and to obtain  satisfactory  assurance from other
service  providers  to the Fund that they are also  taking  steps to address the
issue.  There can, however,  be no assurance that these steps will be sufficient
to avoid any adverse impact on the Fund or its shareholders.
    


Investment Committee
and Catholic Advisory Board

Investment Committee

     An  Investment  Committee  of eight  officers  of  Wright,  all of whom are
experienced  analysts,  exercises  disciplined  direction  and control  over all
purchases and sales of  securities,  policies and  procedures  for the Fund. The
members of the Investment Committee are as follows:

     Peter M. Donovan, CFA, President and Chief Executive Officer of Wright. Mr.
Donovan  received a BA  Economics  from Goddard  College and joined  Wright from
Jones, Kreeger & Co., Washington,  D.C. in 1966. Mr. Donovan is the president of
The Wright  Managed Income Trust,  The Wright  Managed Equity Trust,  The Wright
Managed Blue Chip Series  Trust,  The Wright  EquiFund  Equity  Trust,  Catholic
Values  Investment  Trust and The Wright Blue Chip Master Portfolio Trust. He is
also  director of Aetna Master Fund, a Luxembourg  SICAV.  He is a member of the
New York  Society of Security  Analysts  and the  Hartford  Society of Financial
Analysts.

   
     Judith R. Corchard,  Chairman of the Investment  Committee,  Executive Vice
President  -  Investment   Management  of  Wright.  Ms.  Corchard  attended  the
University  of  Connecticut  and joined Wright in 1960.  Ms.  Corchard is also a
member of the New York Society of Security  Analysts,  the  Hartford  Society of
Financial Analysts,  and AIMR. She is a vice president and trustee of The Wright
Managed Income Trust,  The Wright Managed Equity Trust,  The Wright Managed Blue
Chip Series Trust, The Wright EquiFund Equity Trust,  Catholic Values Investment
Trust and The Wright Blue Chip Master Portfolio Trust.
    

     Jatin J. Mehta,  CFA, Chief Investment  Officer - U.S.  Equities of Wright.
Mr. Mehta received a BS Civil  Engineering from University of Bombay,  India and
an MBA from the  University of  Bridgeport.  Before  joining Wright in 1969, Mr.
Mehta was an executive of the Industrial Credit Investment Corporation of India,
a World Bank agency in India for financial assistance to private industry. He is
a member of the New York Society of Security  Analysts and the Hartford  Society
of Financial Analysts.

     Harivadan K. Kapadia,  CFA, Senior Vice President - Investment Analysis and
Information of Wright. Mr. Kapadia received a BA (hon.) Economics and Statistics
and MA Economics from University of Baroda, India and an MBA from the University
of Bridgeport. Before joining Wright in 1969, Mr. Kapadia was Assistant Lecturer
at the College of Engineering  and Technology in Surat,  India and Lecturer,  at
the B.J.  College of Commerce,  VVNagar,  India. He has published the textbooks:
"Elements of Statistics,"  "Statistics,"  "Descriptive Economics," and "Elements
of  Economics."  He was appointed  Adjunct  Professor at the Graduate  School of
Business,  Fairfield  University in 1981. He is a member of the New York Society
of Security Analysts and the Hartford Society of Financial Analysts.

   
     Michael F. Flament,  CFA,  Senior Vice  President - Investment and Economic
Analysis  of Wright.  Mr.  Flament  received  a BS  Mathematics  from  Fairfield
University;  an MA  Mathematics  from  University  of  Massachusetts  and an MBA
Finance from the  University  of  Bridgeport  and joined Wright in 1972. He is a
trustee of The Wright  Managed  Blue Chip  Series  Trust and a member of the New
York  Society  of  Security  Analysts  and the  Hartford  Society  of  Financial
Analysts.
    

<PAGE>

   
     James P. Fields,  CFA,  Senior Vice  President  and  Investment  Officer of
Wright. Mr. Fields received a BS Accounting from Fairfield University and an MBA
Finance from Pace  University.  He joined Wright in 1982 and is also a member of
the New York Society of Security Analysts.

     Amit S.  Khandwala,  Senior Vice  President  -International  Investments of
Wright.  Mr.  Khandwala  received  a BS  (Economics,  Accounting,  International
Business  and  Computers)  from  University  of  Bombay,   India,   and  an  MBA
(Investments,   Corporate   Finance,   International   Finance  &  International
Marketing)  from the  University  of Hartford.  Mr.  Khandwala has taught in the
Executive  MBA Program at the  University  of Hartford  Business  School and his
research on ADRs has been published in The Journal of Portfolio  Management.  He
was involved in establishing the Stamford Society of Securities  Analysts and is
a member of the New York Society of Security  Analysts and the Hartford  Society
of Financial Analysts. He joined Wright in 1986.
    

     Charles T. Simko, Jr., Vice President - Investment  Research of Wright. Mr.
Simko received a BS in Mathematics from Fairfield  University.  He joined Wright
in 1985.

Catholic Advisory Board

     The Catholic  Advisory Board consults with the Investment  Adviser in order
to avoid  investing  in the  securities  of any  issuer  whose  products  and/or
activities are inconsistent with core Catholic Church teachings.  The members of
the Catholic Advisory Board are as follows:

     Thomas P. Melady,  Chairman,  former U.S. Ambassador to Burundi, Uganda and
to the Holy See, President Emeritus of Sacred Heart University.

     Margaret M. Heckler,  Eight term  Congresswoman from the Massachusetts 10th
District,  former  Secretary  of the  Department  of Health and Human  Services,
former Ambassador to Ireland.

     Bowie K. Kuhn, former Commissioner of Baseball.

   
     Timothy J. May, Senior Partner, Patton Boggs, L.L.P.
    

     Thomas S.  Monaghan,  President,  CEO and Chairman of the Board of Domino's
Pizza, Inc.

     William A. Wilson, former (and first) U.S. Ambassador to the Holy See.

   
     Although he is not in any way  connected  with the Fund,  His Eminence John
Cardinal O'Connor is the Ecclesiastical Advisor to the Catholic Advisory Board.
    


The Administrator

   
     The Trust engages Eaton Vance as its administrator  under an Administration
Agreement  dated February 1, 1998.  Under the  Administration  Agreement,  Eaton
Vance is  responsible  for managing the legal and business  affairs of the Fund,
subject to the  supervision  of the Trust's  trustees.  Eaton  Vance's  services
include  recordkeeping,  preparation and filing of documents  required to comply
with federal and state securities laws, supervising the activities of the Fund's
custodian  and transfer  agent,  providing  assistance  in  connection  with the
trustees' and shareholders' meetings and other administrative services necessary
to conduct the Fund's  business.  Eaton  Vance will not  provide any  investment
management  or  advisory  services  to the  Fund.  For its  services  under  the
Administration  Agreement,  Eaton Vance receives a monthly administration fee at
the annual rates (as a percentage  of average daily net assets) set forth in the
following table.


                         ANNUAL ADMINISTRATION FEE RATES

                             Under               Over
                         $100 Million        $500 Million
                         -------------       -------------
                             0.07%               0.04%

     For the period from the start of  business,  May 1, 1997,  to December  31,
1997, the Fund would have paid an administration  fee equivalent to 0.07%. Eaton
Vance waived the full amount of the administration fee.
    
     Eaton  Vance,  its  affiliates  and its  predecessor  companies  have  been
primarily  engaged in managing assets of individuals and  institutional  clients
since 1924 and managing,  administering  and marketing  mutual funds since 1931.
Total assets under management are  approximately  $25 billion.  Eaton Vance is a
wholly-owned  subsidiary of Eaton Vance Corp.  ("EVC"), a publicly-held  holding
company.


   
Distribution Expenses - Individual Shares and
Institutional Service Shares
    

     In addition to the fees and expenses payable by the Fund in accordance with
the Investment Advisory Contract and Administration Agreement, the Fund pays for
distribution  expenses of the Individual Shares and Institutional Service Shares
pursuant to a Distribution  Plan (the "Plan")  adopted by the Trust and designed
to meet the  requirements  of Rule 12b-1 under the 1940 Act. The Plan authorizes
the Fund to finance any activities  primarily  intended to result in the sale of
the  Fund's  Individual  Shares and  Institutional  Service  Shares.  Authorized
expenses  include  compensation  paid  to 

<PAGE>

and   expenses   incurred  by  officers,   trustees,   employees  or  sales
representatives  of the  Trust,  including  telephone  expenses  and the cost of
printing  prospectuses  and  reports  for  other  than  existing   shareholders,
preparation and distribution of sales  literature and advertising.  The expenses
covered by the Plan may include  payments  to any  separate  distributors  under
agreement with the Trust for activities primarily intended to result in the sale
of the Fund's Individual Shares and Institutional Service Shares.

     The   Trust's   principal   underwriter   is  Wright   Investors'   Service
Distributors,  Inc.  ("WISDI" or the  "Principal  Underwriter"),  a wholly owned
subsidiary of Winthrop.  Under the Plan, the Fund will pay on an annual basis up
to 0.75% and 0.25%,  respectively,  of its average daily net assets attributable
to  Individual  Shares  and  Institutional  Service  Shares to WISDI or to other
providers of distribution services designated by WISDI.

   
     For the period from the start of  business,  May 1, 1997,  to December  31,
1997, the Fund made distribution  expense payments (as an annualized  percentage
of average daily net assets) of 0.08% for the Individual  Shares. To enhance the
net income of the Individual Shares, the Principal  Underwriter made a reduction
of its fee by $4,257.  For the same period,  the Fund made distribution  expense
payments (as an annualized  percentage of average daily net assets) of 0.25% for
the Institutional Service Shares.
    

     The Principal  Underwriter may use the distribution fee for its expenses of
distributing  the Fund's  Individual  Shares and  Institutional  Service Shares,
including  allocable overhead expenses.  Distribution  expenses not specifically
attributable to the Fund's Individual Shares or Institutional Service Shares are
allocated among the Fund and certain other investment  companies for which WISDI
acts as  Principal  Underwriter,  based on the  amount  of  sales of the  Fund's
Individual  Shares or Institutional  Service Shares resulting from the Principal
Underwriter's  distribution  efforts and  expenditures.  If the distribution fee
exceeds the Principal  Underwriter's  expenses,  the Principal  Underwriter  may
realize a profit from these arrangements.

     The Fund pays no  distribution  expenses with respect to the  Institutional
Shares.

Service Plan

   
     The Trust has adopted a Service Plan (the "Service  Plan") which allows the
Fund to reimburse  WISDI for payments to  intermediaries  for providing  account
administration and personal and account maintenance  services to their customers
who  are  beneficial   owners  of  shares.   The  services   provided  by  these
intermediaries  may include  acting,  directly or through an agent,  as the sole
shareholder of record,  maintaining  account  records for customers,  processing
orders to  purchase,  redeem or exchange  shares for  customers,  responding  to
inquiries from  prospective and existing  shareholders  and assisting  customers
with  investment  procedures.  The amount of the service  fee payable  under the
Service  Plan with  respect  to each  class of shares of the Fund may not exceed
0.25%  annually of the average daily net assets  attributable  to the respective
classes. For the Institutional Service Shares, the amount of service fee payable
is reduced by the amount of any 12b-1 fees paid for distribution activities.

     For the period from the start of  business,  May 1, 1997,  to December  31,
1997, the Fund did not make any payment of service fees.
    


How the Fund Values its Shares

     The Trust  values the shares of each class of the Fund once on each day the
NYSE is open as of the close of regular  trading on the NYSE (normally 4:00 p.m.
New York  time).  The net asset value per share of each class is  determined  by
Investors Bank & Trust Company  ("IBT"),  the Fund's custodian (as agent for the
Fund)  with the  assistance  of Wright for  securities  that  involve  valuation
problems.   Such  determination  is  accomplished  by  dividing  the  number  of
outstanding shares of each class of the Fund into the net assets attributable to
that class. The net asset value of each class can differ.

     Securities listed on securities  exchanges or in the NASDAQ National Market
are valued at closing  sale  prices.  Unlisted or listed  securities,  for which
closing sale prices are not available, are valued at the mean between latest bid
and asked  prices.  Fixed  income  securities  for which market  quotations  are
readily  available are valued on the basis of  valuations  supplied by a pricing
service.  Fixed income and equity  securities  for which market  quotations  are
unavailable,  restricted  securities,  and other assets are valued at their fair
value as  determined  in good  faith  by or at the  direction  of the  Trustees.
Short-term obligations maturing in 60 days or less are valued at amortized cost,
which approximates market value.


How to Buy Shares

     Shares of the Fund are sold  without  an  initial  sales  charge at the net
asset value next determined after the receipt of a purchase order.

<PAGE>


 Minimum Initial Investment 
      Individual Shares: $1,000
      Institutional Service Shares: $500,000
      Institutional Shares: $3,000,000
- ------------------------------------------------------------------------------

   
 Waiver of Minimum Initial  Investment
   o Waived for investments in qualified retirement plans and for participants
     in certain fee-based programs. (Individual Shares  and  Institutional 
     Service  Shares  only.)
   o Waived  for the  Automatic Investment Program and Individual Retirement
     Accounts (IRAs). (Individual Shares only.)
    
- -------------------------------------------------------------------------------
Purchasing By Mail - Initial Purchase
   o Obtain an account  application form from  WISDI,  then  complete  and sign
     the  form. 
   o Mail the form with a check, Federal Reserve draft or other  negotiable
     bank draft,  drawn on a U.S. bank and payable in U.S. dollars to the order
     of Catholic  Values  Investment  Trust, to First Data  Investor  Services 
     Group (the "Transfer  Agent") at the  following address:

 
           First Data Investor  Services Group
           Catholic Values  Investment  Trust
           P.O. Box 5156
           Westborough, Massachusetts 01581-9698
- -------------------------------------------------------------------------------

Purchasing  By Mail -  Subsequent  Purchases 
   o May be made at any  time by check,  Federal Reserve draft, or other 
     negotiable bank draft, drawn on a U.S.bank and  payable in U.S. dollars to
     the order of  Catholic  Values  Investment Trust, and mailed to the
     Transfer  Agent at the above  address.
   o Identify the account and the account number when sending payment.
- -------------------------------------------------------------------------------

Purchasing  By Wire -  Initial  Purchase
   o Telephone the Fund at (800)225-6265,  ext. 7750, to advise of the action
     and to obtain an account number.
   o Obtain an account application form from WISDI, then complete, sign and mail
     the form to the Transfer  Agent at the above  address. 
   o Instruct your bank to wire immediately available funds to:

        Boston Safe Deposit and Trust Company
        One Boston Place
        Boston, Massachusetts 
        ABA:  011001234
        Account: 081345 
        Further  Credit:Catholic Values Investment Trust Equity Fund 
        (Include your Fund account number)
- -------------------------------------------------------------------------------

Purchasing  By Wire -  Subsequent  Purchases
   o Telephone the Fund at (800)225-6265, ext. 7750, prior to each transmission.
   o Repeat the wire procedure described above.

<PAGE>


   
 Purchasing  Electronically  over the  Internet  -  Subsequent  Purchases 
   o Shareholders  with access to the Internet may, after  following  prope
     security procedures, check the status of and enter transactions for their 
     own accounts.
   o Contact WISDI to make arrangements for electronic funds transfer using
     Automated Clearing  House (ACH) procedures. This requires that you provide
     certain bank account  information so that funds can be  transferred 
     between your mutual fund and bank  accounts.  We do not accept  or send
     bank  account or  credit card information  over the Internet. 
   o Account  access is highly secured to prevent unauthorized access. You will
     need a browser  capable  of  supporting  SSL 2.0(Secure Sockets Layer)such
     as Netscape's Navigator 3.0 or higher or Microsoft's Internet Explorer 3.0
     or higher. You will also need your social security or tax identification 
     number (SSN)and a personal identification  number (PIN). WISDI will advis
     how to obtain a PIN which will be known only to you.
    

- -------------------------------------------------------------------------------

 Automatic  Investment Program (Individual  Shares only)
   o Investments of $50 or more may be made each month or quarter in  automatic
     withdrawals  from your bank account. 
   o Obtain an account application form from WISDI, then complete, sign and mail
     the form to the  Transfer  Agent at the  address  on the  previous page. 
   o $1,000 minimum initial investment and $500 minimum account  requirements
     are waived.
- --------------------------------------------------------------------------------

     Purchase through  Exchange of Portfolio  Securities.  Investors  wishing to
purchase shares of the Fund through an exchange of portfolio  securities  should
contact  WISDI to determine the  acceptability  of the  securities  and make the
proper arrangements.  Shares of the Fund may be purchased,  in whole or in part,
by  delivering  to the  Fund's  custodian  securities  that meet the  investment
objective and policies of the Fund, have readily ascertainable market prices and
quotations and are otherwise  acceptable to the Investment Adviser and the Fund.
The Trust will only accept  securities  in  exchange  for shares of the Fund for
investment  purposes  and not as  agent  for the  shareholders  with a view to a
resale of such securities.  The Investment  Adviser,  WISDI and the Fund reserve
the right to reject all or any part of the  securities  offered in exchange  for
shares of the Fund.

