ONE GROUP
485APOS, 1996-08-30
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<PAGE>   1
    As filed with the Securities and Exchange Commission on August 30, 1996
                     Registration Nos. 2-95973 and 811-4236

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM N-1A

   
        REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933   [ X ]

                        POST-EFFECTIVE AMENDMENT NO. 40           [ X ]

                                      and

        REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT   [ X ]
                                    OF 1940

                                AMENDMENT NO. 41                  [ X ]
    

                                THE ONE GROUP(R)
               (Exact Name of Registrant as Specified in Charter)

                             774 PARK MEADOW ROAD
   
                             COLUMBUS, OHIO 43081
    
                    (Address of Principal Executive Offices)

                                 (800) 480-4111
                        (Registrant's Telephone Number)

                                GEORGE MARTINEZ
                               3435 STELZER ROAD
                              COLUMBUS, OHIO 43219
                    (Name and Address of Agent for Service)

                                   Copies To:

<TABLE>
<S>                                                  <C>
     Alan G. Priest, Esquire                          Michael V. Wible, Esquire
     Ropes & Gray                                     Banc One Corporation
     One Franklin Square                              100 East Broad Street, 18th Fl.
     1301 K Street, N.W., Suite 800E                  Columbus, Ohio 43271-0158
     Washington, D.C.  20005
</TABLE>

It is proposed that this filing will become effective (check appropriate box)

           ___    Immediately upon filing pursuant to paragraph (b)
           ___    on (date) pursuant to paragraph (b)
   
           _X_    60 days after filing pursuant to paragraph (a)(1) 
    
           ___    on (DATE) pursuant to paragraph (a)(1)
           ___    75 days after filing pursuant to paragraph (a)(2)

<PAGE>   2
           ___    on (DATE) pursuant to paragraph (a)(2) of Rule 485.

   
The Registrant has registered an indefinite number or amount of securities
under the Securities Act of 1933 pursuant to Section (a) (1) of Rule 24f-2.
Rule 24f-2 Notice for the Registrant's fiscal year ending June 30, 1996 was
filed on August 28, 1996.
    

<PAGE>   3
                                THE ONE GROUP(R)

               CROSS REFERENCE SHEET FOR EACH OFFERED PROSPECTUS
               -------------------------------------------------
<TABLE>
<CAPTION>
FORM N-1A PART A ITEM                                PROSPECTUS CAPTION
- ---------------------                                ------------------
<S>      <C>                                        <C>
1.       Cover Page  . . . . . . . . . . . . . . . . Cover Page.

2.       Synopsis  . . . . . . . . . . . . . . . . . Expense Summary

3.       Financial Highlights  . . . . . . . . . . . Financial Highlights

4.       General Description                         Investment Objectives and
           of Registrant . . . . . . . . . . . . . . Permissible Investments; Additional Investment
                                                     Information; Other Information; How To Do
                                                     Business with The One Group(R); Other
                                                     Investment Policies; Description of Permitted
                                                     Investments

5.       Management of the Fund  . . . . . . . . . . Management of the Funds; The
                                                     Advisor; The Fund Managers, The
                                                     Administrator; The Distributor;
                                                     Other Information

6.       Capital Stock and Other                     Investment Objectives and
         Securities  . . . . . . . . . . . . . . . . Permissible Investments;
                                                     How To Do Business with
                                                     The One Group(R);
                                                     Other Information

7.       Purchase of Securities                      How To Do Business with
           Being Offered . . . . . . . . . . . . . . The One Group(R)

8.       Redemption or Repurchase  . . . . . . . . . How To Do Business with
                                                     The One Group(R)

9.       Pending Legal Proceedings . . . . . . . . . Inapplicable
</TABLE>
<PAGE>   4
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996

<TABLE>
<S>                                                      <C>
THE ONE GROUP(R) ASSET ALLOCATION FUND                    THE ONE GROUP(R) LARGE COMPANY GROWTH FUND
THE ONE GROUP(R) LARGE COMPANY VALUE FUND                 THE ONE GROUP(R) GROWTH OPPORTUNITIES FUND
THE ONE GROUP(R) INTERNATIONAL EQUITY INDEX FUND          THE ONE GROUP(R) DISCIPLINED VALUE FUND
THE ONE GROUP(R) EQUITY INDEX FUND                        THE ONE GROUP(R) INCOME EQUITY FUND
THE ONE GROUP(R) VALUE GROWTH FUND                        THE ONE GROUP(R) GULF SOUTH GROWTH FUND
</TABLE>

This Prospectus describes ten mutual funds (the "Funds") with a variety of
investment objectives, including growth, aggressive growth, and capital
appreciation. Each Fund is a series of The One Group(R) (the "Trust"). Banc One
Investment Advisors Corporation ("Banc One Advisors") serves as investment
advisor to each Fund. Banc One Advisors currently manages more than $39 billion
in assets.

The following three classes of shares are available to investors:

         Class A and Class B shares are offered to the general public.

         Fiduciary Class shares are offered to institutional investors,
         including affiliates of BANC ONE CORPORATION and any bank, depository
         institution, insurance company, pension plan or other organization
         authorized to act in fiduciary, advisory, agency, custodial or similar
         capacities (each an "Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR
INVESTMENT ADVISORY AND OTHER SERVICES.

The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Funds that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

A Statement of Additional Information dated November 1, 1996 has been filed
with the SEC and is available without charge by calling or writing to the
Distributor, The One Group Services Company, at the number and address listed
above. The Statement of Additional Information is incorporated into this
Prospectus by reference.
    

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.

   
                              COMBINED PROSPECTUS
    

                                       1


<PAGE>   5

TABLE OF CONTENTS

SUMMARY
   
ABOUT THE FUNDS
  Expense Summary
  Financial Highlights
  The Funds
  Investment Objectives and Permissible Investments
  Additional Investment Information
    
HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Alternative Sales Arrangements
  Exchanges
  Redemptions
   
MANAGEMENT OF THE FUNDS
  The Trustees
  The Advisor
  The Fund Managers
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants
OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Description of Ratings
  Miscellaneous
  Performance
  Taxes

                                       2


<PAGE>   6

SUMMARY

   
The Trust is an open-end management investment company that provides a
convenient way to invest in professionally managed portfolios of securities.
The following provides basic information about various classes of shares of the
Funds.

WHAT ARE THE FUNDS' INVESTMENT OBJECTIVES? Below is a brief overview of the
Funds and their investment objectives. A more detailed discussion of the Funds'
investment objectives and policies can be found in the Prospectus under the
heading "Investment Objectives and Permissible Investments."

         THE ONE GROUP ASSET ALLOCATION FUND ("Asset Allocation Fund") is a
         diversified fund that seeks to provide total return while preserving
         capital.

         THE ONE GROUP LARGE COMPANY GROWTH FUND ("Large Company Growth Fund")
         is a diversified fund that seeks long-term capital appreciation and
         growth of income by investing primarily in equity securities.

         THE ONE GROUP LARGE COMPANY VALUE FUND ("Large Company Value Fund") is
         a diversified fund that seeks capital appreciation with the incidental
         goal of achieving current income by investing primarily in equity
         securities.

         THE ONE GROUP GROWTH OPPORTUNITIES FUND ("Growth Opportunities Fund")
         is a diversified fund that seeks growth of capital and, secondarily,
         current income, by investing primarily in equity securities.

         THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND ("International Equity
         Index Fund") is a diversified fund that seeks to provide investment
         results that correspond to the aggregate price and dividend
         performance of the securities in the Gross Domestic Product Weighted
         Morgan Stanley Capital International Europe, Australia and Far East
         Index ("MSCI EAFE GDP Index" or "EAFE GDP Index").(1)

         THE ONE GROUP DISCIPLINED VALUE FUND ("Disciplined Value Fund") is a
         diversified fund that seeks capital appreciation with the secondary
         goal of achieving current income by investing primarily in equity
         securities.

         THE ONE GROUP EQUITY INDEX FUND ("Equity Index Fund") is a diversified
         fund that seeks investment results that correspond to the aggregate
         price and dividend performance of the securities in the Standard
         & Poor's 500 Composite Stock Price Index ("S&P 500 Index").(2)

         THE ONE GROUP INCOME EQUITY FUND ("Income Equity Fund") is a
         diversified fund that seeks current income through regular payment of
         dividends with the secondary goal of achieving capital appreciation by
         investing primarily in equity securities.

         THE ONE GROUP VALUE GROWTH FUND ("Value Growth Fund") is a diversified
         fund that seeks long-term capital growth and growth of income while,
         as a secondary objective, providing a moderate level of current
         income.

         THE ONE GROUP GULF SOUTH GROWTH FUND ("Gulf South Growth Fund") is a
         non-diversified fund that seeks long-term capital growth by investing
         in a portfolio of equity securities of small-capitalization, emerging
         growth, and medium-capitalization companies which are either
         headquartered in or whose primary market is in the southeastern region
         of the United States.

WHAT ARE THE PERMITTED INVESTMENTS? The Funds normally will invest in a variety
of equity securities, including common stock. The Funds may also invest in debt
securities and preferred stock which are convertible into common stock. Several
of the Funds may invest in securities of foreign issuers. Equity securities
such as those in which the Funds may invest are more volatile and carry more
risk than some other forms of investment. Accordingly, the net asset value per
share of the Funds may decrease over time. The Funds may only invest in a
select few derivatives. The securities in which the Funds may invest are
described in more detail in "Description of Permitted Investments."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors"), an indirect subsidiary of BANC ONE CORPORATION, serves as the
advisor of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors may voluntarily agree to
waive a part of its fees. Boston International Advisors, Inc. (the
"Sub-Advisor")

1. "MSCI EAFE GDP Index" is a registered service mark of Morgan Stanley Capital
   International, which does not sponsor and is in no way affiliated with the
   Fund.

2. "Standard & Poor's 500" is a registered service mark of Standard & Poor's
   Corporation, which does not sponsor and is in no way affiliated with the
   Fund.
    

                                       3


<PAGE>   7
   
serves as Sub-Advisor to the International Equity Index Fund. The Sub-Advisor's
fees are paid by Banc One Advisors. A more detailed discussion regarding Banc
One Advisors, its services and compensation can be found in the Prospectus
under the headings "The Advisor" and "Expense Summary." Additional information
regarding the Sub-Advisor is located in the Prospectus under the heading "The
Sub-Advisor."

WHO IS THE ADMINISTRATOR? The One Group Services Company, serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust, pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the headings
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee. See "The Transfer Agent and
Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. The Distributor is entitled to fees for distribution
services for the Class A and Class B shares of the Funds. No compensation is
paid to the Distributor for distribution services for the Fiduciary Class
shares of the Funds. The activities of the Distributor are discussed under the
heading "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions of shares of the
Funds may be made through the Distributor on any day that the New York Stock
Exchange is open for trading ("Business Days"). Purchase and redemption
procedures are explained in greater detail in "How to Invest in The One Group"
and "Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the Funds' net investment income
(exclusive of capital gains) is declared on the last Business Day of each month
as a dividend for Shareholders of record as of the close of business on that
day and is distributed in the form of periodic dividends to such Shareholders
of the Funds on the first Business Day of each month. Any capital gains are
distributed at least annually. Distributions are paid in additional shares of
the same class unless the Shareholder elects to take the payment in cash. For a
more detailed discussion of dividends, see "Dividends."
    

                                       4


<PAGE>   8

ABOUT THE FUNDS

   
EXPENSE SUMMARY -- THE ONE GROUP CLASS A SHARES
    

   
<TABLE>
<S>                                                                   <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases(2)                          4.50%
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                              none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                       none
Exchange Fees                                                         none
</TABLE>
    

ANNUAL OPERATING EXPENSES(3)
 (as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                               Investment                                                      Total Operating
                                             Advisory Fees           12b-1 Fees                                     Expenses
                                        (AFTER FEE WAIVERS)(4)  (AFTER FEE WAIVERS)(5)    OTHER EXPENSES      (AFTER FEE WAIVERS)(6)
                                        -------------------     -------------------       --------------      -------------------
<S>                                               <C>                      <C>               <C>                     <C>
The One Group Asset Allocation Fund               .55%                     .25%              .54%                     1.34%
The One Group Large Company Growth Fund           .74%                     .25%              .25%                     1.24%
The One Group Large Company Value Fund            .74%                     .25%              .24%                     1.23%
The One Group Growth Opportunities Fund           .74%                     .25%              .26%                     1.25%
The One Group International Equity Index Fund     .55%                     .25%              .81%                     1.61%
The One Group Disciplined Value Fund              .74%                     .25%              .26%                     1.25%
The One Group Equity Index Fund                   .10%                     .25%              .29%                      .64%
The One Group Income Equity Fund                  .74%                     .25%              .27%                     1.26%
The One Group Value Growth Fund                   .74%                     .25%              .31%                     1.30%
The One Group Gulf South Growth Fund              .74%                     .25%              .32%                     1.31%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

   
(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first
         anniversary of purchase.

(3)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

(4)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .30% for all classes of
         shares of the Equity Index Fund and .65% for all classes of shares of
         the Asset Allocation Fund.

(5)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plans, 12b-1 fees (as a percentage of average
         daily net assets) would be .35% for Class A shares. For a discussion
         of 12b-1 fees, see "The Distributor."

(6)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Funds' expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be 1.54% for Class A Shares of the Asset
         Allocation Fund, 1.34% for the Class A shares of the Large Company
         Growth Fund, 1.33% for the Class A shares of Large Company Value Fund,
         1.36% for the Class A shares of Growth Opportunities Fund, 1.71% for
         the Class A shares of International Equity Index Fund, 1.35% for the
         Class A shares of Disciplined Value Fund, .94% for the Class A shares
         of Equity Index
    

                                       5


<PAGE>   9
   
         Fund, 1.36% for the Class A shares of Income Equity Fund, 1.40% for
         the Class A shares of Value Growth Fund and 1.41% for the Class A
         shares of Gulf South Growth Fund.

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class A shares of the Fund, assuming: (1) imposition of the maximum sales
charge; (2) 5% annual return; and (3) redemption at the end of each time
period.
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Asset Allocation Fund                  $58             $86                 $115            $197
The One Group Large Company Growth Fund              $57             $83                 $110            $188
The One Group Large Company Value Fund               $57             $82                 $110            $187
The One Group Growth Opportunities Fund              $57             $83                 $111            $190
The One Group International Equity Index Fund        $61             $94                 $129            $228
The One Group Disciplined Value Fund                 $57             $83                 $111            $189
The One Group Equity Index Fund                      $51             $65                 $ 78            $121
The One Group Income Equity Fund                     $57             $83                 $111            $190
The One Group Value Growth Fund                      $58             $84                 $113            $195
The One Group Gulf South Growth Fund                 $58             $85                 $114            $196
</TABLE>
    

   
Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Asset Allocation Fund                  $60             $91                 $125            $220
The One Group Large Company Growth Fund              $58             $86                 $115            $199
The One Group Large Company Value Fund               $85             $85                 $115            $198
The One Group Growth Opportunities Fund              $58             $86                 $116            $201
The One Group International Equity Index Fund        $62             $96                 $134            $238
The One Group Disciplined Value Fund                 $58             $86                 $116            $200
The One Group Equity Index Fund                      $54             $74                 $ 95            $155
The One Group Income Equity Fund                     $58             $86                 $116            $201
The One Group Value Growth Fund                      $59             $87                 $118            $205
The One Group Gulf South Growth Fund                 $59             $88                 $119            $206
</TABLE>
    


                                       6


<PAGE>   10
   
EXPENSE SUMMARY -- THE ONE GROUP CLASS B SHARES
    

<TABLE>
<S>                                                                     <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                               none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                                5.00%
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                         none
Exchange Fees                                                           none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
 (as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                                Investment                                      Total Operating
                                             Advisory Fees                                          Expenses
                                          (AFTER FEE WAIVERS)(3)  12B-1 FEES  OTHER EXPENSES  (AFTER FEE WAIVERS)(4)
                                          -------------------     ----------  --------------  -------------------
<S>                                               <C>                <C>             <C>              <C>
The One Group Asset Allocation Fund               .55%               1.00%           .54%             2.09%
The One Group Large Company Growth Fund           .74%               1.00%           .25%             1.99%
The One Group Large Company Value Fund            .74%               1.00%           .24%             1.98%
The One Group Growth Opportunities Fund           .74%               1.00%           .26%             2.00%
The One Group International Equity Index Fund     .55%               1.00%           .81%             2.36%
The One Group Disciplined Value Fund              .74%               1.00%           .26%             2.00%
The One Group Equity Index Fund                   .10%               1.00%           .29%             1.39%
The One Group Income Equity Fund                  .74%               1.00%           .27%             2.01%
The One Group Value Growth Fund                   .74%               1.00%           .31%             2.05%
The One Group Gulf South Growth Fund              .74%               1.00%           .32%             2.06%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .30% for all classes of
         shares of the Equity Index Fund and .65% for all classes of shares of
         the Asset Allocation Fund.

(4)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Funds' expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory fees, Total Operating
         Expenses would be 1.59% for Class B Shares of the Equity Index Fund
         and 2.19% for Class B shares of the Asset Allocation Fund.
    

                                       7


<PAGE>   11

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class B shares, assuming: (1) deduction of the applicable maximum Contingent
Deferred Sales Charge; and (2) 5% annual return.

   
                         Assuming a Complete Redemption
                            at the End of the Period
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR         3 YEARS             5 YEARS         10 YEARS
                                                    ------         -------             -------         --------
<S>                                                  <C>           <C>                  <C>              <C>
The One Group Asset Allocation Fund                  $71            $ 95                 $132            $223
The One Group Large Company Growth Fund              $70            $ 92                 $127            $212
The One Group Large Company Value Fund               $70            $ 92                 $127            $211
The One Group Growth Opportunities Fund              $70            $ 92                 $128            $214
The One Group International Equity Index Fund        $74            $104                 $146            $251
The One Group Disciplined Value Fund                 $70            $ 93                 $128            $213
The One Group Equity Index Fund                      $64            $ 74                 $ 96            $146
The One Group Income Equity Fund                     $70            $ 93                 $128            $214
The One Group Value Growth Fund                      $71            $ 94                 $130            $219
The One Group Gulf South Growth Fund                 $71            $ 95                 $131            $220
</TABLE>
    

   
                             Assuming No Redemption
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                <C>              <C>
The One Group Asset Allocation Fund                  $21             $65                 $112            $223
The One Group Large Company Growth Fund              $20             $62                 $107            $212
The One Group Large Company Value Fund               $20             $62                 $107            $211
The One Group Growth Opportunities Fund              $20             $63                 $108            $214
The One Group International Equity Index Fund        $24             $74                 $126            $251
The One Group Disciplined Value Fund                 $20             $63                 $108            $213
The One Group Equity Index Fund                      $14             $41                 $ 76            $146
The One Group Income Equity Fund                     $20             $63                 $108            $214
The One Group Value Growth Fund                      $21             $64                 $110            $219
The One Group Gulf South Growth Fund                 $21             $65                 $111            $220
</TABLE>
    

   
Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

                         Assuming a Complete Redemption
                            at the End of the Period
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Asset Allocation Fund                  $72             $99                 $137            $236
The One Group Equity Index Fund                      $66             $80                 $107            $172
</TABLE>
    

   
                             Assuming No Redemption
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                 <C>              <C>                <C>              <C>
The One Group Asset Allocation Fund                  $22             $69                 $117            $236
The One Group Equity Index Fund                      $16             $50                 $ 87            $172
</TABLE>
    


   
Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.
    


                                       8
<PAGE>   12
   
EXPENSE SUMMARY -- THE ONE GROUP FIDUCIARY CLASS SHARES
    

<TABLE>
<S>                                                                   <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                             none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                              none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                       none
Exchange Fees                                                         none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
(as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                                Investment                                                Total Operating
                                               Advisory Fees                                                  Expenses
                                           (AFTER FEE WAIVER)(3)     12B-1 FEES     OTHER EXPENSES      (AFTER FEE WAIVERS)(4)
<S>                                               <C>                    <C>             <C>                    <C>
The One Group Asset Allocation Fund               .55%                   none            .54%                   1.09%
The One Group Large Company Growth Fund           .74%                   none            .25%                    .99%
The One Group Large Company Value Fund            .74%                   none            .24%                    .98%
The One Group Growth Opportunities Fund           .74%                   none            .26%                   1.00%
The One Group International Equity Index Fund     .55%                   none            .81%                   1.36%
The One Group Disciplined Value Fund              .74%                   none            .26%                   1.00%
The One Group Equity Index Fund                   .10%                   none            .29%                    .39%
The One Group Income Equity Fund                  .74%                   none            .27%                   1.01%
The One Group Value Growth Fund                   .74%                   none            .31%                   1.05%
The One Group Gulf South Growth Fund              .74%                   none            .32%                   1.06%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .30% for all classes of
         shares of the Equity Index Fund and .65% of all classes of shares of
         the Asset Allocation Fund.

(4)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory fees, Total Operating
         Expenses would be .59% for Fiduciary Class Shares of the Equity Index
         Fund and 1.19% for Fiduciary Class shares of the Asset Allocation
         Fund.
    

                                       9


<PAGE>   13

   
EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Fiduciary Class shares of the Fund, assuming: (1) imposition of the maximum
sales charge; (2) 5% annual return; and (3) redemption at the end of each time
period.
    

   
<TABLE>
<CAPTION>
                                                   1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                   ------          -------             -------         --------
<S>                                                 <C>              <C>                  <C>           <C>
The One Group Asset Allocation Fund                  $11             $35                  $60            $133
The One Group Large Company Growth Fund              $10             $32                  $55            $121
The One Group Large Company Value Fund               $10             $31                  $54            $120
The One Group Growth Opportunities Fund              $10             $32                  $55            $122
The One Group International Equity Index Fund        $14             $43                  $74            $164
The One Group Disciplined Value Fund                 $10             $32                  $55            $122
The One Group Equity Index Fund                      $ 4             $13                  $22            $ 49
The One Group Income Equity Fund                     $10             $32                  $56            $124
The One Group Value Growth Fund                      $11             $33                  $58            $128
The One Group Gulf South Growth Fund                 $11             $34                  $58            $129
</TABLE>
    

   
Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:
    

<TABLE>
<CAPTION>
                                                   1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                   ------          -------             -------         --------
<S>                                                  <C>             <C>                  <C>           <C>
The One Group Asset Allocation Fund                  $12             $38                  $66            $145
The One Group Equity Index Fund                      $ 6             $19                  $33            $ 75
</TABLE>


   
The tables on pages ______ are designed to assist the investor in understanding
the various costs and expenses that may be directly or indirectly borne by
investors in the Trust. THESE EXAMPLES SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR
LESS THAN THOSE SHOWN.

The rules of the SEC require that the maximum sales charge be reflected in the
above tables. However, investors in the Funds ("Shareholders") may, under
certain circumstances, qualify for reduced sales charges. See "How to Invest in
The One Group." Long-term Shareholders of Class A shares and Class B shares may
pay more than the equivalent of the maximum front-end sales charges otherwise
permitted by the National Association of Securities Dealers' Rules.

FINANCIAL HIGHLIGHTS

The Trust was organized as a Massachusetts Business Trust on May 23, 1985. The
Trust currently consists of 40 separate investment portfolios (the "funds").
Currently, shares in the Funds are offered in three separate classes: Class A
shares, Class B shares and Fiduciary Class shares.

The following tables set forth certain financial information with respect to
the Financial Highlights for Class A, Class B and Fiduciary Class shares of the
Funds for the period from commencement of operations of each class of each Fund
to June 30, 1996. The information is a part of the financial statements audited
by Coopers & Lybrand L.L.P., independent accountants for the Trust, whose
report on the Trust's financial statements for the year ended June 30, 1996
appears in the Statement of Additional Information. Further information about
the Funds' performance is contained in the Annual Report to Shareholders, which
may be obtained without charge from the Distributor by calling 1-800-480-4111
during business hours.
    

                                       10


<PAGE>   14


THE ONE GROUP ASSET ALLOCATION FUND
FINANCIAL HIGHLIGHTS

For a share of each class outstanding throughout each period.

<TABLE>
<CAPTION>
                                                                                  ASSET ALLOCATION FUND
                                                                        ------------------------------------------
                                                                                        FIDUCIARY
                                                                        ------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                        ------------------------------------------
                                                                          1996       1995       1994     1993 (A)
                                                                        ---------  ---------  ---------  ---------
<S>                                                                     <C>        <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD..................................................  $   10.73  $    9.64  $   10.06  $   10.00
                                                                        ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...............................................       0.41       0.38       0.29       0.07
  Net realized and unrealized gains (losses) from investments.........       1.16       1.12      (0.38)      0.06
                                                                        ---------  ---------  ---------  ---------
    Total from Investment Activities..................................       1.57       1.50      (0.09)      0.13
                                                                        ---------  ---------  ---------  ---------
Distributions
  Net investment income...............................................      (0.41)     (0.37)     (0.29)     (0.07)
  Net realized gains..................................................      (0.18)     (0.04)     (0.04)        --
                                                                        ---------  ---------  ---------  ---------
    Total Distributions...............................................      (0.59)     (0.41)     (0.33)     (0.07)
                                                                        ---------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD........................................................  $   11.71  $   10.73  $    9.64  $   10.06
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
Total Return..........................................................      14.87%     16.06%     (1.01)%      5.45%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $  50,323  $  37,658  $  42,751  $  30,441
  Ratio of expenses to average net assets.............................       0.94%      1.06%      1.06%      0.90%(b)
  Ratio of net investment income to average net assets................       3.58%      3.72%      2.91%      3.03%(b)
  Ratio of expenses to average net assets*............................       1.19%      1.31%      1.33%      1.34%(b)
  Ratio of net investment income to average net assets*...............       3.33%      3.47%      2.64%      2.59%(b)
  Portfolio turnover (c)..............................................      73.38%    115.36%     56.55%      4.05%
  Average commission rate paid (d)....................................  $  0.0616
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain, fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Fiduciary Shares commenced offering on April 5, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 

                                       11
<PAGE>   15
- --------------------------------------------------------------------------------
   
THE ONE GROUP ASSET ALLOCATION FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                              ASSET ALLOCATION FUND
                                                                   --------------------------------------------
                                                                                     CLASS A
                                                                   --------------------------------------------
                                                                               YEARS ENDED JUNE 30,
                                                                   --------------------------------------------
                                                                     1996       1995       1994      1993 (A)
                                                                   ---------  ---------  ---------  -----------
<S>                                                                <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................  $   10.74  $    9.65  $   10.06   $   10.00
                                                                   ---------  ---------  ---------  -----------
Investment Activities
  Net investment income..........................................       0.37       0.35       0.27        0.05
  Net realized and unrealized gains (losses) from investments....       1.16       1.13      (0.38)       0.07
                                                                   ---------  ---------  ---------  -----------
    Total from Investment Activities.............................       1.53       1.48      (0.11)       0.12
                                                                   ---------  ---------  ---------  -----------
Distributions
  Net investment income..........................................      (0.37)     (0.34)     (0.26)      (0.06)
  In excess of net investment income.............................         --      (0.01)        --          --
  Net realized gains.............................................      (0.18)     (0.04)     (0.04)         --
                                                                   ---------  ---------  ---------  -----------
    Total Distributions..........................................      (0.55)     (0.39)     (0.30)      (0.06)
                                                                   ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................  $   11.72  $   10.74  $    9.65   $   10.06
                                                                   ---------  ---------  ---------  -----------
                                                                   ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge).............................      14.48%     15.76%     (1.19)%       5.23 %(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................  $  17,849  $   4,745  $   1,691  $      571
  Ratio of expenses to average net assets........................       1.19%      1.31%      1.33%       1.15 %(b)
  Ratio of net investment income to average net assets...........       3.33%      3.57%      2.68%       2.84 %(b)
  Ratio of expenses to average net assets*.......................       1.54%      1.66%      1.67%       1.62 %(b)
  Ratio of net investment income to average net assets*..........       2.98%     32.30%      2.34%       2.37 %(b)
  Portfolio turnover (c).........................................      73.38%    115.36%     56.55%       4.05 %
  Average commission rate paid (d)...............................  $  0.0616
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on April 2, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
                                       12
                                       
<PAGE>   16
- --------------------------------------------------------------------------------
   
THE ONE GROUP ASSET ALLOCATION FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                 ASSET ALLOCATION FUND
                                                                           ---------------------------------
                                                                                        CLASS B
                                                                           ---------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                           ---------------------------------
                                                                             1996       1995      1994 (A)
                                                                           ---------  ---------  -----------
<S>                                                                        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   10.76  $    9.67   $   10.37
                                                                           ---------  ---------  -----------
Investment Activities
  Net investment income..................................................       0.28       0.27        0.08
  Net realized and unrealized gains (losses) from investments............       1.18       1.14       (0.70)
                                                                           ---------  ---------  -----------
    Total from Investment Activities.....................................       1.46       1.41       (0.62)
                                                                           ---------  ---------  -----------
Distributions
  Net investment income..................................................      (0.28)     (0.27)      (0.08)
  In excess of net investment income.....................................         --      (0.01)         --
  Net realized gains.....................................................      (0.18)     (0.04)         --
                                                                           ---------  ---------  -----------
    Total Distributions..................................................      (0.46)     (0.32)      (0.08)
                                                                           ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   11.76  $   10.76   $    9.67
                                                                           ---------  ---------  -----------
                                                                           ---------  ---------  -----------
Total Return (Excludes Sales Charge).....................................      13.79%     14.90%      (5.98)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $  18,575  $   3,019  $    1,862
  Ratio of expenses to average net assets................................       1.94%      2.07%       2.40 %(b)
  Ratio of net investment income to average net assets...................       2.58%      2.77%       1.99 %(b)
  Ratio of expenses to average net assets*...............................       2.19%      2.31%       2.40 %(b)
  Ratio of net investment income to average net assets*..................       2.33%      2.52%       1.99 %(b)
  Portfolio turnover (d).................................................      73.38%    115.36%      56.55 %
  Average commission rate paid (e).......................................  $  0.0616
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
                                       13
                                       
<PAGE>   17
- --------------------------------------------------------------------------------
   
THE ONE GROUP ASSET ALLOCATION FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                          ASSET
                                                                                     ALLOCATION FUND
                                                                                     ---------------
                                                                                       SERVICE (A)
                                                                                     ---------------
                                                                                     YEAR ENDED JUNE
                                                                                           30,
                                                                                          1995
                                                                                     ---------------
<S>                                                                                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..............................................................     $    9.62
                                                                                           ------
Investment Activities
  Net investment income............................................................          0.22
  Net realized and unrealized gains (losses) from investments......................          1.05
                                                                                           ------
    Total from Investment Activities...............................................          1.27
Distributions
  Net investment income............................................................         (0.22)
  In excess of net investment income...............................................         (0.02)
  In excess of net realized gains..................................................         (0.04)
                                                                                           ------
    Total Distributions............................................................         (0.28)
                                                                                           ------
NET ASSET VALUE,
  END OF PERIOD....................................................................     $   10.61
                                                                                           ------
                                                                                           ------
Total Return.......................................................................              (a)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)................................................  $         --
  Ratio of expenses to average net assets..........................................          1.72   %(b)
  Ratio of net investment income to average net assets.............................          3.06   %(b)
  Ratio of expenses to average net assets*.........................................          1.98   %(b)
  Ratio of net investment income to average net assets*............................          2.79   %(b)
  Portfolio turnover (c)...........................................................        115.36   %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on July 15, 1994 when they were designated as Retirement
           Shares. On April 4, 1995, the name of the Retirement Shares was changed to Service Shares. As
           of June 1, 1995, Service Shares transferred to Class A Shares, and as of June 30, 1995, there
           were no shareholders in the Service Class. The total return for the period from July 15, 1994
           to June 1, 1995 for the Service Shares was 13.25%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
                                       14
                                       

<PAGE>   18


THE ONE GROUP LARGE COMPANY GROWTH FUND
FINANCIAL HIGHLIGHTS

For a share of each class outstanding throughout each period.

