FORUM FUNDS
497, 2000-06-13
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                                            [LOGO]  TRILLIUM
                                                    ASSET MANAGEMENT

                                            PROSPECTUS

                                            September 1, 2000







THE FUND SEEKS LONG TERM                     THE
CAPITAL  APPRECIATION. YOU                   ADVOCACY
MAY PURCHASE FUND SHARES                     FUND
WITHOUT A SALES CHARGE.




THE INFORMATION IN THIS
PROSPECTUS IS NOT COMPLETE
AND MAY BE  CHANGED. WE
MAY NOT SELL  THESE
SECURITIES  UNTIL  THE
REGISTRATION   STATEMENT
FILED  WITH  THE  SECURITIES
AND EXCHANGE COMMISSION IS
EFFECTIVE.  THIS PROSPECTUS
IS NOT AN OFFER TO SELL THESE
SECURITIES  AND IT IS NOT
SOLICITING AN OFFER TO BUY
THESE SECURITIES IN ANY STATE
WHERE THE OFFER OR SALE IS NOT
PERMITTED.

THE SECURITIES  AND EXCHANGE
COMMISSION HAS NOT APPROVED OR
DISAPPROVED  THE FUND'S  SHARES
OR  DETERMINED  WHETHER THIS
PROSPECTUS IS ACCURATE OR COMPLETE.
ANY  REPRESENTATION  TO THE
CONTRARY  IS A CRIMINAL OFFENSE.


<PAGE>


                                                               THE ADVOCACY FUND
--------------------------------------------------------------------------------

TABLE OF CONTENTS


RISK/RETURN SUMMARY                                                            2



PERFORMANCE INFORMATION                                                        2



FEE TABLES                                                                     3



INVESTMENT OBJECTIVE, PRINCIPAL INVESTMENT STRATEGIES AND PRINCIPAL RISKS      4



MANAGEMENT                                                                     7



YOUR ACCOUNT                                                                   9


   How to Contact the Fund                                                     9

   General Information                                                         9

   Buying Shares                                                              10

   Selling Shares                                                             12

   Exchange Privileges                                                        14

   Retirement Accounts                                                        14



ADVISER PAST PERFORMANCE                                                      15



OTHER INFORMATION                                                             16



FINANCIAL HIGHLIGHTS                                                          16






                                                                               1
<PAGE>
THE ADVOCACY FUND
--------------------------------------------------------------------------------

<TABLE>
          <S>                                                    <C>
RISK/RETURN SUMMARY

CONCEPTS TO UNDERSTAND        THE ADVOCACY FUND

COMMON STOCK                  INVESTMENT  OBJECTIVE  The  investment  goal of The Advocacy Fund
means an equity or            (the  "Fund"),  as managed by its  investment  adviser,  Trillium
ownership interest in         Asset  Management  Corporation  (the  "Adviser"),   is  long-term
a company                     capital appreciation.
LARGE-CAP STOCKS
mean securities of            PRINCIPAL  INVESTMENT  STRATEGY  The  Fund  uses a  "growth  at a
companies the market          reasonable  price  investing"  style by  investing  under  normal
capitalization of which       circumstances  at least 65  percent  of its  total  assets in the
is in excess of $10           common stock of  large-cap  domestic  companies  that the Adviser
billion                       believes  have superior  earnings  growth  prospects  relative to
MARKET CAPITALIZATION         their industry but which are available at attractive  valuations.
of a company means the        The Fund seeks to invest in companies  that the Adviser  believes
value of the company's        are making a positive contribution to society and the economy and
common stock in the           whose business  practices  meet the criteria  outlined in "Social
stock market                  Objectives"  (see below).  In addition,  a limited portion of the
GROWTH AT A REASONABLE        Fund's  portfolio will be used to purchase  securities of certain
PRICE INVESTING               companies  in  order  to  advocate   policy  changes  within  the
means to invest in stocks     companies.
of companies that, in the
Adviser's opinion, offer      PRINCIPAL RISKS OF INVESTING IN THE FUND
faster than average
projected  earnings growth    You could lose money on your  investment in the Fund, or the Fund
relative to their industry    could  under-perform  other investments,  if any of the following
peer group but which are      occur:
attractively valued
relative to their industry    o    The stock market does not recognize  the earnings  potential
                                   of the stocks in the Fund's portfolio
                              o    The Adviser's judgment as to the growth potential of a stock
                                   proves to be wrong
                              o    The stock market goes down
                              o    The Fund's social  criteria may eliminate  some stocks which
                                   might have  higher  returns  than the stocks  from which the
                                   Adviser is able to choose
                              o    Changes in  company  social  policies  may cause the sale of
                                   stocks that subsequently perform well

                              WHO MAY WANT TO INVEST IN THE FUND

                              The Fund may be appropriate for you if you:

                              o    Want your  assets  invested  to  further  social  equity and
                                   environmental sustainability
                              o    Are  looking  for  a   well-diversified   equity   portfolio
                                   providing potential growth of your investment
                              o    Are willing to tolerate  significant changes in the value of
                                   your investment
                              o    Are pursuing a long-term goal
                              o    Are willing to accept the higher  short-term risk of a stock
                                   fund

                              The Fund may NOT be appropriate for you if you:

                              o    Want an  investment  that pursues  market  trends or focuses
                                   only on particular sectors or industries
                              o    Need regular income or stability of principal
                              o    Are  pursuing  a  short-term  goal  or  investing  emergency
                                   reserves

                              PERFORMANCE INFORMATION

                              Performance  information is not provided because the Fund had not
                              commenced operations prior to the date of this Prospectus.
</TABLE>

2
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                                                               THE ADVOCACY FUND
--------------------------------------------------------------------------------

FEE TABLES

The following  tables  describe the various fees and expenses that you will bear
if you invest in the Fund.