     An investor who wishes to make an exchange  should  furnish to WISDI a list
with a full  and  exact  description  of all of the  securities  which he or she
proposes  to  deliver.  WISDI  or the  Investment  Adviser  will  specify  those
securities  which the Fund is prepared to accept and will  provide the  investor
with the  necessary  forms to be  completed  and  signed  by the  investor.  The
investor should then send the securities,  in proper form for transfer, with the
necessary  forms to the Fund's  custodian and certify that there are no legal or
contractual restrictions on the free transfer and sale of the securities.

     Exchanged  securities  will be valued at their fair market  value as of the
date  that the  securities  in proper  form for  transfer  and the  accompanying
purchase  order are both received by the Trust,  using the procedure for valuing
portfolio  securities described under "How the Fund Values its Shares." However,
if the NYSE or appropriate  foreign stock exchange is not open for  unrestricted
trading on that date, the securities will be valued on the next day on which the
NYSE  or  appropriate  foreign  stock  exchange  is so  open.  Securities  to be
exchanged  must  have a  minimum  aggregate  value of  $5,000.  An  exchange  of
securities for Fund shares is generally a taxable transaction.

     Account Statements and Confirmations.  Account statements  indicating total
shares of the Fund owned in the 

<PAGE>

account  or  each  sub-account  will  be  mailed  to  investors  quarterly.
Confirmations  will be issued at the time of each  purchase or  redemption.  The
issuance of shares will be recorded on the books of the Fund. The Trust does not
issue share  certificates.  The Fund  reserves the right to reject any order for
the purchase of its shares or to limit or suspend,  without  prior  notice,  the
offering of its shares.

   
     Shares of the Fund may be  purchased  or  redeemed  through  an  investment
dealer, bank or other institution ("Authorized Dealer").  Charges may be imposed
by the  institution  for its  services.  Any such  charges  could  constitute  a
material  portion of a smaller account.  Authorized  Dealers must communicate an
investor's  order to the  Principal  Underwriter  by a specific time each day to
receive  that  day's  public  offering  price per  share.  It is the  Authorized
Dealers'   responsibility   to  transmit   orders   promptly  to  the  Principal
Underwriter.  The Trust has approved the  acceptance of purchase and  redemption
orders as of the time of their receipt by certain  Authorized  Dealers (or their
designated intermediaries). Shares may be purchased or redeemed directly from or
with the Fund without  imposition of any charges  other than those  described in
this Prospectus.
    


Distributions by the Fund

     The Trust intends to pay dividends  from the net  investment  income of the
Fund at least  semi-annually.  Any net capital  gains  realized from the sale of
securities  or  other  transactions  in the  Fund's  portfolio  (reduced  by any
available  capital  loss  carryforwards  from prior years) will be paid at least
annually,  shortly  before  or  after  the  close  of the  Fund's  fiscal  year.
Shareholders  may reinvest  dividends and  distributions,  if any, in additional
shares of the Fund at the net asset value as of the  reinvestment  date.  Unless
shareholders  otherwise  instruct,  all  distributions  and  dividends  will  be
automatically  invested  in  additional  shares  of the same  class of the Fund.
Alternatively,  shareholders may reinvest capital gains distributions and direct
that  dividends be paid in cash, or direct that both dividends and capital gains
distributions  be paid in cash.  Instructions for the payment or reinvestment of
distributions may be given on the account application form.


Taxes

   
     The Fund  intends  to  continue  to qualify  and be treated as a  regulated
investment company for federal income tax purposes.  In order to so qualify, the
Fund  must  meet  certain  requirements  with  respect  to  sources  of  income,
diversification  of assets,  and  distributions to shareholders.  As a regulated
investment company,  the Fund will not pay federal income or excise taxes to the
extent that it distributes to its shareholders all of its net investment  income
and net realized capital gains in accordance with the timing requirements of the
Internal  Revenue Code of 1986, as amended (the "Code").  In addition,  the Fund
will not be  subject  to  income,  corporate  excise or  franchise  taxation  in
Massachusetts  as long as it qualifies as a regulated  investment  company under
the Code.
    

     Dividends paid by the Fund from net investment  income,  including  certain
net realized foreign  currency gains,  and the excess of net short-term  capital
gain over net long term capital loss will be taxable to its  shareholders  under
the Code as ordinary income.  Distributions  paid by the Fund from the excess of
net  long-term  capital  gain over net  short-term  capital  loss which the Fund
designates  as  "capital  gain  dividends"  will be  taxable  under  the Code as
long-term capital gains. As a result of the enactment of the Taxpayer Relief Act
of 1997 on August 5, 1997,  long-term  capital gains may be taxable at different
rates  depending upon when they are realized,  the holding period for the assets
that produce the gain, and the investor's  tax bracket.  These tax  consequences
will apply whether distributions are reinvested in additional shares or received
in cash. The Fund's  dividends that are paid to its corporate  shareholders  and
are attributable to qualifying dividends received by the Fund from U.S. domestic
corporations may be eligible, in the hands of these corporate shareholders,  for
the corporate  dividends-received  deduction,  subject to certain holding period
requirements and debt financing limitations under the Code. Shareholders will be
informed  annually  about the  amount  and  character,  for  federal  income tax
purposes, of distributions received from the Fund.

     The realization of capital gains may be affected by shareholder  redemption
transactions,   economic,  market  or  issuer-specific   developments  or  other
investment considerations.

     Investors  should  consider the adverse tax  implications  of buying shares
immediately before a distribution.  Investors who purchase shares shortly before
the record date for a distribution  will pay a per share price that includes the
value of the anticipated distribution and will be taxed on the distribution even
though the distribution represents a return of a portion of the purchase price.

     Redemptions  (including  exchanges) of Fund shares are taxable transactions
and may,  in  particular  cases,  be subject to wash sale or other  special  tax
rules.

     Individuals  and certain  other  shareholders  may be subject to 31% backup
withholding of federal income tax on distributions 

<PAGE>

and   redemptions   if  they  fail  to  furnish  their   correct   taxpayer
identification  number  and  certain  certifications  or if they  are  otherwise
subject to backup withholding.

     The Fund  anticipates  that it may be required to pay foreign  taxes on its
income or gains from certain foreign  investments,  which will reduce its return
from those  investments.  In some years,  the Fund may be  permitted to elect to
pass through certain  qualifying  foreign taxes it pays to its shareholders.  If
this election is made,  shareholders will then include their share of such taxes
in  income  (in  addition  to actual  dividends  and  distributions)  and may be
entitled,  subject to applicable limitations,  to a corresponding federal income
tax  credit or  deduction.  The Fund will  provide  appropriate  information  to
shareholders if this election is made.

     Annually,  shareholders  of the Fund that are not exempt  from  information
reporting requirements will receive information on Form 1099 regarding the prior
calendar year's distributions and redemptions (including  exchanges).  Dividends
declared by the Fund in October,  November or December to shareholders of record
as of a date in such a month and paid the following  January will be treated for
federal income tax purposes as having been received by  shareholders on December
31 of the year in which they are declared.

     Dividends and other distributions,  redemptions (including exchanges),  and
the value of Fund  shares  may,  of course,  also be subject to state,  local or
other taxes.  Shareholders should consult their own tax advisers with respect to
state and local tax consequences of investing in the Fund.  Shareholders who are
not United  States  persons  should also consult  their tax  advisers  about the
potential application of certain U.S. taxes, including a U.S. withholding tax at
the rate of 30% (or a lower treaty rate) on amounts  treated as ordinary  income
distributions to them and of foreign taxes to their investment in the Fund.


How To Redeem or Sell Shares

     Shares of the Fund will be redeemed at the net asset value next  determined
after receipt of a redemption  request in good order less any  applicable  CDSC.
However,  if the shares to be redeemed  were  purchased  by check,  the Fund may
delay payment of redemption  proceeds until the check has been collected  which,
depending  upon the  location of the issuing  bank,  could take up to 15 days. A
redemption of shares is a taxable transaction.

   
     Shareholders  who  purchased  Fund shares  through their dealers may redeem
shares  through  their  dealers.  The value of such shares is based upon the net
asset value  calculated after the order is deemed to be received by the Trust or
the Transfer Agent as the Trust's Agent. Shares may also be redeemed as follows:
    



   By  Telephone --- All shareholders eligible unless otherwise  indicated on
account  application. 
    o  Shareholders may telephone the Transfer  Agent if the redemption is less
       than $50,000. Telephone: (800) 555-0644 between 9:00 a.m. and 4:00 p.m.
       Eastern time.
    o If the redemption  amount exceeds  $50,000,  telephone the Fund at 
      (800)225-6265, ext.7750 between 8:30 a.m. and 4:00 p.m. Eastern time.
    o Redemptions  requested in good order before 4:00 p.m. Eastern time will be
      made at that day's net asset value.
    o Redemptions  requested  after 4:00 p.m.Eastern  time will be  made at the
      net asset value determined for the  next business day.
    o During times of economic turmoil and market volatility or as a result of
      severe weather or a natural disaster, it may be difficult to contact the
      Fund by telephone to institute a redemption. You should contact the Fund
      in writing  if you are  unable  to  reach  the  Fund by  telephone. 
    o The Fund may terminate  or modify  the  telephone  redemption  privilege 
      at any time with or without notice to shareholders.
- -------------------------------------------------------------------------------
<PAGE>

Confirmation  Procedures for  Telephone  Redemptions
    o The  Fund and the  Transfer  Agent  employ  the following  procedures to
      confirm   that  instructions received by telephone  are genuine. 
      The  shareholder's  name,  account  number, shareholders'  identifying 
      number  applicable to the account and other relevant information  may  be
      requested.  Telephone  instructions  are  recorded. 
    o If reasonable procedures, such as those described above, are not followed,
      the Fund may  be  liable  for  any  loss  due to  unauthorized  or 
      fraudulent  telephone instructions.  In all other cases, neither the Fund
      nor the Transfer Agent will be liable for any loss or expense for acting
      upon  telephone instructions  made according to the telephone transaction
      procedures described above.
- -------------------------------------------------------------------------------

By Mail 
   o Mail the  request  with a stock power to the  following  address:
     First Data Investor  Services Group
     Catholic  Values  Investment  Trust
     P.O. Box 5156
     Westborough, Massachusetts 01581-9698
   o Requests and stock powers must:
     (i)be endorsed by the record owner(s) exactly as the shares are registered;
     (ii)have  signatures guaranteed (a) by a member of  either  the  Securities
     Transfer  Association's STAMP program or the NYSE's Medallion Signature 
     Program,or (b) by certain banks,  savings and loans, credit unions, 
     securities dealers, securities exchanges, clearing agencies or registered 
     securities  associations that are  acceptable  to the  Transfer  Agent. 
   o Additional  documents  may be required, such as when shares are registered
     in the name of a business entity or fiduciary.
- -------------------------------------------------------------------------------

   
By the  Internet
   o  Shareholders  may, after following  proper  security procedures, access 
      their account from the Fund's website   at www.catholicinvestment.com
      to redeem shares. A browser capable of supporting SSL 2.0  (Secure 
      Sockets  Layer) such as  Netscape's  Navigator  3.0 or  higher or
      Microsoft's Explorer 3.0 or higher is required. Click on "Direct Account
      Access" from either the home page or from the Net Asset  Values  page.
   o To access your account you must  verify your identity  by  providing  your
     tax identification number(TIN)and your personal identification number(PIN).
     Check the "First Time User Information"  page on the  website to learn how
     to obtain a PIN which will be known only to you.
- -------------------------------------------------------------------------------

Payment of Proceeds 
   o Normally,  payment will be made within one  business day after  receipt of
     the  redemption  request in good order. 
   o Payment will be made by check to the address of record or by wire transfer
     if indicated in the account  application.  
   o Trust departments may redeem and deposit proceeds in accounts of their
     clients, as specified in instructions given to the Fund at the time of 
     initial  purchase.  
   o Arrangements can be made for electronic funds transfer to the shareholder's
     bank account using Automated Clearing House (ACH) procedures.
- --------------------------------------------------------------------------------
    
<PAGE>

 Minimum Account  Balances
   o The Fund reserves the right to fully redeem any accounts which,  due to
     redemption or transfer, contain less than the following amounts:
     Individual Share Accounts:  $500 
     Institutional Service Share Accounts: $100,000 
     Institutional  Share  Accounts:  $500,000  
   o The Fund will not  redeem accounts  that fall below the minimum  amounts 
     due solely to a reduction in net asset value of the Fund's shares. 
   o Before any such  redemption,  notice will be sent to the  shareholder, 
     and the shareholder will have 60 days from the notice date to make
     additional investments to meet the required minimum.
   o No CDSC will be imposed on  involuntary  redemptions  of Individual Shares.
   o These minimum account balance requirements will be waived when the minimum
     initial investment requirements are waived.
- --------------------------------------------------------------------------------

     THE FUND MAY TERMINATE OR MODIFY THE TELEPHONE  REDEMPTION PRIVILEGE AT ANY
TIME WITH OR WITHOUT NOTICE TO SHAREHOLDERS.

     The Fund  also  reserves  the  right to  suspend  the  right of  redemption
generally or postpone the payment of redemption proceeds to the extent permitted
by the Securities and Exchange Commission.

     Although  the Fund  normally  intends  to redeem  shares in cash,  the Fund
reserves  the  right to  deliver  the  proceeds  of  redemptions  in the form of
portfolio securities if deemed advisable by the Trustees.  The value of any such
portfolio  securities  distributed  will be determined  in the manner  described
under "How the Fund Values its Shares." If portfolio securities were distributed
in lieu of cash, the shareholder would normally incur transaction costs upon the
disposition of any such securities.

     Contingent  Deferred Sales Charge - Individual  Shares.  Individual  Shares
redeemed within the first year of purchase  (except shares acquired  through the
reinvestment of  distributions)  generally will be subject to a CDSC equal to 1%
of the net asset  value of the  redeemed  shares.  This CDSC is  imposed  on any
redemption,  the  amount of which  exceeds  the  aggregate  value at the time of
redemption of (a) all shares in the account  purchased  more than one year prior
to the redemption,  (b) all shares in the account acquired through  reinvestment
of distributions,  and (c) the increase, if any, of value in the other shares in
the account  (namely those  purchased  within the year preceding the redemption)
over the purchase price of such shares. Redemptions are processed in a manner to
maximize the amount of redemption  proceeds which will not be subject to a CDSC.
That is, each redemption will be assumed to have been made first from the exempt
amounts  referred  to in  clauses  (a),  (b) and (c) above,  and second  through
liquidation  of those  shares in the  account  referred  to in  clause  (c) on a
first-in-first-out  basis. The CDSC will be paid to the Principal Underwriter of
the Fund.

     No CDSC will be  imposed on Fund  shares  which have been sold to Wright or
its affiliates,  or to their respective employees or clients. The CDSC will also
be waived for  shares  redeemed  as part of a  distribution  from an  individual
retirement plan or a retirement plan for self-employed individuals.


Performance Information

     From time to time, the Fund may publish its total return in  advertisements
and  communications  to  shareholders.  The Fund's total return is determined by
computing the annual  percentage change in value of $1,000 invested at net asset
value for specified periods ending with the most recent calendar  quarter.

<PAGE>

This computation assumes the re-investment of all distributions, a complete
redemption  of the  investment  and,  with  respect to  Individual  Shares,  the
deduction  of any  applicable  CDSC at the end of the period.  The Fund may also
publish  total  return  figures  for  Individual  Shares  which do not take into
account any CDSC. The investment  results of the Fund will change over time, and
the Fund's past performance is not a prediction of future performance.

     Other investments,  indices, indicators of economic activity or averages of
mutual fund results may be cited or compared with the Fund's investment results.
Rankings or listings by magazines,  newspapers, other periodicals or independent
statistical or rating services,  such as Lipper  Analytical  Services,  Inc. and
Morningstar, Inc., may also be referenced.


Other Information

     The Fund is a  diversified  series of the  Trust,  an  open-end  management
investment  company  organized  on November  26, 1996 as a business  trust under
Massachusetts  law. The Trust  reserves  the right to create and issue  multiple
series of shares, or classes of these series,  which are separately  managed and
have different investment objectives.  The trustees have authorized the issuance
of  three  classes  of the  Fund,  designated  as  the  Individual  Shares,  the
Institutional  Shares and the Institutional  Service Shares.  The shares of each
class  represent an interest in the same  portfolio of  investments of the Fund.
Each class has equal rights as to voting, redemption, dividends and liquidation.
However, each class bears different distribution fees and other expenses.  Also,
each class of  shareholders  has  exclusive  voting rights with respect to their
distribution plans, if any.

     The Trust is not  required  and does not intend to hold annual  meetings of
shareholders,  although  special  meetings  may be held  for  such  purposes  as
electing or removing  trustees,  changing  fundamental  policies or  approving a
management  contract.  The Trust,  under certain  circumstances,  will assist in
shareholder communications with other Trust shareholders.

     The trustees may, without shareholder approval, change the structure of the
Fund from a multiple class fund to a feeder fund in a  master-feeder  investment
structure.  As a feeder fund, the Fund would pursue its investment  objective by
investing all of its assets in a separate  mutual fund (the "Master  Fund") with
an investment  objective identical to that of the Fund. Other investors would be
able to purchase  interests in the Master Fund.  All  investors,  including  the
Fund,   would  pay  a  proportionate   share  of  the  Master  Fund's  expenses.
Shareholders of the Fund would also continue to pay a proportionate share of the
Fund's expenses.  The trustees of the Trust would be able to withdraw all of the
Fund's  assets  from the Master Fund if they  determined  that it is in the best
interest of the Fund to do so.