<TABLE>
<CAPTION>
                                                                              LARGE COMPANY GROWTH FUND
                                                               --------------------------------------------------------
                                                                                      FIDUCIARY
                                                               --------------------------------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                               --------------------------------------------------------
                                                                  1996        1995        1994       1993     1992 (A)
                                                               ----------  ----------  ----------  ---------  ---------
<S>                                                            <C>         <C>         <C>         <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................  $    13.47  $    11.32  $    10.92  $    9.85  $   10.00
                                                               ----------  ----------  ----------  ---------  ---------
Investment Activities
  Net investment income......................................        0.18        0.20        0.20       0.23       0.08
  Net realized and unrealized gains (losses) from
    investments..............................................        2.14        3.04        0.67       1.12      (0.16)
                                                               ----------  ----------  ----------  ---------  ---------
    Total from Investment Activities.........................        2.32        3.24        0.87       1.35      (0.08)
                                                               ----------  ----------  ----------  ---------  ---------
Distributions
  Net investment income......................................       (0.18)      (0.20)      (0.20)     (0.23)     (0.07)
  Net realized gains.........................................       (0.17)      (0.89)      (0.27)     (0.05)        --
                                                               ----------  ----------  ----------  ---------  ---------
    Total Distributions......................................       (0.35)      (1.09)      (0.47)     (0.28)     (0.07)
                                                               ----------  ----------  ----------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..............................................  $    15.44  $    13.47  $    11.32  $   10.92  $    9.85
                                                               ----------  ----------  ----------  ---------  ---------
                                                               ----------  ----------  ----------  ---------  ---------
Total Return.................................................       17.36%      21.85%       8.04%     13.92%     (0.80)%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..........................  $  745,986  $  531,595  $  150,035  $  41,317  $  25,019
  Ratio of expenses to average net assets....................        0.96%       1.00%       0.78%      0.39%      0.30%(b)
  Ratio of net investment income to average net assets.......        1.20%       1.72%       1.87%      2.24%      2.37%(b)
  Ratio of expenses to average net assets*...................        0.99%       1.00%       1.13%      1.43%      1.49%(b)
  Ratio of net investment income to average net assets*......        1.17%       1.72%       1.52%      1.21%      1.12%(b)
  Portfolio turnover (c).....................................       35.51%      14.22%       9.04%     10.61%      3.09%
  Average commission rate paid (d)...........................  $   0.0647
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on February 28, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
                                       15
                                       
<PAGE>   19
- --------------------------------------------------------------------------------
   
THE ONE GROUP LARGE COMPANY GROWTH FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                 LARGE COMPANY GROWTH FUND
                                                                                             ---------------------------------
                                                                                                          CLASS A
                                                                                             ---------------------------------
                                                                                                   YEARS ENDED JUNE 30,
                                                                                             ---------------------------------
                                                                                               1996       1995      1994 (A)
                                                                                             ---------  ---------  -----------
<S>                                                                                          <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................................................................  $   13.83  $   11.62   $   11.78
                                                                                             ---------  ---------  -----------
Investment Activities
  Net investment income....................................................................       0.14       0.17        0.04
  Net realized and unrealized gains (losses) from investments..............................       2.17       3.10       (0.16)
                                                                                             ---------  ---------  -----------
    Total from Investment Activities.......................................................       2.31       3.27       (0.12)
                                                                                             ---------  ---------  -----------
Distributions
  Net investment income....................................................................      (0.14)     (0.16)      (0.04)
  In excess of net investment income.......................................................         --      (0.01)         --
  Net realized gains.......................................................................      (0.17)     (0.89)         --
                                                                                             ---------  ---------  -----------
    Total Distributions....................................................................      (0.31)     (1.06)      (0.04)
                                                                                             ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD............................................................................  $   15.83  $   13.83   $   11.62
                                                                                             ---------  ---------  -----------
                                                                                             ---------  ---------  -----------
Total Return (Excludes Sales Charge).......................................................      16.85%     21.52%      (1.02)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........................................................  $  75,114  $  27,428  $      368
  Ratio of expenses to average net assets..................................................       1.21%      1.26%       1.25 %(b)
  Ratio of net investment income to average net assets.....................................       0.95%      1.49%       1.78 %(b)
  Ratio of expenses to average net assets*.................................................       1.34%      1.36%       1.35 %(b)
  Ratio of net investment income to average net assets*....................................       0.82%      1.39%       1.68 %(b)
Portfolio turnover (d).....................................................................      35.51%     14.22%       9.04 %
Average commission rate paid (e)...........................................................  $  0.0647
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on January 1, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
                                       16
                                       
<PAGE>   20
- --------------------------------------------------------------------------------
   
THE ONE GROUP LARGE COMPANY GROWTH FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                  LARGE COMPANY GROWTH FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $   13.63  $   11.47   $   11.57
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.05       0.09        0.03
  Net realized and unrealized gains (losses) from investments...............................       2.17       3.06       (0.10)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       2.22       3.15       (0.07)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.05)     (0.09)      (0.03)
  In excess of net investment income........................................................         --      (0.01)         --
  Net realized gains........................................................................      (0.17)     (0.89)         --
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.22)     (0.99)      (0.03)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $   15.63  $   13.63   $   11.47
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................      16.41%     20.65%      (0.66)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  56,261  $   6,918  $      334
  Ratio of expenses to average net assets...................................................       1.96%      2.01%       1.99 %(b)
  Ratio of net investment income to average net assets......................................       0.20%      0.74%       0.96 %(b)
  Ratio of expenses to average net assets*..................................................       1.99%      2.01%       1.99 %(b)
  Ratio of net investment income to average net assets*.....................................       0.17%      0.74%       0.96 %(b)
  Portfolio turnover (d)....................................................................      35.51%     14.22%       9.04 %
  Average commission rate paid (e)..........................................................  $  0.0647
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
                                       17
                                       
<PAGE>   21
- --------------------------------------------------------------------------------
   
THE ONE GROUP LARGE COMPANY GROWTH FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                   LARGE COMPANY GROWTH
                                                                                           FUND
                                                                                   --------------------
                                                                                         SERVICE/
                                                                                      RETIREMENT (A)
                                                                                   --------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                                   --------------------
                                                                                     1995       1994
                                                                                   ---------  ---------
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................  $   11.42  $   11.58
<S>                                                                                <C>        <C>
                                                                                   ---------  ---------
Investment Activities
  Net investment income..........................................................       0.11       0.03
  Net realized and unrealized gains (losses) from investments....................       2.85      (0.16)
                                                                                   ---------  ---------
    Total from Investment Activities.............................................       2.96      (0.13)
Distributions
  Net investment income..........................................................      (0.11)     (0.03)
  Net realized gains.............................................................      (0.89)        --
                                                                                   ---------  ---------
    Total Distributions..........................................................      (1.00)     (0.03)
                                                                                   ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..................................................................  $   13.38  $   11.42
                                                                                   ---------  ---------
                                                                                   ---------  ---------
Total Return.....................................................................           (a)     (1.13)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................  $      --  $      24
  Ratio of expenses to average net assets........................................       1.90 (b)      1.75%(b)
  Ratio of net investment income to average net assets...........................       1.05 (b)      1.02%(b)
  Ratio of expenses to average net assets*.......................................       1.90 (b)      1.75%(b)
  Ratio of net investment income to average net assets*..........................       1.05 (b)      1.02%(b)
  Portfolio turnover (d).........................................................      14.22%      9.04%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service Shares". As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 19.19%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
                                       18
                                       

<PAGE>   22

THE ONE GROUP LARGE COMPANY VALUE FUND

FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period. 
    
<TABLE>
<CAPTION>
                                                                                  LARGE COMPANY VALUE FUND
                                                                  ---------------------------------------------------------
                                                                                          FIDUCIARY
                                                                  ---------------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                  ---------------------------------------------------------
                                                                     1996        1995        1994        1993       1992
                                                                  ----------  ----------  ----------  ----------  ---------
<S>                                                               <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...........................................  $    12.87  $    11.34  $    11.64  $    11.34  $   10.07
                                                                  ----------  ----------  ----------  ----------  ---------
Investment Activities
  Net investment income.........................................        0.31        0.31        0.20        0.18       0.21
  Net realized and unrealized gains (losses) from investments...        1.20        2.18       (0.01)       0.58       1.34
                                                                  ----------  ----------  ----------  ----------  ---------
    Total from Investment Activities............................        1.51        2.49        0.19        0.76       1.55
                                                                  ----------  ----------  ----------  ----------  ---------
Distributions
  Net investment income.........................................       (0.31)      (0.32)      (0.19)      (0.18)     (0.21)
  Net realized gains............................................       (1.24)      (0.64)      (0.30)      (0.28)     (0.07)
                                                                  ----------  ----------  ----------  ----------  ---------
    Total Distributions.........................................       (1.55)      (0.96)      (0.49)      (0.46)     (0.28)
                                                                  ----------  ----------  ----------  ----------  ---------
NET ASSET VALUE,
  END OF PERIOD.................................................  $    12.83  $    12.87  $    11.34  $    11.64  $   11.34
                                                                  ----------  ----------  ----------  ----------  ---------
                                                                  ----------  ----------  ----------  ----------  ---------
Total Return....................................................       12.71%      23.42%      (1.59)%       6.73%     15.53%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).............................  $  584,527  $  365,376  $  169,127  $  132,833  $  62,075
  Ratio of expenses to average net assets.......................        0.97%       1.00%       0.95%       0.86%      0.82%
  Ratio of net investment income to average net assets..........        2.43%       2.74%       1.72%       1.62%      1.91%
  Ratio of expenses to average net assets*......................        0.98%       1.01%       1.02%       1.12%      1.34%
  Ratio of net investment income to average net assets*.........        2.42%       2.73%       1.65%       1.36%      1.39%
  Portfolio turnover (a)........................................      186.84%     203.13%     111.72%      51.75%     55.90%
  Average commission rate paid (b)..............................  $   0.0415
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 

                                       19
                                       

<PAGE>   23
- --------------------------------------------------------------------------------
   
THE ONE GROUP LARGE COMPANY VALUE FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                       LARGE COMPANY VALUE FUND
                                                                        -------------------------------------------------------
                                                                                                CLASS A
                                                                        -------------------------------------------------------
                                                                                         YEARS ENDED JUNE 30,
                                                                        -------------------------------------------------------
                                                                          1996       1995       1994       1993      1992 (A)
                                                                        ---------  ---------  ---------  ---------  -----------
<S>                                                                     <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $   12.89  $   11.34  $   11.64  $   11.33   $   11.42
                                                                        ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...............................................       0.27       0.28       0.17       0.16        0.07
  Net realized and unrealized gains (losses) from investments.........       1.22       2.20      (0.01)      0.59       (0.08)
                                                                        ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities..................................       1.49       2.48       0.16       0.75       (0.01)
                                                                        ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income...............................................      (0.27)     (0.27)     (0.16)     (0.16)      (0.08)
  In excess of net investment income..................................         --      (0.02)        --         --          --
  Net realized gains..................................................      (1.24)     (0.64)     (0.30)     (0.28)         --
                                                                        ---------  ---------  ---------  ---------  -----------
    Total Distributions...............................................      (1.51)     (0.93)     (0.46)     (0.44)      (0.08)
                                                                        ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $   12.87  $   12.89  $   11.34  $   11.64   $   11.33
                                                                        ---------  ---------  ---------  ---------  -----------
                                                                        ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)..................................      12.40%     22.64%      1.35%      6.64%      (0.33 )%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $   9,380  $   3,481  $     698  $     451  $       12
  Ratio of expenses to average net assets.............................       1.22%      1.25%      1.20%      1.10%       1.02 %(b)
  Ratio of net investment income to average net assets................       2.18%      2.52%      1.57%      1.41%       2.12 %(b)
  Ratio of expenses to average net assets*............................       1.33%      1.37%      1.37%      1.50%       1.22 %(b)
  Ratio of net investment income to average net assets*...............       2.07%      2.41%      1.40%      1.01%       1.92 %(b)
  Portfolio turnover (c)..............................................     186.84%    203.13%    111.72%     51.75%      55.90 %
  Average commission rate paid (d)....................................  $  0.0415
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
                                       20
                                       
<PAGE>   24
- --------------------------------------------------------------------------------
   
THE ONE GROUP LARGE COMPANY VALUE FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                LARGE COMPANY VALUE FUND
                                                                                             -------------------------------
                                                                                                         CLASS B
                                                                                             -------------------------------
                                                                                                  YEARS ENDED JUNE 30,
                                                                                             -------------------------------
                                                                                               1996       1995     1994 (A)
                                                                                             ---------  ---------  ---------
<S>                                                                                          <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................................................................  $   12.96  $   11.41  $   11.87
                                                                                             ---------  ---------  ---------
Investment Activities
  Net investment income....................................................................       0.18       0.17       0.05
  Net realized and unrealized gains (losses) from investments..............................       1.26       2.19      (0.46)
                                                                                             ---------  ---------  ---------
    Total from Investment Activities.......................................................       1.44       2.36      (0.41)
                                                                                             ---------  ---------  ---------
Distributions
  Net investment income....................................................................      (0.18)     (0.17)     (0.05)
  Net realized gains.......................................................................      (1.24)     (0.64)        --
                                                                                             ---------  ---------  ---------
    Total Distributions....................................................................      (1.42)     (0.81)     (0.05)
                                                                                             ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD............................................................................  $   12.98  $   12.96  $   11.41
                                                                                             ---------  ---------  ---------
                                                                                             ---------  ---------  ---------
Total Return (Excludes Sales Charge).......................................................      11.95%     22.28%      3.48%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........................................................  $   4,135  $     861  $     182
  Ratio of expenses to average net assets..................................................       1.97%      2.00%      2.00%(b)
  Ratio of net investment income to average net assets.....................................       1.43%      1.74%      1.06%(b)
  Ratio of expenses to average net assets*.................................................       1.98%      2.01%      2.00%(b)
  Ratio of net investment income to average net assets*....................................       1.42%      1.72%      1.06%(b)
  Portfolio turnover (d)...................................................................     186.84%    203.13%    111.72%
  Average commission rate paid (e).........................................................  $  0.0415
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
                                      
                                       21
 
                                      
<PAGE>   25

THE ONE GROUP GROWTH OPPORTUNITIES FUND
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period
    
<TABLE>
<CAPTION>
                                                                    GROWTH OPPORTUNITIES FUND
                                                      -----------------------------------------------------
                                                                            FIDUCIARY
                                                      -----------------------------------------------------
                                                                      YEARS ENDED JUNE 30,
                                                      -----------------------------------------------------
                                                        1996       1995       1994       1993       1992
                                                      ---------  ---------  ---------  ---------  ---------
<S>                                                   <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD................................  $   18.40  $   15.96  $   16.96  $   14.54  $   12.92
                                                      ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income.............................       0.20       0.06       0.07       0.06       0.09
  Net realized and unrealized gains (losses) from
    investments.....................................       3.83       2.98      (0.05)      2.99       1.87
                                                      ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities................       4.03       3.04       0.02       3.05       1.96
                                                      ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income.............................      (0.20)     (0.06)     (0.07)     (0.06)     (0.08)
  Net realized gains................................      (3.42)     (0.54)     (0.95)     (0.57)     (0.26)
                                                      ---------  ---------  ---------  ---------  ---------
    Total Distributions.............................      (3.62)     (0.60)     (1.02)     (0.63)     (0.34)
                                                      ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD......................................  $   18.81  $   18.40  $   15.96  $   16.96  $   14.54
                                                      ---------  ---------  ---------  ---------  ---------
                                                      ---------  ---------  ---------  ---------  ---------
Total Return........................................      24.63%     19.75%     (0.16)%     21.36%     15.15%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................  $ 532,525  $ 413,518  $ 389,567  $ 232,898  $ 131,533
  Ratio of expenses to average net assets...........       1.00%      0.98%      0.98%      0.89%      0.75%
  Ratio of net investment income to average net
    assets..........................................       1.15%      0.38%      0.42%      0.41%      0.51%
  Ratio of expenses to average net assets*..........       1.01%      0.98%      1.03%      1.11%      1.23%
  Ratio of net investment income to average net
    assets*.........................................       1.14%      0.38%      0.37%      0.19%      0.03%
  Portfolio turnover (a)............................     435.30%    132.63%     70.67%     64.64%     42.77%
  Average commission rate paid (b)..................  $  0.0451
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 

                                      
                                       22

                                      


<PAGE>   26
- --------------------------------------------------------------------------------
   
THE ONE GROUP GROWTH OPPORTUNITIES FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                                         GROWTH OPPORTUNITIES FUND
                                                          -------------------------------------------------------
                                                                                  CLASS A
                                                          -------------------------------------------------------
                                                                           YEARS ENDED JUNE 30,
                                                          -------------------------------------------------------
                                                            1996       1995       1994       1993      1992 (A)
                                                          ---------  ---------  ---------  ---------  -----------
<S>                                                       <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................  $   18.36  $   15.93  $   16.96  $   14.54   $   16.53
                                                          ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income.................................       0.17       0.02       0.04       0.03        0.01
  Net realized and unrealized gains (losses) from
    investments.........................................       3.80       2.98      (0.08)      3.00       (1.99)
                                                          ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities....................       3.97       3.00      (0.04)      3.03       (1.98)
                                                          ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income.................................      (0.15)     (0.01)     (0.03)     (0.04)      (0.01)
  In excess of net investment income....................         --      (0.02)     (0.01)        --          --
  Net realized gains....................................      (3.42)     (0.54)     (0.95)     (0.57)         --
                                                          ---------  ---------  ---------  ---------  -----------
    Total Distributions.................................      (3.57)     (0.57)     (0.99)     (0.61)      (0.01)
                                                          ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.........................................  $   18.76  $   18.36  $   15.93  $   16.96   $   14.54
                                                          ---------  ---------  ---------  ---------  -----------
                                                          ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)....................      24.32%     19.50%     (0.52)%     21.70%     (34.00 )%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................  $  28,052  $  11,178  $   8,097  $   5,757  $       84
  Ratio of expenses to average net assets...............       1.25%      1.23%      1.22%      1.11%       1.31 %(b)
  Ratio of net investment income to average net
    assets..............................................       0.90%      0.12%      0.27%      0.25%       0.12 %(b)
  Ratio of expenses to average net assets*..............       1.36%      1.33%      1.38%      1.48%       1.50 %(b)
  Ratio of net investment income (loss) to average
    net assets*.........................................       0.79%      0.02%      0.11%     (0.12%)      (0.07 %)(b)
  Portfolio turnover (c)................................     435.30%    132.63%     70.67%     64.64%      42.77 %
  Average commission rate paid (d)......................  $  0.0451
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 
- ----
                                       23
<PAGE>   27
- --------------------------------------------------------------------------------
   
THE ONE GROUP GROWTH OPPORTUNITIES FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period.
    
 
<TABLE>
<CAPTION>
                                                                            GROWTH OPPORTUNITIES FUND
                                                                       -----------------------------------
                                                                                     CLASS B
                                                                       -----------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                                       -----------------------------------
                                                                         1996       1995        1994(A)
                                                                       ---------  ---------  -------------
<S>                                                                    <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................  $   18.14  $   15.85  $   17.44
                                                                       ---------  ---------  -------------
Investment Activities
  Net investment income (loss).......................................       0.09      (0.07)    (0.02)
  Net realized and unrealized gains (losses) from investments........       3.69       2.90     (1.56)
                                                                       ---------  ---------  -------------
    Total from Investment Activities.................................       3.78       2.83     (1.58)
                                                                       ---------  ---------  -------------
Distributions
  Net investment income..............................................      (0.07)        --     (0.01)
  Net realized gains.................................................      (3.42)     (0.54)        --
                                                                       ---------  ---------  -------------
    Total Distributions..............................................      (3.49)     (0.54)    (0.01)
                                                                       ---------  ---------  -------------
NET ASSET VALUE,
  END OF PERIOD......................................................  $   18.43  $   18.14  $   15.85
                                                                       ---------  ---------  -------------
                                                                       ---------  ---------  -------------
Total Return (Excludes Sales Charge).................................      23.53%     18.47%     (9.07)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................  $  12,910  $   2,787  $   1,131
  Ratio of expenses to average net assets............................       2.00%      1.98%      2.12%(b)
  Ratio of net investment income (loss) to average net assets........       0.15%     (0.63)%     (0.55    )%(b)
  Ratio of expenses to average net assets*...........................       2.01%      1.98%      2.12    %(b)
  Ratio of net investment income (loss) to average net assets*.......       0.14%     (0.63)%     (0.55    )%(b)
  Portfolio turnover (d).............................................     435.30%    132.63%     70.67    %
  Average commission rate paid (e)...................................  $  0.0451
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       24
<PAGE>   28
- --------------------------------------------------------------------------------
   
THE ONE GROUP GROWTH OPPORTUNITIES FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    
 
<TABLE>
<CAPTION>
                                                                         GROWTH OPPORTUNITIES FUND
                                                                      --------------------------------
                                                                           SERVICE/RETIREMENT (A)
                                                                      --------------------------------
                                                                            YEARS ENDED JUNE 30,
                                                                      --------------------------------
                                                                             1995             1994
                                                                      -------------------  -----------
<S>                                                                   <C>                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...............................................       $   15.95        $   17.47
                                                                              ------       -----------
Investment Activities
  Net investment loss...............................................           (0.03)           (0.01)
  Net realized and unrealized gains (losses) from investments.......            2.14            (1.50)
                                                                              ------       -----------
    Total from Investment Activities................................            2.11            (1.51)
                                                                              ------       -----------
Distributions
  Net investment income.............................................              --            (0.01)
  Net realized gains................................................           (0.54)              --
                                                                              ------       -----------
    Total Distributions.............................................           (0.54)           (0.01)
                                                                              ------       -----------
NET ASSET VALUE,
  END OF PERIOD.....................................................       $   17.52        $   15.95
                                                                              ------       -----------
                                                                              ------       -----------
Total Return........................................................                  (a)       (8.64)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................................       $      --       $       35
  Ratio of expenses to average net assets...........................            1.87 %(b         1.91 %(b)
  Ratio of net investment loss to average net assets................           (0.39  (b)       (0.36)%(b)
  Ratio of expenses to average net assets*..........................            1.87 %(b         1.91 %(b)
  Ratio of net investment loss to average net assets*...............           (0.39  (b)       (0.36)%(b)
  Portfolio turnover (d)............................................          132.63 %          70.67 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares." On April 4, 1995, the name of the Retirement Shares was changed to
           "Service Shares." As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 13.12%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
 
                                       25
<PAGE>   29
THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                 INTERNATIONAL EQUITY INDEX FUND
                                                          ---------------------------------------------
                                                                            FIDUCIARY
                                                          ---------------------------------------------
                                                                      YEARS ENDED JUNE 30,
                                                          ---------------------------------------------
                                                            1996       1995       1994       1993 (A)
                                                          ---------  ---------  ---------  ------------
<S>                                                       <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................  $   13.93  $   13.46  $   11.80  $   10.00
                                                          ---------  ---------  ---------  ------------
Investment Activities
  Net investment income.................................       0.11       0.13       0.11       0.06
  Net realized and unrealized gains from investments....       1.43       0.46       1.68       1.75
                                                          ---------  ---------  ---------  ------------
    Total from Investment Activities....................       1.54       0.59       1.79       1.81
                                                          ---------  ---------  ---------  ------------
Distributions
  Net investment income.................................      (0.16)     (0.08)     (0.11)    (0.01)
  In excess of net investment income....................      (0.02)        --         --         --
  Net realized gains....................................      (0.12)     (0.04)     (0.01)        --
  In excess of net realized gains.......................         --         --      (0.01)        --
                                                          ---------  ---------  ---------  ------------
    Total Distributions.................................      (0.30)     (0.12)     (0.13)    (0.01)
                                                          ---------  ---------  ---------  ------------
NET ASSET VALUE,
  END OF PERIOD.........................................  $   15.17  $   13.93  $   13.46  $   11.80
                                                          ---------  ---------  ---------  ------------
                                                          ---------  ---------  ---------  ------------
Total Return............................................      11.22%      4.20%     15.44%     26.96%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................  $ 347,790  $ 218,299  $ 145,640  $  35,384
  Ratio of expenses to average net assets...............       0.97%      1.04%      1.02%      1.22%(b)
  Ratio of net investment income to average net
    assets..............................................       1.04%      1.25%      1.27%      1.37%(b)
  Ratio of expenses to average net assets*..............       1.00%      1.04%      1.02%      2.34%(b)
  Ratio of net investment income to average net
    assets*.............................................       1.01%      1.25%      1.27%      0.25%(b)
  Portfolio turnover (c)................................       6.28%      4.67%      7.74%      3.10%
  Average commission rate paid (d)......................  $  0.0022
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on October 28, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 

 
                                       26


<PAGE>   30
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                      INTERNATIONAL EQUITY INDEX FUND
                                                               ----------------------------------------------
                                                                                  CLASS A
                                                               ----------------------------------------------
                                                                            YEARS ENDED JUNE 30,
                                                               ----------------------------------------------
                                                                 1996       1995       1994       1993 (A)
                                                               ---------  ---------  ---------  -------------
<S>                                                            <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................  $   13.92  $   13.49  $   11.80  $   11.74
                                                               ---------  ---------  ---------     ------
Investment Activities
  Net investment income......................................       0.14       0.12       0.09       0.02
  Net realized and unrealized gains from investments.........       1.40       0.43       1.67       0.04
                                                               ---------  ---------  ---------     ------
    Total from Investment Activities.........................       1.54       0.55       1.76       0.06
                                                               ---------  ---------  ---------     ------
Distributions
  Net investment income......................................      (0.16)     (0.08)     (0.05)        --
  In excess of net investment income.........................      (0.02)        --         --         --
  Net realized gains.........................................      (0.12)     (0.04)     (0.02)        --
                                                               ---------  ---------  ---------     ------
    Total Distributions......................................      (0.30)     (0.12)     (0.07)        --
                                                               ---------  ---------  ---------     ------
NET ASSET VALUE,
  END OF PERIOD..............................................  $   15.16  $   13.92  $   13.49  $   11.80
                                                               ---------  ---------  ---------     ------
                                                               ---------  ---------  ---------     ------
Total Return (Excludes Sales Charge).........................      11.20%      3.87%     15.18%      2.87%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..........................  $  10,789  $   5,028  $   2,395  $     153
  Ratio of expenses to average net assets....................       1.22%      1.28%      1.26%      1.47%(b)
  Ratio of net investment income to average net assets.......       0.79%      1.09%      1.15%      2.10%(b)
  Ratio of expenses to average net assets*...................       1.35%      1.38%      1.36%      2.35%(b)
  Ratio of net investment income to average net assets*......       0.66%      0.99%      1.05%      1.22%(b)
  Portfolio turnover (c).....................................       6.28%      4.67%      7.74%      3.10%
  Average commission rate paid (d)...........................  $  0.0022
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on April 23, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 

 
                                       27

<PAGE>   31
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                            INTERNATIONAL EQUITY INDEX FUND
                                                                           ---------------------------------
                                                                                        CLASS B
                                                                           ---------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                           ---------------------------------
                                                                             1996       1995      1994 (A)
                                                                           ---------  ---------  -----------
<S>                                                                        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   13.73  $   13.40   $   13.00
                                                                           ---------  ---------  -----------
Investment Activities
  Net investment income..................................................       0.03       0.03        0.06
  Net realized and unrealized gains from investments.....................       1.32       0.41        0.34
                                                                           ---------  ---------  -----------
    Total from Investment Activities.....................................       1.35       0.44        0.40
                                                                           ---------  ---------  -----------
Distributions
  Net investment income..................................................      (0.15)     (0.07)         --
  In excess of net investment income.....................................      (0.02)        --          --
  Net realized gains.....................................................      (0.12)     (0.04)         --
                                                                           ---------  ---------  -----------
    Total Distributions..................................................      (0.29)     (0.11)         --
                                                                           ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   14.79  $   13.73   $   13.40
                                                                           ---------  ---------  -----------
                                                                           ---------  ---------  -----------
Total Return (Excludes Sales Charge).....................................       9.97%      3.17%       3.23%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $   5,856  $   3,687  $    1,872
  Ratio of expenses to average net assets................................       1.97%      2.04%       2.00 %(b)
  Ratio of net investment income to average net assets...................       0.04%      0.25%       1.37 %(b)
  Ratio of expenses to average net assets*...............................       2.00%      2.04%       2.00 %(b)
  Ratio of net investment income to average net assets*..................       0.01%      0.25%       1.37 %(b)
  Portfolio turnover (d).................................................       6.28%      4.67%       7.74 %
  Average commission rate paid (e).......................................  $  0.0022
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       28