Shareholder fees are charges you pay when buying,  selling or exchanging  shares
of the Fund. Operating expenses, which include fees of the Adviser, are paid out
of the Fund's  assets and are  factored  into the Fund's share price rather than
charged directly to shareholder accounts.

SHAREHOLDER FEES
(fees paid directly from your investment)
     Maximum Sales Charge (Load) Imposed on Purchases                     None
     Maximum Sales Charge (Load) Imposed on Reinvested Distributions      None
     Maximum Deferred Sales Charge (Load)                                 None
     Redemption Fee                                                       None
     Exchange Fee                                                         None

ANNUAL FUND OPERATING EXPENSES (1)
(expenses that are deducted from Fund assets)
     Advisory Fees                                                        0.65%
     Distribution (12b-1) Fees                                            0.25%
     Other Expenses                                                       0.60%
TOTAL ANNUAL FUND OPERATING EXPENSES(2)                                   1.50%

(1) Based on estimated amounts for the current fiscal year ending June 30, 2001.
(2) The Adviser has  voluntarily  undertaken to waive a portion of its fees and
    assume  certain  expenses  to the extent that total  annual  fund  expenses
    exceed 1.50% of the net assets of the Fund.

EXAMPLE

The following is a hypothetical example intended to help you compare the cost of
investing  in the Fund to the cost of  investing  in other  mutual  funds.  This
example  assumes  that you invest  $10,000  in the Fund then  redeem all of your
shares at the end of the period.  The example also assumes that your  investment
has a 5% annual return,  that the Fund's operating  expenses remain the same and
that  distributions are reinvested.  Although your actual costs may be higher or
lower, under these assumptions your costs would be:

  AFTER ONE YEAR                                        AFTER THREE YEARS
       $153                                                   $474






                                                                               3
<PAGE>

THE ADVOCACY FUND
--------------------------------------------------------------------------------

INVESTMENT OBJECTIVE, PRINCIPAL
INVESTMENT STRATEGIES AND PRINCIPAL RISKS

<TABLE>
          <S>                                                    <C>

CONCEPTS TO                        INVESTMENT OBJECTIVE
UNDERSTAND
                                   The  investment  objective  of  the  Fund  is  long-term  capital
FUNDAMENTAL  ANALYSIS              appreciation.  There is no  assurance  that the Fund will achieve
means the analysis of a            this objective.
company's financial
condition that is used             PRINCIPAL INVESTMENT STRATEGIES
to help forecast the
future value of its                The Fund uses a "growth at a reasonable price investing" style by
stock price.                       investing under normal  circumstances  at least 65 percent of its
This analysis includes             total assets in the common stock of large-cap  domestic companies
a review of a company's            that  the  Adviser   believes  have  superior   earnings   growth
balance sheet and income           prospects, but which are available at attractive valuations.
statement, asset history,
earnings history, product          The Adviser uses in-house research and other sources to conduct a
or service development and         fundamental analysis of prospective Fund investments.  As part of
management productivity            this analysis,  the Adviser may meet with company  managements or
PRICE/EARNINGS RATIO               visit  prospective  companies.   The  Fund  may  also  invest  in
means the price of a               companies  that the  Adviser  believes  do not have  particularly
share of stock divided             strong earnings  histories but do have other  attributes that may
by the company's earnings          contribute to accelerated growth in the foreseeable future.
per share
PRICE/CASH FLOW                    In  addition,  the Fund  seeks to  invest  in  companies  that it
means the price of a stock         believes  are making a positive  contribution  to society and the
divided by free cash flow          economy and whose business  practices meet the criteria  outlined
per share                          in "Social  Objectives"  (see  below).  A limited  portion of the
SECTOR                             portfolio will be used to purchase  securities of companies which
means a commonly used              do not have outstanding  records in their industry but which pass
grouping of industries             minimal  social  criteria,  in order to advocate  policy  changes
expected to perform                within the companies.
similarly under various
economic conditions                Common  stock often gives the owner the right to vote on measures
                                   affecting the company's  organization  and  operations.  The Fund
                                   intends to use its position as an owner to initiate dialogue with
                                   company management concerning their social and business practices
                                   and may initiate shareholder resolutions with companies.

                                   The Fund does not intend to exercise  control over the management
                                   of companies in which it invests.

                                   THE ADVISER'S PROCESSES - PURCHASING PORTFOLIO SECURITIES


                                   The Adviser's  investment  process begins with sector allocations
                                   based on economic  outlook and risk/return  expectations for each
                                   sector.  Within sector  allocations,  the Adviser seeks large-cap
                                   stocks with earnings growth  prospects that the Adviser  believes
                                   are  superior  to their  industries  but which are  available  at
                                   price/earnings   ("P/E")   ratios  or   price/cash   flow  ratios
                                   comparable to their industry peer groups.