   
     As of March 31,  1998,  Mr.  Thomas S.  Monaghan,  a member of the  Trust's
Catholic  Advisory Board, and the Domino's  Foundation,  owned in the aggregate,
more than 25% of the outstanding Institutional Service Shares and of the Fund.
    


Tax-Sheltered Retirement Plans

     Individual Shares are available for investment by retirement  account plans
for  individuals  and  their  non-employed  spouses,  and  retirement  plans for
self-employed individuals. Institutional Shares and Institutional Service Shares
are available  for  investment by 401(k),  403(b) and other  retirement  account
plans of corporations,  non-profit organizations and other entities. The minimum
initial purchase and account balance requirements will be waived for investments
in Individual  Shares and  Institutional  Service Shares by retirement plans and
bank trust departments.

     For more information, write to:

         Wright Investors' Service Distributors, Inc.
         1000 Lafayette Boulevard
         Bridgeport, Connecticut 06604

     or Call:

         (888) 974-4486 or (203) 330-5197
<PAGE>


                                   PART B
          Information Required in a Statement of Additional Information
================================================================================


   
                                          STATEMENT OF ADDITIONAL INFORMATION
                                                             Individual Shares
                                                          Institutional Shares
                                                  Institutional Service Shares
                                                                   May 1, 1998
    




                        CATHOLIC VALUES INVESTMENT TRUST
                                24 Federal Street
                           Boston, Massachusetts 02110

 -----------------------------------------------------------------------------

                  Catholic Values Investment Trust Equity Fund
- ------------------------------------------------------------------------------



                                TABLE OF CONTENTS

Additional Information about the Trust............       2
Additional Investment Information.................       2
Investment Restrictions...........................       5
Trustees, Officers and the
     Catholic Advisory Board......................       6
Control Persons and
     Principal Holders of Shares..................       8
Investment Advisory and
     Administrative Services......................       8
Custodian.........................................      10
Independent Certified Public Accountants..........      10
Brokerage Allocation..............................      10
Pricing of Shares.................................      11
Principal Underwriter.............................      11
Service Plan......................................      13
Taxes.............................................      13
Calculation of Performance and
     Yield Quotations.............................      14
Financial Statements..............................      15
Appendix..........................................      16

 ------------------------------------------------------------------------------

   
THIS  STATEMENT OF ADDITIONAL  INFORMATION IS NOT A PROSPECTUS AND IS AUTHORIZED
FOR DISTRIBUTION TO PROSPECTIVE INVESTORS ONLY IF PRECEDED OR ACCOMPANIED BY THE
CURRENT  PROSPECTUS  OF THE  CATHOLIC  VALUES  INVESTMENT  TRUST  (THE  "TRUST")
OFFERING  SHARES  OF THE  CATHOLIC  VALUES  INVESTMENT  TRUST  EQUITY  FUND (THE
"FUND"),  DATED  MAY 1,  1998,  AS  SUPPLEMENTED  FROM  TIME TO  TIME,  WHICH IS
INCORPORATED  HEREIN BY  REFERENCE.  THIS  STATEMENT OF  ADDITIONAL  INFORMATION
SHOULD BE READ IN CONJUNCTION WITH THE PROSPECTUS.  A COPY OF THE PROSPECTUS MAY
BE OBTAINED WITHOUT CHARGE FROM WRIGHT INVESTORS'  SERVICE  DISTRIBUTORS,  INC.,
1000   LAFAYETTE   BOULEVARD,   BRIDGEPORT,    CONNECTICUT   06604   (TELEPHONE:
888-974-4486) OR FROM THE FUND'S WEBSITE (HTTP://WWW.CATHOLICINVESTMENT.COM).
    


<PAGE>


Additional Information about the Trust


     Unless otherwise  defined herein,  capitalized terms have the meaning given
them in the Prospectus.

     The Trust is an  open-end,  management  investment  company  organized as a
Massachusetts  business trust. The Trust was organized in 1996 and currently has
one  series  (the  Fund).  The  Fund  currently  has  three  classes  of  shares
outstanding -- Individual Shares, Institutional Shares and Institutional Service
Shares. The Fund is a diversified fund.

     The  Trust's  Declaration  of Trust (the  "Declaration  of  Trust")  may be
amended with the affirmative vote of a majority of the outstanding shares of the
Trust  or,  if the  interests  of a  particular  class of shares of the Fund are
affected,  a majority of the outstanding  shares of such class. The trustees are
authorized  to make  amendments to the  Declaration  of Trust that do not have a
material  adverse  effect on the  interests  of  shareholders.  The Trust may be
terminated  (i) upon the  sale of the  Trust's  assets  to  another  diversified
open-end management investment company, if approved by the holders of two-thirds
of the outstanding  shares of the Trust,  except that if the trustees  recommend
such sale of  assets,  the  approval  by the vote of a majority  of the  Trust's
outstanding shares will be sufficient, or (ii) upon liquidation and distribution
of the assets of the Trust,  if approved by a majority of its trustees or by the
vote of a majority of the Trust's outstanding shares. If not so terminated,  the
Trust may continue indefinitely.

     The  Declaration  of Trust also  provides  that the trustees may change the
structure  of the  Fund  from a  multiple  class  fund  to a  feeder  fund  in a
master-feeder  investment  structure without shareholder  approval.  As a feeder
fund,  the Fund would pursue its  investment  objective by investing  all of its
assets in a master fund with an  investment  objective  identical to that of the
Fund. While a master-feeder  investment structure may provide  opportunities for
growth in the assets of the  master  fund and  economies  of scale for the Fund,
duplication  of fees may also  result.  Whenever  the Fund as an investor in the
master fund would be requested to vote on matters pertaining to the master fund,
the Fund would hold a meeting of Fund  shareholders and vote its interest in the
master fund for or against such matters  proportionately  to the instructions to
vote for or against such matters received from Fund shareholders. The Fund would
vote shares for which it received no voting  instructions in the same proportion
as the shares for which it received voting instructions.

     The  Declaration  of Trust  further  provides that the trustees will not be
liable for errors of judgment or  mistakes of fact or law;  however,  nothing in
the  Declaration of Trust  protects a trustee  against any liability to which he
would otherwise be subject by reason of willful  misfeasance,  bad faith,  gross
negligence,  or reckless  disregard of the duties involved in the conduct of his
office.

     The Trust is an organization of the type commonly known as a "Massachusetts
business  trust." Under  Massachusetts  law,  shareholders  of such a trust may,
under  certain  circumstances,  be held  personally  liable as partners  for the
obligations  of  the  trust.  The  Declaration  of  Trust  contains  an  express
disclaimer of shareholder liability in connection with the Trust property or the
acts,  obligations  or  affairs  of the  Trust.  The  Declaration  of Trust also
provides for  indemnification  out of the Trust property of any shareholder held
personally  liable for the claims and  liabilities  to which a  shareholder  may
become subject by reason of being or having been a  shareholder.  Thus, the risk
of a shareholder incurring financial loss on account of shareholder liability is
limited to  circumstances  in which the Trust itself would be unable to meet its
obligations.  The  risk  of any  shareholder  incurring  any  liability  for the
obligations of the Trust is extremely remote.



Additional Investment Information


Description of Investments

   
     U.S. Government,  Agency and Instrumentality  Securities -- U.S. Government
securities in which the Fund may invest are short-term obligations issued by the
Treasury and include bills,  certificates  of  indebtedness,  notes,  and bonds.
Agencies and  instrumentalities of the U.S. Government are established under the
authority  of an act of  Congress  and  include,  but are not  limited  to,  the
Government  National  Mortgage  Association   ("GNMA"),   the  Tennessee  Valley
Authority, the Bank for Cooperatives,  the Farmers Home Administration,  Federal
Home Loan Banks,  Federal Intermediate Credit Banks, Federal Land Banks, and the
Federal National Mortgage Association ("FNMA").
    

     The Fund has no current intention of investing in securities issued by GNMA
or FNMA or in any other mortgage-backed securities.
<PAGE>

   
     Repurchase Agreements -- involve purchase of U.S. Government securities. At
the same time the Fund  purchases the  security,  it resells it to the vendor (a
member bank of the Federal Reserve System or recognized  securities  dealer that
meets Wright  credit  standards),  and is obligated to redeliver the security to
the vendor on an  agreed-upon  date in the future.  The resale price exceeds the
purchase price and reflects an  agreed-upon  market rate unrelated to the coupon
rate on the purchased security.  Such transactions afford an opportunity for the
Fund to earn a return on cash which is only  temporarily  available.  The Fund's
risk is the ability of the vendor to pay an  agreed-upon  sum upon the  delivery
date.  The Fund  believes  this risk is limited to the  difference  between  the
market  value of the  security  and the  repurchase  price  provided  for in the
repurchase agreement.
    

     Repurchase  agreements  must be fully  collateralized  at all times. In the
event of a default or bankruptcy by a vendor under a repurchase  agreement,  the
Fund will seek to liquidate such collateral.  However, the exercise of the right
to  liquidate  such  collateral   could  involve   certain  costs,   delays  and
restrictions and is not ultimately assured. To the extent that proceeds from any
sale  upon a  default  of the  obligations  to  repurchase  are  less  than  the
repurchase price, the Fund could suffer a loss.

     In all cases  when  entering  into  repurchase  agreements  with other than
FDIC-insured depository institutions,  the Fund will take physical possession of
the underlying  collateral security, or will receive written confirmation of the
purchase of the collateral  security and a custodial or safekeeping receipt from
a third  party  under a  written  bailment  for  hire  contract,  or will be the
recorded owner of the collateral security through the Federal Reserve Book-Entry
System.

     Short-Term  Investments  -- The Fund may invest in the following  types of 
short-term  obligations  to the extent set forth in the Prospectus:

     Certificates of Deposit -- are certificates  issued against funds deposited
in a bank, are for a definite  period of time,  earn a specified rate of return,
and are normally negotiable.

     Bankers'  Acceptances -- are short-term credit  instruments used to finance
the import,  export,  transfer or storage of goods.  They are termed  "accepted"
when a bank guarantees their payment at maturity.

     Commercial  Paper -- refers to promissory  notes issued by  corporations in
order to finance their short-term credit needs. Commercial paper acquired by the
Fund must, at the date of investment,  be rated A-1 by Standard & Poor's Ratings
Group ("S&P") or P-1 by Moody's Investors Service, Inc. ("Moody's"),  or, if not
rated  by  such  rating  organizations,  be  deemed  by  the  trustees  to be of
comparable quality.

     Finance  Company  Paper -- refers to  promissory  notes  issued by  finance
companies in order to finance their  short-term  credit needs.  Finance  company
paper must have the same  ratings as  commercial  paper at the time of purchase.
See "Commercial Paper" above.

     Corporate Obligations -- include bonds and notes issued by corporations and
other  entities  in  order  to  finance   short-term  credit  needs.   Corporate
obligations and other debt instruments in which the Fund may invest must, at the
date of investment,  be rated AA or better by S&P or Aa or better by Moody's or,
if not rated by such rating  organizations,  be deemed by the  trustees to be of
comparable quality.

     "When  Issued"  Securities  --  Securities  are  frequently  offered  on  a
"when-issued" basis. When so offered, the price, which is generally expressed in
terms of yield to maturity,  is fixed at the time the  commitment to purchase is
made, but delivery and payment for the when-issued  securities may take place at
a later date. Normally,  the settlement date occurs 15 to 90 days after the date
of the  transaction.  The payment  obligation and the interest rate that will be
received  on the  securities  are  fixed at the time  the Fund  enters  into the
purchase  commitment.  During the period  between  purchase and  settlement,  no
payment is made by the Fund to the issuer and no  interest  accrues to the Fund.
To the extent that assets of the Fund are held in cash pending the settlement of
a purchase  of  securities,  the Fund would  earn no income;  however,  the Fund
intends  to be fully  invested  to the  extent  practicable  and  subject to the
policies  stated above.  While  when-issued  securities may be sold prior to the
settlement  date, it is intended that such  securities will be purchased for the
Fund with the purpose of  actually  acquiring  them unless a sale  appears to be
desirable for investment reasons.

     At the time a commitment to purchase  securities on a when-issued  basis is
made  for the  Fund,  the  transaction  will be  recorded  and the  value of the
security  reflected in  determining  the Fund's net asset  value.  The Fund will
establish  a  segregated  account  with its  Custodian  in which  the Fund  will
maintain  cash  and  liquid   securities  equal  in  value  to  commitments  for
when-issued  securities.  If the value of the securities  placed in the separate
account declines, additional cash or 

<PAGE>

securities will be placed in the account on a daily basis so that the value
of the  account  will at  least  equal  the  amount  of the  Fund's  when-issued
commitments.  Such segregated securities either will mature or, if necessary, be
sold on or before the settlement date.

     Securities  purchased on a when-issued basis and the securities held by the
Fund are subject to changes in value based upon the public's  perception  of the
creditworthiness  of the issuer  and  changes  in the level of  interest  rates.
(Thus,  both  positions  will  change  in  value  in the same  way,  i.e.,  both
experiencing  appreciation  when interest  rates decline and  depreciation  when
interest  rates  rise.)   Therefore,   to  the  extent  that  the  Fund  remains
substantially  fully invested at the same time that it has purchased  securities
on a when-issued basis,  there will be greater  fluctuations in the market value
of the Fund's net assets than if only cash were set aside to pay for when-issued
securities.

     The Fund has no current intention of investing in when-issued securities.

     Illiquid and Restricted  Securities.  The Fund may purchase securities that
are not registered  ("restricted  securities")  under the Securities Act of 1933
("1933 Act"), including securities offered and sold to "qualified  institutional
buyers"  under Rule 144A under the 1933 Act.  However,  the Fund will not invest
more  than  15% of  its  net  assets  in  illiquid  investments,  which  include
repurchase  agreements maturing in more than seven days, securities that are not
readily  marketable  and  restricted  securities.  If the  value  of the  Fund's
illiquid  investments  increased  to more than 15% of net assets,  Wright  would
begin reducing these investments in an orderly manner to the extent necessary to
comply  with the 15% limit.  If the Board of Trustees  determines,  based upon a
continuing review of the trading markets for specific Rule 144A securities, that
they are liquid, then such securities may be purchased without regard to the 15%
limit.  The  trustees  may adopt  guidelines  and  delegate  to Wright the daily
function of monitoring and determining  the liquidity of restricted  securities.
The  trustees,  however,  will retain  sufficient  oversight  and be  ultimately
responsible  for the  determinations.  The trustees will  carefully  monitor the
Fund's  investments in these  securities,  focusing on such  important  factors,
among others, as valuation, liquidity and availability of information.

     The Fund may acquire other restricted  securities  including securities for
which market quotations are not readily available.  These securities may be sold
only in privately negotiated transactions or in public offerings with respect to
which  a  registration  statement  is  in  effect  under  the  1933  Act.  Where
registration  is  required,  the Fund may be obligated to pay all or part of the
registration  expenses and a considerable  period may elapse between the time of
the  decision to sell and the time the Fund may be  permitted to sell a security
under an effective  registration  statement.  If, during such a period,  adverse
market conditions were to develop,  the Fund might obtain a less favorable price
than prevailed when it decided to sell.  Restricted securities will be priced at
fair market value as determined in good faith by the Trust's trustees.  The Fund
does not currently intend to purchase restricted securities.


Lending Portfolio Securities

   
     The Fund may seek to increase  income by lending  portfolio  securities  to
broker-dealers  or  other  institutional  borrowers.  Under  present  regulatory
policies of the Securities and Exchange  Commission,  such loans are required to
be secured  continuously by collateral in cash or liquid  securities held by the
Fund's  custodian and  maintained on a current basis at an amount at least equal
to the market  value of the  securities  loaned,  which will be marked to market
daily. Cash equivalents  include  certificates of deposit,  commercial paper and
other short-term money market instruments. The Fund would have the right to call
a loan and obtain the securities loaned at any time on up to five business days'
notice.  The Fund would not have the right to vote any securities  having voting
rights during the existence of a loan,  but would call the loan in  anticipation
of an important  vote to be taken among holders of the  securities or the giving
or withholding of their consent on a material  matter  affecting the investment.
The Fund does not currently intend to engage in securities loans.
    


Warrants and Convertible Securities

     Warrants  are subject to the same market  risks as stocks,  but may be more
volatile in price.  The Fund's  investments  in warrants  will not entitle it to
receive  dividends or exercise  voting  rights and will become  worthless if the
warrants  cannot  be  profitably   exercised  before  their  expiration   dates.
Convertible  securities  are subject both to the credit and interest  rate risks
associated  with debt  obligations  and to the stock market risk associated with
equity  securities.  Convertible  debt  securities  in which the Fund may invest
must, at the date of investment, be rated AA or better by S&P or Aa or better by

<PAGE>

Moody's or, if not rated by one of these rating organizations,  be deemed by the
trustees to be of comparable quality.


Interest Rate Risk

   
     The market value of the U.S. Government securities,  short-term investments
and  convertible  securities in which the Fund may invest varies  inversely with
changes in the prevailing  levels of interest  rates.  For example,  if interest
rates rise after one of the foregoing  securities has been purchased,  the value
of the security would decline.
    