<PAGE>   32
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                   INTERNATIONAL EQUITY
                                                                                        INDEX FUND
                                                                                   --------------------
                                                                                         SERVICE/
                                                                                      RETIREMENT (A)
                                                                                   --------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                                   --------------------
                                                                                     1995       1994
                                                                                   ---------  ---------
<S>                                                                                <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................  $   13.44  $   12.98
                                                                                   ---------  ---------
Investment Activities
  Net investment income..........................................................       0.11      (0.25)
  Net realized and unrealized gains (losses) from investments....................       0.50       0.71
                                                                                   ---------  ---------
    Total from Investment Activities.............................................       0.61       0.46
                                                                                   ---------  ---------
Distributions
  Net investment income..........................................................      (0.07)        --
  Net realized gains.............................................................      (0.04)        --
                                                                                   ---------  ---------
    Total Distributions..........................................................      (0.11)        --
                                                                                   ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..................................................................  $   13.94  $   13.44
                                                                                   ---------  ---------
                                                                                   ---------  ---------
Total Return.....................................................................           (a)      3.78%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................  $      --  $      74
  Ratio of expenses to average net assets........................................       1.90 (b)  10.85%(b)
  Ratio of net investment income to average net assets...........................       0.92 (b)   1.97%(b)
  Ratio of expenses to average net assets*.......................................       1.90 (b)   1.85%(b)
  Ratio of net investment income to average net assets*..........................       0.92 (b)   1.97%(b)
  Portfolio turnover (d).........................................................       4.67%      7.74%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service" Shares. As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 4.22%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
 
                                       29
<PAGE>   33

THE ONE GROUP DISCIPLINED VALUE FUND
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                  DISCIPLINED VALUE FUND
                                                                ----------------------------------------------------------
                                                                                        FIDUCIARY
                                                                ----------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                ----------------------------------------------------------
                                                                   1996        1995        1994        1993        1992
                                                                ----------  ----------  ----------  ----------  ----------
<S>                                                             <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.........................................  $    13.20  $    11.90  $    12.76  $    11.49  $    10.20
                                                                ----------  ----------  ----------  ----------  ----------
Investment Activities
  Net investment income.......................................        0.29        0.28        0.26        0.28        0.34
  Net realized and unrealized gains (losses) from
    investments...............................................        2.27        1.57        0.29        1.27        1.29
                                                                ----------  ----------  ----------  ----------  ----------
    Total from Investment Activities..........................        2.56        1.85        0.55        1.55        1.63
                                                                ----------  ----------  ----------  ----------  ----------
Distributions
  Net investment income.......................................       (0.29)      (0.27)      (0.26)      (0.28)      (0.34)
  Net realized gains..........................................       (0.78)      (0.28)      (1.15)         --          --
                                                                ----------  ----------  ----------  ----------  ----------
    Total Distributions.......................................       (1.07)      (0.55)      (1.41)      (0.28)      (0.34)
                                                                ----------  ----------  ----------  ----------  ----------
NET ASSET VALUE,
  END OF PERIOD...............................................  $    14.69  $    13.20  $    11.90  $    12.76  $    11.49
                                                                ----------  ----------  ----------  ----------  ----------
                                                                ----------  ----------  ----------  ----------  ----------
Total Return..................................................       20.10%      16.03%       4.04%      13.58%      16.24%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...........................  $  522,474  $  448,530  $  418,238  $  211,785  $  115,234
  Ratio of expenses to average net assets.....................        0.99%       1.00%       0.93%       0.89%       0.69%
  Ratio of net investment income to average net assets........        2.04%       2.21%       2.14%       2.30%       3.17%
  Ratio of expenses to average net assets*....................        1.00%       1.10%       0.98%       1.08%       1.23%
  Ratio of net investment income to average net assets*.......        2.03%       2.11%       2.09%       2.11%       2.63%
  Portfolio turnover (a)......................................       90.55%     176.66%      56.33%     108.79%      25.32%
  Average commission rate paid (b)............................  $   0.0576
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 

                                       30

<PAGE>   34
- --------------------------------------------------------------------------------
   
THE ONE GROUP DISCIPLINED VALUE FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
    
<TABLE>
<CAPTION>
For a share of each class outstanding throughout each period.
                                                                                       DISCIPLINED VALUE FUND
                                                                       -------------------------------------------------------
                                                                                               CLASS A
                                                                       -------------------------------------------------------
                                                                                        YEARS ENDED JUNE 30,
                                                                       -------------------------------------------------------
                                                                         1996       1995       1994       1993      1992 (A)
                                                                       ---------  ---------  ---------  ---------  -----------
<S>                                                                    <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................  $   13.22  $   11.91  $   12.75  $   11.49   $   11.45
                                                                       ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income..............................................       0.25       0.24       0.24       0.25        0.12
  Net realized and unrealized gains (losses) from investments........       2.28       1.59       0.30       1.26        0.06
                                                                       ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities.................................       2.53       1.83       0.54       1.51        0.18
                                                                       ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income..............................................      (0.25)     (0.24)     (0.23)     (0.25)      (0.14)
  Net realized gains.................................................      (0.78)     (0.26)     (1.10)        --          --
  In excess of net realized gains....................................         --      (0.02)     (0.05)        --          --
                                                                       ---------  ---------  ---------  ---------  -----------
    Total Distributions..............................................      (1.03)     (0.52)     (1.38)     (0.25)      (0.14)
                                                                       ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD......................................................  $   14.72  $   13.22  $   11.91  $   12.75   $   11.49
                                                                       ---------  ---------  ---------  ---------  -----------
                                                                       ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge).................................      19.80%     15.43%      3.95%     13.27%       1.56%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................  $  20,838  $  13,560  $  10,448  $   3,435  $       35
  Ratio of expenses to average net assets............................       1.24%      1.26%      1.18%      1.12%       1.29 %(b)
  Ratio of net investment income to average net assets...............       1.79%      1.99%      2.00%      2.06%       2.43 %(b)
  Ratio of expenses to average net assets*...........................       1.35%      1.36%      1.33%      1.46%       1.49 %(b)
  Ratio of net investment income to average net assets*..............       1.68%      1.89%      1.85%      1.72%       2.23 %(b)
  Portfolio turnover (c).............................................      90.55%    176.66%     56.33%    108.79%      25.32 %
  Average commission rate paid (d)...................................  $  0.0576
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       31

<PAGE>   35
- --------------------------------------------------------------------------------
   
THE ONE GROUP DISCIPLINED VALUE FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                  DISCIPLINED VALUE FUND
                                                                                             ---------------------------------
                                                                                                          CLASS B
                                                                                             ---------------------------------
                                                                                                   YEARS ENDED JUNE 30,
                                                                                             ---------------------------------
                                                                                               1996       1995      1994 (A)
                                                                                             ---------  ---------  -----------
<S>                                                                                          <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................................................................  $   13.19  $   11.90   $   12.60
                                                                                             ---------  ---------  -----------
Investment Activities
  Net investment income....................................................................       0.15       0.15        0.07
  Net realized and unrealized gains (losses) from investments..............................       2.27       1.58       (0.70)
                                                                                             ---------  ---------  -----------
    Total from Investment Activities.......................................................       2.42       1.73       (0.63)
                                                                                             ---------  ---------  -----------
Distributions
  Net investment income....................................................................      (0.14)     (0.15)      (0.06)
  In excess of net investment income.......................................................         --      (0.01)      (0.01)
  Net realized gains.......................................................................      (0.78)     (0.28)         --
                                                                                             ---------  ---------  -----------
    Total Distributions....................................................................      (0.92)     (0.44)      (0.07)
                                                                                             ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD............................................................................  $   14.69  $   13.19   $   11.90
                                                                                             ---------  ---------  -----------
                                                                                             ---------  ---------  -----------
Total Return (Excludes Sales Charge).......................................................      18.93%     14.92%      (5.00)%(c)
 
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........................................................  $  16,305  $  11,222  $    5,356
  Ratio of expenses to average net assets..................................................       1.99%      2.00%       1.96 %(b)
  Ratio of net investment income to average net assets.....................................       1.04%      1.26%       1.80 %(b)
  Ratio of expenses to average net assets*.................................................       2.00%      2.01%       1.96 %(b)
  Ratio of net investment income to average net assets*....................................       1.03%      1.25%       1.80 %(b)
  Portfolio turnover (d)...................................................................      90.55%    176.66%      56.33 %
  Average commission rate paid (e).........................................................  $  0.0576
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       32

<PAGE>   36
- --------------------------------------------------------------------------------
   
THE ONE GROUP DISCIPLINED VALUE FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                   DISCIPLINED VALUE
                                                                                          FUND
                                                                                  --------------------
                                                                                        SERVICE/
                                                                                     RETIREMENT (A)
                                                                                  --------------------
                                                                                  YEARS ENDED JUNE 30,
                                                                                  --------------------
                                                                                    1995       1994
                                                                                  ---------  ---------
NET ASSET VALUE,
  BEGINNING OF PERIOD...........................................................  $   11.90  $   12.59
<S>                                                                               <C>        <C>
                                                                                  ---------  ---------
Investment Activities
  Net investment income.........................................................       0.17       0.06
  Net realized and unrealized gains (losses) from investments...................       1.37      (0.69)
                                                                                  ---------  ---------
    Total from Investment Activities............................................       1.54      (0.63)
                                                                                  ---------  ---------
Distributions
  Net investment income.........................................................      (0.16)     (0.06)
  In excess of net investment income............................................      (0.01)        --
  Net realized gains............................................................      (0.28)        --
                                                                                  ---------  ---------
    Total Distributions.........................................................      (0.45)     (0.06)
                                                                                  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD.................................................................  $   12.99  $   11.90
                                                                                  ---------  ---------
                                                                                  ---------  ---------
Total Return....................................................................           (a)     (5.03)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).............................................  $      --  $      47
  Ratio of expenses to average net assets.......................................       1.90 (b)   1.84%(b)
  Ratio of net investment income to average net assets..........................       1.89 (b)   1.83%(b)
  Ratio of expenses to average net assets*......................................       1.90 (b)   1.84%(b)
  Ratio of net investment income to average net assets*.........................       1.89 (b)   1.83%(b)
  Portfolio turnover (d)........................................................     176.66%     56.33%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service" Shares. As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 13.14%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
 
                                       33

<PAGE>   37
THE ONE GROUP EQUITY INDEX FUND
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                     EQUITY INDEX FUND
                                                                 ---------------------------------------------------------
                                                                                         FIDUCIARY
                                                                 ---------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                 ---------------------------------------------------------
                                                                    1996        1995        1994        1993     1992 (A)
                                                                 ----------  ----------  ----------  ----------  ---------
<S>                                                              <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..........................................  $    14.03  $    11.59  $    11.92  $    10.92  $   10.00
                                                                 ----------  ----------  ----------  ----------  ---------
Investment Activities
  Net investment income........................................        0.33        0.32        0.29        0.30       0.26
  Net realized and unrealized gains (losses) from
    investments................................................        3.16        2.59       (0.20)       1.13       0.95
                                                                 ----------  ----------  ----------  ----------  ---------
    Total from Investment Activities...........................        3.49        2.91        0.09        1.43       1.21
                                                                 ----------  ----------  ----------  ----------  ---------
Distributions
  Net investment income........................................       (0.33)      (0.29)      (0.29)      (0.30)     (0.26)
  In excess of net investment income...........................       (0.01)      (0.02)      (0.04)         --         --
  Net realized gains...........................................       (0.52)      (0.16)      (0.09)      (0.13)     (0.03)
                                                                 ----------  ----------  ----------  ----------  ---------
    Total Distributions........................................       (0.86)      (0.47)      (0.42)      (0.43)     (0.29)
                                                                 ----------  ----------  ----------  ----------  ---------
NET ASSET VALUE,
  END OF PERIOD................................................  $    16.66  $    14.03  $    11.59  $    11.92  $   10.92
                                                                 ----------  ----------  ----------  ----------  ---------
                                                                 ----------  ----------  ----------  ----------  ---------
Total Return...................................................       25.47%      25.79%       0.63%      13.04%     12.14%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................  $  321,058  $  234,895  $  165,370  $   96,446  $  62,150
  Ratio of expenses to average net assets......................        0.30%       0.33%       0.46%       0.50%      0.73%(b)
  Ratio of net investment income to average net assets.........        2.18%       2.57%       2.44%       2.46%      2.43%(b)
  Ratio of expenses to average net assets*.....................        0.59%       0.66%       0.59%       0.87%      1.16%(b)
  Ratio of net investment income to average net assets*........        1.89%       2.24%       2.31%       2.09%      2.00%(b)
  Portfolio turnover (c).......................................        9.08%       2.71%      11.81%       2.71%     21.90%
  Average commission rate paid (d).............................  $   0.0490
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on July 2, 1991.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 

                                       34



<PAGE>   38
- --------------------------------------------------------------------------------
    
THE ONE GROUP EQUITY INDEX FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    

<TABLE>
<CAPTION>
                                                                                       EQUITY INDEX FUND
                                                                   ----------------------------------------------------------
                                                                                            CLASS A
                                                                   ----------------------------------------------------------
                                                                                      YEARS ENDED JUNE 30,
                                                                   ----------------------------------------------------------
                                                                     1996        1995        1994        1993      1992 (A)
                                                                   ---------  ----------  ----------  ----------  -----------
<S>                                                                <C>        <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................  $   14.02  $    11.59  $    11.91  $    10.92   $   10.94
                                                                   ---------  ----------  ----------  ----------  -----------
Investment Activities
  Net investment income..........................................       0.27        0.29        0.28        0.30        0.08
  Net realized and unrealized gains (losses) from investments....       3.18        2.58       (0.20)       1.10          --
                                                                   ---------  ----------  ----------  ----------  -----------
    Total from Investment Activities.............................       3.45        2.87        0.08        1.40        0.08
                                                                   ---------  ----------  ----------  ----------  -----------
Distributions
  Net investment income..........................................      (0.27)      (0.28)      (0.27)      (0.28)      (0.10)
  In excess of net investment income.............................      (0.01)         --       (0.04)         --          --
  Net realized gains.............................................      (0.52)      (0.16)      (0.09)      (0.13)         --
                                                                   ---------  ----------  ----------  ----------  -----------
    Total Distributions..........................................      (0.80)      (0.44)      (0.40)      (0.41)      (0.10)
                                                                   ---------  ----------  ----------  ----------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................  $   16.67  $    14.02  $    11.59  $    11.91   $   10.92
                                                                   ---------  ----------  ----------  ----------  -----------
                                                                   ---------  ----------  ----------  ----------  -----------
Total Return (Excludes Sales Charge).............................      25.16%      25.43%       0.56%      12.75%       1.32%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................  $  32,186  $    3,003  $    1,416  $      512  $        5
  Ratio of expenses to average net assets........................       0.55%       0.56%       0.62%       0.52%       1.09 %(b)
  Ratio of net investment income to average net assets...........       1.93%       2.38%       2.37%       2.51%       1.97 %(b)
  Ratio of expenses to average net assets*.......................       0.94%       1.01%       0.94%       0.99%       1.27 %(b)
  Ratio of net investment income to average net assets*..........       1.54%       1.94%       2.05%       2.04%       1.79 %(b)
  Portfolio turnover (c).........................................       9.08%       2.71%      11.81%       2.71%      21.90 %
  Average commission rate paid (d)...............................  $  0.0490
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 

 
                                       35

<PAGE>   39
- --------------------------------------------------------------------------------
   
THE ONE GROUP EQUITY INDEX FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                      EQUITY INDEX FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $   14.05  $   11.61   $   12.39
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.16       0.18        0.09
  Net realized and unrealized gains (losses) from investments...............................       3.16       2.61       (0.78)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       3.32       2.79       (0.69)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.16)     (0.19)      (0.09)
  In excess of net investment income........................................................      (0.01)        --          --
  Net realized gains........................................................................      (0.52)     (0.16)         --
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.69)     (0.35)      (0.09)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $   16.68  $   14.05   $   11.61
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................      24.05%     24.58%      (5.57)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  38,538  $   1,408  $      248
  Ratio of expenses to average net assets...................................................       1.30%      1.34%       1.10 %(b)
  Ratio of net investment income to average net assets......................................       1.18%      1.60%       2.08 %(b)
  Ratio of expenses to average net assets*..................................................       1.59%      1.67%       1.15 %(b)
  Ratio of net investment income to average net assets*.....................................       0.89%      1.27%       2.03 %(b)
  Portfolio turnover (d)....................................................................       9.08%      2.71%      11.81 %
  Average commission rate paid (e)..........................................................  $  0.0490
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       36
<PAGE>   40
- --------------------------------------------------------------------------------
   
THE ONE GROUP EQUITY INDEX FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                      EQUITY INDEX FUND
                                                                                                   ------------------------
                                                                                                    SERVICE/RETIREMENT (A)
                                                                                                   ------------------------
                                                                                                     YEARS ENDED JUNE 30,
                                                                                                   ------------------------
                                                                                                      1995         1994
                                                                                                   -----------  -----------
<S>                                                                                                <C>          <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................................   $   11.51    $   12.36
                                                                                                   -----------  -----------
Investment Activities
  Net investment income..........................................................................        0.13         0.05
  Net realized and unrealized gains (losses) from investments....................................        2.36        (0.85)
                                                                                                   -----------  -----------
    Total from Investment Activities.............................................................        2.49        (0.80)
                                                                                                   -----------  -----------
Distributions
  Net investment income..........................................................................       (0.19)       (0.05)
  In excess of net investment income.............................................................       (0.01)          --
  Net realized gains.............................................................................       (0.10)          --
  In excess of net realized gains................................................................       (0.06)          --
                                                                                                   -----------  -----------
    Total Distributions..........................................................................       (0.36)       (0.05)
                                                                                                   -----------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................................................   $   13.64    $   11.51
                                                                                                   -----------  -----------
                                                                                                   -----------  -----------
Total Return.....................................................................................            (a)      (6.52)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................................  $       --   $       11
  Ratio of expenses to average net assets........................................................        1.01  (b)       1.42 %(b)
  Ratio of net investment income to average net assets...........................................        2.18  (b)       1.83 %(b)
  Ratio of expenses to average net assets*.......................................................        1.37  (b)       1.69 %(b)
  Ratio of net investment income to average net assets*..........................................        1.82  (b)       1.56 %(b)
  Portfolio turnover (d).........................................................................        2.71 %      11.81 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service" Shares. As of June 1, 1995, Service shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 22.83%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
 
                                       37
<PAGE>   41


THE ONE GROUP INCOME EQUITY FUND
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                    INCOME EQUITY FUND
                                                   -----------------------------------------------------
                                                                         FIDUCIARY
                                                   -----------------------------------------------------
                                                                   YEARS ENDED JUNE 30,
                                                   -----------------------------------------------------
                                                     1996       1995       1994       1993       1992
                                                   ---------  ---------  ---------  ---------  ---------
<S>                                                <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................  $   15.13  $   13.22  $   13.21  $   12.24  $   11.35
                                                   ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income..........................       0.40       0.40       0.39       0.43       0.49
  Net realized and unrealized gains (losses) from
    investments..................................       3.22       2.28       0.01       0.97       0.90
                                                   ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities.............       3.62       2.68       0.40       1.40       1.39
                                                   ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income..........................      (0.40)     (0.40)     (0.39)     (0.43)     (0.50)
  Net realized gains.............................      (0.70)     (0.37)        --         --         --
                                                   ---------  ---------  ---------  ---------  ---------
    Total Distributions..........................      (1.10)     (0.77)     (0.39)     (0.43)     (0.50)
                                                   ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..................................  $   17.65  $   15.13  $   13.22  $   13.21  $   12.24
                                                   ---------  ---------  ---------  ---------  ---------
                                                   ---------  ---------  ---------  ---------  ---------
Total Return.....................................      24.53%     21.04%      3.27%     11.56%     12.36%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............  $ 321,827  $ 170,919  $ 198,787  $ 153,144  $ 125,050
  Ratio of expenses to average net assets........       0.98%      1.01%      0.98%      0.90%      0.70%
  Ratio of net investment income to average net
    assets.......................................       2.44%      2.85%      3.18%      3.37%      4.12%
  Ratio of expenses to average net assets*.......       1.01%      1.01%      1.05%      1.07%      1.23%
  Ratio of net investment income to average net
    assets*......................................       2.41%      2.85%      3.11%      3.20%      3.59%
  Portfolio turnover (a).........................      14.92%      4.03%     22.69%      7.53%      5.99%
  Average commission rate paid (b)...............  $  0.0673
</TABLE>
 
- ---------
 
        <TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such
           voluntary fee reductions had not occurred, the ratios would have been
           as indicated. 
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 


                                       38


<PAGE>   42
- --------------------------------------------------------------------------------
   
THE ONE GROUP INCOME EQUITY FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                                           INCOME EQUITY FUND
                                                         -------------------------------------------------------
                                                                                 CLASS A
                                                         -------------------------------------------------------
                                                                          YEARS ENDED JUNE 30,
                                                         -------------------------------------------------------
                                                           1996       1995       1994       1993      1992 (A)
                                                         ---------  ---------  ---------  ---------  -----------
<S>                                                      <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..................................  $   15.11  $   13.20  $   13.20  $   12.23   $   12.34
                                                         ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income................................       0.38       0.03       0.36       0.40        0.20
  Net realized and unrealized gains (losses) from
    investments........................................       3.20       2.29         --       0.98       (0.10)
                                                         ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities...................       3.58       2.32       0.36       1.38        0.10
Distributions
  Net investment income................................      (0.35)     (0.03)     (0.34)     (0.41)      (0.21)
  In excess of net investment income...................         --      (0.01)     (0.02)        --          --
  Net realized gains...................................      (0.70)     (0.37)        --         --          --
                                                         ---------  ---------  ---------  ---------  -----------
    Total Distributions................................      (1.05)     (0.41)     (0.36)     (0.41)      (0.21)
                                                         ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD........................................  $   17.64  $   15.11  $   13.20  $   13.20   $   12.23
                                                         ---------  ---------  ---------  ---------  -----------
                                                         ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)...................      24.23%     20.79%      2.95%     11.38%       2.16%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)....................  $  44,284  $  13,793  $  12,054  $   9,513  $      118
  Ratio of expenses to average net assets..............       1.23%      1.26%      1.23%      1.11%       1.29 %(b)
  Ratio of net investment income to average net
    assets.............................................       2.19%      2.61%      3.01%      3.32%       3.97 %(b)
  Ratio of expenses to average net assets*.............       1.36%      1.36%      1.40%      1.43%       1.49 %(b)
  Ratio of net investment income to average net
    assets*............................................       2.06%      2.51%      2.84%      3.00%       3.77 %(b)
  Portfolio turnover (c)...............................      14.92%      4.03%     22.69%      7.53%       5.99 %
  Average commission rate paid (d).....................  $  0.0673
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 

                                       39
<PAGE>   43
- --------------------------------------------------------------------------------
   
THE ONE GROUP INCOME EQUITY FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                  INCOME EQUITY FUND
                                                                           ---------------------------------
                                                                                        CLASS B
                                                                           ---------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                           ---------------------------------
                                                                             1996       1995      1994 (A)
                                                                           ---------  ---------  -----------
<S>                                                                        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   15.14  $   13.23   $   13.83
                                                                           ---------  ---------  -----------
Investment Activities
  Net investment income..................................................       0.24       0.26        0.11
  Net realized and unrealized gains (losses) from investments............       3.23       2.29       (0.60)
                                                                           ---------  ---------  -----------
    Total from Investment Activities.....................................       3.47       2.55       (0.49)
                                                                           ---------  ---------  -----------
Distributions
  Net investment income..................................................      (0.23)     (0.25)      (0.11)
  In excess of net investment income.....................................         --      (0.02)         --
  Net realized gains.....................................................      (0.70)     (0.37)         --
                                                                           ---------  ---------  -----------
    Total Distributions..................................................      (0.93)     (0.64)      (0.11)
                                                                           ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   17.68  $   15.14   $   13.23
                                                                           ---------  ---------  -----------
                                                                           ---------  ---------  -----------
Total Return (Excludes Sales Charge).....................................      23.41%     19.91%      (3.37)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $  29,169  $   3,468  $    1,714
  Ratio of expenses to average net assets................................       1.98%      2.01%       1.95 %(b)
  Ratio of net investment income to average net assets...................       1.44%      1.88%       2.70 %(b)
  Ratio of expenses to average net assets*...............................       2.01%      2.02%       1.95 %(b)
  Ratio of net investment income to average net assets*..................       1.41%      1.87%       2.70 %(b)
  Portfolio turnover (d).................................................      14.92%      4.03%      22.69 %
  Average commission rate paid (e).......................................  $  0.0673
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charge.
</TABLE>
 
                                       40
<PAGE>   44
THE ONE GROUP VALUE GROWTH FUND
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period
    
<TABLE>
<CAPTION>
                                                                                                          VALUE GROWTH FUND
                                                                                                          -----------------
                                                                                                              FIDUCIARY
                                                                                                          -----------------
                                                                                                           MARCH 26, 1996
                                                                                                                 TO
                                                                                                          JUNE 30, 1996 (A)
                                                                                                          -----------------
<S>                                                                                                       <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................................................................     $     10.00
                                                                                                                --------
Investment Activities
  Net investment income.................................................................................            0.03
  Net realized and unrealized gains (losses) from investments...........................................            0.39
                                                                                                                --------
    Total from Investment Activities....................................................................            0.42
                                                                                                                --------
Distributions
  Net investment income.................................................................................           (0.03)
                                                                                                                --------
    Total Distributions.................................................................................           (0.03)
                                                                                                                --------
NET ASSET VALUE,
  END OF PERIOD.........................................................................................     $     10.39
                                                                                                                --------
                                                                                                                --------
Total Return............................................................................................            10.48%(b)(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................................................................  $       191,212
  Ratio of expenses to average net assets...............................................................             0.95  %(d)
  Ratio of net investment income to average net assets..................................................             1.13  %(d)
  Ratio of expenses to average net assets*..............................................................             1.04  %(d)
  Ratio of net investment income to average net assets*.................................................             1.04  %(d)
  Portfolio turnover (e)................................................................................            65.21  %
  Average commission rate paid (f)......................................................................  $        0.0373
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Represents total return for Class A Shares from December 1, 1995 through March 25, 1996 plus
           total return for Fiduciary Shares for the period from March 26, 1996 through June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
 

                                       41

<PAGE>   45
- --------------------------------------------------------------------------------
   
THE ONE GROUP VALUE GROWTH FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                          VALUE GROWTH FUND
                                             ----------------------------------------------------------------------------
                                                                               CLASS A
                                             ----------------------------------------------------------------------------
                                               SEVEN MONTHS                     YEARS ENDED NOVEMBER 30,
                                              ENDED JUNE 30,    ---------------------------------------------------------
                                                 1996 (A)          1995        1994        1993        1992       1991
                                             -----------------  ----------  ----------  ----------  ----------  ---------
<S>                                          <C>                <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................      $   11.15      $     9.00  $    10.02  $     9.42  $     7.80  $    6.39
                                                   -------      ----------  ----------  ----------  ----------  ---------
Investment Activities
  Net investment income....................           0.94            0.12        0.13        0.11        0.11       0.12
  Net realized and unrealized gains
    (losses) from investments..............           0.08            2.44       (0.56)       0.82        1.76       1.44
                                                   -------      ----------  ----------  ----------  ----------  ---------
    Total from Investment Activities.......           1.02            2.56       (0.43)       0.93        1.87       1.56
                                                   -------      ----------  ----------  ----------  ----------  ---------
Distributions
  Net investment income....................          (0.94)          (0.12)      (0.14)      (0.12)      (0.10)     (0.14)
  In excess of net investment income.......          (0.01)             --          --          --          --         --
  Net realized gains.......................          (0.83)          (0.29)      (0.45)      (0.22)      (0.14)     (0.01)
                                                   -------      ----------  ----------  ----------  ----------  ---------
    Total Distributions....................          (1.78)          (0.41)      (0.59)      (0.33)      (0.24)     (0.15)
                                                   -------      ----------  ----------  ----------  ----------  ---------
NET ASSET VALUE,
  END OF PERIOD............................      $   10.39      $    11.15  $     9.00  $    10.02  $     9.42  $    7.80
                                                   -------      ----------  ----------  ----------  ----------  ---------
                                                   -------      ----------  ----------  ----------  ----------  ---------
Total Return (Excludes Sales Charge).......           10.40%(b)      29.57%      (4.32)%      10.13%      24.27%     24.97%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........  $       35,984     $  217,978  $  173,198  $  171,141  $  133,614  $  93,400
  Ratio of expenses to average net
    assets.................................            0.97    (c)       0.95%       0.96%       0.96%       0.97%      0.95%
  Ratio of net investment income to average
    net assets.............................            0.85    (c)       1.25%       1.34%       1.21%       1.25%      1.73%
  Ratio of expenses to average net
    assets*................................            1.05    (c)       0.95%       0.96%       0.96%       0.97%      1.02%
  Ratio of net investment income to average
    net assets*............................            0.77    (c)       1.25%       1.34%       1.21%       1.25%      1.66%
  Portfolio turnover (d)...................           65.21   %      77.00%      53.00%      66.00%      43.00%     54.00%
  Average commission rate paid (e).........  $       0.0373
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Value Growth Fund became the Value
           Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Value Growth Fund. The per share data for the periods prior to March 26, 1996 have been
           restated to reflect the impact of restatement of net asset value from $15.26 to $10.00
           effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       42