                                   The stock selection process emphasizes companies that the Adviser
                                   believes make a positive contribution to society and the economy;
                                   however,  stocks  are  added to the  Fund  portfolio  only  after
                                   financial analysis indicates investment attractiveness.
</TABLE>


4
<PAGE>
                                                               THE ADVOCACY FUND
--------------------------------------------------------------------------------

Financial analysis includes multi-factor  valuation and risk modeling,  in-house
fundamental  research,  including  balance sheet and income statement  analysis.
Technical  analysis is used by the Adviser to monitor  price  movements and help
determine entry and exit points for specific  stocks.  The Adviser believes that
companies with superior earnings growth prospects are businesses that have:

o    Significant market  opportunities (both in terms of magnitude and duration)
     where the  companies are leaders or potential  leaders in their  respective
     markets
o    Proprietary products and services, new product development and product
     cycle leadership that sustains strong brand franchises
o    A strong management team that is proactive, consistently executes
     effectively and anticipates and adapts to change
o    Positive  records  on  the  environment,  global  human  rights,  employee,
     diversity,  labor issues, corporate citizenship,  weapons issues and animal
     rights

The Adviser then focuses on those  companies  that, over a several year horizon,
have the ability to grow at above average rates for their industries,  given the
Adviser's  belief that superior  investment  returns are better  achieved by low
portfolio turn-over. Factors considered include:

o    Product cycles, pricing flexibility and product or geographic mix
o    Cash flow and financial strength to fund growth
o    Catalysts for growth such as the development of new products, changes in
     business mix, regulation, or management, and industry consolidation

The Adviser then uses a range of valuation  techniques including analyses of P/E
ratios  relative to the overall  equity  market,  expected  growth to P/E ratios
relative to the market and  price/cash  flow to identify those  companies  whose
stocks are  attractively  valued  relative to the market,  their peer groups and
their  own  price  history.   The  Adviser  selects  stocks   considering   both
diversification   by  sector  and   attractiveness  of  valuation   relative  to
prospective growth.

THE ADVISER'S PROCESSES - SELLING PORTFOLIO SECURITIES

In making its  decision  to sell a stock in the Fund's  portfolio,  the  Adviser
monitors the  companies in the Fund's  portfolio to determine if there have been
any fundamental changes in the companies. The Adviser may sell a stock if:

o    It subsequently fails to meet the Adviser's initial  investment  criteria
o    Changes in  macroeconomic  conditions  prompt a change in  industry  sector
     allocation
o    A more  attractively  priced company is found or funds are needed for other
     purposes
o    It becomes  overvalued  relative to the long term expectation for the stock
     price
o    A company's  positive social or environmental  attributes turn negative and
     dialogue and shareholder engagement fail to change the company's policies

SOCIAL OBJECTIVES

In addition to its attempt to provide a positive return on your investment,  the
Fund  includes  an  additional  goal of  creating  positive  social  change  and
improving corporate  practices through active stock ownership.  The Adviser will
seek to promote  sustainable  environmental,  economic  and social  policies and
practices by  communicating  with management of portfolio  companies on critical
social  and  environmental  issues.  On  behalf  of the Fund,  the  Adviser  may
participate in the shareholder resolution process.


The Fund's stock  selections  will emphasize  "positive  investment",  i.e., the
search for, and  investment  in,  companies  making a positive  contribution  to
society in both their domestic and international operations.  The Fund will seek
to invest in companies that  consciously  and  continuously  strive to implement
sustainable  practices,   are  socially  progressive,   and  are  responsive  to
shareholder activism.


                                                                               5
<PAGE>
THE ADVOCACY FUND
--------------------------------------------------------------------------------

As  part of its  analysis,  the  Adviser  will  evaluate  corporate  social  and
environmental performance in many areas, including but not limited to:

o    Environmental practices and policies
o    Global human rights
o    Use of sweatshop and/or child labor
o    Diversity in the workplace and in senior management positions
o    Labor-management relations
o    Corporate philanthropy and investment in local communities
o    Military contracting with the U.S. or foreign governments
o    Product safety
o    Ethical management practices
o    Animal research and testing
o    Stakeholder relations
o    Corporate governance practices
o    Corporate management incentive and compensation plans
o    Corporate lobbying practices and political action committee contributions

PRINCIPAL INVESTMENT RISKS

The  value  of  the  Fund's  investments  will  fluctuate  as the  stock  market
fluctuates  and  therefore  the Fund's  net asset  value and total  return  will
fluctuate  based upon  changes in the value of its  portfolio  securities.  Upon
redemption,  an  investment  in the  Fund  may be  worth  more or less  than its
original  value.  An  investment  in the  Fund is not by  itself a  complete  or
balanced investment program.

Nevertheless,   investing  in  equity   securities  with   predominantly   large
capitalizations may be important for investors seeking a diversified  portfolio,
particularly for long-term investors able to tolerate short-term fluctuations in
the value of their  investments.  This type of market  movement  may  affect the
price of the  securities  of a single  issuer,  a segment of the domestic  stock
market or the entire market.

All investments made by the Fund have some risk. Among other things,  the market
value of any  security  in which the Fund may invest is based upon the  market's
perception  of value and not  necessarily  the book  value of an issuer or other
objective measure of the issuer's worth.


Because  the Fund  invests in common  stocks and makes  investments  based on an
expectation  of the companies'  rate of profit growth,  there is a risk that the
stocks will not  continue to grow at expected  rates,  thus causing the price of
the stock to decline.  There is also the risk that the market will not recognize
the earnings potential of a stock.

A decline in investor  demand for stocks may also adversely  affect the value of
these securities.  In addition, the investment style for the Fund could fall out
of  favor  with the  market;  that  is,  if  investors  lose  interest  in large
capitalization stocks, then the net asset value of the Fund could also decrease.