Short Sales

     The Fund may engage in short sales in order to profit  from an  anticipated
decline in the value of a  security.  The Fund may also engage in short sales to
attempt to limit its exposure to a possible  market  decline in the value of its
portfolio  securities  through short sales of securities  which Wright  believes
possess volatility characteristics similar to those being hedged. To effect such
a transaction,  the Fund must borrow the security sold short to make delivery to
the buyer.  The Fund then is  obligated  to replace  the  security  borrowed  by
purchasing it at the market price at the time of replacement. Until the security
is replaced  the Fund is  required to pay to the lender any accrued  interest or
dividends  and may be  required  to pay a premium.  The Fund may only make short
sales "against the box," meaning that the Fund either owns the  securities  sold
short  or,  by virtue of its  ownership  of other  securities,  has the right to
obtain  securities  equivalent in kind and amount to the securities sold and, if
the right is conditional, the sale is made upon the same conditions.

The Fund has no current intention of engaging in short sales.


Financial Futures Contracts and Related Options

     The Fund does not currently  intend to purchase or sell  financial  futures
contracts or related options.



Investment Restrictions

     The following investment restrictions have been adopted by the Fund and may
be changed  only by the vote of a  majority  of the  Fund's  outstanding  voting
securities,  which as used in this Statement of Additional Information means the
lesser of (a) 67% of the  shares of the Fund if the  holders of more than 50% of
the shares are present or represented at the meeting or (b) more than 50% of the
shares of the Fund. Accordingly, the Fund may not:

(1)  With  respect  to  75% of the  total  assets  of  the  Fund,  purchase  the
     securities  of any issuer if such  purchase at the time thereof would cause
     more than 5% of its total assets  (taken at market value) to be invested in
     the securities of such issuer, or purchase securities of any issuer if such
     purchase at the time thereof  would cause more than 10% of the total voting
     securities of such issuer to be held by the Fund, except obligations issued
     or guaranteed by the U.S. Government, its agencies or instrumentalities and
     except securities of other investment companies;

(2)  Borrow  money  or  issue  senior  securities  except  as  permitted  by the
     Investment Company Act of 1940. In addition,  the Fund may not issue bonds,
     debentures  or senior  equity  securities,  other than shares of beneficial
     interest;

(3)  Purchase  securities on margin (but the Fund may obtain such short-term  
     credits as may be necessary for the clearance of purchase and sales of 
     securities);

(4) Underwrite or participate in the marketing of securities of others;

(5)  Make an  investment  in any one  industry  if such  investment  would cause
     investments  in such  industry  to equal or exceed 25% of the Fund's  total
     assets,  at  market  value  at the  time of  such  investment  (other  than
     securities issued or guaranteed by the U.S.
     Government or its agencies or instrumentalities);

(6)  Purchase or sell real estate,  although it may purchase and sell securities
     which are secured by real estate and  securities of companies  which invest
     or deal in real estate;

(7)  Purchase or sell  commodities  or commodity  contracts  for the purchase or
     sale of physical  commodities,  except that the Fund may  purchase and sell
     financial futures contracts, options on financial futures contracts and all
     types of currency contracts; or

(8)  Make loans to any person except by (a) the  acquisition of debt  securities
     and making portfolio investments (b) entering into repurchase agreements or
     (c) lending portfolio securities.
<PAGE>

     Notwithstanding  the investment  policies and restrictions of the Fund, the
Fund may invest its assets in an open-end  management  investment  company  with
substantially  the same investment  objective,  policies and restrictions as the
Fund.

     The Fund has adopted the following investment policies which may be changed
without  approval  by the  Fund's  shareholders.  As a matter of  nonfundamental
policy,  the Fund will not (a) sell or  contract to sell any  security  which it
does not own unless by virtue of its ownership of other securities it has at the
time of sale a right to obtain  securities  equivalent in kind and amount to the
securities  sold and provided that if such right is conditional the sale is made
upon the same conditions;  or (b) invest more than 15% of net assets in illiquid
investments.

     Except for the Fund's investment policy with respect to borrowing money, if
a percentage  restriction contained in the Fund's investment policies is adhered
to at the time of  investment,  a later  increase or decrease in the  percentage
resulting  from a change in the value of portfolio  securities or the Fund's net
assets will not be considered a violation of such restriction.


Trustees, Officers and the
Catholic Advisory Board

Trustees and Officers

     The  trustees  and  officers  of the  Trust  are  listed  below.  Except as
indicated,  each  individual  has held the office shown or other  offices in the
same  company  for the last  five  years.  Those  trustees  who are  "interested
persons"  (as  defined  in the 1940  Act) of the  Trust,  Wright,  The  Winthrop
Corporation  ("Winthrop"),  Eaton Vance,  Eaton Vance's wholly owned subsidiary,
Boston  Management and Research  ("BMR"),  Eaton Vance's parent  company,  Eaton
Vance Corp.  ("EVC"),  or Eaton  Vance's and BMR's  trustee,  Eaton Vance,  Inc.
("EV") by virtue of their affiliation with either the Trust,  Wright,  Winthrop,
Eaton Vance, BMR, EVC or EV, are indicated by an asterisk (*).
   
PETER M. DONOVAN (55), President and Trustee*
President,  Chief  Executive  Officer and Director of Wright and Winthrop;  Vice
President,  Treasurer and a Director of Wright Investors' Service  Distributors,
Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604

H. DAY BRIGHAM, JR. (71), Vice President, Secretary and Trustee*
Retired,  Vice President,  Chairman of the Management  Committee and Chief Legal
Officer of Eaton Vance,  BMR, EVC and EV and Director of EV and EVC; Director of
Wright and Winthrop since February, 1997.
Address: 92 Reservoir Avenue, Chestnut Hill, MA 02167

JUDITH R. CORCHARD (59) , Vice President and Trustee*
Executive Vice President, Investment Management: Senior Investment Officer;
Chairman of the  Investment  Committee and Director of Wright and Winthrop. Ms.
Corchard was appointed a Trustee of the Trust on December 10, 1997.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604

WINTHROP S. EMMET (87), Trustee
Retired New York City Attorney at Law; Trust Officer, First National City Bank,
New York, NY (1963-1971).
Address: Box 327, West Center Road, West Stockbridge, MA 01266

LELAND MILES (74), Trustee
President  Emeritus,   University  of  Bridgeport   (1987-present);   President,
University of Bridgeport (1974-1987); Director, United Illuminating Company.
Address: 332 North Cedar Road, Fairfield, CT 06430

A.M. MOODY, III (61), Vice President & Trustee*
Senior Vice President, Wright and Winthrop; President, Wright Investors' Service
Distributors, Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604

LLOYD F. PIERCE (79), Trustee
Retired Vice Chairman  (prior to 1984 - President),  People's Bank,  Bridgeport,
CT;  Member,  Board  of  Trustees,  People's  Bank,  Bridgeport,  CT;  Board  of
Directors,  Southern  Connecticut  Gas Company;  Chairman,  Board of  Directors,
COSINE.
Address: 140 Snow Goose Court, Daytona Beach, FL 32119

RICHARD E. TABER (49), Trustee
Chairman and Chief Executive Officer of First County Bank, Stamford, CT 
1989-present). Mr. Taber was appointed a Trustee of the Trust on March 18, 1997.
Address: 117 Prospect Street, Stamford, CT 06904

RAYMOND VAN HOUTTE (73), Trustee
President  Emeritus and  Counselor of The  Tompkins  County Trust  Company,
Ithaca,  NY (since January 1989);  President and Chief  Executive  Officer,  The
Tompkins  County Trust Company  (1973-1988);  President,  New York State Bankers
Association (1987-1988);  Director,  McGraw Housing Company, Inc., Deanco, Inc.,
Evaporated Metal Products and Ithaco, Inc.
Address: One Strawberry Lane, Ithaca, NY 14850
<PAGE>

JAMES L. O'CONNOR (53), Treasurer
Vice President of Eaton Vance, BMR and EV. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110

JANET E. SANDERS (62), Assistant Secretary and Assistant Treasurer
Vice President of Eaton Vance, BMR and EV. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110

WILLIAM J. AUSTIN, JR. (46), Assistant Treasurer
Assistant Vice President of Eaton Vance, BMR and EV. Officer of various 
investment companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110

A. JOHN MURPHY (35), Assistant Secretary
Assistant  Vice  President  of  Eaton  Vance,  BMR and EV since  March 1,  1994;
employee  of Eaton  Vance  since  March  1993.  Officer  of  various  investment
companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110

ERIC G. WOODBURY (40), Assistant Secretary
Vice President of Eaton Vance, BMR and EV since February 1993. Officer of
various investment companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110


     All of the trustees and officers hold  identical  positions with The Wright
Managed Equity Trust,  The Wright Managed Income Trust,  The Wright Managed Blue
Chip Series Trust,  The Wright EquiFund  Equity Trust,  and The Wright Blue Chip
Master Portfolio Trust. Each trustee who is not an employee of Wright, Winthrop,
Eaton Vance, its parents or subsidiaries, including Mr. Brigham, receives annual
compensation from the Trust. The trustees who are employees of Wright receive no
compensation  from the Trust.  Non-affiliated  trustees,  including Mr. Brigham,
also receive  additional  payments  from other  investment  companies  for which
Wright  provides  investment  advisory  services.  The  Trust  does  not  have a
retirement plan for the trustees.  For estimated  trustee  compensation  for the
current fiscal year, see the "Compensation Table" on the next page.
    
     The Trust's  board of trustees has  established  an  Independent  Trustees'
Committee consisting of all of the Independent  Trustees who are Messrs.  Emmet,
Miles,  Pierce  (Chairman),  Taber and Van Houtte. The  responsibilities  of the
Independent  Trustees'  Committee  include  those of an audit  committee  of the
financial  governance of the Trust,  a nominating  committee  for  additional or
replacement   trustees  of  the  Trust  and  a  contract  review  committee  for
consideration  of renewals  or changes in the  investment  advisory  agreements,
distribution   agreements  and  distribution   plans  and  other  agreements  as
appropriate.


Catholic Advisory Board

     The members of the Catholic Advisory Board and their principal  occupations
during  the past five  years are set forth  below.  Each of the  members  of the
Catholic  Advisory  Board may be contacted at the  following  address:  Catholic
Investment Trust, 24 Federal Street, Boston, Massachusetts 02110.
   
THOMAS P.  MELADY  (71),  Chairman.  Former  U.S.  Ambassador  to  Burundi
and to the Holy See,  President  Emeritus  of Sacred  Heart University,
author of 14 books and numerous articles.

MARGARET M. HECKLER (66), Eight term  Congresswoman  from the Massachusetts 10th
District,  former  Secretary  of the  Department  of Health and Human  Services,
former Ambassador to Ireland.

BOWIE K. KUHN (71), former Commissioner of Baseball.

TIMOTHY J. MAY (65), Senior Partner, Patton Boggs, L.L.P.

THOMAS S. MONAGHAN (61), President, CEO and Chairman of the Board of Domino's
Pizza, Inc.

WILLIAM A. WILSON (83), former (and first) U.S. Ambassador to the Holy See.
<PAGE>

     The  members  of the  Catholic  Advisory  Board are paid by the Fund.  Each
member  receives a fee equal to $1,000 per meeting  attended plus expenses.  The
Trust does not have a retirement  plan for the Catholic  Advisory Board members.
The Catholic  Advisory  Board  members serve only the Fund and no other funds in
the  Wright  Fund  complex.   For  estimated   Catholic  Advisory  Board  member
compensation for the current fiscal year, see the "Compensation Table" below.

<TABLE>
<CAPTION>


                               COMPENSATION TABLE

                             Aggregate Compensation    Pension or Retirement  Estimated Annual Benefits   Total Compensation
   Trustees                     from the Fund(1)          Benefits Accrued        Upon Retirement               Paid(2)
- --------------------------------------------------------------------------------------------------------------------------------

<S>                                  <C>                        <C>                   <C>                    <C>   
   H. Day Brigham, Jr.               $1,250                     None                  None                   $6,000
   Winthrop S. Emmet                 $1,250                     None                  None                   $7,000
   Leland Miles                      $1,250                     None                  None                   $6,250
   Lloyd F. Pierce                   $1,250                     None                  None                   $7,000
   Richard E. Taber                  $1,250                     None                  None                   $5,000
   Raymond Van Houtte                $1,250                     None                  None                   $7,000

- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(1) These  compensation  amounts are estimated for the Fund's fiscal year ending
    December 31, 1998.
(2) Total  compensation paid is for the year ended  December 31,  1997 and
    includes service on the  then-existing  boards in the Wright fund complex
    (24 funds).
<TABLE>
<CAPTION>


                                                       Aggregate Compensation  Pension or Retirement   Estimated Annual Benefits
   Catholic Advisory Board Members                       from the Fund(1)(2)     Benefits Accrued           Upon Retirement
- ----------------------------------------------------------------------------------------------------------------------------------

<S>                                                            <C>                   <C>                      <C>        
   Thomas P. Melady                                            $2,000                 None                    None
   Margaret M. Heckler                                         $2,000                 None                    None
   Bowie K. Kuhn                                               $2,000                 None                    None
   Timothy J. May*                                             $2,000                 None                    None
   Thomas S. Monaghan                                          $2,000                 None                    None
   William A. Wilson                                           $2,000                 None                    None

- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(1) These  compensation  amounts are estimated for the Fund's fiscal year ending
    December 31, 1998. 
(2) For the fiscal year ended December 31, 1997, the Catholic Advisory Board
    compensation was paid by Wright.
 *  Mr. May was appointed to the Catholic Advisory Board on December 2, 1997.

Control Persons and
Principal Holders of Shares

     As of March 31, 1998,  the trustees and officers of the Trust,  and members
of the Catholic  Advisory Board as a group,  owned in the aggregate 57.1% of the
outstanding shares of the Fund.

     As of  March  31,  1998,  Wexford  Clearing  Services,  Corp.  FBO  Richard
Borzilleri TTEE Barbara B.  Borzilleri Fam TR u/a dtd 06/10/96,  Ponte Vedra, FL
and Helen Anne Bunn TTEE Helen Anne Bunn Inter Vivos Trust u/a dtd 01/29/85, San
Diego CA owned  beneficially and of record 8.8% and 6.4%,  respectively,  of the
Individual  Shares of the Fund.  As of the same date,  Thomas S.  Monaghan,  Ann
Arbor,  MI, Domino's  Foundation,  Ann Arbor,  MI, Seraphic Mass Assoc.  Mission
Office, Pittsurgh, PA, and Thomas Aquinas College - Endowment,  Santa Paula, CA,
owned beneficially and of record 57.1%, 20.4%, 6.9% and 6.1%,  respectively,  of
the Institutional  Service Shares of the Fund.  Thomas S. Monaghan,  a member of
the Catholic Advisory Board,  controls Domino's Foundation.  To the knowledge of
the Trust,  no other  person owned of record or  beneficially  5% or more of the
Fund's outstanding Individual or Institutional Service Shares as of such date.
    
Investment Advisory and
Administrative Services

     The  Trust  has  engaged  Wright to act as the  Fund's  investment  adviser
pursuant  to  an  Investment   Advisory   Contract  (the  "Investment   Advisory
Contract").  Wright,  acting  under  the  general  supervision  of  the  Trust's
trustees,  furnishes the Fund with investment advice and management services, as
described  below.  The  estate  of John  Winthrop  Wright  may be  considered  a
controlling  person of Wright's  parent,  Winthrop,  and Wright by reason of its
ownership of 29% of the outstanding shares of Winthrop.
<PAGE>

     Pursuant to the  Investment  Advisory  Contract,  Wright will carry out the
investment and reinvestment of the assets of the Fund, will furnish continuously
an investment  program with respect to the Fund, will determine which securities
should  be  purchased,  sold or  exchanged  in  consultation  with the  Catholic
Advisory Board,  and will implement such  determinations.  Wright will be solely
responsible  for  evaluating  the  investment  merits  of the  Fund's  portfolio
investments.  Wright will furnish to the Fund  investment  advice and management
services,  office  space,  equipment  and  clerical  personnel,  and  investment
advisory,  statistical and research facilities. In addition, Wright has arranged
for certain members of the Eaton Vance and Wright organizations to serve without
salary as  officers  or  trustees.  In return  for these  services,  the Fund is
obligated to pay a monthly advisory fee calculated at the rates set forth in the
Fund's current Prospectus.

   
     As of  December  31,  1997,  the  aggregate  net  assets  of the Fund  were
$10,082,645. For the period from the start of business, May 1, 1997, to December
31, 1997, the Fund would have paid Wright an advisory fee of $20,795 (equivalent
to 0.74% of the average  daily net assets for such  period).  To enhance the net
income of the Fund,  Wright made a  reduction  of the  advisory  fee in the full
amount and was  allocated a portion of the expenses  related to the operation of
the Fund in the amount of $54,873.
    

     Shareholders  of the Fund who are also advisory  clients of Wright may have
agreed to pay Wright a fee for such advisory services. Wright does not intend to
exclude from the  calculation of the investment  advisory fees payable to Wright
by such  advisory  clients the portion of the  advisory fee payable by the Fund.
Accordingly,  a client  may pay an  advisory  fee to Wright in  accordance  with
Wright's  customary  investment  advisory  fee  schedule  charged to  investment
advisory  clients and at the same time, as a shareholder  in the Fund,  bear its
share of the advisory fee paid by the Fund to Wright as described above.