<PAGE>   46
- --------------------------------------------------------------------------------
   
THE ONE GROUP VALUE GROWTH FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                     VALUE GROWTH FUND
                                                                -----------------------------------------------------------
                                                                                          CLASS B
                                                                -----------------------------------------------------------
                                                                      SEVEN                              SEPTEMBER 9, 1994
                                                                     MONTHS               YEAR                  TO
                                                                      ENDED        ENDED NOVEMBER 30,      NOVEMBER 30,
                                                                JUNE 30, 1996 (A)         1995               1994 (B)
                                                                -----------------  -------------------  -------------------
<S>                                                             <C>                <C>                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.........................................      $   11.16           $    9.01            $    9.85
                                                                      -------              ------               ------
Investment Activities
  Net investment income.......................................           0.91                0.05                 0.02
  Net realized and unrealized gains (losses) from
    investments...............................................           0.07                2.46                (0.84)
                                                                      -------              ------               ------
    Total from Investment Activities..........................           0.98                2.51                (0.82)
                                                                      -------              ------               ------
Distributions
  Net investment income.......................................          (0.91)              (0.07)               (0.02)
  In excess of net investment income..........................          (0.01)                 --                   --
  Net realized gains..........................................          (0.83)              (0.29)                  --
                                                                      -------              ------               ------
    Total Distributions.......................................          (1.75)              (0.35)               (0.02)
                                                                      -------              ------               ------
NET ASSET VALUE,
  END OF PERIOD...............................................      $   10.39           $   11.16            $    9.01
                                                                      -------              ------               ------
                                                                      -------              ------               ------
Total Return (Excludes Sales Charge)..........................            9.96%(c)           28.74    %           (8.31)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...........................  $        4,673     $         2,923    $             412
  Ratio of expenses to average net assets.....................            1.86    (d)         1.70    %            1.71    %(d)
  Ratio of net investment income to average net assets........            0.13    (d)         0.38    %            0.76    %(d)
  Ratio of expenses to average net assets*....................            1.94    (d)         1.70    %            1.71    %(d)
  Ratio of net investment income to average net assets*.......            0.05    (d)         0.38    %            0.76    %(d)
  Portfolio turnover (e)......................................           65.21   %           77.00    %           53.00    %
  Average commission rate paid (f)............................  $       0.0373
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Value Growth Fund became the Value
           Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Value Growth Fund. The per share data for the periods prior to March 26, 1996 have been
           restated to reflect the impact of restatement of net asset value from $15.21 to $10.00
           effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Class B Shares commenced offering September 9, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       43

<PAGE>   47


- --------------------------------------------------------------------------------
   
THE ONE GROUP GULF SOUTH GROWTH FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                                                       GULF SOUTH
                                                                                       GROWTH FUND
                                                                                     ---------------
                                                                                        FIDUCIARY
                                                                                     ---------------
                                                                                     MARCH 26, 1996
                                                                                           TO
                                                                                        JUNE 30,
                                                                                        1996 (A)
                                                                                     ---------------
<S>                                                                                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..............................................................   $   10.00
                                                                                        -------
Investment Activities
  Net realized and unrealized gains from investments...............................        0.78
                                                                                        -------
    Total from Investment Activities...............................................        0.78
                                                                                        -------
Distributions
  Net realized gains...............................................................       (0.03)
                                                                                        -------
    Total Distributions............................................................       (0.03)
                                                                                        -------
NET ASSET VALUE,
  END OF PERIOD....................................................................   $   10.75
                                                                                        -------
                                                                                        -------
Total Return.......................................................................       13.39%(b)(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)................................................  $   83,371
  Ratio of expenses to average net assets..........................................        0.96     %(d)
  Ratio of net investment loss to average net assets...............................       (0.16     )%(d)
  Ratio of expenses to average net assets*.........................................        1.05     (d)
  Ratio of net investment loss to average net assets*..............................       (0.25     )%(d)
  Portfolio turnover (e)...........................................................       59.57     %
  Average commission rate paid (f).................................................  $   0.0685
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of the One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Represents total return for Class A Shares from December 1, 1995 through March 25, 1996 plus
           total return for Fiduciary Shares for the period from March 26, 1996 through June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       44

<PAGE>   48
- --------------------------------------------------------------------------------
   
THE ONE GROUP GULF SOUTH GROWTH FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                    GULF SOUTH GROWTH FUND
                                           -------------------------------------------------------------------------
                                                                            CLASS A
                                           -------------------------------------------------------------------------
                                                                                                        FIVE MONTHS
                                            SEVEN MONTHS             YEARS ENDED NOVEMBER 30,              ENDED
                                           ENDED JUNE 30,   ------------------------------------------  NOVEMBER 30,
                                              1996 (A)        1995       1994       1993       1992       1991 (F)
                                           ---------------  ---------  ---------  ---------  ---------  ------------
<S>                                        <C>              <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................    $   11.50      $    9.36  $   10.11  $    9.48  $    7.38   $    6.37
                                               -------      ---------  ---------  ---------  ---------  ------------
Investment Activities
  Net investment income (loss)...........        (0.07)         (0.04)     (0.04)     (0.02)      0.01        0.01
  Net realized and unrealized gains
    (losses) from investments............         1.40           2.35      (0.63)      0.88       2.09        1.01
                                               -------      ---------  ---------  ---------  ---------  ------------
    Total from Investment Activities.....         1.33           2.31      (0.67)      0.86       2.11        1.02
                                               -------      ---------  ---------  ---------  ---------  ------------
Distributions
  Net investment income..................           --             --         --      (0.01)     (0.01)      (0.01)
  Net realized gains.....................        (2.10)         (0.17)     (0.08)     (0.22)        --          --
                                               -------      ---------  ---------  ---------  ---------  ------------
    Total Distributions..................        (2.10)         (0.17)     (0.08)     (0.23)     (0.01)      (0.01)
                                               -------      ---------  ---------  ---------  ---------  ------------
NET ASSET VALUE,
  END OF PERIOD..........................    $   10.73      $   11.50  $    9.36  $   10.11  $    9.48   $    7.38
                                               -------      ---------  ---------  ---------  ---------  ------------
                                               -------      ---------  ---------  ---------  ---------  ------------
Total Return (Excludes Sales Charge).....        12.85%(b)      25.07%     (6.66)%      9.10%     28.59%      16.12  %(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......  $    18,356      $  95,467  $  77,540  $  74,982  $  55,719  $   34,546
  Ratio of expenses to average net
    assets...............................         1.05     (c)      1.03%      1.00%      1.01%      1.00%       1.05  %(c)
  Ratio of net investment income (loss)
    to average net assets................        (0.33      (c)     (0.36)%     (0.38)%     (0.21)%      0.15%       0.31  %(c)
  Ratio of expenses to average net
    assets*..............................         1.07     (c)      1.03%      1.00%      1.01%      1.00%       1.05  %(c)
  Ratio of net investment income (loss)
    to average net assets*...............        (0.35      (c)     (0.36)%     (0.38)%     (0.21)%      0.15%       0.31  %(c)
  Portfolio turnover (d).................        59.57    %     65.00%     51.00%     59.00%     42.00%      12.00  %
  Average commission rate paid (e).......  $    0.0685
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Gulf South Growth Fund became the
           Gulf South Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent
           the Paragon Gulf South Growth Fund. The per share data for the periods prior to March 26, 1996
           have been restated to reflect the impact of restatement of net asset value from $15.70 to
           $10.00 effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  Period from commencement of operations.
</TABLE>
 
 
                                       45

<PAGE>   49
- --------------------------------------------------------------------------------
   
THE ONE GROUP GULF SOUTH GROWTH FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                    GULF SOUTH GROWTH FUND
                                                      --------------------------------------------------
                                                                           CLASS B
                                                      --------------------------------------------------
                                                                                      SEPTEMBER 12, 1994
                                                       SEVEN MONTHS     YEAR ENDED            TO
                                                      ENDED JUNE 30,   NOVEMBER 30,   NOVEMBER 30, 1994
                                                         1996 (A)          1995              (B)
                                                      ---------------  -------------  ------------------
<S>                                                   <C>              <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...............................   $   11.56         $    9.47      $   10.40
                                                         -------            ------         ------
Investment Activities
  Net investment loss...............................       (0.06)            (0.07)         (0.01)
  Net realized and unrealized gains (losses) from
    investments.....................................        1.35              2.33          (0.92)
                                                         -------            ------         ------
    Total from Investment Activities................        1.29              2.26          (0.93)
                                                         -------            ------         ------
Distributions
  Net realized gains................................       (2.13)            (0.17)            --
                                                         -------            ------         ------
    Total Distributions.............................       (2.13)            (0.17)            --
                                                         -------            ------         ------
NET ASSET VALUE,
  END OF PERIOD.....................................   $   10.72         $   11.56      $    9.47
                                                         -------            ------         ------
                                                         -------            ------         ------
Total Return (Excludes Sales Charge)................       12.47%(c)         24.21%         (9.08)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................  $    2,545       $     1,814    $       231
  Ratio of expenses to average net assets...........        1.87      (d)        1.78  %        1.75       %(d)
  Ratio of net investment loss to average
    net assets......................................       (1.10       (d)       (1.16  )%       (0.90       )%(d)
  Ratio of expenses to average net assets*..........        1.92     (d)        1.78  %        1.75       %(d)
  Ratio of net investment loss to average net
    assets*.........................................       (1.15       (d)       (1.16)%       (0.90       )%(d)
  Portfolio turnover (e)............................       59.57     %       65.00  %       51.00       %
Average commission rate paid (f)....................  $   0.0685
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Gulf South Growth Fund became the
           Gulf South Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent
           the Paragon Value Growth Fund. The per share data for the period prior to March 26, 1996 have
           been restated to reflect the impact of restatement of net asset value from $15.48 to $10.00
           effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
 
                                       46
<PAGE>   50

THE FUNDS

   
The Funds are part of the Trust, which is an open-end management investment
company that offers shares in 40 separate funds, most of which offer three
classes of shares. This Prospectus relates to the Class A, Class B and
Fiduciary Class shares of the 10 equity Funds of the Trust. Each class of
shares provides for variations in distribution costs, voting rights, dividends
and per share net asset value. Except for these differences among classes, each
share of a Fund represents an undivided, proportionate interest in the Fund.
Information regarding the Trust's 30 other funds and their classes is contained
in separate prospectuses which may be obtained from the Trust's Distributor,
The One Group Services Company, 3435 Stelzer Road, Columbus, OH 43219 or by
calling 1-800-480-4111.

INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

The investment objectives of the Funds are "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information - Voting
Rights" and "Investment Limitations." Unless expressly deemed to be
fundamental, the investment policies of the Funds are non-fundamental and may
be changed without a shareholder vote. You will be notified if a material
change is made in a non-fundamental policy. There is no assurance that the
Funds will meet their investment objectives.

Below is a description of each Fund's investment objective and policies, as
well as a summary of the types of securities in which each Fund may invest. For
additional information concerning the Funds' investments, see "Description of
Permitted Investments." The risks associated with investment in the Funds and
with certain investment techniques used by the Funds can be found in the
sections entitled "Risk Factors" and "Description of Permitted Investments."

The One Group Asset Allocation Fund

The One Group Asset Allocation Fund seeks to provide total return while
preserving capital. The Fund will invest in a combination of equity securities,
fixed income securities and money market instruments. Fixed income securities
in which the Fund may invest are U.S. government securities, mortgage-backed
securities, including collateralized mortgage obligations ("CMOs") and real
estate mortgage investment conduits ("REMICs"), corporate bonds and bank
obligations. Under normal conditions, the Fund will invest between 25% and 60%
of its total assets in senior fixed income securities consisting of bonds,
debentures, notes, and similar obligations or instruments which constitute a
security and evidence indebtedness.

Under normal conditions, the Fund will invest between 40% and 75% of its total
assets in equity securities, depending on Banc One Advisors' assessment of
market conditions. Because the Fund is an asset allocation fund that represents
all of the various equity styles of The One Group, equity issuers may include
companies listed on a national exchange and companies which represent both
large and small capitalization, as well as growth and value securities. Up to
20% of the Fund's assets allocated to equity investments (from 8% to 15% of its
total assets) may be invested in the securities of foreign issuers, such as
common and preferred stocks, securities convertible into common stocks, and
warrants, as well as investment companies that invest in securities of foreign
issuers. The Fund also may invest in securities of foreign issuers by
purchasing American Depository Receipts ("ADRs") and convertibles only if they
are listed on registered exchanges or actively traded in the over-the-counter
market, except that the Fund may invest up to 5% of its assets in restricted
securities, including unsponsored ADRs. The balance of the total assets of the
Fund, other than fixed income and equity assets, will be invested in money
market instruments as described below.

The money market instruments in which the Fund may invest include U.S.
Dollar-denominated U.S. Treasury obligations, obligations issued or guaranteed
as to principal and interest by the agencies or instrumentalities of the U.S.
government, and commercial paper of U.S. issuers rated in one of the two
highest short-term rating categories described below in "Description of
Ratings" or, if unrated, determined by Banc One Advisors to be of comparable
quality. The Fund may also invest in obligations of U.S. commercial banks, U.S.
savings and loan institutions, and U.S. and London branches of foreign banks
that have total assets of $1 billion or more that are insured by the Federal
Deposit Insurance Corporation, and short-term corporate obligations of U.S.
issuers of commercial paper. The bank obligations and commercial paper must be
rated in one of the two highest rating categories described below in
"Description of Ratings" at the time of investment or be of comparable quality
and security or, if unrated, determined by Banc One Advisors to be of
comparable quality.

Banc One Advisors will regularly review the allocations of the Fund's assets
among equity securities, fixed income securities and money market instruments
and will gradually vary them over time in favor of investments that, in Banc
One Advisors' judgement, provide the most favorable total return outlook. In
making allocation decisions, Banc One Advisors will evaluate projections of
risk, market and economic conditions, volatility, yields and expected return.
For example, Banc One Advisors will seek to reduce the risk relative to
investments in common stocks by increasing the allocations of the Fund's assets
in fixed income securities and money market instruments when it believes that
common stocks are overvalued. Because the Fund seeks total return over the long
term,
    
                                       47
<PAGE>   51


   
Banc One Advisors will not attempt to time major changes in asset allocations.
Rather, shifts in allocations among equity securities, fixed income securities
and money market instruments will be made gradually over time.

A portion of the Fund's assets will be held in cash equivalents rated within
one of the commercial paper ratings described below in "Description of Ratings"
at the time of investment or, if unrated, determined by Banc One Advisors to be
of comparable quality.

The One Group Large Company Growth Fund

The One Group Large Company Growth Fund seeks long-term capital appreciation
and growth of income by investing primarily in equity securities. To achieve
its objective, the Fund under normal market conditions will invest
substantially all, but in no event less than 65%, of the value of its total
assets in equity securities consisting of common stocks, warrants and any
rights to purchase common stocks. The weighted average capitalization of the
companies in which the Fund invests under normal market conditions will always
be in excess of the market median capitalization of the S&P 500 Index.

The Fund may invest the remainder of its assets in any combination of
nonconvertible fixed income securities, repurchase agreements, options and
futures contracts. The nonconvertible debt securities will consist of corporate
notes, bonds and debentures that, as a matter of non-fundamental policy, are
rated within one of the three highest rating categories described below in
"Description of Ratings" or, if unrated, are determined by Banc One Advisors to
be of comparable quality. The Fund also may invest in Treasury bills, notes and
bonds issued by the United States government or its agencies or
instrumentalities. For daily cash management purposes, the Fund may invest in
repurchase agreements and cash equivalents. A portion of the Fund's assets will
be held in cash equivalents rated within one of the commercial paper ratings
described below in "Description of Ratings" or, if unrated, determined by Banc
One Advisors to be of comparable quality.

The One Group Large Company Value Fund

The One Group Large Company Value Fund seeks capital appreciation with the
incidental goal of achieving current income by investing primarily in equity
securities. The Fund will invest in equity securities of companies that are
believed to be selling below their long-term intrinsic investment values.
Companies held typically will be large capitalization issuers with current
price-to-earnings and/or price-to-book ratios which are lower than that of the
general market as measured by the S&P 500 Index. The weighted average
capitalization of the Fund's portfolio will always be in excess of the market
median capitalization of the S&P 500 Index. Factors such as financial
stability, debt-to-equity ratio, return on equity, and earnings/dividends
growth history and prospects will be used to gauge whether individual stocks
are undervalued or overvalued. In addition, the Fund may invest in the stock of
companies which have breakup values well in excess of current market values or
which have uniquely undervalued corporate assets. The general approach to
purchasing stocks will emphasize individual security selection. Macroeconomic
data and industry profit forecasts will be utilized to gauge the best sectors
of the economy in which to be positioned.

Under normal market conditions, the Fund will invest at least 80% of the value
of its total assets in equity securities consisting of common stocks and debt
securities and preferred stocks which are convertible into common stocks. A
portion of the Fund's assets will be held in cash equivalents rated in one of
the rating categories described below in "Description of Ratings" at the time
of investment or, if unrated, determined by Banc One Advisors to be of
comparable quality.

The One Group Growth Opportunities Fund

The One Group Growth Opportunities Fund seeks growth of capital and,
secondarily, current income by investing primarily in equity securities. The
Fund will invest in issues which are identified and selected based on the
potential to produce above-average earnings growth per share over a
one-to-three year period. It is expected that issuers will generally include
established companies with a history of above-average growth or companies that
are expected to enter periods of above-average growth, and smaller companies
which are positioned in emerging growth industries. The Fund may invest in
securities listed on a stock exchange as well as those traded over-the-counter.
Banc One Advisors may purchase securities of companies which do not pay
dividends but which are believed to have superior growth potential.

At least 80% of the value of the Fund's total assets will, under normal
conditions, be invested in equity securities consisting of common stocks and
debt securities and preferred stocks that are convertible into common stocks. A
portion of the Fund's assets will be held in cash equivalents rated within one
of the highest two rating categories described below in "Description of
Ratings" or, if unrated, determined by Banc One Advisors to be of comparable
quality.
    

                                       48
<PAGE>   52


   
The One Group International Equity Index Fund

The One Group International Equity Index Fund seeks to provide investment
results that correspond to the aggregate price and dividend performance of the
securities in the MSCI EAFE GDP Index. Under normal conditions, the Fund will
invest substantially all of its assets in foreign securities and at least 65%
of the value of its total assets in foreign equity securities, consisting of
common stocks (including sponsored and unsponsored American Depository Receipts
("ADRs")) and preferred stocks, securities convertible into common stocks (only
if they are listed on registered exchanges or actively traded in the
over-the-counter market), warrants and depository receipts for such securities
of issuers located in at least three different countries. In attempting to
duplicate the capital performance and dividend income of the MSCI EAFE GDP
Index, the Fund normally will invest in a representative portion of stocks
which match as closely as possible the characteristics of the stocks which
comprise the Index and secondarily in stock index futures. It is expected that
cash reserve items normally will not exceed 10% of the Fund's net assets. The
Fund is structured to minimize "tracking error" (the difference between the
Fund's investment results (before expenses) and the results of the MSCI EAFE
GDP Index). The Fund may invest up to 10% of its net assets in securities of
emerging international markets such as Mexico, Brazil and Chile. These
securities may be purchased directly through local exchanges, through publicly
traded closed-end country funds, or through passive foreign investment
companies. A substantial portion of the Fund's assets will be denominated in
foreign currencies.

The Fund also may invest in short-term obligations (including certificates of
deposit, demand deposits and time deposits), purchase and sell foreign currency
futures contracts, and lend its portfolio securities to U.S. and foreign
broker-dealers, banks or institutional borrowers of securities.

The One Group Disciplined Value Fund

The One Group Disciplined Value Fund seeks capital appreciation with the
secondary goal of achieving current income by investing primarily in equity
securities. The Fund will invest in equity securities with below-market average
price-to-earnings and price-to-book value ratios. The issuer's soundness and
earnings prospects will also be considered. While Banc One Advisors may sell
Fund securities in its discretion at any time, it is likely to move toward
elimination of the Fund's holdings of a stock when Banc One Advisors determines
that there is a fundamental change that impairs a company's ability to pay
dividends, or if the company's 12- month earnings per share comparison is
declining.

The Fund under normal conditions will invest at least 80% of the value of its
total assets in equity securities consisting of common stocks and debt
securities and preferred stocks that are convertible into common stocks. A
portion of the Fund's assets will be held in cash equivalents rated in one of
the rating categories described below in "Description of Ratings" at the time
of investment or, if unrated, determined by Banc One Advisors to be of
comparable quality.

The One Group Equity Index Fund

The One Group Equity Index Fund seeks investment results that correspond to the
aggregate price and dividend performance of the securities in the S&P 500
Index.  The Fund, in attempting to duplicate the capital performance and
dividend income of the S&P 500 Index, normally will invest in many of the
stocks which comprise the S&P 500 Index and secondarily in stock index futures.
Cash reserves normally will not exceed 10% of the Fund's net assets.

Banc One Advisors generally selects stocks for the Fund in the order of their
weightings in the S&P 500 Index beginning with the heaviest weighted stocks.
The percentage of the Fund's assets to be invested in each stock is
approximately the same as the percentage it represents in the S&P 500 Index.
From time to time, administrative adjustments may be made in the Fund because
of changes in the composition of the S&P 500 Index, but such changes should be
infrequent. The Fund will attempt to achieve a correlation between the
performance of its portfolio and that of the S&P 500 Index of at least 0.95,
without taking into account expenses. A correlation of 1.00 would indicate
perfect correlation, which would be achieved when the Fund's net asset value,
including the value of its dividend and capital gains distributions, increases
or decreases in exact proportion to changes in the S&P 500 Index.

The One Group Income Equity Fund

The One Group Income Equity Fund seeks current income through regular payment
of dividends with the secondary goal of achieving capital appreciation by
investing primarily in equity securities. The Fund will make investments in an
attempt to keep its yield above the S&P 500 Index. Achieving such a yield will
be the primary consideration in selecting securities. Investments will be made
in common stocks of corporations which regularly pay dividends, although
continued payment of dividends cannot be assured. The Fund will invest
primarily in stocks with favorable, long-term fundamental characteristics, but
stocks of companies that are out of favor in the financial community also may
be purchased.
    

                                       49
<PAGE>   53
   
The Fund under normal conditions will invest at least 80% of the value of its
total assets in equity securities consisting of common stocks and debt
securities and preferred stocks which are convertible into common stocks. A
portion of the Fund's assets will be held in cash equivalents rated in one of
the rating categories described below in "Description of Ratings" at the time
of investment or, if unrated, determined by Banc One Advisors to be of
comparable quality.

The One Group Value Growth Fund

The One Group Value Growth Fund seeks long-term capital growth and growth of
income while, as a secondary objective providing a moderate level of current
income. The Fund pursues its objectives by investing primarily in a portfolio
of common stocks, debt securities, preferred stocks, convertible securities,
warrants, and other equity securities of companies that show the potential for
growth of earnings over time. Stock selection is guided by current valuation
relative to a stock's historical valuation and relative to Banc One Advisors'
estimates of future growth of earnings and dividends. The Fund expects to
invest in securities currently paying a moderate level of income, although it
may invest in non-income producing securities when Banc One Advisors considers
their potential for growth of capital or future income to be promising. In
selecting portfolio securities for the Fund, Banc One Advisors considers its
outlook for the economy and each economic sector over a 12 to 18 month period.
Banc One Advisors then selects securities that it believes are overlooked or
undervalued by investors. Portfolio securities generally are sold when there is
a substantial reduction in Banc One Advisors's forecast of the company's future
earnings potential or when the price of a security appreciates to such an
extent that it is believed to have realized Banc One Advisors' appreciation
goal. No attempt is made by the Fund to time the market.

The Fund will ordinarily invest at least 65% of the value of its total assets
in securities with the characteristics described above. Although the Fund
intends to invest substantially all of its assets in such securities, up to 35%
of its total assets may be held in cash or invested in U.S. Government
Securities, other investment grade fixed-income securities and cash
equivalents. A portion of the Fund's assets will be held in cash equivalents
rated within one of the highest two rating categories described below in
"Description of Ratings," at the time of investment or, if unrated, determined
by Banc One Advisors to be of comparable quality.

The One Group Gulf South Growth Fund

The One Group Gulf South Growth Fund seeks long-term capital growth by
investing in a portfolio of equity securities of small-capitalization ,
emerging growth and medium capitalization companies, which are either
headquartered in or whose primary market is in the southeastern region of the
United States. The Fund invests primarily in a portfolio of common stocks, debt
securities, preferred stocks, convertible securities, warrants and other equity
securities of such companies. Dividend income, if any, is a consideration
incidental to the Fund's objective of capital growth. Banc One Advisors
anticipates that the Fund's portfolio will normally consist of securities of
approximately twenty-five to sixty emerging growth companies from Virginia,
North Carolina, South Carolina, Florida, Georgia, Tennessee, Alabama,
Mississippi, Arkansas, Louisiana, Kentucky and Texas. Stock selection is guided
by a company's earnings forecasts over a one to two year period, as well as by
its financial strength. It is expected that companies selected would generally
have market capitalizations ranging from $50,000,000 to $2,000,000,000,
although the Fund may occasionally hold securities of companies whose market
capitalizations are considerably larger if doing so contributes to the Fund's
investment objective. Companies selected also would be expected to show
earnings growth over time that is well above the growth rate of the overall
economy and the rate of inflation.

The Fund will normally invest at least 65% of the value of its total assets in
securities with the characteristics described above. Although the Fund intends
to invest all of its assets in such securities, up to 35% of its total assets
may be held in cash or invested in U.S. Government Securities, other investment
grade fixed-income securities and cash equivalents, when Banc One Advisors'
assessment of the attractiveness of the entire stock market and individual
market sectors changes. The remainder of the Fund's assets will be held in cash
equivalents rated within one of the highest two rating categories described
below in "Description of Ratings" or, if unrated, determined by Banc One
Advisors to be of comparable quality. Even though the Fund is a non-diversified
investment company, it currently will comply with the diversification
requirements of the Investment Company Act of 1940. The Fund, however, reserves
the right to resume operating as a non-diversified investment company if
conditions warrant. For additional information about diversification, please
refer to the section in this Prospectus entitled "Facts About Non-Diversified
Funds."

ADDITIONAL  INVESTMENT INFORMATION

Additional Permissible Investments

In addition to the permissible investments described above, the Funds may
invest in U.S. Treasury obligations, including Separately Traded Registered
Interest and Principal Securities ("STRIPS") and Coupon Under Book Entry
Safekeeping ("CUBES"), receipts, including Treasury Receipts ("TRS"), Treasury
Investment Growth Receipts ("TIGRS"), and Certificates of Accrual on Treasury
Securities ("CATS"), certificates of deposit, time deposits, repurchase
agreements, reverse repurchase agreements, securities of other
    

                                       50
<PAGE>   54
   
investment companies, convertible securities, when-issued securities and
forward commitments, options, futures contracts, and options on futures
contracts. The Funds also may engage in securities lending transactions.

Each of the Funds, other than the International Equity Index Fund, also may
purchase commercial paper, bankers acceptances, U.S. government agency
securities, and variable and floating rate notes. In addition, each of the
Funds, other than the Equity Index Fund, may purchase securities of foreign
issuers. Neither the International Equity Index Fund nor the Equity Index Fund
may purchase restricted securities. Only the International Equity Index Fund
may purchase obligations of supranational agencies and engage in interest rate
and foreign currency risk hedging.

In addition to the investments described above, the Asset Allocation Fund may
invest in adjustable rate mortgage loans, mortgage dollar rolls, structured
instruments, swaps, caps and floors, municipal securities, asset-backed
securities and demand features.

Each of the Funds also may enter into futures contracts provided that the value
of these contracts does not exceed 25% of the Fund's total assets. In addition,
the Funds may write covered call options on securities they own and enter into
related closing purchase transactions, and engage in other options transactions
in furtherance of their investment objectives. All of the Funds' investments,
where applicable, must be rated in one of the rating categories described below
in the "Description of Ratings" at the time of investment or, if unrated,
determined by Banc One Advisors or the Sub-Advisor to be of comparable quality.

Debt Ratings

Municipal securities, if bonds, must be rated in one of the four highest rating
categories at the time of investment or, if unrated, determined by Banc One
Advisors to be of comparable quality. Other municipal securities, such as
tax-exempt commercial paper, notes and variable rate demand obligations, must
be rated in one of the two highest rating categories or, if unrated, determined
by Banc One Advisors to be of comparable quality.

Corporate bonds generally will be rated in one of the three highest rating
categories described below in "Description of Ratings" at the time of
investment or, if unrated, determined by Banc One Advisors to be of comparable
quality.  However, Banc One Advisors reserves the right to invest in corporate
bonds which present attractive opportunities and are rated in the fourth
highest rating category at the time of investment or, if unrated, are
determined by Banc One Advisors to be of comparable quality.

Illiquid Investments

Each Fund may invest up to 15% of its net assets in illiquid investments,
including restricted securities or private placements that are not deemed to be
liquid by Banc One Advisors. An illiquid investment is a security that cannot
be disposed of promptly in seven (7) days. Banc One Advisors may determine that
securities that cannot be sold to the general public but may be sold to
institutional investors (for example Rule 144A securities and privately placed
commercial paper) are liquid. In making liquidity determinations, Banc One
Advisors will follow guidelines established by the Board of Trustees.
    

For a detailed description of the Funds' permitted investments, see
"Description of Permitted Investments." For a description of permitted
investments for temporary defensive purposes, see "Temporary Defensive
Position."