There is also the risk that the Fund's social criteria may eliminate some stocks
which might have higher  returns  than the stocks from which the Adviser is able
to  choose.  Changes  in company  social  policies  might also cause the sale of
stocks that subsequently perform well.






6
<PAGE>
                                                               THE ADVOCACY FUND
--------------------------------------------------------------------------------

MANAGEMENT

The Fund is a series of Forum  Funds  (the  "Trust"),  an  open-end,  management
investment  company  (mutual  fund).  The  business of the Trust and the Fund is
managed under the direction of the Board of Trustees  (the  "Board").  The Board
formulates the general policies of the Fund and meets periodically to review the
Fund's  performance,  monitor  investment  activities  and practices and discuss
other matters affecting the Fund. Additional information regarding the Board, as
well as the  Trust's  executive  officers,  may be  found  in the  Statement  of
Additional Information ("SAI").

THE ADVISER

Trillium  Asset  Management   Corporation  (the  "Adviser  ")  is  a  registered
investment  adviser  founded in 1982.  The Adviser is  headquartered  in Boston,
Massachusetts.

The  Adviser  has been owned by its  employees  since  inception.  Ownership  is
broadly distributed among current employees.  Wainwright Bank & Trust Company of
Boston owns a 30% preferred equity position in the Adviser.


The  Adviser  and  its  predecessors  have  provided   investment  advisory  and
management  services to clients for more than eighteen  years. As of the date of
this  Prospectus,  the  Adviser  has more than  $675  million  in  assets  under
management.  For its services, the Adviser receives an advisory fee at an annual
rate of 0.65% of the average daily net assets of the Fund.


PORTFOLIO MANAGERS

Cheryl Smith,  Ph.D., CFA, Samuel Jones Jr., CFA, and F. Farnum Brown Jr., Ph.D.
are  responsible  for the  day-to-day  investment  management of the Fund.  Each
portfolio manager's business experience is as follows:

CHERYL I. SMITH, Ph.D., CFA, Vice President

Ms.  Smith is a senior  portfolio  manager and  research  analyst  covering  the
communications  sector.  Ms. Smith was with the Adviser from 1987 to 1992.  From
1992 to 1997,  she was a portfolio  manager with United  States Trust Company in
Boston,  Massachusetts.  She  rejoined  the Adviser in 1997.  She is a Chartered
Financial Analyst  charterholder and holds a B.S.F.S. from Georgetown University
School of  Foreign  Service.  She earned  M.A.,  M.Phil.,  and Ph.D.  degrees in
Economics from Yale University.


SAMUEL B. JONES, JR., CFA, Senior Vice President, Chief Investment Officer
Mr.  Jones is a senior  portfolio  manager and  research  analyst,  covering the
technology,  communications equipment,  energy services and utility sectors. Mr.
Jones has been with the Adviser since 1992. He is a Chartered  Financial Analyst
charterholder  and received his B.S. and M. B. A. degrees from the University of
Michigan.

F. FARNUM BROWN, JR., Ph.D., Senior Vice President
Mr. Brown is a senior  portfolio  manager,  research  analyst and manager of the
Durham,  North  Carolina  office for the  Adviser.  Mr.  Brown has been with the
Adviser since 1994 and received his  bachelor's,  master's and doctoral  degrees
from the University of North Carolina at Chapel Hill.






                                                                               7
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THE ADVOCACY FUND
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OTHER SERVICE PROVIDERS

The Forum Financial Group of companies  ("Forum")  provide services to the Fund.
As of March 31, 2000, Forum provided administration and distribution services to
investment   companies   and   collective   investment   funds  with  assets  of
approximately $67 billion.

Forum Fund Services, LLC, a registered  broker-dealer and member of the National
Association  of  Securities  Dealers,   Inc.,  is  the  distributor   (principal
underwriter)  of the Fund's  shares.  The  distributor  acts as the agent of the
Trust in connection with the offering of the Fund's shares.  The distributor may
enter  into   arrangements   with  banks,   broker-dealers  or  other  financial
institutions  through which  investors may purchase or redeem shares and may, at
its own expense,  compensate persons who provide services in connection with the
sale or expected sale of the Fund's shares.

Forum Shareholder Services, LLC ("Transfer Agent") is the Fund's transfer agent.

DISTRIBUTION EXPENSES

The Fund has a  distribution  plan adopted  under SEC rule 12b-1 that allows the
Fund to pay asset-based  sales charges or distribution fees for the distribution
and sale of its shares.  The amount of these fees is 0.25% of the Fund's average
daily net  assets.  Because  these fees are paid out of the Fund's  assets on an
on-going  basis,  over time these fees will increase the cost of your investment
and may cost you more than paying other types of sales charges.

FUND EXPENSES

The Fund pays for all of its expenses.  The Fund's expenses are comprised of its
own  expenses as well as Trust  expenses  that are  allocated  among the various
series of the Trust.  The Adviser or other  service  providers  may  voluntarily
waive  all or any  portion  of their  fees,  which  are  accrued  daily and paid
monthly.  Any waiver would have the effect of increasing the Fund's  performance
for the period  during which the waiver was in effect and may not be recouped at
a later date.

The Adviser has undertaken to waive its fees and assume certain  expenses of the
Fund in order to limit the Fund's expenses (excluding taxes, interest, portfolio
transaction expenses and extraordinary expenses) to 1.50% or less of the average
daily net assets of the Fund.