     The  Trust  has  engaged  Eaton  Vance to act as the  Fund's  administrator
pursuant  to  an   Administration   Agreement.   For  its  services   under  the
Administration  Agreement,  Eaton Vance receives monthly  administration fees at
the annual rates set forth in the Fund's current Prospectus.

   
     For the period from the start of  business,  May 1, 1997,  to December  31,
1997, the Fund would have paid an administration fee equivalent to $1,937. Eaton
Vance waived the full amount of the administration fee.

     Eaton  Vance and EV are both wholly  owned  subsidiaries  of EVC.  BMR is a
wholly  owned  subsidiary  of  Eaton  Vance.   Eaton  Vance  and  BMR  are  both
Massachusetts business trusts, and EV is the trustee of Eaton Vance and BMR. The
Directors of EV are M. Dozier Gardner,  James B. Hawkes and Benjamin A. Rowland,
Jr. The Directors of EVC consist of the same persons and John G. L. Cabot,  John
M. Nelson,  Vincent M. O'Reilly and Ralph Z.  Sorenson.  Mr. Hawkes is chairman,
president and chief  executive  officer and Mr. Gardner is vice chairman of EVC,
Eaton Vance, BMR and EV. All of the issued and outstanding shares of Eaton Vance
and of EV are owned by EVC. All of the issued and outstanding  shares of BMR are
owned by Eaton Vance.  All shares of the outstanding  Voting Common Stock of EVC
are  deposited  in a Voting  Trust,  the Voting  Trustees  of which are  Messrs.
Gardner,  Hawkes and Rowland, and Alan R. Dynner,  Thomas E. Faust, Jr., William
M. Steul, and Wharton P. Whitaker.  The Voting Trustees have unrestricted voting
rights for the election of Directors of EVC. All of the outstanding voting trust
receipts  issued under said Voting Trust are owned by certain of the officers of
Eaton Vance and BMR who are also  officers or officers and  Directors of EVC and
EV. As of March 31,  1998,  Messrs.  Gardner  and Hawkes  each owned 24% of such
voting  trust   receipts,   Messrs.   Rowland  and  Faust  owned  15%  and  13%,
respectively,  and Messrs.  Dynner,  Steul and Whitaker  owned 8% of such voting
trust receipts.  Messrs. Austin,  Murphy,  O'Connor and Woodbury and Ms. Sanders
are officers of the Trust and are also  members of the Eaton  Vance,  BMR and EV
organizations.  Eaton Vance will receive the fees paid under the  Administration
Agreement.
    

     Eaton  Vance owns all the stock of  Northeast  Properties,  Inc.,  which is
engaged  in real  estate  investment.  EVC  owns  all of the  stock  of  Fulcrum
Management,  Inc. and MinVen,  Inc.,  which are engaged in precious metal mining
venture investment and management.
EVC, EV, Eaton Vance and BMR may also enter into other businesses.

     The Fund will be responsible  for all of its expenses not expressly  stated
to be payable by Wright under its Investment Advisory Contract or by Eaton Vance
under its Administration Agreement,  including, without limitation, the fees and
expenses of its  custodian  and transfer  agent,  including  those  incurred for
determining the Fund's net asset value and keeping the Fund's books; the cost of
share  certificates;   membership  dues  to  investment  company  organizations;
brokerage  commissions  and fees;  fees and expenses of registering  its shares;
expenses of reports to  shareholders,  proxy 

<PAGE>

statements,  and  other  expenses  of  shareholders'  meetings;   insurance
premiums;  printing and mailing  expenses;  interest,  taxes and corporate fees;
legal and accounting  expenses;  expenses of trustees not affiliated  with Eaton
Vance  or  Wright;   distribution  expenses  incurred  pursuant  to  the  Fund's
distribution plan (if any); and investment advisory and administration fees. The
Fund will also bear expenses incurred in connection with litigation in which the
Fund is a party  and the legal  obligation  the Fund may have to  indemnify  the
officers and trustees of the Trust with respect thereto.

     The Fund's Investment  Advisory Contract and Administration  Agreement will
remain in effect until February 28, 1999. The Investment  Advisory  Contract may
be continued  from year to year  thereafter  so long as such  continuance  after
February 28, 1999 is approved at least annually (i) by the vote of a majority of
the  trustees  who are not  "interested  persons"  of the Trust,  Eaton Vance or
Wright cast in person at a meeting specifically called for the purpose of voting
on such  approval and (ii) by the board of trustees of the Trust or by vote of a
majority  of the  outstanding  shares of the  Fund.  The  Fund's  Administration
Agreement may be continued  from year to year after February 28, 1999 so long as
such continuance is approved annually by the vote of a majority of the trustees.
Each agreement may be terminated at any time without  penalty on sixty (60) days
written notice by the board of trustees or directors of either party, or by vote
of the  majority of the  outstanding  shares of the Fund.  Each  agreement  will
terminate automatically in the event of its assignment.  Each agreement provides
that,  in the absence of willful  misfeasance,  bad faith,  gross  negligence or
reckless disregard of its obligations or duties to the Fund under such agreement
on the part of Eaton  Vance or Wright,  Eaton Vance or Wright will not be liable
to the Fund for any loss incurred.


Custodian

   
     IBT, 200  Clarendon  Street,  Boston,  MA 02116,  acts as custodian for the
Fund. IBT has the custody of all cash and securities of the Fund,  maintains the
Fund's general ledgers and computes the daily net asset value per share. In such
capacity  it  attends  to  details  in  connection  with  the  sale,   exchange,
substitution,  transfer or other dealings with the Fund's investments,  receives
and  disburses  all funds and performs  various  other  ministerial  duties upon
receipt of proper instructions from the Fund.
    


Independent Certified Public Accountants

     Deloitte & Touche LLP, 125 Summer Street,  Boston,  MA  02110-1617,  is the
Fund's independent  certified public accountant,  providing audit services,  tax
return  preparation,  and  assistance  and  consultation  with  respect  to  the
preparation of filings with the Securities and Exchange Commission.


Brokerage Allocation

     Wright places the portfolio  security  transactions  for the Fund, which in
some cases may be effected in block  transactions  which include other  accounts
managed by Wright.  Wright  provides  similar  services  directly for bank trust
departments  and other  investment  advisory  accounts.  Wright seeks to execute
portfolio  security  transactions  on the most  favorable  terms and in the most
effective manner possible.  In seeking best execution,  Wright will use its best
judgment in evaluating the terms of a transaction,  and will give  consideration
to various relevant factors,  including without  limitation the size and type of
the transaction,  the nature and character of the markets for the security,  the
confidentiality,  speed and  certainty of effective  execution  required for the
transaction,   the  reputation,   experience  and  financial  condition  of  the
broker-dealer and the value and quality of service rendered by the broker-dealer
in other  transactions,  and the  reasonableness of the brokerage  commission or
markup, if any.

     It is expected that on frequent  occasions there will be many broker-dealer
firms which will meet the foregoing  criteria for a particular  transaction.  In
selecting among such firms, the Fund may give consideration to those firms which
supply  brokerage and research  services,  quotations and  statistical and other
information to Wright for its use in servicing its advisory  accounts.  The Fund
may include  firms which  purchase  investment  services  from Wright.  The term
"brokerage and research services" includes advice as to the value of securities,
the  advisability  of investing in,  purchasing or selling  securities,  and the
availability  of securities or purchasers or sellers of  securities;  furnishing
analyses  and  reports  concerning  issuers,  industries,  securities,  economic
factors and trends,  portfolio  strategy and the  performance  of accounts;  and
effecting  securities  transactions and performing  functions incidental thereto
(such as clearance and settlement).  Such services and information may be useful
and of value to Wright in servicing all or less than all of its accounts and the
services and  information  furnished by a particular firm may not necessarily be

<PAGE>

used in connection  with the account which paid  brokerage  commissions  to such
firm.  The  advisory  fee  paid  by the  Fund  to  Wright  is not  reduced  as a
consequence  of Wright's  receipt of such services and  information.  While such
services and  information  are not expected to reduce  Wright's  normal research
activities  and  expenses,  Wright  would,  through  use of  such  services  and
information,  avoid the additional expenses which would be incurred if it should
attempt to develop comparable services and information through its own staff.

   
     From the start of  business,  May 1, 1997 to December  31,  1997,  the 
Fund paid aggregate brokerage commissions of $16,144 on portfolio transactions.
    

     Subject to the  requirement  that Wright shall use its best efforts to seek
to execute the Fund's portfolio security transactions at advantageous prices and
at reasonably  competitive  commission  rates,  Wright,  as indicated  above, is
authorized  to consider as a factor in the selection of any  broker-dealer  firm
with whom the Fund's  portfolio orders may be placed the fact that such firm has
sold or is selling shares of the Fund or of other investment companies sponsored
by Wright. This policy is consistent with a rule of the National  Association of
Securities Dealers,  Inc., which rule provides that no firm which is a member of
the  Association  shall  favor or  disfavor  the  distribution  of shares of any
particular  investment company or group of investment  companies on the basis of
brokerage commissions received or expected by such firm from any source.

     Under the Fund's Investment Advisory Contract,  Wright has the authority to
pay commissions on portfolio  transactions  for brokerage and research  services
exceeding  that which other  brokers or dealers  might charge  provided  certain
conditions  are met. This authority  will not be exercised,  however,  until the
Prospectus or this Statement of Additional  Information has been supplemented or
amended to disclose the conditions under which Wright proposes to do so.

     The Investment  Advisory Contract expressly  recognizes the practices which
are  provided  for in Section  28(e) of the  Securities  Exchange Act of 1934 by
authorizing  the  selection  of a broker  or  dealer  which  charges  the Fund a
commission  which is in excess of the  amount of  commission  another  broker or
dealer would have charged for effecting that  transaction if it is determined in
good faith that such  commission  was reasonable in relation to the value of the
brokerage and research services which have been provided.


Pricing of Shares

     For a  description  of how the Fund  values its  shares,  see "How the Fund
Values its Shares" in the Fund's current Prospectus.  The Fund values securities
with a remaining  maturity of 60 days or less by the amortized cost method.  The
amortized cost method involves  initially valuing a security at its cost (or its
fair market  value on the  sixty-first  day prior to  maturity)  and  thereafter
assuming a constant amortization to maturity of any discount or premium, without
regard to unrealized  appreciation  or  depreciation  in the market value of the
security.

   
     The Fund will not price its securities on the following  national holidays:
New Year's Day;  Martin  Luther King,  Jr. Day;  Presidents'  Day;  Good Friday;
Memorial Day; Independence Day; Labor Day; Thanksgiving Day; and Christmas Day.
    


Principal Underwriter

     The Fund has adopted a Distribution Plan as defined in Rule 12b-1 under the
1940  Act  (the  "Plan")  with  respect  to  its   Individual   Shares  and  its
Institutional  Service Shares. The Plan specifically  authorizes the Fund to pay
direct  and  indirect   expenses   incurred  by  any  separate   distributor  or
distributors  under agreement with the Fund in activities  primarily intended to
result in the sale of its Individual  Shares and  Institutional  Service Shares.
The expenses of these  activities  will not exceed 0.75% per annum of the Fund's
average daily net assets  attributable to Individual  Shares and 0.25% per annum
of the Fund's average daily net assets  attributable  to  Institutional  Service
Shares.  Payments  under the Plan are  reflected  as an  expense  in the  Fund's
financial statements relating to the applicable class of shares.

     The Trust has  entered  into a  distribution  contract  with the  principal
underwriter.  This contract provides for WISDI to act as a separate  distributor
of the Fund's shares.

     The  Fund  will  pay per  annum  0.75%  of its  average  daily  net  assets
attributable  to  Individual  Shares and 0.25% of its  average  daily net assets
attributable  to   Institutional   Service  Shares  to  WISDI  for  distribution
activities on behalf of the Fund in connection  with the sale of its  Individual
Shares and Institutional Service Shares,  respectively.  WISDI will

<PAGE>

 provide on a quarterly basis documentation  concerning the expenses of such
activities.  Documented  expenses of the Fund will include  compensation paid to
and out-of-pocket disbursements of officers,  employees or sales representatives
of WISDI,  including  telephone  costs, the printing of prospectuses and reports
for other than existing  shareholders,  preparation  and  distribution  of sales
literature,  advertising  and  interest  or  other  financing  charges.  If  the
distribution  payments to WISDI exceed its expenses,  WISDI may realize a profit
from these arrangements.  Peter M. Donovan, President and a trustee of the Trust
and President, Chief Executive Officer and a Director of Wright and Winthrop, is
Vice  President,  Treasurer  and a Director  of WISDI.  A.M.  Moody,  III,  Vice
President  and a trustee of the Trust and Senior  Vice  President  of Wright and
Winthrop, is President and a Director of WISDI.

     It is the  opinion  of the  trustees  and  officers  of the Trust  that the
following  are  not  expenses  primarily  intended  to  result  in the  sale  of
Individual  Shares or Institutional  Service Shares issued by the Fund: fees and
expenses of registering  these shares under federal or state laws regulating the
sale  of  securities;   fees  and  expenses  of  registering   the  Trust  as  a
broker-dealer  or of  registering  an agent of the Trust under  federal or state
laws  regulating the sale of securities;  and fees and expenses of preparing and
setting in type the Trust's  registration  statement under the Securities Act of
1933. Should such expenses be deemed by a court or agency having jurisdiction to
be expenses primarily intended to result in the sale of these shares,  they will
be considered to be expenses  contemplated  by and included in the Plan, but not
subject to the 0.75% or 0.25% per annum limitations described above.

     Under the Plan,  the President or Vice  President of the Trust will provide
to the  trustees  for  their  review,  and the  trustees  will  review  at least
quarterly,  a written  report  of the  amounts  expended  under the Plan and the
purposes for which such expenditures were made.

   
     The  following  table shows the fee payable to WISDI under the Plan and the
amount of such fee actually  paid by each class for the period from the start of
business, May 1, 1997 to December 31, 1997.

<TABLE>
<CAPTION>

                                  Distribution        Distribution Expenses       Distribution        Distribution Expenses
                                    Expenses             Reduced by the             Expenses          Paid as a % of Fund's
Class                               Allowable         Principal Underwriter       Paid by Fund       Average Net Asset Value
- -----                         -----------------     ------------------------     --------------     -------------------------

<S>                                  <C>                     <C>                       <C>                     <C>  
Individual Shares                    $4,757                  $4,257                    $ 500                   0.08%
Institutional Service Shares          5,361                      -                     5,361                   0.25%

</TABLE>

     For the fiscal year ended  December  31, 1997,  it is estimated  that WISDI
spent  approximately  the  following  amounts on behalf of the  Catholic  Values
Investment Trust.

                  Wright Investors' Service Distributors, Inc.

                       Financial  Summaries  for the  period  from the  start of
business, May 1, 1997 to December 31, 1997

<TABLE>
<CAPTION>

                                        Printing & Mailing     Travel &        Commissions &   Administration
Class                     Promotional      Prospectuses      Entertainment     Service Fees       and Other           TOTAL
- -----                     ------------ -------------------- ---------------   --------------- ----------------     ----------

<S>                           <C>              <C>               <C>               <C>              <C>              <C>  
Individual Shares             $ 143            $ 51              $ 28              $ 99             $ 179            $ 500
Institutional Service Shares  1,531             549               305             1,059             1,917            5,361

</TABLE>
    
<PAGE>


   
     The Plan was adopted by the Trusteees on January 22, 1997. Under its terms,
the Plan  remains in effect  from year to year,  provided  such  continuance  is
approved annually by a vote of the Trust's trustees, including a majority of the
trustees who are not  interested  persons of the Trust and who have no direct or
indirect  financial  interest in the operation of the Plan.  The Plan may not be
amended to increase  materially the amount to be spent by the Individual  Shares
or  Institutional  Service  Shares for the services  described  therein  without
approval of a majority of the  outstanding  Individual  Shares or  Institutional
Service Shares, respectively.  All material amendments of the Plans must also be
approved by the trustees of the Trust in the manner  described  above.  The Plan
may be  terminated  as to the  Individual  Shares or the  Institutional  Service
Shares at any time  without  payment of any penalty by vote of a majority of the
trustees of the Trust who are not  interested  persons of the Trust and who have
no direct or indirect  financial  interest in the  operation of the Plan or by a
vote of a majority of the outstanding Individual Shares or Institutional Service
Shares, respectively.  If the Plan is terminated, the Fund would stop paying the
distribution  fee and the trustees would consider other methods of financing the
distribution of the Fund's Individual Shares or Institutional Service Shares, as
appropriate.
    

     So long as the Plan is in effect,  the selection and nomination of trustees
who are not interested persons of the Trust shall be committed to the discretion
of the trustees who are not such interested  persons.  The trustees of the Trust
have determined that in their judgment there is a reasonable likelihood that the
Plan  will  benefit  the  Fund  and  the  holders  of   Individual   Shares  and
Institutional Service Shares.