RISK FACTORS

   
Risks of Investing in Equity Securities

Changes in the value of the Funds' portfolio securities will not affect cash
income, if any, derived from these securities but will affect the Funds' net
asset value. Because the Funds invest primarily in equity securities, which
fluctuate in value, the Funds' shares also will fluctuate in value. In
addition, certain investment management techniques that the Funds may use, such
as the purchase and sale of futures, options and forward commitments, could
expose the Funds to potentially greater risk of loss than more traditional
equity investments.

Risks of Investing in Fixed-Income Securities

The market value of a Fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest
    


                                       51
<PAGE>   55
   
and principal also affect the value of these investments. Except under
conditions of default, changes in the value of fixed-income securities will not
affect cash income derived from these securities but will affect the Funds' net
asset value.

Risks of Investing in Index Funds

Because of the Index Funds' investment objectives, securities may be purchased,
retained and sold by the Funds when such transactions would not be consistent
with traditional investment criteria. Accordingly, an investor is exposed to a
greater risk of loss (and a correspondingly greater prospect of gain) from
fluctuations in the value of such securities than would be the case if the
Funds were not fully invested in such securities. In addition, Banc One
Advisors or a sub-adviser may eliminate one or more securities or elect not to
increase the Funds' positions in such securities notwithstanding the continued
listing of such securities on the relevant index in the following
circumstances: (i) the stock is no longer publicly traded; or (ii) an
unexpected adverse development occurs with respect to a company such as
bankruptcy or insolvency. As a result of these risk factors, the share prices
of the Equity Index Fund and the International Equity Index Fund are expected
to be volatile, and investors should be able to sustain sudden, sometimes
substantial, fluctuations in the value of their investment.

Risks of Investing in Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls and exchange rates, interest
limitations or other governmental restrictions which might affect payment of
principal or interest, higher transaction costs, and delayed settlements of
transactions. Securities of some foreign companies are less liquid, and their
prices more volatile, than securities of comparable U.S. companies.
Additionally, there may be less public information available about foreign
issuers. Finally, since the Funds may invest in securities denominated in
foreign currencies, changes in exchange rates may affect the value of
investments in the Funds.

As a result of these risk factors, the share price of the International Equity
Index Fund is expected to be volatile, and investors should be able to sustain
sudden, sometimes substantial, fluctuations in the value of their investment.

Risks of Investing in Small Capitalization Companies

Smaller, less seasoned companies may be subject to greater business risk than
larger, established companies. They may be more vulnerable to changes in
economic conditions, specific industry conditions, market fluctuations and
other factors affecting the profitability of companies. Therefore, the stock
price of smaller capitalization companies may be subject to greater price
fluctuations than that of larger, established companies. Due to these and other
risk factors, the price movement of the securities held by the Funds may be
volatile and the net asset value of shares of the Funds may fluctuate.

Risks of Investing in Mortgage-Related Securities

The Asset Allocation Fund may invest in mortgage-related securities.
Mortgage-related securities include, among other things, mortgage-backed
securities, adjustable rate mortgage loans, and mortgage dollar rolls. The
investment characteristics of mortgage-related securities differ from
traditional debt securities. These differences can result in significantly
greater price and yield volatility than is the case with traditional
fixed-income securities. The major differences typically include more frequent
interest and principal payments, usually monthly, the adjustability of interest
rates, and the possibility that prepayments of principal may be made at any
time. Prepayment rates are influenced by changes in current interest rates and
a variety of economic, geographic, social, and other factors. During periods of
declining interest rates, prepayment rates can be expected to accelerate. Under
certain interest rate and prepayment rate scenarios, the Fund may fail to
recoup any premium paid on mortgage-related securities notwithstanding a direct
or indirect governmental or agency guarantee. The Fund will attempt to control
this risk by using various analytical and hedging techniques. In general,
changes in the rate of prepayments on a mortgage-related security will change
that security's market value and its yield to maturity. When interest rates
fall, high prepayments could force the Funds to reinvest principal at a time
when investment opportunities are not attractive. Thus, mortgage-related
securities may not be an effective means for the Funds to lock in long-term
interest rates.  Conversely, during periods when interest rates rise, slow
prepayments could cause the average life of the security to lengthen and the
value to decline more than anticipated.

Risks of Investing in Certain Debt Securities

The Asset Allocation Fund may invest in debt securities rated in the fourth
highest rating category by a nationally recognized statistical rating
organization. Securities in the fourth highest rating category are deemed by
rating organizations to have speculative characteristics. Changes in economic
conditions or other circumstances are more likely to lead to a weakened
capacity of the issuer
    

                                       52
<PAGE>   56
   
to make principal and interest payments than is the case with higher graded
securities. For more information regarding rating categories, see "Description
of Ratings."

Risks Relating to Certain Investment Techniques

Certain investment management techniques that the Funds may use may expose the
Funds to special risks. These include, but are not limited to, engaging in
hedging transactions (including mortgage and interest rate swaps and interest
rate floors and caps), purchasing and selling futures and options, making
forward commitments, purchasing structured instruments, lending portfolio
securities and entering into mortgage dollar rolls. These practices could
expose the Funds to potentially greater risk of loss that more traditional
fixed-income investments.

The permissible investments listed above include select securities that may be
considered to be derivatives, including: options, futures contracts, options on
futures contracts, warrants, multiple class pass-through securities and
collateralized mortgage obligations (CMOs and REMICs), stripped mortgage-backed
securities (IOs and POs), asset-backed securities, swap, cap and floor
transactions, new financial products, currency forwards and structured
instruments.
    

For additional information on each of the Fund's permitted investments and
associated risks, see "Description of Permitted Investments."

   
FACTS ABOUT NON-DIVERSIFIED FUNDS

The Gulf South Growth Fund will be operated as a "diversified" investment
company. However, as a matter of fundamental policy, the Fund is a
"non-diversified" investment company and may elect to resume operating as such.
This would mean that the Fund would be less limited in the proportion of its
assets that could be invested in securities of a single issuer. However, the
Fund would conduct its operations so as to qualify as a "regulated investment
company" for purposes of the Internal Revenue Code of 1986, as amended (the
"Code"). If the Gulf South Growth Fund resumes operating as a non-diversified
investment company, its share price would be subject to greater fluctuations as
a result of changes in an issuer's financial condition or the market's
assessment of an individual issuer.
    

HOW TO DO BUSINESS WITH
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

Shares of the Funds are sold on a continuous basis and may be purchased
directly from the Trust's Distributor, The One Group Services Company, by mail,
by telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Funds may be made on any day that
the New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Funds are $1,000 and $100,
respectively ($100 and $25, respectively, for employees of BANC ONE CORPORATION
and its affiliates). Initial and subsequent minimum investments may be waived
at the Distributor's discretion. Investors may purchase up to a maximum of
$250,000 of Class B shares per individual purchase order.

Class A and Class B shares are offered to the general public. Fiduciary Class
shares are offered to institutional investors, including affiliates of BANC ONE
CORPORATION and any bank, depository institution, insurance company, pension
plan or other organization authorized to act in fiduciary, advisory, agency,
custodial or similar capacities (each an "Authorized Financial Organization").
For additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

   
Investors may purchase Class A and Class B shares of the Funds by completing
and signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group," to
State Street Bank and Trust Company (the Trust's Transfer Agent and Custodian),
P.O.  Box 8500, Boston, MA 02266-8500. Subsequent purchases of shares may be
made at any time by mailing a check to the Transfer Agent. Account Application
Forms are available through the Distributor by calling 1-800-480-4111. All
purchases made by check should be in U.S. dollars. Third party checks will not
be accepted.  When purchases are made by check or under the Systematic
Investment Plan (see below), redemptions will not be allowed until the
investment being redeemed has been in a Fund for 15 calendar days.
    


                                       53
<PAGE>   57

Purchases of Fiduciary Class shares and Class A shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agent, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

   
Class A and Class B investors may make automatic monthly investments in the
Funds from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Funds.
    

FUND-DIRECT IRA

   
The Trust offers a tax-advantaged retirement plan for which shares of the Funds
may be an appropriate investment. The Trust's retirement plan allows
participants to defer taxes while helping them build their retirement savings.

The One Group's Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.
    

ADDITIONAL INFORMATION REGARDING PURCHASES

   
A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before the close of business on the next Business Day for Fiduciary Class
shares, and before the close of business on the third Business Day for Class A
and Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Funds is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of each Fund is determined by dividing the total market value of the Fund's
investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of 4:00 p.m., eastern
time, on each Business Day. For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares also may be
issued in transactions involving the acquisition by the Funds of securities
held by collective investment funds sponsored and administered by affiliates of
Banc One Advisors. Purchases will be made in full and fractional shares of the
Funds calculated to three decimal places. Although the methodology and
procedures are identical, the net asset value per share of classes within the
Funds may differ because the distribution expenses charged to Class A shares
and Class B shares are not charged to Fiduciary Class shares.
    

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.


                                       54
<PAGE>   58

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans and Class A shares that are being offered to investors
in certain retirement plans such as 401(k) and similar plans, other than
Individual Retirement Accounts, will normally be held in the name of the
Shareholder Servicing Agent effecting the purchase on the Shareholder's behalf,
and it is the Shareholder Servicing Agent's responsibility to transmit purchase
orders to the Distributor. A Shareholder Servicing Agent may impose an earlier
cut-off time for receipt of purchase orders directed through it to allow for
processing and transmittal of these orders to the Distributor for effectiveness
the same day. The Shareholder should contact his or her Shareholder Servicing
Agent for information as to the Shareholder Servicing Agent's procedures for
transmitting purchase, exchange or redemption orders to the Trust. A
Shareholder who desires to transfer the registration of shares beneficially
owned by him or her, but held of record by a Shareholder Servicing Agent,
should contact the Shareholder Servicing Agent to accomplish such change. Other
Shareholders who desire to transfer the registration of their shares should
contact the Transfer Agent.

   
No certificates representing the shares of the Funds will be issued. In
communications to Shareholders, the Funds will not duplicate mailings of Fund
material to Shareholders who reside at the same address.
    

SALES CHARGE

   
The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the commission paid to
financial institutions and intermediaries (the "commission"):
    

   
<TABLE>
<CAPTION>
                                                                                     SALES
                                                               SALES CHARGE        CHARGE AS         COMMISSION
                                                                   AS A           APPROPRIATE           AS A
                                                                PERCENTAGE        PERCENTAGE         PERCENTAGE
                                                                    OF                OF                 OF
                                                                 OFFERING         NET AMOUNT          OFFERING
AMOUNT OF PURCHASE                                                PRICE            INVESTED             PRICE
- ------------------                                                -----            --------             -----
<S>                                                               <C>                <C>                <C>
less than $100,000                                                4.50%              4.71%              4.05%
$100,000 but less than $250,000                                   3.50%              3.63%              3.05%
$250,000 but less than $500,000                                   2.50%              2.56%              2.05%
$500,000 but less than $1,000,000                                 2.00%              2.04%              1.60%
$1,000,000 or more                                                0.00%              0.00%              0.00%
</TABLE>
    

   
The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 4.50% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of shares of the Funds, in the form of
payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Funds for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. An investor who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase price if such investor redeems any or all of the Class A shares prior
to the first anniversary of purchase. Under certain circumstances, commissions
up to the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.
    

RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Funds and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.  

The term "single purchaser" refers to (i) an individual, (ii) an
individual and spouse purchasing shares of the Funds for their own account or
for trust or custodial accounts for their minor children, or (iii) a fiduciary
purchasing for any one trust, estate or fiduciary account, including employee
benefit plans created under Sections 401 or 457 of the Internal Revenue Code of
1986, as amended (the "Code"), and including related plans of the same
employer. To be entitled to a reduced sales charge based upon shares already
owned, the investor must ask the Distributor for such reduction at the time of
purchase and provide the account number(s) of the


                                      55
<PAGE>   59
   
investor, the investor and spouse, and their minor children, and give the age
of such children. The Funds may amend or terminate this right of accumulation
at any time as to subsequent purchases.
    

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
of the Trust that impose a comparable sales charge over the next 13 months, the
sales charge may be reduced by completing the Letter of Intent section of the
Account Application Form. The Letter of Intent includes a provision for a sales
charge adjustment depending on the amount actually purchased within the
13-month period. In addition, pursuant to a Letter of Intent, the Custodian
will hold in escrow the difference between the sales charge applicable to the
amount initially purchased and the sales charge paid at the time of the
investment, which is based on the amount covered by the Letter of Intent.

   
For example, assume an investor signs a Letter of Intent to purchase $250,000
of Class A shares of one (or more) of the funds of the Trust that impose a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.50% (the sales charge applicable to purchases
of $250,000) and 1.00% of the investment (representing the difference between
the 3.50% sales charge applicable to purchases of $100,000 and the 2.50% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.
    

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

   
No sales charge is imposed on Class A shares of the Funds: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of a Fund, such as
mergers, asset acquisitions and exchange offers to which a Fund is a party.
    

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor. 

The waiver of the sales charge under circumstances (v), (vi) and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met.  The waiver
policy with respect to the purchase of shares through the use of proceeds from a
recent redemption or distribution as described in clauses (v), (vi) and (vii)
above will not be continued indefinitely and may be discontinued at any time
without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds

                                       56
<PAGE>   60

from a recent redemption or distribution as described above, and to confirm
continued availability of the waiver policies prior to initiating the
procedures described in clauses (v), (vi) and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

   
Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Funds. Class B shares of the Funds are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Funds' average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). This ongoing fee will cause Class B shares to
have a higher expense ratio and to pay lower dividends than Class A shares.
Class B shares convert automatically to Class A shares after eight years,
commencing from the end of the calendar month in which the purchase order was
accepted under the circumstances and subject to the qualifications described in
this Prospectus.
    

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                                            CONTINGENT DEFERRED
                                                             SALES CHARGE AS A
         YEAR(S)                                               PERCENTAGE OF
         SINCE                                                 DOLLAR AMOUNT
         PURCHASE                                            SUBJECT TO CHARGE
         --------                                            -----------------
         <S>                                                       <C>
         0-1                                                       5.00%
         1-2                                                       4.00%
         2-3                                                       3.00%
         3-4                                                       3.00%
         4-5                                                       2.00%
         5-6                                                       1.00%
         6-7                                                       None
         7-8                                                       None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge


                                       57
<PAGE>   61

because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code), of
a Shareholder or a participant or beneficiary of a qualifying retirement plan
if redemption is made within one year of such death or disability; or (iii) to
the extent that the redemption represents a minimum required distribution from
an Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of a Fund, such as mergers, asset acquisitions and
exchange offers to which a Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

   
Fiduciary Class Shareholders of a Fund may exchange their shares for Class A
shares of that Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders of a Fund may exchange their shares for Fiduciary Class
shares of that Fund or for Fiduciary Class shares or Class A shares of another
fund of the Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of a Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."
    


                                       58
<PAGE>   62
CLASS B

Class B Shareholders of the Funds may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Funds.

A more detailed description of the above is set forth in the Statement of
Additional Information.

   
The Trust's exchange privilege is not intended to afford Shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Funds and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable Contingent
Deferred Sales Charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously


                                       59
<PAGE>   63
designated on the Account Application Form or by written instruction to the
Transfer Agent or the Shareholder Servicing Agent, if applicable. There is no
charge for having redemption requests mailed to a designated bank account.

   
BY TELEPHONE AND WIRE
    

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

   
Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Funds from which they
were received. Purchases of additional Class A shares while the Systematic
Withdrawal Plan is in effect are generally undesirable because a sales charge
is incurred whenever purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date. In addition, Shareholders who have attained the age
of 70 1/2 may elect to receive distributions, to the extent that the redemption
represents a minimum required distribution from an Individual Retirement
Account or other qualifying retirement plan.
    

If the amount of the systematic withdrawal exceeds the income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, the Funds may be requested to redeem shares for which they
have not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Funds intend to pay cash for all shares
redeemed. See "How to Invest In The One Group - by Mail."

Due to the relatively high costs of handling small investments, a Fund reserves
the right to redeem, at net asset value, the shares of any Shareholder if,
because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in a Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
a Fund in only the minimum investment amount may be subject to such involuntary
redemption if he or she thereafter redeems any of these shares. Before a Fund
exercises its right to redeem such shares and to send the proceeds to the
Shareholder, the Shareholder will be given notice that the value of the shares
in his or her account is less than the minimum amount and will be allowed 60
days to make an additional investment in the Fund in an amount which will
increase the value of the account to at least $1,000.
    

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

   
MANAGEMENT OF THE FUNDS

THE TRUSTEES

The Trustees oversee the management and administration of the Funds. Among
their other duties, the Trustees are responsible for making major decisions
relating to each Fund's investment objectives and policies. The Trustees
delegate the day-to-day management of the Funds to the officers of the Trust
and meet at least quarterly to review the Funds' investment policies,
performance, expenses and other business affairs.
    

                                       60
<PAGE>   64
   
THE ADVISOR

The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Funds and
continuously reviews, supervises and administers the Funds' investment
programs.  Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment advisor to the Trust in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE CORPORATION or its affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion as
of June 30, 1996.

THE FUND MANAGERS

Richard R. Jandrain, III, Senior Managing Director of Equity Securities, is
responsible for the development and implementation of the equity investment
policies of Banc One Advisors. Mr. Jandrain has over 18 years of investment
experience and has served in various investment management positions with Banc
One Advisors and its affiliates for the past seven years. Mr. Jandrain has
managed The One Group Growth Opportunities Fund since October, 1994. Mr.
Jandrain also managed the Fund from 1990 to 1993. In 1996, Mr. Jandrain became
Assistant Fund Manager for the Gulf South Growth Fund.

Gary J. Madich, CFA, is Senior Managing Director of Fixed Income Securities.
Mr.  Madich joined Banc One Advisors in February, 1995. Prior to joining Banc
One Advisors, Mr. Madich was a Senior Vice President and Portfolio Manager with
Federated Investors. Mr. Madich has seventeen years of investment management
experience.

Michael D. Weiner has been the Manager of the Equity Index Fund and of the
equity portion of the Asset Allocation Fund since November 1994. In February,
1996, Mr. Weiner began serving as Manager of the Value Growth Fund. Mr. Weiner
has served as Director of Equity Research with Banc One Advisors since June
1994. Prior to joining Banc One Advisors, Mr. Weiner served as the Director of
Research and Head of U.S. Equities for the Dupont Pension Fund Investment
Company of Wilmington, Delaware from 1986 to 1994.

Edmund M. Cowart, CFA, is the Manager of the Large Company Value Fund. From
1990 to 1992, Mr. Cowart served as Chief Investment Officer for Bank One,
Texas. Since 1992, Mr.  Cowart has held various positions with Banc One 
Advisors, including Senior Vice President and Regional Director of Portfolio 
Management. Mr. Cowart has twenty-four years of investment management 
experience.

Scott Grimshaw, head of Derivatives Research for Banc One Advisors, is the
Manager of the fixed income portion of the Asset Allocation Fund, having served
in that position since November, 1996. Mr. Grimshaw served as the Senior
Investment Officer in the Quantitative Research and Analysis Group for BANC ONE
CORPORATION prior to his current position. Mr. Grimshaw also serves as Manager
of the Treasury and Agency Fund. He has been employed by Banc One Advisors or
its affiliates since 1988.

R. Lynn Yturri is the Manager of the Income Equity Fund, having served in that
position since July, 1993. Mr. Yturri also has served as Fund Manager of the
Large Company Growth Fund since its inception in January, 1994 as the successor
to the Sun Eagle Growth Fund, which was acquired by the Trust. Mr. Yturri had
served as Portfolio Manager of the Sun Eagle Growth Fund since 1981. Prior to
January, 1994, Mr Yturri served as the Director of Portfolio Management at Banc
One Advisors in Arizona. Mr. Yturri also served as Manager of Trust Investments
at Valley National Bank of Arizona before the Bank was acquired by BANC ONE
CORPORATION in 1993.

Henry J. Reese, Jr., CFA, is Manager of The One Group Disciplined Value Fund.
Mr. Reese joined Banc One Advisors in 1994, where his responsibilities have
included the management of large trust and investment management relationships.
Prior to joining Banc One Advisors, Mr. Reese was Vice President and Senior
Portfolio Manager at Mellon Private Capital Management Group,
    

                                       61
<PAGE>   65
   
where he managed core equity and balanced portfolios for foundations,
endowments and other institutional clients. Mr. Reese joined Mellon in 1983.

Ashi Parikh is co-Manager of the Growth Opportunities Fund. Upon joining BANC
ONE CORPORATION in 1992, Mr. Parikh worked at Banc One Advisors as a Research
Analyst and Assistant Fund Manager. From 1990 to 1992, Mr. Parikh attended
Harvard Business School, where he earned an MBA.

Donald E. Allred has served as Fund Manager for the Gulf South Growth Fund
since its inception in February, 1996 as the successor to the Paragon Gulf
South Growth Fund which was acquired by the Trust. Mr. Allred also is
co-Manager of the Louisiana Municipal Bond Fund. Prior to becoming affiliated
with Banc One Advisors, Mr. Allred served as the President, Chief Executive
Officer and Chief Investment Officer at Premier Investment Advisors, L.L.C.,
where he also served as the Portfolio Manager of the Paragon Gulf South Growth
Fund from its inception in 1991. Mr. Allred has over 30 years of investment
experience.

Barbara Walchli, CFA, has served as co-Manager of the Large Company Growth Fund
and the Income Equity Fund since July, 1996. From 1985 until its acquisition by
BANC ONE CORPORATION in March, 1993, Ms. Walchli served as Director of Research
for Valley Capital Management, the investment arm of Valley National Bank.
Following the acquisition, Ms. Walchli worked as a senior equity analyst and
portfolio manager for Banc One Advisors until January, 1995, at which time she
joined First Interstate Capital Management as Director of Equity Research. Ms.
Walchli returned to Banc One Advisors in July, 1996. Ms. Walchli has seventeen
years of investment management experience.

Each Fund pays Banc One Advisors an investment advisory fee which is calculated
daily and paid monthly. Banc One Advisors may voluntarily agree to waive a part
of its fees. See "About the Fund - Expense Summary." These fee waivers are
voluntary and may be terminated at any time. Shareholders will be notified in
advance if and when these waivers are terminated. The following investment
advisory fee schedule (expressed as a percentage of average daily net assets),
is applicable to each Fund:

<TABLE>
<CAPTION>
                                                                                Fees Paid For Fiscal
                                                   ANNUAL RATE (%)            YEAR ENDED JUNE 30, 1996
                                                   ---------------            ------------------------
<S>                                                     <C>                              <C>
The One Group Asset Allocation Fund                     .65%                             .50%
The One Group Large Company Growth Fund*                .74%                             .74%
The One Group Large Company Value Fund*                 .74%                             .74%
The One Group Growth Opportunities Fund*                .74%                             .74%
The One Group International Equity Index Fund           .55%                             .55%
The One Group Disciplined Value Fund*                   .74%                             .74%
The One Group Equity Index Fund                         .30%                             .10%
The One Group Income Equity Fund*                       .74%                             .74%
The One Group Value Growth Fund*                        .74%                             .74%
The One Group Gulf South Growth Fund*                   .74%                             .74%
</TABLE>

*        The total compensation to Banc One Advisors for investment advisory
         and sub-administration services for the Value Growth Fund, the Growth
         Opportunities Fund, the Gulf South Growth Fund, the Large Company
         Growth Fund, the Disciplined Value Fund, the Large Company Value Fund,
         and the Income Equity Fund exceeds .75%, which is considered by the
         SEC staff to be higher than such fees paid by most other mutual funds.
         However, Banc One Advisors believes it is comparable to compensation
         paid by other mutual funds having similar investment objectives and
         policies.

THE SUB-ADVISOR

Boston International Advisors, Inc. ("Boston International") serves as the
International Equity Index Fund's Sub-Advisor pursuant to sub-investment
advisory agreement (the "Sub-Investment Advisory Agreement") with Banc One
Advisors. Under the Sub-Investment Advisory Agreement, Boston International
manages the Fund, selects investments and places all orders for purchases and
sales of the Fund's securities, subject to the general supervision of the
Trust's Board of Trustees and Banc One Advisors and in accordance with the
Fund's investment objective, policies and restrictions.

Boston International, 75 State Street, Boston, Massachusetts, 02109, a
Massachusetts corporation, is a registered investment adviser under the
Investment Advisers Act of 1940. Boston International commenced operations in
1986, and specializes in the management of international equity portfolios.
Currently, Boston International manages fourteen international portfolios,
including two group trust funds, for pension and endowment plans throughout the
world. Boston International is a subsidiary of Independence Investment
Associates, Inc., a subsidiary of John Hancock. As of June 30, 1996, Boston
International had approximately $2.2 billion in assets under management.
    

                                       62
<PAGE>   66
   
Boston International is entitled to a fee, payable by Banc One Advisors, for
its services and expenses incurred with respect to the Fund. The fee is
computed daily and paid monthly at the following annual rates (as a percentage
of the Fund's average daily net assets), which vary according to the level of
Fund assets:
    

   
<TABLE>
<CAPTION>
         PORTFOLIO ASSETS                                          ANNUAL FEE
         ----------------                                          ----------
         <S>                                                          <C>
         Up to $10 million                                            .275%
         Over $10,000 up to $25,000,000                               .225%
         Over $25,000,000 up to $50,000,000                           .195%
         Over $50,000,000 up to $100,000,000                          .125%
         Over $100,000,000                                            .060%
</TABLE>
    

THE DISTRIBUTOR

The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of The BISYS Group, Inc., and the Trust are parties to a distribution agreement
(the "Distribution Agreement") under which shares of the Funds are sold on a
continuous basis.

   
Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Funds. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of the Class A shares of the Funds. Up to .25%
of the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of Banc One
Advisors), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Funds are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of each Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of each Fund's average net
assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Funds
to sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Funds
also may execute brokerage or other agency transactions through an affiliate of
Banc One Advisors, the Sub-Advisor, or through the Distributor for which the
affiliate or the Distributor receives compensation. Pursuant to guidelines
adopted by the Board of Trustees of the Trust, any such compensation will be
reasonable and fair compared to compensation received by other brokers in
connection with comparable transactions.

During the fiscal year ended June 30, 1996, The One Group Services Company
received fees aggregating .25% of the average daily net assets of the Class A
shares of the Funds. In addition, The One Group Services Company received
annualized fees of 1.00% of the average daily net assets of the Class B shares
of the Funds.
    

Fiduciary Class shares of the Funds are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.


                                       63
<PAGE>   67

THE ADMINISTRATOR

   
The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to an administration
agreement relating to the Funds (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing the Trust with administrative services (other than investment
advisory services), including regulatory reporting and all necessary office
space, equipment, personnel and facilities.

Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
The One Group Treasury Only Money Market Fund, The One Group Government Money
Market Fund and The One Group Investor Funds), .18% of each fund's average
daily net assets to $2 billion in Trust assets (excluding The One Group
Treasury Only Money Market Fund and The One Group Government Money Market Fund
and The One Group Investor Funds), and .16% of each fund's average daily net
assets when Trust assets exceed $2 billion (excluding The One Group Treasury
Only Money Market Fund, The One Group Government Money Market Fund and The One
Group Investor Funds).
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P. serves as
the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

   
The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses. The total expenses for each Fund for the
most recent fiscal year are set forth in this Prospectus under the heading
"Expense Summary."

Banc One Advisors and the Administrator of the Funds each bears all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for the Funds. In the case
of Banc One Advisors, such expenses include fees paid to the Sub-Adviser.

As a general matter, expenses are allocated to each class of shares of each
Fund on the basis of the net asset value of that class in relation to the net
asset value of the Fund. At present, the only expenses that are allocated to
Class A and Class B shares, other than in accordance with the relative net
asset value of the class, are the different distribution and Shareholder
services costs. See "Expense Summary." At present, no expenses are allocated to
Fiduciary Class shares as a class that are not also borne by the other classes
of shares of the Funds in proportion to the relative net asset values of the
shares of such classes.
    

VOTING RIGHTS

   
Each share held entitles the Shareholder of record to one vote. Therefore, the
number of votes a Shareholder is entitled to depends on the number of shares
owned by that Shareholder. Each fund of the Trust will vote separately on
matters relating solely to that
    

                                       64
<PAGE>   68

fund. In addition, each class of a fund shall have exclusive voting rights on
any matter submitted to Shareholders that relates solely to that class, and
shall have separate voting rights on any matter submitted to Shareholders in
which the interests of one class differ from the interests of any other class.
However, all fund Shareholders will have equal voting rights on matters that
affect all fund Shareholders equally. As a Massachusetts Business Trust, the
Trust is not required to hold annual meetings of Shareholders but approval will
be sought for certain changes in the operation of the Trust and for the
election of Trustees under certain circumstances. In addition, a Trustee may be
elected or removed by the remaining Trustees or by Shareholders at a special
meeting called upon written request of Shareholders owning at least 10% of the
outstanding shares of the Trust. In the event that such a meeting is requested,
the Trust will provide appropriate assistance and information to the
Shareholders requesting the meeting.

DIVIDENDS

   
Substantially all of the net investment income (exclusive of capital gains) of
the Funds is declared on the last Business Day of each month as a dividend for
Shareholders of record as of the close of business on that day and is
distributed in the form of periodic dividends to such Shareholders of the
Funds, other than the International Equity Index Fund, on the first Business
Day of each month. The International Equity Index Fund distributes dividends
twice annually. Capital gains of the Funds, if any, will be distributed at
least annually.
    

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266- 8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at the net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. (See "Conversion
Feature.")

Dividends and distributions of the Funds are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

TEMPORARY DEFENSIVE POSITION

   
When Banc One Advisors determines that market conditions warrant, the Funds
(other than The One Group International Equity Index Fund and The One Group
Equity Index Fund) temporarily may invest up to 100% of their total assets in
cash and cash equivalents (including securities issued or guaranteed as to
principal and interest by the U.S. government, its agencies or
instrumentalities, repurchase agreements, certificates of deposit, bankers'
acceptances, commercial paper, variable amount master demand notes and bank
money market deposit accounts), for liquidity, investment or portfolio
transaction settlement purposes. Bankers' acceptances must be issued by banks
or savings and loan associations having net assets of at least $1 billion as of
the end of their most recent fiscal year, and commercial paper must be rated in
one of the two highest short term ratings described below in "Description of
Ratings."
    