8
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                                                               THE ADVOCACY FUND
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YOUR ACCOUNT
<TABLE>
          <S>                                               <C>
HOW TO CONTACT                GENERAL INFORMATION
THE FUND
                              You pay no sales  charge to purchase or sell  (redeem)  shares of
WRITE TO US AT:               the Fund.  You may  purchase or sell Fund shares at the net asset
The Advocacy Fund             value per share (NAV) next  calculated  after the Transfer  Agent
P.O. Box 446                  receives  your  request  in proper  form.  For  instance,  if the
Portland, Maine 04112         Transfer  Agent  receives  your  purchase  request in proper form
                              after  4:00  p.m.,  your  transaction  will be priced at the next
                              day's  NAV.  The  Fund  cannot   accept  orders  that  request  a
OVERNIGHT ADDRESS:            particular day or price for the  transaction or any other special
The Advocacy Fund             conditions.
Two Portland Square
Portland, Maine 04101         The Fund does not issue share certificates.

                              You will receive statements at least quarterly and a confirmation
TELEPHONE US                  of each  transaction.  You  should  verify  the  accuracy  of all
TOLL-FREE AT:                 transactions  in  your  account  as  soon  as  you  receive  your
(800) 448-0974                confirmation.

                              The Fund reserves the right to waive minimum  investment  amounts
WIRE INVESTMENTS              and may temporarily suspend (during unusual market conditions) or
(OR ACH PAYMENTS)             discontinue any service or privilege.
TO US AT:
Bankers Trust Company         WHEN AND HOW NAV IS DETERMINED The Fund  calculates its NAV as of
New York, New York            the close of the New York Stock Exchange ("NYSE")  (normally 4:00
ABA #021001033                p.m.,  Eastern time) on each weekday except days when the NYSE is
                              closed.  The time at which NAV is  calculated  may be  changed in
FOR CREDIT TO:                case of an emergency or if the NYSE closes early.  The Fund's NAV
Forum Shareholder             is determined by taking the market value of all securities  owned
Services, LLC                 by the Fund (plus all other assets such as cash), subtracting all
Account # 01-465-547          liabilities  and then dividing the result by the number of shares
Re: The Advocacy Fund         outstanding.   The  Fund  values   securities  for  which  market
(Your Name)                   quotations  are readily  available at current  market  value.  If
(Your Account Number)         market  quotations  are not  readily  available,  the Fund values
                              securities at estimated fair value, as determined by the Board.

                              TRANSACTIONS THROUGH THIRD PARTIES If you invest through a broker
                              or other financial institution,  the policies and fees charged by
                              that  institution  may be  different  than  those  of  the  Fund.
                              Financial  institutions  may charge  transaction fees and may set
                              different minimum investments or limitations on buying or selling
                              shares.  These  institutions  may also  provide you with  certain
                              shareholder  services  such as periodic  account  statements  and
                              trade confirmations summarizing your investment activity. Consult
                              a   representative   of  your  financial   institution  for  more
                              information.
</TABLE>







                                                                               9
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THE ADVOCACY FUND
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BUYING SHARES

HOW TO MAKE PAYMENTS  All investments must be in U.S. dollars and checks must be
drawn on U.S. banks.

         CHECKS For  individual,  sole  proprietorship,  joint,  Uniform Gift to
         Minors  Act  ("UGMA")  or  Uniform  Transfer  to  Minors  Act  ("UTMA")
         accounts,  the check must be made payable to "The Advocacy  Fund" or to
         one or more owners of the account and endorsed to "The Advocacy  Fund."
         For all other  accounts,  the check must be made payable on its face to
         "The  Advocacy  Fund." No other method of check  payment is  acceptable
         (for instance, you may not pay by travelers check).

         PURCHASES BY AUTOMATED  CLEARING  HOUSE ("ACH") This service allows you
         to purchase  additional shares through an electronic  transfer of money
         from a  checking  or  savings  account.  When  you  make an  additional
         purchase by telephone, the Transfer Agent will automatically debit your
         pre-designated  bank account for the desired amount. You may call (800)
         448-0974 to request an ACH transaction.

         WIRES Instruct your financial  institution to make a Federal Funds wire
         payment to us. Your financial institution may charge you a fee for this
         service.

MINIMUM  INVESTMENTS  The Fund  accepts  investments  in the  following  minimum
amounts:

                                           MINIMUM INITIAL    MINIMUM ADDITIONAL
                                             INVESTMENT           INVESTMENT
Standard Minimum Accounts                       $2,000              $250
Traditional and Roth IRA Accounts               $2,000              $250
Accounts With Automatic Investment Plans        $1,000              $100

ACCOUNT REQUIREMENTS
<TABLE>
                         <S>                                                    <C>
                   TYPE OF ACCOUNT                                          REQUIREMENT
INDIVIDUAL, SOLE PROPRIETORSHIP AND JOINT ACCOUNTS      o    Instructions must be signed by all persons
Individual accounts are owned by one person, as are          required to sign exactly as their names appear
sole proprietorship accounts.  Joint accounts can            on the account
have two or more owners (tenants)
GIFTS OR TRANSFERS TO A MINOR (UGMA, UTMA)              o    Depending on state laws, you can set up a
These custodial accounts provide a way to give money         custodial account under the UGMA or UTMA
to a child and obtain tax benefits                      o    The custodian must sign instructions in a
                                                             manner indicating custodial capacity
BUSINESS ENTITIES                                       o    Submit a Corporate/Organization Resolution
                                                             form or similar document
TRUSTS                                                  o    The trust must be established before an
                                                             account can be opened
                                                        o    Provide a certified trust document, or the
                                                             pages from the trust document that identify
                                                             the trustees