Service Plan

   
     The Service  Plan was adopted by the  trustees on January 22, 1997 and will
continue  in effect from year to year,  provided  such  continuance  is approved
annually by a vote of the Trust's trustees, including a majority of the trustees
who are not  interested  persons of the Trust and who have no direct or indirect
financial interest in the operation of the Service Plan. The Service Plan may be
terminated  at any time without  payment of any penalty by vote of a majority of
the  trustees of the Trust who are not  interested  persons of the Trust and who
have no direct or indirect  financial  interest in the  operation of the Service
Plan. The trustees of the Trust have  determined that in their judgment there is
a  reasonable  likelihood  that the Service  Plan will  benefit the Fund and its
shareholders.

     For the period from the start of  business,  May 1, 1997,  to December  31,
1997, the Fund did not make any payment of service fees.
    

Taxes

     For additional information regarding federal and state taxes see "Taxes" in
the Fund's current Prospectus.

     In order to avoid  federal  excise  tax,  the Code  requires  that the Fund
distribute  (or be deemed to have  distributed)  by December 31 of each calendar
year at least 98% of its  ordinary  income  for such  year,  at least 98% of the
excess of its realized  capital gains over its realized capital losses (computed
on the basis of the  one-year  period  ending on October 31 of such year,  after
reduction by any available  capital loss  carryforwards)  and 100% of any income
and capital gains from the prior year (as previously computed) that was not paid
out during such year and on which the Fund paid no federal income tax.

     The Fund may be subject to foreign  withholding or other foreign taxes with
respect to income  (possibly  including,  in some cases,  capital gains) derived
from securities of foreign issuers.  These taxes may in some cases be reduced or
eliminated  under the terms of an  applicable  U.S.  income tax treaty.  Certain
foreign  exchange  gains  and  losses  realized  by the Fund may be  treated  as
ordinary  income and  losses.  Certain  uses of  foreign  currency  and  related
derivatives and investments by the Fund in the stock of certain "passive foreign
investment companies" may be limited or in the latter case a tax election may be
made, if available, in order to avoid imposition of tax on the Fund.

     A portion of the Fund's  distributions  of net investment  income which are
derived from dividends the Fund receives from U.S.  corporations may qualify for
the  dividends-received  deduction  for  corporations.   The  dividends-received
deduction  is  reduced  to the  extent  the  shares  with  respect  to which the
dividends  are  received  are  treated  as  debt-financed  under the Code and is
eliminated  if the  shares  are deemed to have been held for less than a minimum
period,  generally  46 days,  which must be satisfied  over a prescribed  period
immediately  before  or  after  the  shares  become   ex-dividend.   Receipt  of
distributions  qualifying  for the  deduction  may result in  liability  for the
corporate  alternative  minimum  tax  and/or,  for  "extraordinary   dividends,"
reduction of the tax basis (possibly  requiring current recognition of income to
the extent such basis would  otherwise be reduced  below zero) of the  corporate
shareholder's shares.
<PAGE>

   
     As a result of  federal  tax  legislation  enacted  on August 5, 1997 (H.R.
2014, the Taxpayer Relief Act of 1997 (the "1997 TRA")),  gain recognized  after
May 6,  1997  from  the  sale  of a  capital  asset  is  taxable  to  individual
(noncorporate)   investors  at  different  maximum  federal  income  tax  rates,
depending  generally  upon the tax  holding  period for the asset,  the  federal
income tax bracket of the taxpayer,  and the dates the asset was acquired and/or
sold.  The  Treasury  Department  has  issued  guidance  under the 1997 TRA that
enables the Fund to pass through to its shareholders the benefits of the capital
gains  tax rates  enacted  in the 1997 TRA.  The Fund will  provide  appropriate
information  to its  shareholders  regarding  the tax rate(s)  applicable to its
distributions from its net capital gain, if any, in accordance with this and any
future  guidance.  Shareholders  should  consult  their own tax  advisers on the
correct application of these new rules in their particular circumstances.
    

     Redemptions  (including exchanges) and other dispositions of Fund shares in
transactions that are treated as sales for tax purposes will generally result in
the recognition of taxable gain or loss by shareholders that are subject to tax.
Shareholders  should  consult  their own tax  advisers  with  reference to their
individual   circumstances  to  determine  whether  any  particular  redemption,
exchange or other  disposition of Fund shares is properly  treated as a sale for
tax purposes, as this discussion assumes. Any loss realized upon the redemption,
exchange  or other sale of shares of the Fund with a tax  holding  period of six
months or less will be treated as a long-term  capital loss to the extent of any
distributions  of long-term  capital gains  designated as capital gain dividends
with  respect  to such  shares.  All or a portion  of a loss  realized  upon the
redemption,  exchange or other sale of Fund shares may be disallowed under "wash
sale" rules to the extent  shares of the Fund are  purchased  (including  shares
acquired by means of reinvested  dividends)  within the period beginning 30 days
before and ending 30 days after the date of such  redemption,  exchange or other
sale.

   
     It should be noted that future  Treasury  Department  regulations  or other
pronouncements that may be issued pursuant to regulatory  authority contained in
the  provisions  of the 1997 TRA that affect the  taxation of capital  gains (as
described  above)  may  prescribe  rules  that  modify  some  of the  provisions
described above.
    

     The Fund may follow the accounting  practice known as  equalization,  which
could  affect  the  amount,   timing  and  character  of  its  distributions  to
shareholders.

     Distributions made by the Fund will generally be subject to state and local
income  taxes.  A state  income (and  possibly  local income  and/or  intangible
property)  tax  exemption  may be  available  to the extent,  if any, the Fund's
distributions  are  derived  from  interest  on (or,  in the case of  intangible
property  taxes,  the  value of its  assets is  attributable  to)  certain  U.S.
Government  obligations,  provided in some states that  certain  thresholds  for
holdings of such obligations  and/or reporting  requirements are satisfied.  The
Fund does not intend to seek to meet any such thresholds or requirements.

     Special tax rules apply to IRA  accounts  (including  penalties  on certain
distributions and other transactions) and to other special classes of investors,
such as tax-exempt organizations, banks or insurance companies. Investors should
consult their tax advisers for more information.


Calculation of Performance
and Yield Quotations

     The average  annual total return of the Fund is determined for a particular
period by calculating the actual dollar amount of investment  return on a $1,000
investment in the Fund made at the maximum public offering price (i.e. net asset
value)  at  the  beginning  of the  period,  and  then  calculating  the  annual
compounded  rate of return which would  produce that amount.  Total return for a
period of one year is equal to the actual return of the Fund during that period.
This calculation  assumes that all dividends and distributions are reinvested at
net asset  value on the  reinvestment  dates  during the  period and that,  with
respect to  Individual  Shares,  the CDSC is  applied at the end of the  period.
Because each class of shares has its own fee structure and the Individual Shares
class has a CDSC, the classes will have different performance results.

     The yield of the Fund is computed by dividing its net investment income per
share earned during a recent 30-day period by the maximum  offering  price (i.e.
net asset  value) per share on the last day of the period  and  annualizing  the
resulting  figure.  Net  investment  income  per  share is  equal to the  Fund's
dividends and interest earned during the period, with the resulting number being
divided by the  average  daily  number

<PAGE>

of shares  outstanding  and  entitled  to receive dividends during the period.

The Fund's yield is calculated according to the following formula:
                                               6 
                          Yield = 2 [ ( a-b + 1)- 1 ]
                                        ---
                                        cd

Where:

     a = dividends and interest earned during the period. 
     b = expenses  accrued for the period (after  reductions). 
     c = the average daily number of shares outstanding  during the period.
     d = the maximum offering price per share on the last day of the period.

     Yield and effective yield will be based on historical  earnings and are not
intended to indicate  future  performance.  Yield and effective  yield will vary
based on  changes in market  conditions  and the level of  expenses.  The Fund's
yield or total  return may be compared to the  Consumer  Price Index and various
domestic  securities  indices.  The Fund's yield or total return and comparisons
with these indices may be used in advertisements and in information furnished to
present or prospective shareholders.

     From time to time, in advertisements, in sales literature, or in reports to
shareholders,  the  past  performance  of the  Fund  may be  illustrated  and/or
compared with that of other mutual funds with similar investment objectives, and
to stock or other relevant indices. In addition, the performance of the Fund may
be compared to alternative  investment or savings  vehicles and/or to indexes or
indicators of economic activity,  e.g., inflation or interest rates. Performance
rankings and listings  reported in newspapers or national business and financial
publications,  such as  Barron's,  Business  Week,  Consumers  Digest,  Consumer
Reports, Financial World, Forbes, Fortune, Investors Business Daily, Kiplinger's
Personal  Finance  Magazine,  Money Magazine,  New York Times,  Smart Money, USA
Today, U.S. News and World Report, The Wall Street Journal and Worth may also be
cited (if the Fund is listed in any such publication) or used for comparison, as
well as performance  listings and rankings from various other sources  including
Bloomberg Financial Markets,  CDA/Wiesenberger,  Donoghue's Mutual Fund Almanac,
Investment  Company Data,  Inc.,  Johnson's  Charts,  Kanon Bloch Carre and Co.,
Lipper Analytical Services, Inc., Micropal, Inc., Morningstar,  Inc., Schabacker
Investment Management and Towers Data Systems, Inc.

   
     The  average  annual  total  return  for the life of the Fund from start of
business,  May 1, 1997,  through  December 31,1997 was 19.11% for the Individual
Share Class and 19.31% for the  Institutional  Service Share Class. If a portion
of each Class's expenses had not been subsidized for the year ended December 31,
1997,  each Class  would have had lower  returns.  At  December  31,  1997,  the
Institutional Share Class had not commenced operations.
    

     In addition,  from time to time  quotations  from articles  from  financial
publications such as those listed above may be used in advertisements,  in sales
literature, or in reports to shareholders of the Fund.


Financial Statements

   
     The audited financial  statements of, and the independent  auditors' report
for, the Fund appear in the Fund's most recent annual report to shareholders and
are incorporated by reference into this Statement of Additional  Information.  A
copy  of  the  annual  report  is  attached  to  this  Statement  of  Additional
Information.

     Registrant  incorporates by reference the audited financial information for
the Fund for the fiscal  year ended  December  31,  1997,  as  previously  filed
electronically  with the  Securities  and  Exchange  Commission  (Accession  No.
0000715165-98-000003).
    

<PAGE>

APPENDIX

===============================================================================


Wright Quality Ratings

     Wright Quality Ratings provide the means by which the fundamental  criteria
for the  measurement  of quality of an issuer's  securities  can be  objectively
evaluated.

     Each rating is based on 32 individual measures of quality grouped into four
components: (1) Investment Acceptance, (2) Financial Strength, (3) Profitability
and Stability,  and (4) Growth. The total rating is three letters and a numeral.
The three letters measure (1) Investment Acceptance, (2) Financial Strength, and
(3) Profitability and Stability. Each letter reflects a composite measurement of
eight individual standards which are summarized as A: Outstanding, B: Excellent,
C: Good, D: Fair,  L: Limited,  and N: Not Rated.  The numeral  rating  reflects
Growth and is a composite of eight individual standards ranging from 0 to 20.


Equity Securities

     Investment  Acceptance  reflects the acceptability of a security by and its
marketability  among  investors,  and the adequacy of the floating supply of its
common shares for the investment of substantial funds.

     Financial  Strength  represents  the amount,  adequacy and liquidity of the
corporation's resources in relation to current and potential  requirements.  Its
principal  components  are  aggregate  equity  and total  capital,  the ratio of
invested equity capital to debt, the adequacy of net working capital,  its fixed
charges coverage ratio and other appropriate criteria.

     Profitability  and  Stability   measures  the  record  of  a  corporation's
management  in  terms  of (1) the  rate and  consistency  of the net  return  on
shareholders'  equity capital  investment at corporate  book value,  and (2) the
profits or losses of the corporation  during generally adverse economic periods,
including its ability to withstand adverse financial developments.

     Growth per common share of the corporation's equity capital,  earnings, and
dividends -- rather than the  corporation's  overall  growth of dollar sales and
income.

     These  ratings  are  determined  by  specific   quantitative   formulae.  A
distinguishing  characteristic  of these  ratings is that The Wright  Investment
Committee  must  review and  accept  each  rating.  The  Committee  may reduce a
computed rating of any company, but may not increase it.


Debt Securities

     Wright ratings for commercial paper,  corporate bonds and bank certificates
of  deposit  consist  of  the  two  central   positions  of  the  four  position
alphanumeric  corporate equity rating. The two central positions represent those
factors which are most applicable to fixed income and reserve  investments.  The
first, Financial Strength, represents the amount, the adequacy and the liquidity
of  the   corporation's   resources   in  relation  to  current  and   potential
requirements.  Its principal  components are aggregate equity and total capital,
the ratios of (a) invested  equity  capital,  and (b) long-term  debt,  total of
corporate capital,  the adequacy of net working capital,  fixed charges coverage
ratio and other appropriate criteria. The second letter represents Profitability
and Stability and measures the record of a corporation's management in terms of:
(a) the rate and consistency of the net return on  shareholders'  equity capital
investment  at  corporate  book  value,  and (b) the  profits  and losses of the
corporation  during  generally  adverse  economic  periods,  and its  ability to
withstand adverse financial developments.

     The first  letter  rating of the Wright  four-part  alphanumeric  corporate
rating is not  included  in the  ratings  of  fixed-income  securities  since it
primarily  reflects the adequacy of the floating supply of the company's  common
shares for the investment of substantial funds. The numeric growth rating is not
included because this element is identified only with equity investments.


A-1 and P-1 Commercial Paper Ratings
by S&P and Moody's

     An S&P Commercial Paper Rating is a current assessment of the likelihood of
timely payment of debt having an original maturity of no more than 365 days.

     `A':  Issues  assigned  this  highest  rating  are  regarded  as having the
greatest  capacity for timely  payment.  Issues in this category are  delineated
with the  numbers 1, 2, and 3 to

<PAGE>

indicate the relative  degree of safety.  The `A-1'  designation  indicates
that the degree of safety  regarding  timely payment is either  overwhelming  or
very  strong.   Those  issues   determined   to  possess   overwhelming   safety
characteristics will be denoted with a plus (+) sign designation.

     The commercial paper rating is not a  recommendation  to purchase or sell a
security.  The ratings are based on current information  furnished to S&P by the
issuer or obtained from other sources it considers reliable.  The ratings may be
changed,  suspended or withdrawn as a result of changes in or  unavailability of
such information.

     Issuers (or related  supporting  institutions)  rated P-1 by Moody's have a
superior  capacity  for  repayment of  short-term  promissory  obligations.  P-1
repayment capacity will normally be evidenced by the following characteristics:

     --  Leading market positions in well-established industries.

     --  High rates of return on funds employed.

     -- Conservative  capitalization  structures with moderate  reliance on debt
and ample asset protection.

     -- Broad margins in earnings  coverage of fixed financial  charges and high
internal cash generation.

     --  Well-established  access to a range of  financial  markets  and assured
sources of alternate liquidity.


Bond Ratings

     In  addition  to Wright  quality  ratings,  bonds or bond  insurers  may be
expected to have credit risk ratings assigned by the two major rating companies,
Moody's and S&P.  Moody's uses a  nine-symbol  system with Aaa being the highest
rating and C the lowest.  S&P uses a 10-symbol system that ranges from AAA to D.
Bonds within the top four  categories of Moody's (Aaa, Aa, A and Baa) and of S&P
(AAA, AA, A and BBB) are considered to be of investment-grade quality. Note that
both S&P and Moody's  currently give their highest rating to issuers  insured by
the American  Municipal Bond Assurance  Corporation  (AMBAC) or by the Municipal
Bond Investors Assurance Corporation (MBIA).

     Bonds rated A by S&P have a strong  capacity to pay principal and interest,
although they are somewhat more  susceptible to the adverse effects of change in
circumstances and economic conditions than debt in higher-rated categories.  The
rating of AA is  accorded to issues  where the  capacity  to pay  principal  and
interest is very  strong and they  differ from AAA issues only in small  degree.
The AAA rating  indicates  an extremely  strong  capacity to pay  principal  and
interest.

     Bonds  rated A by Moody's are judged by Moody's to possess  many  favorable
investment  attributes  and are  considered  as upper medium grade  obligations.
Bonds  rated Aa by Moody's  are  judged by Moody's to be of high  quality by all
standards. Together with the Aaa group they comprise what are generally known as
high-grade  bonds.  They are rated  lower  than Aaa  bonds  because  margins  of
protection may not be as large or fluctuations of protective  elements may be of
greater degree or there may be other  elements  present which make the long-term
risks appear somewhat larger. Bonds rated Aaa by Moody's are judged to be of the
best quality.  Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change,  such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issuers.



Note Ratings

     In addition to Wright quality ratings, municipal notes and other short-term
loans may be assigned ratings by Moody's or S&P.

     Moody's  ratings  for  municipal  notes  and  other  short-term  loans  are
designated Moody's Investment Grade (MIG). This distinction is in recognition of
the differences  between short-term and long-term credit risk. Loans bearing the
designation  MIG 1 are  of the  best  quality,  enjoying  strong  protection  by
establishing  cash  flows of funds for their  servicing  or by  established  and
broad-based  access to the market for  refinancing,  or both.  Loans bearing the
designation MIG 2 are of high quality, with margins of protection ample although
not so large as in the preceding group.

     S&P's top ratings for  municipal  notes issued after July 29, 1984 are SP-1
and SP-2. the designation SP-1 indicates a very strong capacity to pay principal
and interest. A "+" is added for those issues determined to possess overwhelming
safety characteristics.  An "SP-2" designation indicates a satisfactory capacity
to pay principal and interest.