                                       65
<PAGE>   69
   
The One Group Equity Index Fund may hold up to 10% of its total assets in the
cash and cash equivalents described above for temporary defensive purposes.

The One Group International Equity Index Fund temporarily may invest up to 20%
of its total assets in cash and cash equivalents and in debt securities issued
or guaranteed by foreign governments or any of their political subdivisions,
agencies or instrumentalities, or by supranational issuers. These debt
securities will be rated in one of the three highest rating categories
described in "Description of Ratings" at the time of investment or, if unrated,
determined by Banc One Advisors or the Sub-Advisor to be of comparable quality.
    

To the extent that the Funds are engaged in a temporary defensive position,
they will not be pursuing their investment objectives.

For a further description of the Funds' permitted investments, see "Description
of Permitted Investments" and the Statement of Additional Information.

PORTFOLIO TURNOVER

   
The Funds (other than The One Group International Equity Index Fund and The One
Group Equity Index Fund) may engage in short-term trading, which involves
selling securities that have been held for a short period of time in order to
increase the potential for capital appreciation and/or income of the Funds or
to take advantage of a temporary disparity in the normal price or yield
relationship between two securities or changes in market, industry or company
conditions or outlook. Any such trading would increase a portfolio's turnover
rate and its transaction costs.

The One Group International Equity Fund will normally trade its securities in
the home country of the foreign issuer since the best available market for
foreign securities is often in such country. Brokerage commissions in certain
foreign countries are often higher than in the United States and may be fixed.
Brokerage commissions in the United States are negotiated.

Banc One Advisors and the Sub-Advisor will choose brokers by judging
professional ability, quality of service and reasonableness of commissions.
Higher commissions may be paid to those firms that provide research, superior
execution and other services. Banc One may use any such research information in
managing the assets of the Fund.

Portfolio turnover rates may vary greatly from year to year, as well as within
a particular year. For the fiscal year ended June 30, 1996, the portfolio
turnover rates for the Funds were as follows:
    

   
<TABLE>
<CAPTION>
                                                                                       PORTFOLIO
                                                                                       TURNOVER RATE
                                                                                       -------------
<S>                                                                                      <C>
The One Group Equity Index Fund                                                             9.08%
The One Group International Equity Index Fund                                               6.28%
The One Group Asset Allocation Fund                                                        73.38%
The One Group Income Equity Fund                                                           14.92%
The One Group Large Company Growth Fund                                                    35.51%
The One Group Growth Opportunities Fund                                                   435.30%
The One Group Large Company Value Fund                                                    186.84%
The One Group Disciplined Value Fund                                                       90.55%
The One Group Value Growth Fund                                                            65.21%
The One Group Gulf South Growth Fund                                                       59.57%
</TABLE>
    

   
Portfolio turnover in the Growth Opportunities Fund in 1996 was higher than
normal due to the conversion to a new benchmark representing a mixture of mid-
cap and small-cap stocks. This coincides with the change in the Fund name from
the Small Company Growth Fund to the Growth Opportunities Fund. In addition,
1996 was an extremely volatile year due to the uncertainty in the technology
sector and rapid price changes in the record amount of new initial public
offerings. The culmination of those factors resulted in more trading
activity in the fund than under normal circumstances.
    

Higher portfolio turnover rates will likely result in higher transaction costs
to the Funds and may result in additional tax consequences to the Funds'
Shareholders.

INVESTMENT LIMITATIONS

   
The investment objective and the following investment limitations are
fundamental policies of each Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of a Fund's outstanding
shares.  The term "majority of the outstanding shares" means the vote of (i)
67% or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.
    


                                       66
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Each Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities and, if consistent with a
Fund's investment objective and policies, repurchase agreements involving such
securities) if as a result more than 5% (25% in the case of The One Group Gulf
South Growth Fund) of the total assets of a Fund would be invested in the
securities of such issuer or a Fund (other than The One Group Gulf South Growth
Fund) would own more than 10% of the outstanding voting securities of such
issuer. This restriction applies to 75% (50% in the case of The One Group Gulf
South Growth Fund) of a Fund's assets. In addition, with respect to the
remaining 50% of its total assets, the Gulf South Growth Fund may not purchase
the securities of any issuer if as a result more than 5% of its total assets
would be invested in the securities of such issuer. With respect to The One
Group Equity Index Fund, no more than 10% of the Fund's assets may be invested
in securities issued or guaranteed by the United States, its agencies or
instrumentalities. For purposes of these limitations, a security is considered
to be issued by the government entity whose assets and revenues guarantee or
back the security. With respect to private activity bonds or industrial
development bonds backed only by the assets and revenues of a non-governmental
user, such user would be considered the issuer.

2. Purchase any securities that would cause more than 25% of the total assets
of a Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, provided that this
limitation does not apply to investments in the obligations issued or
guaranteed by the U.S. government or its agencies and instrumentalities and
repurchase agreements involving such securities. For purposes of this
limitation (i) utilities will be divided according to their services (for
example, gas, gas transmission, electric and telephone will each be considered
a separate industry); and (ii) wholly-owned finance companies will be
considered to be in the industries of their parents if their activities are
primarily related to financing the activities of their parents.

3. Make loans, except that a Fund may (i) purchase or hold debt instruments in
accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.
    

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.

DESCRIPTION OF PERMITTED INVESTMENTS

   
Listed below is a more complete description of some of the types of securities
and other instruments in which the Funds may invest. For a more detailed
description, see the Statement of Additional Information. Not all Funds are
permitted to invest in all of the securities and instruments listed below. If
an investment is limited to certain Funds, that limitation will be noted.

U.S. TREASURY OBLIGATIONS -- The Funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The Funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

STRIPS, CUBES, TRS, TIGRS and CATS are sold as zero coupon securities, which
means that they are sold at a substantial discount and redeemed at face value
at their maturity date without interim cash payments of interest or principal.
This discount is amortized over the life of the security, and such amortization
will constitute the income earned on the security for both accounting and tax
purposes. Because of these features, these securities may be subject to greater
interest rate volatility than interest-paying U.S. Treasury obligations.
    

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.


                                       67
<PAGE>   71

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

   
TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market. Time deposits with
a withdrawal penalty are considered to be illiquid for purposes of the Funds'
limitations on illiquid investments.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Funds bear a risk of loss in the event the other party
defaults on its obligations and the Funds are delayed or prevented from their
right to dispose of the collateral securities or if the Funds realize a loss on
the sale of the collateral securities. Repurchase agreements typically are
short-term in nature, generally overnight, and normally are used to invest
temporary cash balances held by the Funds. The SEC considers repurchase
agreements to be loans.

REVERSE REPURCHASE AGREEMENTS - The Funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Funds enter into a reverse
repurchase agreement, they will place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and will subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the Funds may
decline below the price at which the Funds are obligated to repurchase the
securities.  The SEC considers reverse repurchase agreements to be borrowing by
the Funds.

SECURITIES LENDING -- In order to generate additional income, the Funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S. government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The Funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by Banc One Advisors to be of good standing under guidelines established
by the Trust's Board of Trustees and when, in the judgment of Banc One
Advisors, the consideration which can be earned currently from such securities
loans justifies the attendant risk. The Funds will enter into loan arrangements
only with counterparties which Banc One Advisors has deemed to be creditworthy
under guidelines established by the Board of Trustees. Loans are subject to
termination by the Funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
Funds may purchase securities on a when-issued basis when deemed by Banc One
Advisors to present attractive investment opportunities. When-issued securities
are purchased for delivery beyond the normal settlement date at a stated price
and yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. Although the purchase of securities
on a when-issued basis is not considered to be leveraging, it has the effect of
leveraging. When Banc One Advisors purchases a when-issued security, the
Custodian will set aside cash or liquid securities to satisfy the purchase
commitment. The Funds generally will not pay for such securities or earn
interest on them until received. In a forward commitment transaction, the Funds
contract to purchase securities for a fixed price at a future date beyond
customary settlement time. The Funds are required to hold and maintain in a
segregated account until the settlement date, cash, U.S. government securities
or liquid high-grade debt obligations in an amount sufficient to meet the
purchase price. Alternatively, the Funds may enter into offsetting contracts
for the forward sale of other securities that they own. The purchase of
securities on a when-issued or forward commitment basis involves a risk of loss
if the value of the security to be purchased declines prior to the settlement
date.
    

                                       68
<PAGE>   72
   
INVESTMENT COMPANY SECURITIES -- The Funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies. Other
investment company securities may include securities of a money market fund of
the Trust, and securities of other investment companies for which Banc One
Advisors serves as investment advisor or administrator. Because other
investment companies employ an investment advisor, such investments by the
Funds may cause Shareholders to bear duplicative fees. Banc One Advisors will
waive its fee attributable to the assets of the investing fund invested in a
money market fund of the Trust and in other funds advised by Banc One Advisors;
and, to the extent required by the laws of any state in which shares of the
Trust are sold, Banc One Advisors will waive its fees attributable to the
assets of any Fund invested in any investment company.

CONVERTIBLE SECURITIES - Convertible securities have characteristics similar to
both fixed income and equity securities. Convertible securities may be issued
as bonds or preferred stock. Because of the conversion feature, the market
value of convertible securities tends to move together with the market value of
the underlying stock. As a result, the Funds' selection of convertible
securities is based, to a great extent, on the potential for capital
appreciation that may exist in the underlying stock. The value of convertible
securities is also affected by prevailing interest rates, the credit quality of
the issuer, and any call provisions.

OPTIONS -- The Funds may purchase call and put options, and write (i.e., sell)
covered call options and secured put options on securities and indices. A call
option gives the purchaser the right to buy, and obligates the writer of the
option to sell, the underlying security at the agreed upon exercise (or
"strike") price during the option period. A put option gives the purchaser the
right to sell, and obligates the writer to buy, the underlying security at the
strike price during the option period. The Funds may invest in options to
either hedge or increase yield. There are risks associated with options
transactions, including the following: (i) the success of a hedging strategy
may depend on the ability of Banc One Advisors to predict movements in the
prices of the individual securities, fluctuations in markets and movements in
interest rates; (ii) there may be an imperfect or no correlation between the
changes in market value of the securities held by the Funds and the prices of
options; (iii) there may not be a liquid secondary market for options; and (iv)
while the Funds will receive a premium when they write covered call options,
they may not participate fully in a rise in the market value of the underlying
security. It is expected that the Funds will only engage in option transactions
with respect to permitted investments and related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- The Funds may enter into futures
contracts, options on futures contracts, index futures and options thereon that
are traded on an exchange regulated by the Commodities Futures Trading
Commission ("CFTC") if, to the extent that such futures and options are not for
"bona fide hedging purposes" (as defined by the CFTC), the aggregate initial
margin and premiums on such positions (excluding the amount by which options
are in the money) do not exceed 5% of each Fund's total assets at current
value. The Funds, however, may invest more than such amount for bona fide
hedging purposes.  Options and futures can be volatile instruments, and involve
certain risks. If Banc One Advisors applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
Fund's return. The Funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out their positions because of an
illiquid secondary market. The Funds also may engage in option transactions
referred to as straddles and spreads.  Certain provisions of the Internal
Revenue Code may limit the extent to which the Funds invest in futures
contracts and related options.
    

  EACH OF THE FUNDS, OTHER THAN THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND,
                     MAY INVEST IN THE FOLLOWING SECURITIES

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

         EACH OF THE FUNDS, OTHER THAN THE ONE GROUP EQUITY INDEX FUND,
                     MAY INVEST IN THE FOLLOWING SECURITIES

   
SECURITIES OF FOREIGN ISSUERS -- The Funds may invest in securities of foreign
issuers to achieve income or capital appreciation. Foreign investments involve
risks that are different from investments in securities of U.S. issuers. For a
discussion of these risks, please refer to "Risk Factors -- Risks of Investing
in Foreign Securities" in this Prospectus. The Funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests
    

                                       69
<PAGE>   73
   
in a pool of securities issued by a foreign issuer. ADRs include American
Depository Shares and New York Shares. There may be less information available
on the foreign issuers of unsponsored ADRs than on the issuers of sponsored
ADRs. Foreign branches of foreign banks are not regulated by U.S. banking
authorities and generally are not bound by accounting, auditing and financial
reporting standards comparable to those applicable to U.S. banks.
    

   EACH OF THE FUNDS, OTHER THAN THE ONE GROUP EQUITY INDEX FUND AND THE ONE
 GROUP INTERNATIONAL EQUITY INDEX FUND, MAY INVEST IN THE FOLLOWING SECURITIES

   
RESTRICTED SECURITIES -- The Funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the Funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution. Any resale by
the purchaser must be in an exempt transaction. Section 4(2) commercial paper
is normally resold to other institutional investors like the Funds through or
with the assistance of the issuer or investment dealers who make a market in
Section 4(2) commercial paper, thus providing liquidity. The Funds believe that
Section 4(2) commercial paper and possibly certain other restricted securities
that meet the criteria for liquidity established by the Trustees (such as Rule
144A securities and private placements) are quite liquid. The Funds intend,
therefore, to treat the restricted securities that meet the criteria for
liquidity established by the Trustees, including Section 4(2) commercial paper
and Rule 144A securities, as determined by the Banc One Advisors, as liquid and
not subject to the investment limitation applicable to illiquid securities.

   EACH OF THE FUNDS, OTHER THAN THE ONE GROUP EQUITY INDEX FUND AND THE ONE
 GROUP INTERNATIONAL EQUITY INDEX FUND, MAY INVEST IN THE FOLLOWING SECURITIES

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the Funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. A demand instrument with a demand notice period
exceeding seven days will be considered illiquid. There is a risk that the
current interest rate on such obligations may not accurately reflect existing
market interest rates.

 THE ONE GROUP ASSET ALLOCATION FUND, THE ONE GROUP LARGE COMPANY GROWTH FUND,
    THE ONE GROUP LARGE COMPANY VALUE FUND, THE ONE GROUP VALUE GROWTH FUND,
  THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND, AND THE ONE GROUP GULF SOUTH
               GROWTH FUND MAY INVEST IN THE FOLLOWING SECURITIES
    

WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period
of years or indefinitely.

   
 THE ONE GROUP ASSET ALLOCATION FUND, THE ONE GROUP GROWTH OPPORTUNITIES FUND,
   THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND, THE ONE GROUP LARGE COMPANY
                                  VALUE FUND,
     THE ONE GROUP VALUE GROWTH FUND, THE ONE GROUP GULF SOUTH GROWTH FUND,
      THE ONE GROUP INCOME EQUITY FUND AND THE ONE GROUP DISCIPLINED VALUE
                  FUND MAY INVEST IN THE FOLLOWING SECURITIES

PREFERRED STOCK -- Preferred stock is a class of stock that generally pays
dividends at a specified rate and has preference over common stock in the
payment of dividends and liquidation. Preferred stock generally does not carry
voting rights. As with all equity securities, the price of preferred stock
fluctuates based on changes in a company's financial condition and on overall
market and economic conditions.
    

                    ONLY THE ONE GROUP ASSET ALLOCATION FUND
                     MAY INVEST IN THE FOLLOWING SECURITIES

   
MORTGAGE-BACKED SECURITIES -- Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The Fund may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac or other U.S.
government agencies or instrumentalities. Mortgage-backed securities also may
be issued by non-governmental entities and may or may not have private insurer
guarantees of timely payments. The Fund may invest in Collateralized Mortgage
Obligations ("CMOs") and Real Estate Mortgage Investment Conduits ("REMICs").
CMOs and REMICs are structures providing for redistribution of the cash flows
of mortgage-related products to different bond classes (commonly referred to as
tranches). This redistribution is achieved through specific rules for the
monthly distribution of coupon interest and principal.
    

                                       70
<PAGE>   74


   
This reallocation of interest and principal results in the redistribution of
prepayment risk across the different bond classes. This allows for the creation
of bonds with more or less prepayment risk than the underlying collateral
exhibits.

Mortgage-backed securities are in most cases "pass-through" instruments,
through which the holder receives a share of all interest and principal
payments from the mortgages underlying the certificate. Because the prepayment
characteristics of the underlying mortgages vary, it is not possible to predict
accurately the average life or realized yield of a particular issue of
pass-through certificates. During periods of declining interest rates,
prepayment of mortgages underlying mortgage-backed securities can be expected
to accelerate.  When the mortgage obligations are prepaid, the Fund may have to
reinvest in securities with a lower yield. Moreover, prepayment of mortgages
which underlie securities purchased at a premium could result in capital
losses.

CORPORATE SECURITIES - Corporate securities include corporate bonds and
non-convertible debt securities. Issuers of corporate bonds and notes are
divided into many different categories by bond market sector, such as electric
utilities, gas utilities, telephone utilities, consumer finance companies,
wholesale finance companies and industrial companies. Within each major
category of issuer, there are many subcategories.

DEMAND FEATURES - The Fund may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the Fund. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the Fund to meet redemption requests and remain as fully
invested as possible.

ASSET-BACKED SECURITIES - Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
may be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to
reinvest the proceeds from the securities at a lower rate. Potential market
gains on a security subject to prepayment risk may be more limited than
potential market gains on a comparable security that is not subject to
prepayment risk. Under certain prepayment rate scenarios, the Fund may fail to
recoup any premium paid on asset-backed securities.

STRIPPED MORTGAGE-BACKED SECURITIES--The Fund may, to enhance revenues or hedge
against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multi-class mortgage securities. The Fund may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool
of mortgage assets. A common type of SMBS will have one class receiving all of
the interest from the mortgage assets ("IOs"), while the other class will
receive all of the principal ("POs"). Mortgage IOs receive monthly interest
payments based upon a notional amount that declines over time as a result of
the normal monthly amortization and unscheduled prepayments of principal on the
associated mortgage POs. Changes in prepayment rates can cause the return on
investment on IOs to be highly volatile, and under extremely high prepayment
conditions IOs can incur significant losses. POs are bought at a discount to
the ultimate principal repayment value. The rate of return on a PO will vary
with prepayments, rising as prepayment increase and falling as prepayments
decrease.  Although the market for such securities is increasingly liquid,
certain SMBS may not be readily marketable and will be considered illiquid for
purposes of the Fund's limitations on investments in illiquid securities. The
market value of the class consisting entirely of principal payments generally
is unusually volatile in response to changes in interest rates. The yields on a
class of SMBS that receives all or most of the interest from mortgage assets
are generally higher than prevailing market yields on other mortgage-backed
securities because their cash flow patterns are more volatile and there is a
greater risk that any premium paid will not be fully recouped. Banc One
Advisors will seek to manage these risks (and potential benefits) by investing
in a variety of such securities and by using certain analytical and hedging
techniques.

MORTGAGE DOLLAR ROLLS--The Fund may enter into mortgage "dollar rolls" in which
the Fund sells securities for delivery in the current month and simultaneously
contracts with the same counterparty to repurchase similar (same type, coupon
and maturity) but not identical securities on a specified future date. The Fund
benefits to the extent of any difference between the price received for the
securities sold and the lower forward price for the future purchase (often
referred to as the "drop") or fee income plus the interest earned on the cash
proceeds of the securities sold until the settlement date of the forward
purchase. Unless such benefits exceed the income, capital appreciation and gain
or loss due to mortgage prepayments that would have been realized on the
securities sold as part of the mortgage dollar roll, the use of this technique
will diminish the investment performance of the Fund compared with what such
performance would have been without the use of mortgage dollar rolls.
    

ADJUSTABLE RATE MORTGAGE LOANS ("ARMS")--ARMs eligible for inclusion in a
mortgage pool will generally provide for a fixed initial mortgage interest rate
for a specified period of time. Thereafter, the interest rates (the "Mortgage
Interest Rates") may be subject to periodic adjustment based on changes in the
applicable index rate (the "Index Rate"). The adjusted rate would be equal


                                       71
<PAGE>   75


to the Index Rate plus a gross margin, which is a fixed percentage spread over
the Index Rate established for each ARM at the time of its origination.

Adjustable interest rates can cause payment increases that some borrowers may
find difficult to make. However, certain ARMs may provide that the Mortgage
Interest Rate may not be adjusted to a rate above an applicable lifetime
maximum rate or below an applicable lifetime minimum rate for such ARM. Certain
ARMs may also be subject to limitations on the maximum amount by which the
Mortgage Interest Rate may adjust for any single adjustment period (the
"Maximum Adjustment"). Other ARMs ("Negatively Amortizing ARMs") may provide
instead or as well for limitations on changes in the monthly payment on such
ARMs.  Limitations on monthly payments can result in monthly payments which are
greater or less than the amount necessary to amortize a Negatively Amortizing
ARM by its maturity at the Mortgage Interest Rate in effect in any particular
month. In the event that a monthly payment is not sufficient to pay the
interest accruing on a Negatively Amortizing ARM, any such excess interest is
added to the principal balance of the loan, causing negative amortization and
will be repaid through future monthly payments. It may take borrowers under
Negatively Amortizing ARMs longer periods of time to achieve equity and may
increase the likelihood of default by such borrowers. In the event that a
monthly payment exceeds the sum of the interest accrued at the applicable
Mortgage Interest Rate and the principal payment which would have been
necessary to amortize the outstanding principal balance over the remaining term
of the loan, the excess (or "accelerated amortization") further reduces the
principal balance of the ARM. Negatively Amortizing ARMs do not provide for the
extension of their original maturity to accommodate changes in their Mortgage
Interest Rate. As a result, unless there is a periodic recalculation of the
payment amount (which there generally is), the final payment may be
substantially larger than the other payments. These limitations on periodic
increases in interest rates and on changes in monthly payment protect borrowers
from unlimited interest rate and payment increases.

There are two main categories of indices which provide the basis for rate
adjustments on ARMs: those based on U.S. Treasury securities and those derived
from a calculated measure such as a cost of funds index or a moving average of
mortgage rates. Commonly utilized indices include the one-year, three-year and
five-year constant maturity Treasury bill rates, the three-month Treasury bill
rate, the 180-day Treasury bill rate, rates on longer-term Treasury securities,
the 11th District Federal Home Loan Bank Cost of Funds, the National Median
Cost of Funds, the one-month, three-month, six-month or one-year London
Interbank Offered Rate ("LIBOR"), the prime rate of a specific bank, or
commercial paper rates. Some indices, such as the one-year constant maturity
Treasury rate, closely mirror changes in market interest rate levels. Others,
such as the 11th District Federal Home Loan Bank Cost of Funds index, tend to
lag behind changes in market rate levels and tend to be somewhat less volatile.
The degree of volatility in the market value of the Fund's portfolio and
therefore in the net asset value of the Fund's shares will be a function of the
length of the interest rate reset periods and the degree of volatility in the
applicable indices.

   
REGULATION OF MORTGAGE LOANS--Mortgage loans are subject to a variety of state
and Federal regulations designed to protect borrowers which may impair the
ability of the mortgage lender to enforce its rights under the mortgage
documents. These regulations include legal restraints on foreclosures,
homeowner rights of redemption after foreclosure, Federal and state bankruptcy
and debtor relief laws, restrictions on enforcement of mortgage loan "due on
sale" clauses and state usury laws. Even when the Fund invests in
mortgage-backed securities issued or guaranteed by the U.S. government, its
agencies or instrumentalities, these regulations may adversely affect the
Fund's investments by delaying the Fund's receipt of payments derived from
principal or interest on mortgage loans affected by such regulations.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the Fund from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the Fund's investments are traded, the Fund may enter into
swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. The Fund may enter into these transactions to manage its
exposure to changing interest rates and other factors. Some transactions may
reduce the Fund's exposure to market fluctuations while others will tend to
increase market exposure. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate
swap, a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate
payments.  Currency swaps involve the exchange of respective rights to make or
receive payments in specified currencies. Mortgage swaps are similar to
interest rate swaps in that they represent commitments to pay and receive
interest. The notional principal amount, however, is tied to a reference pool
or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.
Because swap contracts are individually negotiated, they remain the obligations
of the respective counterparties, and there is a risk that a counterparty will
be unable to meet is obligations under a particular swap contact. If a
counterparty defaults, the Fund may suffer a loss. In addition, because swap
contracts are individually negotiated and ordinarily non-transferrable, there
    


                                       72
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also may be circumstances in which it would be impossible for a Fund to close
out its obligations under the swap contract prior to its maturity. Under such
circumstances, a Fund might be able to negotiate another swap contract with a
different counterparty to offset the risk associated with the first swap
contract. Unless the Fund is able to negotiate such an offsetting swap
contract, however, the Fund could be subject to continued adverse developments,
even after Banc One Advisors has determined that it would be prudent to close
out or offset the first swap contract.

The use of swaps involves investment techniques and risks different from and
potentially greater than those associated with ordinary portfolio securities
transactions. If Banc One Advisors is incorrect in its expectations of market
values or interest rates, the investment performance of a Fund would be less
favorable than it would have been if this investment technique were not used.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
Fund may invest in any such options, contracts and products as may be developed
to the extent consistent with their investment objective, policies and
restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the Fund's portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the Fund would be less favorable than it would
have been if these products were not used. In addition, losses may occur if
counterparties involved in transactions do not perform as promised. These
products may expose the Fund to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments.

STRUCTURED INSTRUMENTS - Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as the Student Loan
Marketing Association ("Sallie Mae"), Ginnie Mae, Fannie Mae, and Freddie Mac),
banks, municipalities, corporations, and other business entities whose interest
and/or principal payments are indexed to certain specific foreign currency
exchange rates, interest rates, or one or more other reference indices. As a
result, interest and/or principal payments may vary widely, depending on a
variety of factors, including the volatility of the referenced index and the
effect of changes in the reference index on principal and/or interest payments.
Structured instruments frequently are assembled in the form of medium-term
notes, but a variety of forms are available. Structured instruments are
commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by Banc One Advisors,
principal and/or interest payments on the structured instrument may be
substantially less than expected. In addition, although structured instruments
may be sold in the form of a corporate debt obligation, they may not have some
of the protection against counterparty default that may be available with
respect to publicly traded debt securities (i.e., the existence of a trust
indenture).

MUNICIPAL SECURITIES - Municipal securities are issued by a state or political
subdivision to obtain funds for various public purposes. In addition, municipal
securities may consist of certain debt obligations known as private activity
bonds and industrial development bonds which may be issued to finance certain
public and privately operated facilities. Municipal securities are generally
classified as "general obligation" bonds and "revenue" bonds. General
obligation bonds are obligations involving the credit of an issuer possessing
taxing power and are payable from the issuer's general unrestricted revenues.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise or other specific revenue source. Revenue bonds are not payable
from the issuer's general revenues. Private activity bonds and industrial
development bonds are categorized as revenue bonds. The Fund also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations. Such notes are issued with a short-term
maturity in anticipation of the receipt of tax funds, the proceeds of bond
placements, or other revenues. Municipal securities may include municipal
leases, may be considered illiquid for purposes of the Fund's limitations on
illiquid investments.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of the Fund's municipal
securities in the same manner. The payment of principal and interest on private
activity bonds and industrial development bonds generally is dependent solely
on the ability of the facilities user to meet its financial obligations and the
pledge. if any, of real and personal property as security for such payment. In
addition, the Internal Revenue Code of 1986, as amended (the "Code") imposes
certain continuing requirements on issuers of tax-exempt bonds regarding
    


                                       73
<PAGE>   77


   
the use, expenditure and investment of bond proceeds and the payment of rebates
to the United States of America. Failure by the issuer to comply subsequent to
the issuance of tax-exempt bonds with certain of these requirements could cause
interest on the bonds to become includable in gross income retroactive to the
date of issuance. Municipal securities may include obligations of municipal
housing authorities and single family revenue bonds. Weaknesses in Federal
housing subsidy programs may result in a decrease of subsidies available for
payment of principal and interest on housing authority bonds.
    

OBLIGATIONS OF SUPRANATIONAL AGENCIES -- The Fund may purchase obligations of
supranational agencies who are chartered to promote economic development and
are supported by various governments and governmental agencies. Currently, the
Fund may invest in obligations of the International Bank for Reconstruction and
Development (World Bank), the European Coal and Steel Community, the European
Economic Community and the Asian Development Bank.

HEDGING TECHNIQUES AND INVESTMENT PRACTICES

The Fund may engage in various strategies to hedge against interest rate and
currency risks. These strategies may consist of use of any of the following,
some of which also have been described above: options on Fund positions or
currencies, financial and currency futures, options on such futures, forward
foreign currency transactions, forward rate agreements and interest rate and
currency swaps, caps and floors. The Fund may engage in such transactions in
both U.S. and non-U.S. markets. To the extent the Fund enters into such
transactions in markets other than in the United States, the Fund may be
subject to certain currency, settlement, liquidity, trading and other risks
similar to those described above with respect to the Fund's investments in
foreign securities. The Fund may enter into such transactions only in
connection with hedging strategies. While the Fund's use of hedging strategies
is intended to reduce the volatility of the net asset value of Fund shares, the
net asset value of the Fund will fluctuate. There can be no assurance that the
Fund's hedging transactions will be effective. Furthermore, the Fund may only
engage in hedging activities from time to time and may not necessarily be
engaging in hedging activities when movements in interest rates or currency
exchange rates occur.  See the Statement of Additional Information for further
information concerning these strategies. Tax requirements may limit the Fund's
ability to engage in the hedging transactions and strategies described below.
See "Additional Tax Information Concerning All Funds of the Trust" in the
Statement of Additional Information.

HEDGING INTEREST RATE RISKS -- The Fund may engage in transactions in financial
futures and related options, which instruments are generally described above.