10
<PAGE>


INVESTMENT PROCEDURES

                HOW TO OPEN AN ACCOUNT                           HOW TO ADD TO YOUR ACCOUNT
BY CHECK                                                BY CHECK
o    Call or write us for an account application       o     Fill out an investment slip from a
     and/or a Corporate/Organization Resolution form         confirmation or write us a letter
o    Complete the application                          o     Write your account number on your check
o    Mail us your application and a check              o     Mail us the slip (or your letter) and the
                                                             check
BY WIRE                                                 BY WIRE
o    Call or write us for an  account  application     o     Call to  notify us of your
     incoming wire and/or a  Corporate/Organization    o     Instruct your bank to wire your money to us
     Resolution  form
o    Complete the application
o    Call us to fax the completed application and
     we will assign you an account number
o    Mail us your original application
o    Instruct your bank to wire your money to us
BY ACH PAYMENT                                          BY SYSTEMATIC INVESTMENT
o    Call or write us for an account application        o    Call or write us for a "Systematic
     and/or a Corporate/Organization Resolution form         Investment Plan" form
o    Complete the application                           o    Complete the form
o    Call us to fax the completed application and       o    Attach a voided check to your form
     we will assign you an account number               o    Mail us the form
o    Mail us your original application
o    Make an ACH payment
</TABLE>

SYSTEMATIC  INVESTMENTS  You may invest a specified  amount of money in the Fund
once or twice a month on  specified  dates.  These  payments are taken from your
bank account by ACH payment. Automatic investments must be for at least $100.

LIMITATIONS  ON  PURCHASES  The Fund  reserves  the right to refuse any purchase
(including exchange) request,  particularly requests that could adversely affect
the Fund or its  operations.  This includes  those from any  individual or group
who,  in the Fund's  view,  is likely to engage in  excessive  trading  (usually
defined as more than four  redemptions  or  exchanges  out of the Fund  within a
calendar year).

CANCELED OR FAILED  PAYMENTS The Fund accepts  checks and ACH  transfers at full
value  subject to  collection.  If the Fund does not  receive  your  payment for
shares  or you pay with a check  or ACH  transfer  that  does  not  clear,  your
purchase will be canceled.  You will be  responsible  for any losses or expenses
incurred by the Fund or the Transfer  Agent,  and the Fund may redeem shares you
own in the account (or another  identically  registered  account in the Fund) as
reimbursement.  The Fund and its  agents  have the right to reject or cancel any
purchase or exchange due to nonpayment.





                                                                              11
<PAGE>

SELLING SHARES

Redemption  orders  are  processed  promptly.  Generally,  the  Fund  will  send
redemption  proceeds  to you  within a week.  Delays  may occur in cases of very
large redemptions,  excessive trading or during unusual market  conditions.  The
Fund may delay sending  redemption  proceeds until it has collected  payment for
the shares you are selling, which may take up to 15 calendar days.

                      HOW TO SELL SHARES FROM YOUR ACCOUNT
BY MAIL
o    Prepare a written request including:
     o    Your name(s) and signature(s)
     o    Your account number
     o    The Fund name
     o    The dollar amount or number of shares you want to sell
     o    How and where to send the  redemption  proceeds
o    Obtain a signature  guarantee (if required)
o    Obtain other  documentation  (if required)
o    Mail us your request and  documentation
BY WIRE
o    Wire requests are only  available if you provided bank account  information
     on your account application and your request is for $10,000 or more
o    Call us  with  your  request  (unless  you  declined  telephone  redemption
     privileges on your account application (See "By Telephone") OR
o    Mail us your request (See "By Mail")
BY TELEPHONE
o    Call us with your request (unless you declined telephone authorization
     privileges on your account application)
o    Provide the following information:
     o    Your account number
     o    Exact  name(s)  in which  the  account  is  registered
     o    Additional  form of identification
o    Your proceeds will be:
     o    Mailed to you OR
     o    Wired to you (unless you did not provide bank account information on
          your account application (See "By Wire")
SYSTEMATICALLY
o     Complete the systematic withdrawal section of the application
o     Attach a voided check to your form
o     Mail us your completed application

TELEPHONE  REDEMPTION  PRIVILEGES You may redeem your shares by telephone unless
you declined telephone redemption  privileges on your account  application.  You
may be responsible  for any fraudulent  telephone  order as long as the Transfer
Agent takes reasonable measures to verify the order.

WIRE REDEMPTION PRIVILEGES You may have your redemption proceeds wired to you if
you  provided  bank  account  information  on  your  account  application  or by
completing a separate  form.  The minimum amount that may be redeemed by wire is
$5,000.




12
<PAGE>
                                                               THE ADVOCACY FUND
--------------------------------------------------------------------------------

SYSTEMATIC  WITHDRAWALS If you own shares of the Fund with an aggregate value of
at least $10,000,  you may request a specified amount of money from your account
once a month on a specified date. These payments are sent from your account to a
designated  bank account by ACH payment.  Automatic  redemptions  must be for at
least $250.