<PAGE>

                                     PART C

===============================================================================

                                Other Information

Item 24. Financial Statements and Exhibits

     (a) Financial Statements

         Included in Part A:

         Financial Highlights for the period from the start of business,  May 1,
         1997 to December 31, 1997

         Included in Part B:

         INCORPORATED  BY  REFERENCE  INTO PART B ARE THE  FINANCIAL  STATEMENTS
         CONTAINED IN THE ANNUAL REPORT FOR THE FUND,  DATED  DECEMBER 31, 1997,
         WHICH WERE PREVIOUSLY FILED ELECTRONICALLY PURSUANT TO SECTION 30(b)(2)
         OF   THE    INVESTMENT    COMPANY   ACT   OF   1940    (ACCESSION   NO.
         0000715165-98-000003).

         Portfolio of Investments as of December 31, 1997
         Statement  of Assets and  Liabilities  for the period from the start of
         business,  May 1, 1997 to December 31, 1997
         Statement of Operations for the period from the start of business,
         May 1, 1997 to December 31, 1997
         Statement  of Changes  in Net  Assets for the period  from the start of
         business, May 1, 1997 to December 31, 1997
         Financial Highlights for the period from the start of  business,
         May 1, 1997 to  December  31, 1997
         Notes to Financial Statements
         Independent Auditors' Report

     (b) Exhibits:

         (1)  (a) Declaration of Trust dated November 25, 1996 filed a
                  Exhibit (1) to the Registration Statement filed on December 2,
                  1996 and incorporated herein by reference.
              (b) Amendment  dated February 24, 1997 to the Declaration of Trust
                  filed as  Exhibit  (1)(b) to  Post-Effective  Amendment  No. 2
                  filed  on  September  10,  1997  and  incorporated  herein  by
                  reference.

         (2)  By-Laws filed as Exhibit (2) to  Pre-Effective  Amendment  No. 1
              filed on February 24, 1997 and  incorporated  herein by reference.

         (3)  Not Applicable

         (4)  Not Applicable

         (5) (a) Investment Advisory  Contract with Wright Investors' Service
                 Inc. dated March 10, 1997 filed as Exhibit (5)(a) to
                 Post-Effective Amendment No. 2 filed on September 10, 1997
                 and incorporated herein by reference.
             (b) Amended and Restated Administration Agreement with Eaton Vance
                 Management dated February 1, 1998 filed herewith.

         (6)  Distribution  Contract  between  the  Fund and  Wright  Investors'
              Service  Distributors,  Inc. dated March 10, 1997 filed as Exhibit
              (6) to Post-Effective  Amendment No. 2 filed on September 10, 1997
              and incorporated herein by reference.

         (7)  Not Applicable

         (8)  Master Custodian Agreement between Wright Managed Investment Funds
              and Investors Bank & Trust Company adopted March 10, 1997 filed as
              Exhibit (8) to  Post-Effective  Amendment No. 2 filed on September
              10, 1997 and incorporated herein by reference.

         (9)  Not Applicable

        (10)  Opinion of Counsel dated April 7, 1998 filed herewith.

        (11)  Consent of the  Independent  Certified  Public  Accountants  filed
              herewith.

        (12)  Not Applicable
<PAGE>

        (13)  Share Purchase Agreement dated January 31, 1997 filed as Exhibit 
              (13) to Pre-Effective  Amendment No.1 filed on February 24, 1997
              and incorporated herein by reference.

        (14)  Not Applicable

        (15) (a) Distribution  Plan  pursuant  to  Rule  12b-1  under  the
                 Investment  Company  Act of 1940 dated March 10, 1997 filed as
                 Exhibit  (15)(a) to  Post-Effective  Amendment  No. 2 filed on
                 September 10, 1997 and incorporated herein by reference.
             (b) Service Plan dated March 10, 1997 filed as Exhibit (15)(b) to 
                 Post-Effective  Amendment No. 2 filed on September 10, 1997
                 and incorporated herein by reference.

        (16) Schedule of Computation of Performance Quotations filed herewith.

        (17) Power of Attorney dated March 25, 1998 filed herewith.

        (18) Multiple Class Plan pursuant to Rule 18f-3 dated March 10, 199
             filed as Exhibit (18) to  Post-Effective  Amendment No. 2
             filed on September 10, 1997 and incorporated herein by reference.


Item 25.  Persons Controlled by or under Common Control with Registrant

Not Applicable.


Item 26.  Number of Holders of Securities

                              (1)                                (2)
                        Title of Class                 Number of Record Holders
                 Shares of Beneficial Interest           as of March 31, 1998
                ---------------------------------------------------------------

        Catholic Values Investment Trust Equity Fund
           Individual Shares                                      277
           Institutional Service Shares                            18


Item 27.  Indemnification

The Registrant's  By-Laws filed as Exhibit (2) to Pre-Effective  Amendment No. 1
contain provisions limiting the liability, and providing for indemnification, of
the Trustees and officers under certain circumstances.

The Registrant's  Trustees and officers are insured under a standard  investment
company errors and omissions  insurance policy covering loss incurred by reasons
of negligent errors and omissions committed in their capacities as such.


Item 28.  Business and Other Connections of Investment Adviser

Reference is made to the information set forth under the captions  "Officers and
Trustees" and "Investment Advisory and Administrative Services" in the Statement
of  Additional   Information,   which  information  is  incorporated  herein  by
reference.


Item 29.  Principal Underwriter

(a) Wright Investors' Service Distributors, Inc. (a  wholly-owned  subsidiary
    of The Winthrop Corporation) acts as  principal underwriter for each of the
    investment companies named below.

                        Catholic Values Investment Trust
                    The Wright Managed Blue Chip Series Trust
                        The Wright EquiFund Equity Trust
                         The Wright Managed Equity Trust
                         The Wright Managed Income Trust

<PAGE>
<TABLE>
<CAPTION>

(b)              (1)                                         (2)                                         (3)
         Name and Principal                        Positions and Officers                       Positions and Offices
          Business Address                       with Principal Underwriter                        with Registrant
- -----------------------------------------------------------------------------------------------------------------------------

      <S>                                      <C>                                           <C>    
        A. M. Moody III*                                  President                          Vice President and Trustee
        Peter M. Donovan*                       Vice President and Treasurer                    President and Trustee
        Vincent M. Simko*                       Vice President and Secretary                            None

- ------------------------------------------------------------------------------------------------------------------------------
                                 * Address is 1000 Lafayette Boulevard, Bridgeport, Connecticut 06604
</TABLE>

(c)  Not Applicable.



Item 30.  Location of Accounts and Records

All applicable  accounts,  books and documents  required to be maintained by the
Registrant by Section 31(a) of the Investment  Company Act of 1940 and the Rules
promulgated  thereunder are in the  possession  and custody of the  registrant's
custodian,  Investors Bank & Trust Company,  200 Clarendon  Street,  Boston,  MA
02116, and its transfer agent, First Data Investor Services Group, 4400 Computer
Drive,  Westborough,  MA  01581-5123,  with the  exception of certain  corporate
documents and portfolio trading documents which are either in the possession and
custody of the Registrant's  administrator,  Eaton Vance Management,  24 Federal
Street,  Boston,  MA  02110  or of the  investment  adviser,  Wright  Investors'
Service,  Inc., 1000 Lafayette Boulevard,  Bridgeport,  CT 06604.  Registrant is
informed  that all  applicable  accounts,  books and  documents  required  to be
maintained by registered  investment  advisers are in the custody and possession
of the Registrant's administrator,  Eaton Vance Management, or of the investment
adviser, Wright Investors' Service, Inc.




Item 31.  Management Services

Not Applicable.




Item 32.  Undertakings

     (a) The  Registrant  undertakes  to  furnish  to  each  person  to  whom  a
         prospectus  is  delivered  a  copy  of  the  latest  annual  report  to
         shareholders, upon request and without charge.

     (b) The Registrant  undertakes to assist  shareholders  seeking to remove a
         trustee(s)  of the  Registrant in the manner set forth in Section 16(c)
         of the Investment Company Act of 1940.

<PAGE>
                                   Signatures

Pursuant to the  requirements  of the  Securities Act of 1933 and the Investment
Company  Act  of  1940,  the  Registrant  certifies  that  it  meets  all of the
requirements for  effectiveness of this Amendment to the Registration  Statement
pursuant to Rule  485(b)  under the  Securities  Act of 1933 and has duly caused
this Amendment to the  Registration  Statement to be signed on its behalf by the
undersigned,  thereunto  duly  authorized,  in  the  City  of  Boston,  and  the
Commonwealth of Massachusetts on the 28th day of April, 1998.

                                           CATHOLIC VALUES INVESTMENT TRUST

                                  By:      Peter M. Donovan*
                                     ---------------------------------------
                                           Peter M. Donovan, Vice President


Pursuant to the requirements of the Securities Act of 1933, this  Post-Effective
Amendment to the Registration Statement has been signed by the following persons
in the capacities and on the 28th day of April, 1998.

SIGNATURE                                           TITLE
- ------------------------------------------------------------------------------


Peter M. Donovan*                            President, Principal
- -------------------                       Executive Officer & Trustee
Peter M. Donovan                                        

James L. O'Connor*                           Treasurer, Principal
- ------------------                      Financial and Accounting Officer
James L. O'Connor                                    

H. Day Brigham, Jr.*                               Trustee
- --------------------
H. Day Brigham, Jr.

Judith R. Corchard*                                Trustee
- -------------------
Judith R. Corchard

Winthrop S. Emmet*                                 Trustee
- -------------------
Winthrop S. Emmet

Leland Miles*                                      Trustee
- -------------------
Leland Miles

A. M. Moody III*                                   Trustee
- -------------------
A. M. Moody III

Lloyd F. Pierce*                                   Trustee
- ------------------
Lloyd F. Pierce

Richard E. Taber*                                  Trustee
- -----------------
Richard E. Taber

Raymond Van Houtte*                                Trustee
- -------------------
Raymond Van Houtte


*By:  /s/  Alan R. Dynner
- --------------------------
Alan R. Dynner
Attorney-in-Fact
<PAGE>

                                  Exhibit Index


     The  following  Exhibits are filed as part of this  Registration  Statement
pursuant to General Instructions E of Form N-1A.



                                                                      Page in
                                                                     Sequential
                                                                     Numbering
Exhibit No.       Description                                          System
- --------------------------------------------------------------------------------


  (5)(b) Amendment and Restated Administration Agreement dated February 1, 1998

  (10)   Opinion and Consent of Counsel dated April 7, 1998

  (11)   Consent of the Independent Certified Public Accountants

  (16)   Schedule of Computation of Performance Quotations

  (17)   Power of Attorney dated March 25, 1998




                                                              Exhibit 5(b)

                         CATHOLIC VALUES INVESTMENT TRUST

                  AMENDED AND RESTATED ADMINISTRATION AGREEMENT


     AGREEMENT  made this 1st day of  February,  1998,  by and between  Catholic
Values Investment Trust, a Massachusetts business trust (the "Trust"), on behalf
of the series of the Trust  listed on Schedule A attached  hereto,  which may be
updated from time to time, and Eaton Vance Management,  a Massachusetts business
trust (the "Administrator"):

     1. DUTIES OF THE ADMINISTRATOR.  The Trust hereby employs the Administrator
to  administer  the  affairs of the Trust,  subject  to the  supervision  of the
Trustees  of the  Trust  for the  period  and on the  terms  set  forth  in this
Agreement.  The Administrator shall perform these duties with respect to any and
all series of shares ("Funds") which may be established by the Trustees pursuant
to the  Declaration of Trust of the Trust and listed on Schedule A. Funds may be
terminated and additional  Funds  established from time to time by action of the
Trustees of the Trust.

     The Administrator hereby accepts such employment,  and agrees to administer
the Trust's  business affairs and, in connection  therewith,  to furnish for the
use of the Trust office space and all necessary office facilities, equipment and
personnel for  administering  the affairs of the Trust,  and to pay the salaries
and fees of all  officers  and  Trustees  of the  Trust who are  members  of the
Administrator's  organization and all personnel of the Administrator  performing
management and  administrative  services for the Trust. The Administrator  shall
for all purposes  herein be deemed to be an  independent  contractor  and shall,
except as otherwise  expressly provided or authorized,  have no authority to act
for or  represent  the Trust in any way or  otherwise  be deemed an agent of the
Trust.

     2.  COMPENSATION  OF THE  ADMINISTRATOR.  For the  services,  payments  and
facilities to be furnished  hereunder by the Administrator,  the Trust shall pay
to the  Administrator  on the last day of each month a fee equal (annually) to a
percentage of the average daily net assets of each Fund of the Trust  throughout
the month, computed in accordance with the Declaration of Trust of the Trust and
any  applicable  votes of the  Trustees of the Trust,  as shown in Schedule B to
this Agreement.

     In case of initiation or termination of the Agreement during any month with
respect to any Fund, the fee for that month shall be reduced  proportionately on
the basis of the number of calendar  days  during  which it is in effect and the
fee shall be computed upon the average net assets for the business days it is so
in effect for that month.

     The Administrator  may, from time to time, waive all or a part of the above
compensation.

     3. ALLOCATION OF CHARGES AND EXPENSES. It is understood that the Trust will
pay all its  expenses  other  than those  expressly  stated to be payable by the
Administrator  hereunder,  which  expenses  payable by the Trust shall  include,
without implied limitation, (i) expenses of maintaining the Trust and continuing
its existence,  (ii) registration of the Trust under the Investment  Company Act
of 1940, (iii) commissions,  fees and other expenses connected with the purchase
or sale of securities,  (iv) auditing,  accounting and legal expenses, (v) taxes
and interest,  (vi) governmental fees, (vii) expenses of issue, sale, repurchase
and  redemption of shares,  (viii)  expenses of  registering  and qualifying the
Trust and its shares under  federal and state  securities  laws and of preparing
and printing  prospectuses  for such purposes and for  distributing  the same to
<PAGE>
                                      -2-

shareholders and investors, and fees and expenses of registering and maintaining
registrations of the Trust and of the Trust's principal underwriter,  if any, as
a broker-dealer  or agent under state  securities laws, (ix) expenses of reports
and  notices  to  shareholders   and  of  meetings  of  shareholders  and  proxy
solicitations  therefor,  (x) expenses of reports to  governmental  officers and
commissions,  (xi) insurance expenses, (xii) association membership dues, (xiii)
fees,  expenses  and  disbursements  of  custodians  and  subcustodians  for all
services to the Trust  (including  without  limitation  safekeeping of funds and
securities, keeping of books and accounts and determination of net asset value),
(xiv) fees,  expenses and disbursements of transfer agents,  dividend disbursing
agents,  shareholder  servicing  agents and  registrars  for all services to the
Trust,  (xv)  expenses  for  servicing  shareholder  accounts,  (xvi) any direct
charges  to  shareholders   approved  by  the  Trustees  of  the  Trust,  (xvii)
compensation of and any expenses of Trustees of the Trust,  (xviii) all payments
to be made and  expenses to be assumed by the Trust  pursuant to any one or more
distribution  plans  adopted  by the  Trust  pursuant  to Rule  12b-1  under the
Investment Company Act of 1940, (xix) the investment advisory fee payable to the
Trust's  investment  adviser,  and (xx) such  non-recurring  items as may arise,
including  expenses  incurred in connection  with  litigation,  proceedings  and
claims and the  obligation  of the Trust to indemnify  its Trustees and officers
with respect thereto.

     4.  OTHER  INTERESTS.   It  is  understood  that  Trustees,   officers  and
shareholders  of  the  Trust  are  or  may  be  or  become   interested  in  the
Administrator as trustees,  officers,  employees,  shareholders or otherwise and
that trustees,  officers, employees and shareholders of the Administrator are or
may be or become similarly  interested in the Trust, and that the  Administrator
may be or become  interested in the Trust as a shareholder  or otherwise.  It is
also  understood  that trustees,  officers,  employees and  shareholders  of the
Administrator  may be or become  interested (as directors,  trustees,  officers,
employees, stockholders or otherwise) in other companies or entities (including,
without  limitation,  other investment  companies) which the  Administrator  may
organize,  sponsor or acquire,  or with which it may merge or  consolidate,  and
that  the  Administrator  or its  subsidiaries  or  affiliates  may  enter  into
advisory,   management  or  administration  agreements  or  other  contracts  or
relationship with such other companies or entities.

     5.  LIMITATION  OF  LIABILITY  OF THE  ADMINISTRATOR.  The  services of the
Administrator  to  the  Trust  are  not  to  be  deemed  to  be  exclusive,  the
Administrator  being  free to  render  services  to others  and  engage in other
business  activities.  In the absence of willful  misfeasance,  bad faith, gross
negligence or reckless  disregard of obligations or duties hereunder on the part
of the Administrator, the Administrator shall not be subject to liability to the
Trust or to any  shareholder  of the Trust for any act or omission in the course
of, or connected with,  rendering services hereunder or for any losses which may
be  sustained  in the  purchase,  holding  or  sale  of any  security  or  other
instrument, including options and futures contracts.