HEDGING FOREIGN CURRENCY RISKS -- A substantial portion of the securities of
the Fund will be denominated in foreign currencies, and the Fund may hold funds
in foreign currencies. Thus, the value of the Fund's shares will be affected by
changes in currency exchange rates. The value of the Fund's investments
denominated in foreign currencies and any funds held in foreign currencies will
depend on the relative strength of those currencies and the U.S. Dollar, and
the funds may be affected favorably or unfavorably by exchange control
regulations or changes in exchange rates between foreign currencies and the
U.S. Dollar.  Changes in the foreign currency exchange rates also may affect
the value of dividends and interest earned, gains and losses realized on the
sale of securities and net investment income and gains, if any, to be
distributed to Shareholders by the Fund. The exchange rates between the U.S.
Dollar and other currencies are determined by the forces of supply and demand
in foreign exchange markets. Accordingly, the ability of the Fund to achieve
its investment objective may depend, to a certain extent, on exchange rate
movements.

The Fund is authorized to deal in forward foreign exchange between currencies
of the different countries in which the Fund will invest and multi-national
currency units as a hedge against possible variations in the foreign exchange
rate between these currencies. This is accomplished through contractual
agreements entered into in the interbank market to purchase or sell one
specified currency for another currency at a specified future date (up to one
year) and price at the time of the contract. The Fund's dealings in forward
foreign exchange will be limited to hedging involving either specific
transactions or portfolio positions. Transaction hedging is the purchase or
sale of one forward foreign currency for another currency with respect to
specific receivables or payables of the Fund accruing in connection with the
purchase and sale of its portfolio securities, the sale and redemption of
shares of the Fund or the payment of dividends and distributions by the Fund.
Position hedging is the purchase or sale of one forward foreign currency for
another currency with respect to portfolio security positions denominated or
quoted in such foreign currency to offset the effect of an anticipated
substantial appreciation or depreciation, respectively, in the value of such
currency relative to the U.S.  Dollar. In this situation, the Fund also may,
for example, enter into a forward contract to sell or purchase a different
foreign currency for a fixed U.S.  Dollar amount where it is believed that the
U.S. Dollar value of the currency to be sold or bought pursuant to the forward
contract will fall or rise, as the case may be, whenever there is a decline or
increase, respectively, in the U.S.  Dollar value of the currency in which in
which portfolio securities of the Fund are denominated (this practice being
referred to as a "cross-hedge"). In general, the Fund's cross-hedging
transactions will be undertaken to seek to maintain a portfolio of investments
that is, in the aggregate, relatively neutral to fluctuations in the value of
the U.S. Dollar relative to an aggregate of the currencies of major


                                       74
<PAGE>   78


industrialized countries. For additional information on transaction hedging and
position hedging, see the Statement of Additional Information.

The Fund will not speculate in forward foreign exchange. Hedging against a
decline in the value of a currency does not eliminate fluctuations in the
prices of portfolio securities or prevent losses if the prices of such
securities decline. Such transactions also preclude the opportunity for gain if
the value of the hedged currency should rise. Moreover, it may not be possible
for the Fund to hedge against a devaluation that is so generally anticipated
that the Fund is not able to contract to sell the currency at a price above the
anticipated devaluation level.

   
The Fund is authorized to purchase or sell listed foreign currency options,
foreign currency futures and related options on foreign currency futures and
currency swap contracts as a short or long hedge against possible variations in
foreign exchange rates. Such transactions may be effected with respect to
hedges on non-U.S. Dollar denominated securities (including securities
denominated in the ECU) owned by the Fund, sold by the Fund but not yet
delivered, committed or anticipated to be purchased by the Fund, or in
transaction or cross-hedging strategies. As an illustration, the Fund may use
such techniques to hedge the stated value in United States dollars of an
investment in a Japanese yen-dominated security. In such circumstances, for
example, the Fund may purchase a foreign currency put option enabling it to
sell a specified amount of yen for dollars at a specified price by a future
date. To the extent the hedge is successful, a loss in the value of the dollar
relative to the yen will tend to be offset by an increase in the value of the
put option. To offset, in whole or in part, the cost of acquiring such a put
option, the Fund also may sell a call option which, if exercised, requires it
to sell a specified amount of yen for dollars at a specified price by a future
date (a technique called a "straddle"). By selling such call option in this
illustration, the Fund gives up on the opportunity to profit without limit from
increases in the relative value of the yen to the dollar.

Certain differences exist between these foreign currency hedging instruments.
Foreign currency options provide the holder thereof the right to buy or to sell
a currency at a fixed price on a future date. Listed options are third-party
contracts (i.e., performance of the parties' obligations is guaranteed by an
exchange or clearing corporation) which are issued by a clearing corporation,
traded on an exchange and have standardized strike prices and expiration dates.
OTC options are two-party contracts and have negotiated strike prices and
expiration dates. A futures contract on a foreign currency is an agreement
between two parties to buy and sell a specified amount of a currency for a set
price on a future date. Futures contracts and options on futures contracts are
traded on boards of trade or futures exchanges. Currency swap contacts are
negotiated two party agreements entered into in the interbank market whereby
the parties exchange two foreign currencies at the inception of the contract
and agree to reverse the exchange at a specified future time and at a specified
exchange rate. The Fund will not speculate in foreign currency options, futures
or related options or currency swap contracts. Accordingly, the Fund will not
hedge a currency substantially in excess (as determined by Banc One Advisors or
the Sub-Adviser) of the market value of the securities denominated in such
currency which it owns, the expected acquisition price of securities which it
has committed or anticipates to purchase which are denominated in such
currency, and, in the cases of securities which have been sold by the Fund but
not yet delivered, the proceeds thereof in its denominated currency. Further
the Fund will segregate, at its Custodian, U.S. government or other high
quality securities having a market value representing any subsequent net
decrease in the market value of such hedged positions including net positions
with respect to cross-currency hedges. The Fund may not incur potential net
liabilities with respect to currency and securities positions, including net
liabilities with respect to cross-currency hedges, of more than 33 1/3% of its
total assets from foreign currency options, futures, related options and
forward currency transactions.
    

RISK FACTORS IN HEDGING TRANSACTIONS -- All of the foregoing transactions
present certain risks. In particular, the variable degree of correlation
between price movements of the instruments used in hedging strategies and price
movements in the security being hedged creates the possibility that losses on
the hedge may be greater than gains in the value of the Fund's securities. In
addition, these instruments may not be liquid in all circumstances. As a
result, in volatile markets, the Fund may not be able to dispose of or offset a
transaction without incurring losses. Although the contemplated use of hedging
instruments should tend to reduce the risk of loss due to a decline in the
value of the hedged security, at the same time the use of these instruments
could tend to limit any potential gain which might result from an increase in
the value of such security.

   
Successful use of hedging instruments by the Fund is subject to the ability of
the Banc One Advisors and/or the Sub-Adviser to predict correctly movements in
the direction of interest and currency rates and other factors affecting
markets for securities. If the expectations of the Banc One Advisors or the
Sub-Adviser are not met, the Fund would be in a worse position than if a
hedging strategy had not been pursued. For example, if the Fund has hedged
against the possibility of an increase in interest rates which would adversely
affect the price of securities in its portfolio and the price of such
securities increases instead, the Fund will lose part or all of the benefit of
the increased value of its securities because it will have offsetting losses in
its hedging positions.  In addition, when hedging with instruments that require
variation margin payments, if the Fund has insufficient cash to meet daily
variation margin requirements, it may have to sell securities to meet such
requirements. Such sales of securities may, but will not necessarily, be at
increased prices which reflect the rising market. Thus, the Fund may have to
sell securities at a time when it is disadvantageous to do so.
    


                                       75
<PAGE>   79


The ability of the Fund to engage in hedging transactions may be limited by tax
considerations. See the Statement of Additional Information.

New options and futures contracts and other financial products, and various
combinations thereof, continue to be developed, and the Fund may invest in any
such options, contracts and products as may be developed to the extent
consistent with the Fund's investment objective and the regulatory requirements
applicable to investment companies, and subject to the supervision of the
Trust's Board of Trustees.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

INVESTMENT GRADE

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.


                                       76
<PAGE>   80


Moody's Investor Service, Inc.

INVESTMENT GRADE

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

o      Amortization schedule (the larger the final maturity relative to other
       maturities the more likely it will be treated as a note).

o      Source of Payment (the more dependent the issue is on the market for
       its refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

   
DESCRIPTION OF PREFERRED STOCK RATINGS

The following descriptions of S&P's and Moody's preferred stock ratings have
been published by S&P and Moody's respectively.

Moody's Investor Services, Inc.

"aaa" An issue which is rated "aaa" is considered to be a top-quality preferred
stock. This rating indicates good asset protection and the least risk of
dividend impairment within the universe of preferred stocks.

"aa" An issue which is rated "aa" is considered a high-grade preferred stock.
This rating indicates that there is a reasonable assurance the earnings and
asset protection will remain relatively well maintained in the foreseeable
future.
    


                                       77
<PAGE>   81


   
"a" An issue which is rated "a" is considered to be an upper-medium grade
preferred stock. While risks are judged to be somewhat greater than in the
"aaa" and "aa" classification, earnings and asset protection are, nevertheless,
expected to be maintained at adequate levels.

"baa" An issue which is rated "baa" is considered to be a medium-grade
preferred stock, neither highly protected nor poorly secured. Earnings and
asset protection appear adequate at present but may be questionable over any
great length of time.

Standard & Poor's Rating Services

A S&P's preferred stock rating is an assessment of the capacity and willingness
of an issuer to pay preferred stock dividends and any applicable sinking fund
obligations. A preferred stock rating differs from a bond rating inasmuch as it
is assigned to an equity issue, which is intrinsically different from, and
subordinated to, a debt issue. Therefore, to reflect this difference, the
preferred stock rating symbol will normally not be higher than the debt rating
symbol assigned to, or that would be assigned to, the senior debt of the same
issuer.

AAA This is the highest rating that may be assigned by S&P to a preferred stock
issue and indicates an extremely strong capacity to pay the preferred stock
obligations.

AA A preferred stock issue rated "AA" also qualifies as a high-quality,
fixed-income security. The capacity to pay preferred stock obligations is very
strong, although not as overwhelming as for issues rated "AAA."

A An issue rated "A" is backed by a sound capacity to pay the preferred stock
obligations, although it is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions.

BBB An issue rated "BBB" is regarded as backed by an adequate capacity to pay
the preferred stock obligations. Whereas it normally exhibits adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to make payments for a preferred
stock in this category than for issues in the "A" category.
    

SHORT-TERM DEBT RATINGS

Thomson Bank Watch, Inc. ("TBW") ratings are based upon a qualitative and
quantitative analysis of all segments of the organization including, where
applicable, holding company and operating subsidiaries.

BankWatch (TM) Ratings do not constitute a recommendation to buy or sell
securities of any of these companies. Further, BankWatch does not suggest
specific investment criteria for individual clients.

The TBW Short-Term Ratings apply to commercial paper, other senior short-term
obligations and deposit obligations of the entities to which the rating has
been assigned.

The TBW Short-Term Ratings apply only to unsecured instruments that have a
maturity of one year or less.

The TBW Short-Term Ratings specifically assess the likelihood of an untimely
payment of principal or interest.

               TBW-1             The highest category; indicates a very high
                                 degree of likelihood that principal and
                                 interest will be paid on a timely basis.

               TBW-2             The second highest category; while the
                                 degree of safety regarding timely repayment
                                 of principal and interest is strong, the
                                 relative degree of safety is not as high as
                                 for issues rated "TBW-1."

               TBW-3             The lowest investment grade category;
                                 indicates that while more susceptible to
                                 adverse developments (both internal and
                                 external) than obligations with higher
                                 ratings, capacity to service principal and
                                 interest in a timely fashion is considered
                                 adequate.

               TBW-4             The lowest rating category; this rating is
                                 regarded as non-investment grade and
                                 therefore speculative.


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<PAGE>   82


MISCELLANEOUS

   
The Trust believes that as of August 1, 1996, BANC ONE CORPORATION (100 East
Broad Street, Columbus, OH 43271), through its affiliates, owned of record
substantially all the Fiduciary Class shares of the Funds. The Trust believes
that as of the same date, BANC ONE CORPORATION, through its affiliates,
possessed on behalf of its underlying accounts, voting or investment power with
respect to the following percentage of Fiduciary Class shares of the Funds.
    

   
<TABLE>
<CAPTION>
         FUND                                          PERCENTAGE OF SHARES
         ----                                          --------------------
<S>                                                           <C>
The One Group Asset Allocation Fund                           96.03%
The One Group Large Company Growth Fund                       96.43%
The One Group Large Company Value Fund                        96.26%
The One Group Growth Opportunities Fund                       96.64%
The One Group International Equity Index Fund                 97.13%
The One Group Disciplined Value Fund                          96.91%
The One Group Equity Index Fund                               91.39%
The One Group Income Equity Fund                              95.28%
The One Group Value Growth Fund                               98.82%
The One Group Gulf South Growth Fund                          96.12%
</TABLE>
    

   
As a consequence, BANC ONE CORPORATION may be deemed to be a controlling person
of the Fiduciary Class shares of the Funds under the Investment Company Act of
1940.

PERFORMANCE

From time to time, the Funds may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of a Fund refers to the
annualized income generated by an investment in the Fund over a specified
30-day period. The yield is calculated by assuming that the income generated by
the investment during that period is generated over a one-year period and is
shown as a percentage of the investment.

Total return is the change in value of an investment in a Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of a Fund. This figure is then
"annualized" (multiplied by 365 days and divided by the applicable number of
days in the period). Funds with a front-end sales charge would incorporate the
offering price into the distribution yield in place of month-end net asset
value.
    

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

   
The Trust will include information on all classes of a Fund in any
advertisement or information containing performance data for the Fund. The
performance of Fiduciary Class shares may be higher than for Class A shares and
Class B shares because Fiduciary Class shares are not subject to sales charges
and distribution expenses.

The performance of each class of a Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of a Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, a Fund
may advertise its total return in the same manner. If reflected, sales charges
would reduce these total return calculations.
    


                                       79
<PAGE>   83


Further information about the performance of each class of the Funds is
contained in the Trust's Annual Report to Shareholders for The One Group, which
may be obtained without charge by calling 1-800-480-4111.

TAXES

   
The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Funds
or their Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Funds.

TAX STATUS OF THE FUNDS

Each Fund is treated as a separate entity for Federal income tax purposes and
is not combined with the Trust's other funds. Each Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

Each Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

Distributions by the Funds to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a plan that ceases to qualify for tax-exempt treatment
under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Funds' distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Funds and qualified retirement plan trusts considering purchasing such
shares, should consult their tax advisers for a more complete explanation of
the Federal tax consequences, and for an explanation of the state, local and
(if applicable) foreign tax consequences of making such an investment.

The Funds will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Funds (such as STRIPS, CUBES, TRS, TIGRS
and CATS), as defined in the "Description of Permitted Investments," are sold
at original issue discount and thus do not make periodic cash interest
payments.  The Funds will be required to include as part of their current
income the imputed interest on such obligations even though the Funds have not
received any interest payments on such obligations during that period. Because
the Funds distribute substantially all of their net investment income to their
Shareholders (including such imputed interest), the Funds may have to sell
portfolio securities in order to generate the cash necessary for the required
distributions. Such sales may occur at a time when Banc One Advisors would not
have chosen to sell such securities and may result in a taxable gain or loss.

Dividends declared by the Funds in October, November or December of any year
and payable to Shareholders of record on a date in such a month will be deemed
to have been paid by the Funds and received by Shareholders on December 31 of
that year, if paid by the Funds at any time during the following January.

The Funds intend to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Funds'
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Funds will
inform Shareholders annually of the percentage of income and distributions
derived from U.S.  government obligations. Shareholders should consult their
tax advisers regarding the state and local tax treatment of the dividends
received from the Funds.

Certain income received by the Funds (other than the Equity Index Fund) may be
subject to foreign taxes. If more than 50% in value of a Fund's total assets at
the close of any taxable year consists of stocks or securities of foreign
corporations, the Fund may elect to treat any foreign taxes paid by it as paid
by its Shareholders. This is likely to occur only in the International Equity
Index Fund.
    


                                       80
<PAGE>   84


   
If eligible, the Funds intend to make this election. If a Fund makes this
election, Shareholders will generally be required to include in income their
respective pro rata portions of foreign taxes and, if they itemize their
deductions, will be entitled to deduct such respective pro rata portions in
computing their taxable income or, alternatively, to claim foreign tax credits
(subject, in either case, to certain limitations). Each year that a Fund makes
this election, it will report to its Shareholders the amount per share of
foreign taxes it has elected to have treated as paid by its Shareholders. See
the Statement of Additional Information.

Sale, exchange, or redemption of shares of the Funds by a Shareholder will
generally be a taxable event to such Shareholder.
    


                                       81
<PAGE>   85


                                        
                      [THIS PAGE INTENTIONALLY LEFT BLANK]


                                       82


<PAGE>   86



                      [THIS PAGE INTENTIONALLY LEFT BLANK]


                                       83


<PAGE>   87

   
Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Sub-Advisor
Boston International Advisors, Inc.
75 State Street
Boston, MA 02109
    

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

   
0050286.01
    
                                       84
<PAGE>   88
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996
    

   
<TABLE>
<S>                                              <C>
THE ONE GROUP(R) INTERMEDIATE BOND FUND            THE ONE GROUP(R) INCOME BOND FUND
THE ONE GROUP(R) GOVERNMENT  BOND FUND            THE ONE GROUP(R) ULTRA SHORT-TERM INCOME FUND
THE ONE GROUP(R) LIMITED VOLATILITY BOND FUND
</TABLE>
    

   
This Prospectus describes five bond mutual funds (the "Funds") that attempt to
produce current income exempt from Federal and/or state income tax. Each Fund
is a series of The One Group(R) (the "Trust"). Banc One Investment Advisors
Corporation ("Banc One Advisors") serves as investment advisor to each Fund.
Banc One Advisors currently manages more than $39 billion in assets.

The following three classes of shares are available to investors:

         Class A and Class B shares are offered to the general public.

         Fiduciary Class shares are offered to institutional investors,
         including affiliates of BANC ONE CORPORATION and any bank, depository
         institution, insurance company, pension plan or other organization
         authorized to act in fiduciary, advisory, agency, custodial or similar
         capacities (each an "Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUNDS FOR
INVESTMENT ADVISORY AND OTHER SERVICES.

The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Funds that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

A Statement of Additional Information dated November 1, 1996 has been filed
with the SEC and is available without charge by calling or writing to the
Distributor, The One Group Services Company at the number and address listed
above. The Statement of Additional Information is incorporated into this
Prospectus by reference.
    

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.

   
                              COMBINED PROSPECTUS
    


<PAGE>   89

TABLE OF CONTENTS

SUMMARY
   
ABOUT THE FUNDS
    
  Expense Summary
  Financial Highlights
   
  The Funds
  Investment Objectives and Permissible Investments
  Additional Investment Information
    
HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Alternative Sales Arrangements
  Exchanges
  Redemptions
   
MANAGEMENT OF THE FUNDS
  The Trustees
  The Advisor
  The Fund Managers
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants
OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Description of Ratings
  Miscellaneous
  Performance
  Taxes


                                       2


<PAGE>   90
   
SUMMARY

The Trust is an open-end management investment company that provides a
convenient way to invest in professionally managed portfolios of securities.
The following provides basic information about various classes of shares of the
Funds.

WHAT ARE THE FUNDS' INVESTMENT OBJECTIVES? Below is a brief overview of the
Funds and their investment objectives. A more detailed discussion of the Funds'
investment objectives and policies can be found in the Prospectus under the
heading "Investment Objectives and Permissible Investments."

THE ONE GROUP INTERMEDIATE BOND FUND ("Intermediate Bond Fund") is a
diversified mutual fund that seeks current income consistent with the
preservation of capital through investments in high and medium-grade
fixed-income securities with intermediate maturities.

THE ONE GROUP INCOME BOND FUND ("Income Bond Fund") is a diversified mutual
fund that seeks current income by investing in a portfolio of high and
medium-grade fixed-income securities.

THE ONE GROUP GOVERNMENT BOND FUND ("Government Bond Fund") is a diversified
mutual fund that seeks a high level of current income with liquidity and safety
of principal.

THE ONE GROUP ULTRA SHORT-TERM INCOME FUND ("Ultra-Short Term Income Fund") is
a diversified mutual fund that seeks a high level of current income consistent
with low volatility of principal by investing in a diversified portfolio of
short-term investment grade securities. The Ultra Short-Term Fund was formerly
called The One Group Government ARM Fund.

THE ONE GROUP LIMITED VOLATILITY BOND FUND ("Limited Volatility Bond Fund") is
a diversified mutual fund that seeks current income consistent with
preservation of capital through investment in high and medium-grade
fixed-income securities.

WHAT ARE THE PERMITTED INVESTMENTS? The Intermediate Bond Fund, the Limited
Volatility Bond Fund, the Ultra Short-Term Fund and the Income Bond Fund invest
in high and medium grade debt securities of all types with average maturities
ranging from one to fifteen years. The Government Bond Fund invests in
obligations issued or guaranteed by the U.S. government or its agencies and
instrumentalities. Several of the Funds may invest in preferred stock. The
securities in which the Funds may invest are described in more detail in
"Description of Permitted Investments."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors"), an indirect subsidiary of BANC ONE CORPORATION, serves as the
advisor of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors may voluntarily agree to
waive a part of its fees. A more detailed discussion regarding Banc One
Advisors, its services and compensation can be found in the Prospectus under
the headings "The Advisor" and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group Services Company, serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust, pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the heading
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee. See "The Transfer Agent and
Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. The Distributor is entitled to fees for distribution
services for the Class A and Class B shares of the Funds. No compensation is
paid to the Distributor for distribution services for the Fiduciary Class
shares of the Funds. The activities of the Distributor are discussed under the
heading "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions of shares of the
Funds may be made through the Distributor on any day that the New York Stock
Exchange is open for trading ("Business Days"). Purchase and redemption
procedures are explained in greater detail in "How to Invest in The One Group"
and "Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the Funds' net investment income
(exclusive of capital gains) is declared on the last Business Day of each month
as a dividend for Shareholders of record as of the close of business on that
day and is distributed in the form of periodic dividends to such Shareholders
of the Funds on the first Business Day of each month. Any capital gains are
distributed at least annually. Distributions are paid in additional shares of
the same class unless the Shareholder elects to take the payment in cash. For a
more detailed discussion of dividends, see "Dividends."
    

                                       3


<PAGE>   91

ABOUT THE FUNDS

   
EXPENSE SUMMARY -- THE ONE GROUP CLASS A SHARES
    

   
<TABLE>
<CAPTION>
                                                          GOVERNMENT BOND FUND
                                                              INCOME BOND FUND    LIMITED VOLATILITY BOND FUND
                                                          INTERMEDIATE BOND FUND  ULTRA SHORT-TERM INCOME FUND
                                                          ----------------------  ----------------------------
<S>                                                            <C>                           <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases(2)                   4.50%                         3.00%
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                       none                          none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                none                          none
Exchange Fees                                                  none                          none
</TABLE>
    

ANNUAL OPERATING EXPENSES(3)
 (as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                             INVESTMENT                                              TOTAL OPERATING
                                            ADVISORY FEE          12B-1 FEE                              EXPENSES
                                        (AFTER FEE WAIVER)(4) (AFTER FEE WAIVER)(5) OTHER EXPENSES  (AFTER FEE WAIVER)(6)
<S>                                              <C>                <C>                 <C>                <C>
The One Group Intermediate Bond Fund             .40%               .25%                .27%               .92%
The One Group Income Bond Fund                   .40%               .25%                .21%               .86%
The One Group Government  Bond Fund              .45%               .25%                .24%               .94%
The One Group Ultra Short-Term Income Fund       .40%               .25%                .51%              1.16%
The One Group Limited Volatility Bond Fund       .40%               .25%                .22%               .87%
</TABLE>
    

(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

   
(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first
         anniversary of purchase.

(3)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

(4)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .60% for all classes of
         shares of the Intermediate Bond Fund, the Income Bond Fund and the
         Limited Volatility Bond Fund, and .55% for all classes of shares of
         the Ultra Short-Term Income Fund.

(5)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plans, 12b-1 fees (as a percentage of average
         daily net assets) would be .35% for Class A shares. For a discussion
         of 12b-1 fees, see "The Distributor."

(6)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be 1.22% for Class A Shares of the
         Intermediate Bond Fund, 1.16% for the Class A shares of the Income
         Bond Fund, 1.04% for the Class A shares of the Government Bond Fund,
         1.41% for the Class A shares of the Ultra Short-Term Income Fund, and
         1.17% for the Class A shares of the Limited Volatility Bond Fund.
    

                                       4


<PAGE>   92
   
EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class A shares of the Fund, assuming: (1) imposition of the maximum sales
charge; (2) 5% annual return; and (3) redemption at the end of each time
period.
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                  <C>            <C>
The One Group Intermediate Bond Fund                 $54             $73                  $94            $153
The One Group Income Bond Fund                       $53             $71                  $91            $146
The One Group Government  Bond Fund                  $54             $74                  $95            $155
The One Group Ultra Short-Term Income Fund           $41             $66                  $92            $167
The One Group Limited Volatility Bond Fund           $39             $57                  $77            $134
</TABLE>
    

   
Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Intermediate Bond Fund                 $57             $82                 $109            $186
The One Group Income Bond Fund                       $56             $80                 $106            $180
The One Group Government  Bond Fund                  $55             $77                 $100            $166
The One Group Ultra Short-Term Income Fund           $44             $73                 $105            $194
The One Group Limited Volatility Bond Fund           $42             $66                  $92            $166
</TABLE>
    

                                       5


<PAGE>   93
   
EXPENSE SUMMARY -- THE ONE GROUP CLASS B SHARES
    

   
<TABLE>
<CAPTION>
                                                          GOVERNMENT BOND FUND
                                                            INCOME BOND FUND     LIMITED VOLATILITY BOND FUND
                                                         INTERMEDIATE BOND FUND  ULTRA SHORT-TERM INCOME FUND
                                                         ----------------------  ----------------------------
<S>                                                              <C>                      <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                        none                     none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                         5.00%                    3.00%
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                  none                     none
Exchange Fees                                                    none                     none
</TABLE>
    

ANNUAL OPERATING EXPENSES(2)
(as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                             INVESTMENT                                             TOTAL OPERATING
                                           ADVISORY FEES           12B-1 FEES                            EXPENSES
                                       (AFTER FEE WAIVERS)(3) (AFTER FEE WAIVERS(4) OTHER EXPENSES (AFTER FEE WAIVERS)(5)
                                       ---------------------- --------------------- -------------- ----------------------
<S>                                            <C>                   <C>                 <C>               <C>
The One Group Intermediate Bond Fund           .40%                  .90%                .27%              1.57%
The One Group Income Bond Fund                 .40%                  .90%                .21%              1.51%
The One Group Government  Bond Fund            .45%                  .90%                .24%              1.59%
The One Group Ultra Short-Term Income Fund     .40%                  .75%                .51%              1.66%
The One Group Limited Volatility Bond Fund     .40%                  .75%                .22%              1.37%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .60% for all classes of
         shares of the Intermediate Bond Fund, the Income Bond Fund and the
         Limited Volatility Bond Fund, and .55% for all classes of shares of
         the Ultra Short-Term Income Fund.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plans, 12b-1 fees (as a percentage of average
         daily net assets) would be 1.00% for Class B shares. For a discussion
         of 12b-1 fees, see "The Distributor."

(5)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be 1.87% for Class B Shares of the
         Intermediate Bond Fund, 1.81% for the Class B shares of the Income
         Bond Fund, 1.69% for the Class B shares of Government Bond Fund, 2.06%
         for the Class B shares of Ultra Short-Term Income Fund, and 1.82% for
         the Class B shares of Limited Volatility Bond Fund.
    

                                       6


<PAGE>   94

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class B shares, assuming: (1) deduction of the applicable maximum Contingent
Deferred Sales Charge; and (2) 5% annual return.

   
                         Assuming a Complete Redemption
                            at the End of the Period
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Intermediate Bond Fund                 $66             $80                 $106            $169
The One Group Income Bond Fund                       $65             $78                 $102            $163
The One Group Government  Bond Fund                  $66             $80                 $107            $172
The One Group Ultra Short-Term Income Fund           $47             $72                 $ 90            $171
The One Group Limited Volatility Bond Fund           $44             $63                 $ 75            $138
</TABLE>
    

   
                             Assuming No Redemption
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                  <C>            <C>
The One Group Intermediate Bond Fund                 $16             $50                  $86            $166
The One Group Income Bond Fund                       $15             $48                  $82            $163
The One Group Government  Bond Fund                  $16             $50                  $87            $172
The One Group Ultra Short-Term Income Fund           $17             $52                  $90            $171
The One Group Limited Volatility Bond Fund           $14             $43                  $75            $138
</TABLE>
    

   
Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

                         Assuming a Complete Redemption
                            at the End of the Period
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Intermediate Bond Fund                 $69             $89                 $121            $202
The One Group Income Bond Fund                       $68             $87                 $118            $196
The One Group Government  Bond Fund                  $67             $83                 $112            $183
The One Group Ultra Short-Term Income Fund           $51             $85                 $111            $207
The One Group Limited Volatility Bond Fund           $48             $77                 $ 99            $181
</TABLE>
    


                                       7


<PAGE>   95
   
                             Assuming No Redemption
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                <C>              <C>
The One Group Intermediate Bond Fund                 $19             $59                 $101            $202
The One Group Income Bond Fund                       $18             $57                $  98            $196
The One Group Government  Bond Fund                  $17             $53                 $ 92            $183
The One Group Ultra Short-Term Income Fund           $21             $65                 $111            $207
The One Group Limited Volatility Bond Fund           $18             $57                 $ 99            $181
</TABLE>
    

   
Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.
    