SIGNATURE  GUARANTEE  REQUIREMENTS  To protect you and the Fund  against  fraud,
signatures on certain  requests  must have a "signature  guarantee." A signature
guarantee  verifies the authenticity of your signature.  You can obtain one from
most banking  institutions or securities brokers,  but not from a notary public.
For requests made in writing,  a signature  guarantee is required for any of the
following:

o    Sales of over $50,000 worth of shares
o    Changes to a shareholder's record name
o    Redemptions  from an account for which the address or account  registration
     has changed within the last 30 days
o    Sending redemption proceeds to any person, address,  brokerage firm or bank
     account not on record
o    Sending  redemption  proceeds to an account  with a different  registration
     (name or ownership) from yours
o    Changes to automatic  investment  or  redemption,  distribution,  telephone
     redemption or exchange option or any other election in connection with your
     account

SMALL ACCOUNTS If the value of your account falls below $1,000 ($500 for IRAs or
accounts with an established automatic investment plan), the Fund may ask you to
increase  your  balance.  If the account value is still below $1,000 (or $500 in
the case of IRAs or accounts  with an  established  automatic  investment  plan)
after 60 days,  the Fund may close your account and send you the  proceeds.  The
Fund will not close your  account if it falls  below these  amounts  solely as a
result of changes in market value.

REDEMPTIONS  IN KIND The Fund reserves the right to pay  redemption  proceeds in
portfolio  securities  rather than cash. These redemptions in kind usually occur
if the amount to be  redeemed  is large  enough to affect the Fund's  operations
(for example, if it represents more than 1% of the Fund's assets).

LOST   ACCOUNTS  The  Transfer   Agent  will   consider  your  account  lost  if
correspondence  to your address of record is returned as  undeliverable,  unless
the Transfer  Agent  determines  your new address.  When an account is lost, all
distributions  on the account will be reinvested in additional  Fund shares.  In
addition,  the amount of any outstanding  (unpaid for six months or more) checks
for  distributions  that  have  been  returned  to the  Transfer  Agent  will be
reinvested and the checks will be canceled.










                                                                              13
<PAGE>

EXCHANGE PRIVILEGES

You may exchange by telephone or in writing your Fund shares for Investor Shares
of the Trust's money market funds.  Because  exchanges are treated as a sale and
purchase of shares, they may have tax consequences.

REQUIREMENTS You may make exchanges only between identically registered accounts
(name(s),  address  and  taxpayer  ID number).  There is  currently  no limit on
exchanges,  but the Fund reserves the right to limit exchanges. You may exchange
your  shares  by mail or  telephone,  unless  you  declined  telephone  exchange
privileges  on  your  account  application.  You  may  be  responsible  for  any
fraudulent  telephone  order  as long as the  Transfer  Agent  takes  reasonable
measures to verify the order.

                                 HOW TO EXCHANGE
BY MAIL
o    Prepare a written request including:
     o    Your name(s) and signature(s)
     o    Your account number
     o    The names of the funds you are exchanging
     o    The dollar amount or number of shares you want to sell (and  exchange)
o    If opening a new account,  complete an account  application  if you are
     requesting different shareholder privileges
     o    Mail us your request and documentation
BY TELEPHONE
o    Call us with your request (unless you declined telephone redemption
     privileges on your account application)
o    Provide the following information:
     o    Your account number
     o    Exact name(s) in which account is registered
     o    Additional form of identification

RETIREMENT ACCOUNTS

The Fund offers both traditional and Roth IRA accounts.  Before investing in any
IRA or other  retirement  plan, you should  consult your tax advisers.  Whenever
making  an  investment  in an IRA,  be sure to  indicate  the year in which  the
contribution is made.











14
<PAGE>
                                                               THE ADVOCACY FUND
--------------------------------------------------------------------------------

ADVISER PAST PERFORMANCE

The following table sets forth the  performance  data relating to the historical
performance  of those private  account  clients  (i.e.,  non-investment  company
clients) managed by Trillium Asset  Management  Corporation (the "Adviser") that
have  investment  objectives  and  investment  policies,  strategies  and  risks
substantially  similar  to those  of the  Fund.  The  Adviser  does  not  manage
registered  investment  companies  with  investment  objectives  and  investment
policies, strategies and risks substantially similar to those of the Fund. While
the Adviser is primarily responsible for the Fund's performance, the information
presented  does not represent the past  performance  of any Fund. You should not
consider this  performance  data as an indication of future  performance  of the
Fund.

All returns  presented  were  calculated  on a total return  basis,  include the
reinvestment  of all dividends and interest and take into account accrued income
and realized and unrealized gains and losses.  All returns reflect the deduction
of the actual  investment  advisory  fees or highest  investment  advisory  fees
charged, brokerage commissions and execution costs paid by the adviser's private
accounts,  without provision for federal or state income taxes.  Custodial fees,
if any, were not included in the calculations.