     6. DURATION AND TERMINATION OF THIS AGREEMENT.  This Agreement shall become
effective  upon the date of its  execution,  and,  unless  terminated  as herein
provided, shall remain in full force and effect as to each Fund to and including
February  28,  1999 and shall  continue in full force and effect as to each Fund
indefinitely thereafter, but only so long as such continuance after February 28,
1999 is specifically approved at least annually by the Trustees of the Trust.

     Either  party  hereto may,  at any time on sixty (60) days'  prior  written
notice to the  other,  terminate  this  Agreement  as to any Fund,  without  the
payment of any  penalty,  by action of the Trustees of the Trust or the trustees
of the  Administrator,  as the case may be, and the Trust may,  at any time upon
such written  notice to the  Administrator,  terminate  this Agreement as to any
Fund by vote of a majority of the  outstanding  voting  securities of that Fund.
This Agreement shall terminate automatically in the event of its assignment.
<PAGE>
                                      -3-

     7.  AMENDMENTS OF THE  AGREEMENT.  This  Agreement may be amended as to any
Fund by a writing signed by both parties  hereto,  provided that no amendment to
this  Agreement  shall be effective  until approved by the vote of a majority of
the Trustees of the Trust.

     8. LIMITATION OF LIABILITY.  The Administrator  expressly  acknowledges the
provision  in the  Declaration  of  Trust of the  Trust  limiting  the  personal
liability of shareholders of the Trust, and the Administrator hereby agrees that
it shall have  recourse  to the Trust for  payment of claims or  obligations  as
between the Trust and the Administrator  arising out of this Agreement and shall
not seek  satisfaction from the shareholders or any shareholder of the Trust. No
Fund shall be liable for the obligations of any other Fund hereunder.

     9. CERTAIN  DEFINITIONS.  The terms  "assignment" and "interested  persons"
when used herein shall have the respective  meanings specified in the Investment
Company Act of 1940 as now in effect or as hereafter  amended subject,  however,
to such  exemptions as may be granted by the Securities and Exchange  Commission
by  any  rule,  regulation  or  order.  The  term  "vote  of a  majority  of the
outstanding voting securities of that Fund" shall mean the vote of the lesser of
(a) 67 per  centum  or more of the  shares of the  particular  Fund  present  or
represented by proxy at the meeting of the holders of more than 50 per centum of
the  outstanding  shares of the  particular  Fund are present or  represented by
proxy at the meeting,  or (b) more than 50 per centum of the outstanding  shares
of the particular Fund.

     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Agreement to be
executed on the day and year first written above.



CATHOLIC VALUES INVESTMENT TRUST            EATON VANCE MANAGEMENT


By: /s/ Peter M. Donovan                    By: /s/ Benjamin A. Rowland, Jr.
   -----------------------------               ------------------------------
   President                                   Vice President,
                                               and not individually

<PAGE>
                                      -4-


                        CATHOLIC VALUES INVESTMENT TRUST

                                   SCHEDULE A




                                February 1, 1998




Catholic Values Investment Trust Equity Fund


<PAGE>
                                      -5-


                        CATHOLIC VALUES INVESTMENT TRUST

                                   SCHEDULE B




                                February 1, 1998


                                                           FEE STRUCTURE
                                                           -------------

                                                      Under            Over
                                                   $100 Million    $100 Million
                                                   ------------    ------------

Catholic Values Investment Trust Equity Fund          0.07%            0.04%



                               HALE AND DORR LLP
                               Counsellors at Law
                  60 State Street, Boston, Massachusetts 02109
                         617-526-6000 o fax 617-526-5000



                                   April 7, 1998



Catholic Values Investment Trust
24 Federal Street
Boston, Massachusetts  02110

Ladies and Gentlemen:

     Catholic Values Investment Trust (the "Trust") is a Massachusetts  business
trust  created  under a  Declaration  of Trust dated,  executed and delivered in
Boston, Massachusetts on November 25,1996, as amended on February 24,1997 (as so
amended and restated  the  "Declaration  of Trust").  The  beneficial  interests
thereunder are represented by transferable shares of beneficial interest without
par value.

     The Trustees have the powers set forth in the Declaration of Trust, subject
to the terms, provisions and conditions therein provided. Pursuant to Article V,
Section  5.1 of the  Declaration  of Trust,  the number of shares of  beneficial
interest authorized to be issued under the Declaration of Trust is unlimited and
the  Trustees  are  authorized  to divide the shares  into one or more series of
shares and one or more  classes  thereof as they deem  necessary  or  desirable.
Pursuant to Article V, Section 5.4 of the Declaration of Trust, the Trustees are
empowered  in  their   discretion  to  issue  shares  of  any  series  for  such
consideration, whether cash or other property, and on such terms as the Trustees
may  determine  (or for no  consideration  if  pursuant  to a share  dividend or
split-up),  all  without  action or approval  of the  shareholders.  Pursuant to
Article  V,  Section  5.5  of  the  Declaration  of  Trust,  the  Trustees  have
established one series of  shares designated "Catholic Values Investment Trust
Equity Fund".

     The Trustees have voted to authorize the officers of the Trust to determine
the  appropriate  number  of  shares  to be  registered,  to  register  with the
Securities and Exchange  Commission,  and to issue and sell to the public,  such
shares.

     We have examined the Declaration of Trust and By-Laws, each as amended from
time to time, of the Trust, resolutions of the Board of Trustees relating to the
authorization  and issuance of shares of beneficial  interest of the Trust,  and
such other documents as we have deemed necessary or appropriate for the purposes
of this opinion,  including,  but not limited to, originals, or copies certified


WASHINGTON, DC                  BOSTON, MA                           LONDON, UK*
- --------------------------------------------------------------------------------
              HALE AND DORR LLP INCLUDES PROFESSIONAL CORPORATIONS
  *BROBECK HALE AND DORR INTERNATIONAL (AN INDEPENDENT JOINT VENTURE LAW FIRM)
<PAGE>
Catholic Values Investment Trust
April 7, 1998
Page 2


or otherwise  identified to our satisfaction,  of such documents,  Trust records
and  other  instruments.  In our  examination  of the above  documents,  we have
assumed the  genuineness of all  signatures,  the  authenticity of all documents
submitted to us as originals  and the  conformity  to original  documents of all
documents submitted to us as certified of photostatic copies.

     For purposes of this opinion letter, we have not made an independent review
of the  laws of any  state  or  jurisdiction  other  than  The  Commonwealth  of
Massachusetts   and  express  no  opinion  with  respect  to  the  laws  of  any
jurisdiction other than the laws of The Commonwealth of Massachusetts.  Further,
we  express no opinion  as to  compliance  with any state or federal  securities
laws, including the securities laws of The Commonwealth of Massachusetts.

     Our opinion below, as it relates to the  non-assessability of the shares of
the Trust, is qualified to the extent that under Massachusetts law, shareholders
of a  Massachusetts  business  trust  may be  held  personally  liable  for  the
obligations of the Trust.  In this regard,  however,  please be advised that the
Declaration of Trust disclaims  shareholder liability for acts or obligations of
the Trust and  permits  notice of such  disclaimer  to be given in each  written
obligation,  contract,  instrument,  certificate,  share,  other security of the
Trust or a series  therof or  undertaking  made or issued by the Trustees of the
Trust. Also, the Declaration of Trust provides for  indemnification out of Trust
property for all loss and expense of any shareholder held personally  liable for
the obligations of the Trust.

     We are of the opinion  that all  necessary  Trust  action  precedent to the
issuance of the shares of beneficial  interest of the Trust has been duly taken,
and that all such  shares may  legally  and  validly  be issued for among  other
things,  cash, and when sold will be, fully paid and non-assessable by the Trust
upon receipt by the Trust or its agent of  consideration  therefor in accordance
with terms described in the Trust's Declaration of Trust,  subject to compliance
with the Securities Act of 1933, as amended, the Investment Company Act of 1940,
as amended, and the applicable state laws regulating the sale of securities.

     We consent to your filing this  opinion  with the  Securities  and Exchange
Commission as an exhibit to any amendments to the Trust's registration statement
with the Commission.  Except as provided in this paragraph, this opinion may not
be relied upon by, or filed with, any other parties or for any other purpose.


                                   Very truly yours,


                                   /s/Hale and Dorr LLP


                                   Hale and Dorr LLP

                                                               EXHIBIT 11

                          Independent Auditors' Consent


     We  consent  to the  incorporation  by  reference  in  this  Post-Effective
Amendment No. 3 to the Registration  Statement (1993 Act File No.  333-17161) of
Catholic Values  Investment  Trust of our report dated January 30, 1998 which is
incorporated  by reference in the Statement of Additional  Information  which is
part of such Registration Statement.

     We also consent to the  reference to our firm under the caption  "Financial
Highlights" in the Prospectus  and under the caption  "Financial  Statements" in
the Statement of Additional Information of the Registration Statement.


/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP

Boston, Massachusetts
April 28, 1998


                                                                EXHIBIT 16


                Schedule of Computation of Performance Quotations

     The average  annual total return for the Fund for the period from inception
May 1, 1997 to December 31, 1997 was 19.11% for the  Individual  Share Class and
19.31% for the  Institutional  Service  Share Class.  At December 31, 1997,  the
Institutional Share Class had not commenced operations.

     Each Fund's  yield is computed by dividing  its net  investment  income per
share earned during a recent 30-day period by the maximum  offering  price (i.e.
net asset  value) per share on the last day of the period  and  annualizing  the
resulting  figure.  Net  investment  income  per  share is  equal to the  Fund's
dividends and interest earned during the period, with the resulting number being
divided by the  average  daily  number of shares  outstanding  and  entitled  to
receive dividends during the period.

     The  yield  earned  by the Fund  will be  calculated  using  the  following
formula:
                                          6
                  Yield  =  2 [ ( a-b + 1 )  - 1 ]
                                  ---         
                                  cd

Where:
     a = dividends and interest earned during the period. 
     b = expenses  accrued for the period (after reductions).
     c = the average daily number of accumulation units outstanding  during the
         period. 
     d = the maximum offering price per accumulation unit on the last day of 
         the period.

NOTE: "a" has been  calculated  for stocks by dividing the stated  dividend
rate for each security held during the period by 360. "a" has been estimated for
debt securities other than mortgage certificates by dividing the year-end market
value times the yield to maturity by 360. "a" for mortgage  securities,  such as
GNMA's,  is the actual  income  earned.  Neither  discount nor premium have been
amortized.

     "b" has been estimated by dividing the actual expense amounts by 360 or the
number of days the Fund was in existence.

     A Fund's yield or total return may be compared to the Consumer  Price Index
and various  domestic  securities  indices.  A Fund's  yield or total return and
comparisons with these indices may be used in advertisements  and in information
furnished to present or prospective shareholders.

     From time to time,  evaluations of a Fund's performance made by independent
sources may be used in advertisements and in information furnished to present or
prospective   shareholders.   According  to  the  rankings  prepared  by  Lipper
Analytical Services, Inc., an independent service which monitors the performance
of mutual funds, the Lipper  performance  analysis  includes the reinvestment of
dividends and capital gain  distributions,  but does not take sales charges into
consideration and is prepared without regard to tax consequences.



                                POWER OF ATTORNEY

     We, the  undersigned  officers and Trustees of Catholic  Values  Investment
Trust,  a  Massachusetts  business  trust,  do hereby  severally  constitute and
appoint H. Day Brigham,  Jr., Peter M. Donovan,  Alan R. Dynner and A.M.  Moody,
III, or any of them, to be true,  sufficient and lawful  attorneys,  or attorney
for  each  of us,  to sign  for  each  of us,  in the  name of each of us in the
capacities indicated below, and any and all amendments (including post-effective
amendments) to the Registration  Statement on Form N-1A filed by Catholic Values
Investment  Trust with the  Securities  and  Exchange  Commission  in respect of
shares of beneficial interest and other documents and papers relating thereto.

     IN WITNESS WHEREOF we have hereunto set our hands on the dates set opposite
our respective signatures.

         Name                     Capacity                        Date
         ----                     --------                        ----

                             President, Principal
/s/ Peter M. Donovan         Executive Officer and
- ------------------------     Trustee                          March 25, 1998
Peter M. Donovan
                             Treasurer and Principal
/s/ James L. O'Connor        Financial and Accounting
- ------------------------     Officer                          March 25, 1998
James L. O'Connor

/s/ H. Day Brigham, Jr.
- ------------------------     Trustee                          March 25, 1998
H. Day Brigham, Jr.

/s/ Judith R. Corchard
- ------------------------     Trustee                          March 25, 1998
Judith R. Corchard

/s/ Winthrop S. Emmet
- ------------------------     Trustee                          March 25, 1998
Winthrop S. Emmet

/s/ Leland Miles
- ------------------------     Trustee                          March 25, 1998
Leland Miles

/s/ A.M. Moody, III
- -----------------------      Trustee                          March 25, 1998
A.M. Moody, III

/s/ Lloyd F. Pierce
- -----------------------      Trustee                          March 25, 1998
Lloyd F. Pierce

/s/ Richard E. Taber
- -----------------------      Trustee                          March 25, 1998
Richard E. Taber

/s/ Raymond Van Houtte
- -----------------------      Trustee                          March 25, 1998
Raymond Van Houtte


[ARTICLE] 6
[CIK] 0001027808
[NAME] CATHOLIC VALUES - INSTITUTIONAL SERVICE SHARES
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   12-MOS
[FISCAL-YEAR-END]                          DEC-31-1997
[PERIOD-END]                               DEC-31-1997
[INVESTMENTS-AT-COST]                        9,264,976
[INVESTMENTS-AT-VALUE]                       9,841,868
[RECEIVABLES]                                   63,663
[ASSETS-OTHER]                                 131,772
[OTHER-ITEMS-ASSETS]                           215,078
[TOTAL-ASSETS]                              10,252,381
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      169,736
[TOTAL-LIABILITIES]                            169,736
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                     9,500,628
[SHARES-COMMON-STOCK]                          730,396
[SHARES-COMMON-PRIOR]                                0
[ACCUMULATED-NII-CURRENT]                            0
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                          5,125
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                       576,892
[NET-ASSETS]                                 8,685,768
[DIVIDEND-INCOME]                               41,662
[INTEREST-INCOME]                                    0
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                  44,575
[NET-INVESTMENT-INCOME]                        (2,913)
[REALIZED-GAINS-CURRENT]                        41,503
[APPREC-INCREASE-CURRENT]                      576,892
[NET-CHANGE-FROM-OPS]                          615,482
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                            0
[DISTRIBUTIONS-OF-GAINS]                        29,065
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                        719,002
[NUMBER-OF-SHARES-REDEEMED]                        656
[SHARES-REINVESTED]                              2,050
[NET-CHANGE-IN-ASSETS]                       8,148,360
[ACCUMULATED-NII-PRIOR]                              0
[ACCUMULATED-GAINS-PRIOR]                            0
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                           20,795
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                133,438
[AVERAGE-NET-ASSETS]                         3,234,580
[PER-SHARE-NAV-BEGIN]                            10.00
[PER-SHARE-NII]                                      0
[PER-SHARE-GAIN-APPREC]                          1.930
[PER-SHARE-DIVIDEND]                                 0
[PER-SHARE-DISTRIBUTIONS]                      (0.040)
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              11.89
[EXPENSE-RATIO]                                   4.50
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>


[ARTICLE] 6
[CIK] 0001027808
[NAME] CATHOLIC VALUES - INDIVIDUAL SHARES
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   12-MOS
[FISCAL-YEAR-END]                          DEC-31-1997
[PERIOD-END]                               DEC-31-1997
[INVESTMENTS-AT-COST]                        9,264,976
[INVESTMENTS-AT-VALUE]                       9,841,868
[RECEIVABLES]                                   63,663
[ASSETS-OTHER]                                 131,772
[OTHER-ITEMS-ASSETS]                           215,078
[TOTAL-ASSETS]                              10,252,381
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      169,736
[TOTAL-LIABILITIES]                            169,736
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                     9,500,628
[SHARES-COMMON-STOCK]                          117,722
[SHARES-COMMON-PRIOR]                                0
[ACCUMULATED-NII-CURRENT]                            0
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                          5,125
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                       576,892
[NET-ASSETS]                                 1,396,877
[DIVIDEND-INCOME]                               41,662
[INTEREST-INCOME]                                    0
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                  44,575
[NET-INVESTMENT-INCOME]                        (2,913)
[REALIZED-GAINS-CURRENT]                        41,503
[APPREC-INCREASE-CURRENT]                      576,892
[NET-CHANGE-FROM-OPS]                          615,482
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                            0
[DISTRIBUTIONS-OF-GAINS]                         4,400
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                        118,987
[NUMBER-OF-SHARES-REDEEMED]                      1,620
[SHARES-REINVESTED]                                355
[NET-CHANGE-IN-ASSETS]                       1,252,268
[ACCUMULATED-NII-PRIOR]                              0
[ACCUMULATED-GAINS-PRIOR]                            0
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                           20,795
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                133,438
[AVERAGE-NET-ASSETS]                           934,119
[PER-SHARE-NAV-BEGIN]                            10.00
[PER-SHARE-NII]                                (0.024)
[PER-SHARE-GAIN-APPREC]                          1.934
[PER-SHARE-DIVIDEND]                                 0
[PER-SHARE-DISTRIBUTIONS]                      (0.040)
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              11.87
[EXPENSE-RATIO]                                   5.69
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>


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