You should be aware that the use of a methodology different from that used below
to calculate  performance could result in different performance data. The Fund's
performance is calculated  using the method required by the U.S.  Securities and
Exchange Commission ("SEC"), which differs from the method used to calculate the
performance of the private accounts. The private accounts are not subject to the
same types of expenses  to which the Fund is subject nor to the  diversification
requirements,  specific tax restrictions and investment  limitations  imposed by
the Investment  Company Act of 1940 or Subchapter M of the Internal Revenue Code
of 1986, as amended. The performance results for the private accounts would have
been adversely  affected (i.e.,  lower) if the private accounts  included in the
composite had been regulated as an investment company under the federal security
laws.
<TABLE>
               <S>                         <C>                           <C>                   <C>
                                             TRILLIUM ASSET MANAGEMENT
                                              CORPORATION COMPOSITES:
                                  BALANCED COMPOSITE FOR THE    LARGE CAPITALIZATION
                                  LARGE CAPITALIZATION CORE      CORE STYLE; EQUITY
            PERIOD                       STYLE(1)                  RETURNS ONLY(2)       S&P 500 INDEX(3)
3/31/97-12/31/97                         15.35%                        28.92%                29.88%
1998                                     14.57%                        30.89%                28.58%
1999                                     10.99%                        29.58%                21.03%
1 Year Ended 3/31/00(4)                  12.19%                        30.52%                17.94%
2000 to Date(4)                           2.61%                         4.36%                 2.29%
Since Inception (3/31/97)(4)             14.61%                        31.65%                27.39%
</TABLE>

(1)  The presentation  above describes and contains four accounts valued,  as of
     March 31, 2000, at $4.977 million.  These four accounts include all taxable
     accounts   managed  by  the   Adviser   which  are  managed  in  the  Large
     Capitalization Core Style.

(2)  Accounts  included in the Trillium Asset  Management  Corporation  Balanced
     Composite for the Large  Capitalization  Core Style have equity  benchmarks
     between  35%  and  45% of the  total  account.  Therefore,  for  comparison
     purposes for the Fund,  which is an equity fund, the equity segment returns
     are shown separately.

(3)  The S&P  500(R)  Index  is the  Standard  &  Poor's  500  Index,  a  widely
     recognized,  unmanaged  index of common  stock.  The index  figures  assume
     reinvestment  of all dividends  paid by stocks  included in the index.  One
     cannot invest directly in the index.

(4)  Average  annual return  through March 31, 2000. Returns for less than a one
     year period are not annualized.







                                                                              15
<PAGE>
THE ADVOCACY FUND
--------------------------------------------------------------------------------

OTHER INFORMATION

DISTRIBUTIONS

The Fund distributes its net investment income quarterly and net capital gain at
least annually.

All  distributions  are  reinvested  in additional  shares,  unless you elect to
receive  distributions  in cash. For Federal income tax purposes,  distributions
are treated the same  whether they are  received in cash or  reinvested.  Shares
become entitled to receive distributions on the day after the shares are issued.

TAXES

The Fund  generally  intends  to  operate  in a manner  such that it will not be
liable for Federal income or excise tax.

The Fund's distribution of net income (or short-term capital gain) is taxable to
you as ordinary  income.  The Fund's  distribution of long-term  capital gain is
taxable to you as long-term capital gain.

If you buy shares  just before the Fund makes a  distribution,  you will pay the
full  price for the  shares  and then  receive a portion  of the price back as a
taxable  distribution.  The  sale  or  exchange  of  Fund  shares  is a  taxable
transaction for income tax purposes.

The Fund will send you information  about the income tax status of distributions
paid during the year shortly after December 31 of each year.

For further  information  about the tax effects of investing in the Fund, please
see the SAI and  consult  your tax  adviser.  You should also  consult  your tax
adviser regarding any state and local taxes that may be applicable to the Fund's
distributions.

FINANCIAL HIGHLIGHTS

Financial  highlights  are not  provided  because  the  Fund  had not  commenced
operations prior to the date of this Prospectus.










16
<PAGE>
<TABLE>
                                        <S>                                               <C>
FOR MORE INFORMATION                                                                 [LOGO] TRILLIUM
                                                                                            ASSET MANAGEMENT

The following documents will be available free upon request:


                           ANNUAL/SEMI ANNUAL REPORTS
    The Fund will provide annual and semi-annual reports to shareholders that        THED
    will provide additional information about the Fund's investments. In the         ADVOCACY
  Fund's annual report, you will find a discussion of the market conditions and      FUND
    investment strategies that significantly affected the Fund's performance
                        during its preceding fiscal year.


                   STATEMENT OF ADDITIONAL INFORMATION ("SAI")
  The SAI provides more detailed information about the Fund and is incorporated
                       by reference into this Prospectus.


                               CONTACTING THE FUND
                  You can get free copies of both reports (when
                      available) and the SAI, request other
                information and discuss your questions about the
                         Fund by contacting the Fund at:

                         Forum Shareholder Services, LLC
                                  P.O. Box 446
                              Portland, Maine 04112
                           (800) 448-0974 (toll free)


                 SECURITIES AND EXCHANGE COMMISSION INFORMATION                      The Advocacy Fund
   You can also review the Fund's reports and SAI at the Public Reference Room       Two Portland Square
    of the Securities and Exchange Commission ("SEC"). The scheduled hours of        Portland, ME 04101
      operation of the Public Reference Room may be obtained by calling the          (800) 448-0974
    SEC at (202) 942-8090. You can get copies of this information, for a fee,
                          by e-mail or by writing to:

                              Public Reference Room
                       Securities and Exchange Commission
                           Washington, D.C. 20549-0102                               Adviser
                       E-mail address: public [email protected]                           Trillium Asset Management Corporation
                                                                                     711 Atlantic Avenue
          Free copies of the Fund's reports(when available) and SAI are              Boston, MA 02111
        available from the SEC's Internet Web Site at http://www.sec.gov.            (800) 548-5684
</TABLE>





                    Investment Company Act File No. 811-3023.


<PAGE>


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