                                       8


<PAGE>   96
   
EXPENSE SUMMARY -- THE ONE GROUP FIDUCIARY CLASS SHARES
    

<TABLE>
<CAPTION>
                                                          GOVERNMENT BOND FUND
                                                              INCOME BOND FUND    LIMITED VOLATILITY BOND FUND
                                                          INTERMEDIATE BOND FUND  ULTRA SHORT-TERM INCOME FUND
                                                          ----------------------  ----------------------------
<S>                                                             <C>                          <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                       none                         none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                        none                         none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                 none                         none
Exchange Fees                                                   none                         none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
 (as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                               INVESTMENT                                   TOTAL OPERATING
                                             ADVISORY FEES                                      EXPENSES
                                         (AFTER FEE WAIVER)(3) 12B-1 FEES  OTHER EXPENSES (AFTER FEE WAIVER)(4)
                                         --------------------- ----------  -------------- ---------------------
<S>                                               <C>            <C>            <C>               <C>
The One Group Intermediate Bond Fund              .40%           none           .27%              .67%
The One Group Income Bond Fund                    .40%           none           .21%              .61%
The One Group Government  Bond Fund               .45%           none           .24%              .69%
The One Group Ultra Short-Term Income Fund        .40%           none           .51%              .91%
The One Group Limited Volatility Bond Fund        .40%           none           .22%              .62%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .60% for all classes of
         shares of the Intermediate Bond Fund, the Income Bond Fund and the
         Limited Volatility Bond Fund, and .55% for all classes of shares of
         the Ultra Short-Term Income Fund.

(4)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be .84% for Fiduciary Class shares of the
         Intermediate Bond Fund, .81% for the Fiduciary Class shares of the
         Income Bond Fund, 1.06% for the Fiduciary Class shares of Ultra
         Short-Term Income Fund, and .82% for the Fiduciary Class shares of
         Limited Volatility Bond Fund.
    

                                       9


<PAGE>   97

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Fiduciary class shares of the Fund, assuming: (1) imposition of the maximum
sales charge; (2) 5% annual return; and (3) redemption at the end of each time
period.

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                    ------          -------          -------         --------
<S>                                                   <C>               <C>               <C>            <C>
The One Group Intermediate Bond Fund                  $7                $21               $37            $ 83
The One Group Income Bond Fund                        $6                $20               $34            $ 76
The One Group Government  Bond Fund                   $7                $22               $38            $ 86
The One Group Ultra Short-Term Income Fund            $9                $29               $50            $112
The One Group Limited Volatility Bond Fund            $6                $20               $35            $ 77
</TABLE>
    

   
Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:
    

   
<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                    ------          -------          -------         --------
<S>                                                  <C>                <C>               <C>            <C>
The One Group Intermediate Bond Fund                 $ 9                $27               $47            $104
The One Group Income Bond Fund                       $ 8                $26               $45            $100
The One Group Ultra Short-Term Income Fund           $11                $34               $58            $129
The One Group Limited Volatility Bond Fund           $ 8                $26               $46            $101
</TABLE>
    


   
The tables on pages ______ are designed to assist the investor in understanding
the various costs and expenses that may be directly or indirectly borne by
investors in the Trust. THESE EXAMPLES SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR
LESS THAN THOSE SHOWN.

The rules of the SEC require that the maximum sales charge be reflected in the
above tables. However, investors in the Funds ("Shareholders") may, under
certain circumstances, qualify for reduced sales charges. See "How to Invest in
The One Group." Long-term Shareholders of Class A shares and Class B shares may
pay more than the equivalent of the maximum front-end sales charges otherwise
permitted by the National Association of Securities Dealers' Rules.
    

FINANCIAL HIGHLIGHTS

   
The Trust was organized as a Massachusetts Business Trust on May 23, 1985. The
Trust currently consists of 40 separate investment portfolios (the "funds").
Currently, shares in the Funds are offered in three separate classes: Class A
shares, Class B shares and Fiduciary Class shares.

The following tables set forth certain financial information with respect to
the Financial Highlights for Class A, Class B and Fiduciary Class shares of the
Funds for the period from commencement of operations of each class of each Fund
to June 30, 1996. The information is a part of the financial statements audited
by Coopers & Lybrand L.L.P., independent accountants for the Trust, whose
report on the Trust's financial statements for the year ended June 30, 1996
appears in the Statement of Additional Information. Further information about
the Funds' performance is contained in the Annual Report to Shareholders, which
may be obtained without charge from the Distributor by calling 1-800-480-4111
during business hours.
    


                                       10
<PAGE>   98
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERMEDIATE BOND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                      INTERMEDIATE BOND
                                                                    -----------------------------------------------------
                                                                                          FIDUCIARY
                                                                    -----------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                    -----------------------------------------------------
                                                                      1996       1995       1994       1993     1992 (A)
                                                                    ---------  ---------  ---------  ---------  ---------
<S>                                                                 <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................  $   10.01  $    9.72  $   10.51  $   10.09  $   10.00
                                                                    ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................................       0.66       0.66       0.60       0.63       0.22
  Net realized and unrealized gains (losses) from investments.....      (0.17)      0.29      (0.67)      0.42       0.08
                                                                    ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities..............................       0.49       0.95      (0.07)      1.05       0.30
                                                                    ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income...........................................      (0.66)     (0.66)     (0.60)     (0.63)     (0.21)
  In excess of net investment income..............................         --         --      (0.02)        --         --
  Net realized gains..............................................         --         --      (0.10)        --         --
                                                                    ---------  ---------  ---------  ---------  ---------
    Total Distributions...........................................      (0.66)     (0.66)     (0.72)     (0.63)     (0.21)
                                                                    ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD...................................................  $    9.84  $   10.01  $    9.72  $   10.51  $   10.09
                                                                    ---------  ---------  ---------  ---------  ---------
                                                                    ---------  ---------  ---------  ---------  ---------
Total Return (Excludes Sales Charge)..............................       4.95%     10.15%     (0.74)%     10.67%      3.00%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................  $ 230,812  $ 191,216  $  98,483  $  44,252  $  23,457
  Ratio of expenses to average net assets.........................       0.54%      0.56%      0.32%      0.39%      0.36%(b)
  Ratio of net investment income to average net assets............       6.56%      6.88%      6.04%      6.14%      6.99%(b)
  Ratio of expenses to average net assets*........................       0.87%      0.99%      0.87%      1.17%      1.33%(b)
  Ratio of net investment income to average net assets*...........       6.23%      6.45%      5.49%      5.36%      6.02%(b)
  Portfolio Turnover (d)..........................................     101.06%     99.71%     85.62%     21.51%     11.74%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations February 28, 1992
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       11

<PAGE>   99
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERMEDIATE BOND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                        INTERMEDIATE BOND
                                                                                                       --------------------
                                                                                                             CLASS A
                                                                                                       --------------------
                                                                                                       YEARS ENDED JUNE 30,
                                                                                                       --------------------
                                                                                                         1996     1995 (A)
                                                                                                       ---------  ---------
<S>                                                                                                    <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................................................  $   10.04  $    9.45
                                                                                                       ---------  ---------
Investment Activities
  Net investment income..............................................................................       0.64       0.37
  Net realized and unrealized gains (losses) from investments........................................      (0.17)      0.59
                                                                                                       ---------  ---------
    Total from Investment Activities.................................................................       0.47       0.96
                                                                                                       ---------  ---------
Distributions
  Net investment income..............................................................................      (0.64)     (0.37)
                                                                                                       ---------  ---------
    Total Distributions..............................................................................      (0.64)     (0.37)
                                                                                                       ---------  ---------
NET ASSET VALUE,
  END OF PERIOD......................................................................................  $    9.87  $   10.04
                                                                                                       ---------  ---------
                                                                                                       ---------  ---------
Total Return (Excludes Sales Charge).................................................................       4.77%     10.29%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................................................  $  13,706  $   4,941
  Ratio of expenses to average net assets............................................................       0.79%      0.83%(b)
  Ratio of net investment income to average net assets...............................................       6.31%      6.64%(b)
  Ratio of expenses to average net assets*...........................................................       1.22%      1.66%(b)
  Ratio of net investment income to average net assets*..............................................       5.88%      5.81%(b)
  Portfolio Turnover (d).............................................................................     101.06%     99.71%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced operations November 30, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       12
<PAGE>   100
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERMEDIATE BOND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                        INTERMEDIATE BOND
                                                                                                       --------------------
                                                                                                             CLASS B
                                                                                                       --------------------
                                                                                                       YEARS ENDED JUNE 30,
                                                                                                       --------------------
                                                                                                         1996     1995 (A)
                                                                                                       ---------  ---------
<S>                                                                                                    <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................................................  $   10.01  $    9.45
                                                                                                       ---------  ---------
Investment Activities
  Net investment income..............................................................................       0.58       0.23
  Net realized and unrealized gains (losses) from investments........................................      (0.18)      0.56
                                                                                                       ---------  ---------
    Total from Investment Activities.................................................................       0.40       0.79
                                                                                                       ---------  ---------
Distributions
  Net investment income..............................................................................      (0.58)     (0.23)
                                                                                                       ---------  ---------
    Total Distributions..............................................................................      (0.58)     (0.23)
                                                                                                       ---------  ---------
NET ASSET VALUE,
  END OF PERIOD......................................................................................  $    9.83  $   10.01
                                                                                                       ---------  ---------
                                                                                                       ---------  ---------
Total Return (Excludes Sales Charge).................................................................       4.10%      8.22%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................................................  $   6,077  $     266
  Ratio of expenses to average net assets............................................................       1.44%      1.51%(b)
  Ratio of net investment income to average net assets...............................................       5.66%      6.15%(b)
  Ratio of expenses to average net assets*...........................................................       1.87%      2.34%(b)
  Ratio of net investment income to average net assets*..............................................       5.23%      5.31%(b)
  Portfolio Turnover (d).............................................................................     101.06%     99.71%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced operations on November 30, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       13
<PAGE>   101
- --------------------------------------------------------------------------------
   
THE ONE GROUP INCOME FUND BOND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                      INCOME BOND FUND
                                                                    -----------------------------------------------------
                                                                                          FIDUCIARY
                                                                    -----------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                    -----------------------------------------------------
                                                                      1996       1995       1994       1993       1992
                                                                    ---------  ---------  ---------  ---------  ---------
<S>                                                                 <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................  $    9.54  $    9.23  $   10.43  $   10.18  $    9.59
                                                                    ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................................       0.65       0.64       0.54       0.66       0.71
  Net realized and unrealized gains (losses) from investments.....      (0.21)      0.35      (0.74)      0.38       0.59
                                                                    ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities..............................       0.44       0.99      (0.20)      1.04       1.30
                                                                    ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income...........................................      (0.65)     (0.64)     (0.57)     (0.66)     (0.71)
  Net realized gains..............................................         --      (0.04)     (0.43)     (0.13)        --
                                                                    ---------  ---------  ---------  ---------  ---------
    Total Distributions...........................................      (0.65)     (0.68)     (1.00)     (0.79)     (0.71)
                                                                    ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD...................................................  $    9.33  $    9.54  $    9.23  $   10.43  $   10.18
                                                                    ---------  ---------  ---------  ---------  ---------
                                                                    ---------  ---------  ---------  ---------  ---------
Total Return (Excludes Sales Charge)..............................       4.62%     11.29%     (2.54)%     10.62%     13.85%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................  $ 520,239  $ 474,124  $ 560,071  $ 483,291  $ 376,898
  Ratio of expenses to average net assets.........................       0.59%      0.59%      0.53%      0.56%      0.49%
  Ratio of net investment income to average net assets............       6.76%      6.94%      5.35%      6.44%      7.18%
  Ratio of expenses to average net assets*........................       0.81%      0.86%      0.85%      0.90%      1.04%
  Ratio of net investment income to average net assets*...........       6.54%      6.67%      5.03%      6.10%      6.63%
  Portfolio Turnover (a)..........................................      95.52%    262.25%    131.04%    143.52%     32.50%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 


                                       14


<PAGE>   102
- --------------------------------------------------------------------------------
   
THE ONE GROUP INCOME BOND FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                         INCOME BOND FUND
                                                                      -------------------------------------------------------
                                                                                              CLASS A
                                                                      -------------------------------------------------------
                                                                                       YEARS ENDED JUNE 30,
                                                                      -------------------------------------------------------
                                                                        1996       1995       1994       1993      1992 (A)
                                                                      ---------  ---------  ---------  ---------  -----------
<S>                                                                   <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...............................................  $    9.54  $    9.22  $   10.43  $   10.16   $   10.06
                                                                      ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income.............................................       0.63       0.61       0.52       0.63        0.26
  Net realized and unrealized gains (losses) from investments.......      (0.23)      0.36      (0.75)      0.41        0.11
                                                                      ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities................................       0.40       0.97      (0.23)      1.04        0.37
                                                                      ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income.............................................      (0.62)     (0.60)     (0.55)     (0.64)      (0.27)
  In excess of net investment income................................         --      (0.01)        --         --          --
  Net realized gains................................................         --      (0.04)     (0.43)     (0.13)         --
                                                                      ---------  ---------  ---------  ---------  -----------
    Total Distributions.............................................      (0.62)     (0.65)     (0.98)     (0.77)      (0.27)
                                                                      ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.....................................................  $    9.32  $    9.54  $    9.22  $   10.43   $   10.16
                                                                      ---------  ---------  ---------  ---------  -----------
                                                                      ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)................................       4.26%     10.90%     (2.33)%     10.58%      10.16%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................................  $  10,127  $   6,796  $   5,347  $   7,064  $      188
  Ratio of expenses to average net assets...........................       0.84%      1.01%      0.78%      0.77%       0.97 %(b)
  Ratio of net investment income to average net assets..............       6.51%      6.57%      5.25%      6.12%       6.58 %(b)
  Ratio of expenses to average net assets*..........................       1.16%      1.38%      1.20%      1.26%       1.27 %(b)
  Ratio of net investment income to average net assets*.............       6.19%      6.20%      4.83%      5.63%       6.28 %(b)
  Portfolio Turnover (c)............................................      95.52%    262.25%    131.04%    143.52%      32.50 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       15
<PAGE>   103
- --------------------------------------------------------------------------------
   
THE ONE GROUP INCOME BOND FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                       INCOME BOND FUND
                                                                                               ---------------------------------
                                                                                                            CLASS B
                                                                                               ---------------------------------
                                                                                                     YEARS ENDED JUNE 30,
                                                                                               ---------------------------------
                                                                                                 1996       1995      1994 (A)
                                                                                               ---------  ---------  -----------
<S>                                                                                            <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................................................  $    9.62  $    9.29   $    9.97
                                                                                               ---------  ---------  -----------
Investment Activities
  Net investment income......................................................................       0.56       0.56        0.17
  Net realized and unrealized gains (losses) from investments................................      (0.21)      0.38       (0.70)
                                                                                               ---------  ---------  -----------
    Total from Investment Activities.........................................................       0.35       0.94       (0.53)
                                                                                               ---------  ---------  -----------
Distributions
  Net investment income......................................................................      (0.57)     (0.57)      (0.15)
  Net realized gains.........................................................................         --      (0.04)         --
                                                                                               ---------  ---------  -----------
    Total Distributions......................................................................      (0.57)     (0.61)      (0.15)
                                                                                               ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..............................................................................  $    9.40  $    9.62   $    9.29
                                                                                               ---------  ---------  -----------
                                                                                               ---------  ---------  -----------
Total Return (Excludes Sales Charge).........................................................       3.65%     10.63%      (5.29)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)                                                            $   6,110  $   1,887   $     723
  Ratio of expenses to average net assets....................................................       1.49%      1.49%       1.45%(b)
  Ratio of net investment income to average net assets.......................................       5.86%      6.16%       5.20 %(b)
  Ratio of expenses to average net assets*...................................................       1.81%      1.86%       1.84 %(b)
  Ratio of net investment income to average net assets*......................................       5.54%      5.80%       4.81 %(b)
  Portfolio Turnover (d).....................................................................      95.52%    262.25%     131.04 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 17, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       16
<PAGE>   104
- --------------------------------------------------------------------------------
   
THE ONE GROUP INCOME BOND FUND
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                       INCOME BOND FUND
                                                                                                 ----------------------------
                                                                                                    SERVICE/RETIREMENT (A)
                                                                                                 ----------------------------
                                                                                                     YEARS ENDED JUNE 30,
                                                                                                 ----------------------------
                                                                                                     1995           1994
                                                                                                 -------------  -------------
<S>                                                                                              <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..........................................................................  $    9.05      $    9.97
                                                                                                    ------         ------
Investment Activities
  Net investment income........................................................................       0.49           0.12
  Net realized and unrealized gains (losses) from investments..................................       0.40          (0.94)
                                                                                                    ------         ------
    Total from Investment Activities...........................................................       0.89          (0.82    )
                                                                                                    ------         ------
Distributions
  Net investment income........................................................................      (0.51    )     (0.10    )
  In excess of net investment income
  Net realized gains...........................................................................      (0.04    )
                                                                                                    ------         ------
    Total Distributions........................................................................      (0.55    )     (0.10    )
                                                                                                    ------         ------
NET ASSET VALUE,
  END OF PERIOD................................................................................  $    9.39      $    9.05
                                                                                                    ------         ------
                                                                                                    ------         ------
Total Return (Excludes Sales Charge)...........................................................(a)                  (8.24    )%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................................................  $      --      $      57
  Ratio of expenses to average net assets......................................................       1.24(b)        1.30(b)
  Ratio of net investment income to average net assets.........................................       5.85(b)        5.28(b)
  Ratio of expenses to average net assets*.....................................................       1.53(b)        1.59(b)
  Ratio of net investment income to average net assets*........................................       5.57(b)        4.99(b)
  Portfolio Turnover (d).......................................................................     262.25    %    131.04    %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as "Retirement
           Shares". On April 4, 1995, the name of the Retirement Shares was changed to "Service" Shares. As of June
           1, 1995, Service shares transferred to Class A Shares, and as of June 30, 1995, there were no shareholders
           in the Service Class. The return for the period from July 1, 1994 to June 1, 1995 for the Service Shares
           was 9.93%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 

 
                                       17
<PAGE>   105
- --------------------------------------------------------------------------------
   
THE ONE GROUP GOVERNMENT BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                             GOVERNMENT BOND FUND
                                                                                 --------------------------------------------
                                                                                                  FIDUCIARY
                                                                                 --------------------------------------------
                                                                                             YEARS ENDED JUNE 30,
                                                                                 --------------------------------------------
                                                                                   1996       1995       1994      1993 (A)
                                                                                 ---------  ---------  ---------  -----------
<S>                                                                              <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..........................................................  $    9.81  $    9.35  $   10.15   $   10.00
                                                                                 ---------  ---------  ---------  -----------
Investment Activities
  Net investment income........................................................       0.62       0.62       0.51        0.20
  Net realized and unrealized gains (losses) from investments..................      (0.25)      0.46      (0.77)       0.15
                                                                                 ---------  ---------  ---------  -----------
    Total from Investment Activities...........................................       0.37       1.08      (0.26)       0.35
                                                                                 ---------  ---------  ---------  -----------
Distributions
  Net investment income........................................................      (0.62)     (0.61)     (0.50)      (0.20)
  In excess of net investment income...........................................         --      (0.01)     (0.02)         --
  In excess of net realized gains..............................................         --         --      (0.02)         --
                                                                                 ---------  ---------  ---------  -----------
    Total Distributions........................................................      (0.62)     (0.62)     (0.54)      (0.20)
                                                                                 ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD................................................................  $    9.56  $    9.81  $    9.35   $   10.15
                                                                                 ---------  ---------  ---------  -----------
                                                                                 ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)...........................................       3.81%     12.04%     (2.73)%       9.03%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................................  $ 677,326  $ 379,826  $ 209,692  $   52,152
  Ratio of expenses to average net assets......................................       0.68%      0.71%      0.68%       0.69 %(b)
  Ratio of net investment income to average net assets.........................       6.34%      6.65%      5.13%       5.43 %(b)
  Ratio of expenses to average net assets*.....................................       0.69%      0.73%      0.71%       1.05 %(b)
  Ratio of net investment income to average net assets*........................       6.33%      6.63%      5.10%       5.07 %(b)
  Portfolio Turnover (c).......................................................      62.70%    106.14%    377.78%     139.24 %
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 

                                       18


<PAGE>   106
- --------------------------------------------------------------------------------
   
THE ONE GROUP GOVERNMENT BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                GOVERNMENT BOND FUND
                                                                                    --------------------------------------------
                                                                                                      CLASS A
                                                                                    --------------------------------------------
                                                                                                YEARS ENDED JUNE 30,
                                                                                    --------------------------------------------
                                                                                      1996       1995       1994      1993 (A)
                                                                                    ---------  ---------  ---------  -----------
<S>                                                                                 <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................................  $    9.81  $    9.35  $   10.17   $   10.22
                                                                                    ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...........................................................       0.60       0.61       0.48        0.17
  Net realized and unrealized gains (losses) from investments.....................      (0.25)      0.45      (0.79)      (0.05)
                                                                                    ---------  ---------  ---------  -----------
    Total from Investment Activities..............................................       0.35       1.06      (0.31)       0.12
                                                                                    ---------  ---------  ---------  -----------
Distributions
  Net investment income...........................................................      (0.60)     (0.59)     (0.47)      (0.17)
  In excess of net investment income..............................................                 (0.01)     (0.02)
  In excess of net realized gains.................................................                            (0.02)
                                                                                    ---------  ---------  ---------  -----------
    Total Distributions...........................................................      (0.60)     (0.60)     (0.51)      (0.17)
                                                                                    ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD...................................................................  $    9.56  $    9.81  $    9.35   $   10.17
                                                                                    ---------  ---------  ---------  -----------
                                                                                    ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)..............................................       3.58%     11.84%     (3.16)%       5.35%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................................  $  38,800  $   8,130  $   1,690  $      840
  Ratio of expenses to average net assets.........................................       0.93%      0.97%      0.92%       0.95 %(b)
  Ratio of net investment income to average net assets............................       6.09%      6.46%      4.84%       5.56 %(b)
  Ratio of expenses to average net assets*........................................       1.04%      1.09%      1.05%       1.44 %(b)
  Ratio of net investment income to average net assets*...........................       5.98%      6.34%      4.71%       5.07 %(b)
  Portfolio Turnover (c)..........................................................      62.70%    106.14%    377.78%     139.24 %
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on March 5, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       19
<PAGE>   107
- --------------------------------------------------------------------------------
   
THE ONE GROUP GOVERNMENT BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                    GOVERNMENT BOND FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $    9.81  $    9.35   $   10.04
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.54       0.55        0.18
  Net realized and unrealized gains (losses) from investments...............................      (0.25)      0.46       (0.69)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       0.29       1.01       (0.51)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.54)     (0.55)      (0.16)
  In excess of net investment income........................................................         --         --       (0.02)
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.54)     (0.55)      (0.18)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $    9.56  $    9.81   $    9.35
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................       2.95%     11.20%      (4.99)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  10,782  $   2,513   $     656
  Ratio of expenses to average net assets...................................................       1.58%      1.62%       1.52%(b)
  Ratio of net investment income to average net assets......................................       5.44%      5.76%       4.60 %(b)
  Ratio of expenses to average net assets*..................................................       1.69%      1.74%       1.63 %(b)
  Ratio of net investment income to average net assets*.....................................       5.33%      5.64%       4.49 %(b)
  Portfolio Turnover (d)....................................................................      62.70%    106.14%     377.78 %
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       20
<PAGE>   108
- --------------------------------------------------------------------------------
   
THE ONE GROUP GOVERNMENT BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                      GOVERNMENT BOND FUND
                                                                                                     ----------------------
                                                                                                     SERVICE/RETIREMENT (A)
                                                                                                     ----------------------
                                                                                                      YEAR ENDED JUNE 30,
                                                                                                     ----------------------
                                                                                                              1995
                                                                                                     ----------------------
<S>                                                                                                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..............................................................................        $     9.32
                                                                                                              -------
Investment Activities
  Net investment income............................................................................              0.44
  Net realized and unrealized gains (losses) from investments......................................              0.46
                                                                                                              -------
    Total from Investment Activities...............................................................              0.90
                                                                                                              -------
Distributions
  Net investment income............................................................................             (0.44)
                                                                                                              -------
    Total Distributions............................................................................             (0.44)
                                                                                                              -------
NET ASSET VALUE,
  END OF PERIOD....................................................................................        $     9.78
                                                                                                              -------
                                                                                                              -------
Total Return (Excludes Sales Charge)...............................................................                (a)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)................................................................        $       --
  Ratio of expenses to average net assets..........................................................              1.64%(b)
  Ratio of net investment income to average net assets.............................................              6.65%(b)
  Ratio of expenses to average net assets*.........................................................              1.66%(b)
  Ratio of net investment income to average net assets*............................................              6.62%(b)
  Portfolio Turnover (c)...........................................................................            106.14%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on July 15, 1994 when they were designated as "Retirement Shares".
           On April 4, 1995, the name of the Retirement Shares was changed to "Service" Shares. As of June 1, 1995,
           Service shares transferred to Class A Shares, and as of June 30, 1996 and 1995, there were no shareholders
           in the Service Class. The return for the period from July 15, 1994 to June 1, 1995 for the Service Shares
           was 9.59%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualzied.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       21
<PAGE>   109
- --------------------------------------------------------------------------------
   
THE ONE GROUP ULTRA-SHORT TERM INCOME FUND
(formerly THE ONE GROUP GOVERNMENT ARM FUND)
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                        GOVERNMENT ARM FUND
                                                    -----------------------------------------------------------
                                                                             FIDUCIARY
                                                    -----------------------------------------------------------
                                                                       YEARS ENDED JUNE 30,
                                                    -----------------------------------------------------------
                                                        1996           1995           1994          1993 (A)
                                                    ------------   ------------   -------------   -------------
<S>                                                 <C>            <C>            <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $       9.84   $       9.85   $       10.03   $       10.00
                                                    ------------   ------------   -------------   -------------
Investment Activities
  Net investment income...........................          0.62           0.55            0.36            0.17
  Net realized and unrealized gains (losses) from
    investments...................................         (0.07)         (0.05)          (0.15)           0.03
                                                    ------------   ------------   -------------   -------------
    Total from Investment Activities..............          0.55           0.50            0.21            0.20
                                                    ------------   ------------   -------------   -------------
Distributions
  Net investment income...........................         (0.60)         (0.48)          (0.37)          (0.17)
  In excess of net investment income..............            --          (0.03)          (0.02)             --
                                                    ------------   ------------   -------------   -------------
    Total Distributions...........................         (0.60)         (0.51)          (0.39)          (0.17)
                                                    ------------   ------------   -------------   -------------
NET ASSET VALUE,
  END OF PERIOD...................................  $       9.79   $       9.84   $        9.85   $       10.03
                                                    ------------   ------------   -------------   -------------
                                                    ------------   ------------   -------------   -------------
Total Return (Excludes Sales Charge)..............          5.71%          5.14%           2.16%           4.93%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $     57,276   $     51,050   $     139,593   $     154,413
  Ratio of expenses to average net assets.........          0.45%          0.61%           0.65%           0.58%(b)
  Ratio of net investment income to average net
    assets........................................          6.20%          5.18%           3.70%           4.71%(b)
  Ratio of expenses to average net assets*........          1.06%          1.01%           0.81%           1.03%(b)
  Ratio of net investment income to average net
    assets*.......................................          5.59%          4.78%           3.54%           4.26%(b)
  Portfolio Turnover (c)..........................         67.65%          2.91%         242.20%         109.96%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on February 2, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 

                                       22


<PAGE>   110
- --------------------------------------------------------------------------------
   
THE ONE GROUP ULTRA-SHORT TERM INCOME FUND
(formerly THE ONE GROUP GOVERNMENT ARM FUND)
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                         GOVERNMENT ARM FUND
                                                                        -----------------------------------------------------
                                                                                               CLASS A
                                                                        -----------------------------------------------------
                                                                                        YEARS ENDED JUNE 30,
                                                                        -----------------------------------------------------
                                                                           1996          1995          1994        1993 (A)
                                                                        -----------   -----------   -----------   -----------
<S>                                                                     <C>           <C>           <C>           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $      9.83   $      9.84   $     10.03   $  10.00
                                                                        -----------   -----------   -----------   -----------
Investment Activities
  Net investment income...............................................         0.58          0.52          0.36       0.14
  Net realized and unrealized gains (losses) from investments.........        (0.06)        (0.06)        (0.17)      0.03
                                                                        -----------   -----------   -----------   -----------
    Total from Investment Activities..................................         0.52          0.46          0.19       0.17
                                                                        -----------   -----------   -----------   -----------
Distributions
  Net investment income...............................................        (0.57)        (0.46)        (0.34)     (0.14)
  In excess of net investment income..................................           --         (0.01)        (0.04)        --
                                                                        -----------   -----------   -----------   -----------
    Total Distributions...............................................        (0.57)        (0.47)        (0.38)     (0.14)
                                                                        -----------   -----------   -----------   -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $      9.78   $      9.83   $      9.84   $  10.03
                                                                        -----------   -----------   -----------   -----------
                                                                        -----------   -----------   -----------   -----------
Total Return (Excludes Sales Charge)..................................         5.42%         4.84%         1.95%      4.78%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     3,969   $     4,631   $    19,053   $  3,106
  Ratio of expenses to average net assets.............................         0.70%         0.86%         0.89%      0.81%(b)
  Ratio of net investment income to average net assets................         5.95%         4.88%         3.54%      4.47%(b)
  Ratio of expenses to average net assets*............................         1.41%         1.36%         1.14%      1.34%(b)
  Ratio of net investment income to average net assets*...............         5.24%         4.38%         3.29%      3.95%(b)
  Portfolio Turnover (c)..............................................        67.65%         2.91%       242.20%    109.96%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on March 10, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       23
<PAGE>   111
- --------------------------------------------------------------------------------
   
THE ONE GROUP ULTRA-SHORT TERM INCOME FUND
(formerly THE ONE GROUP GOVERNMENT ARM FUND)
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                  GOVERNMENT ARM FUND
                                                                        ----------------------------------------
                                                                                        CLASS B
                                                                        ----------------------------------------
                                                                                  YEARS ENDED JUNE 30,
                                                                        ----------------------------------------
                                                                           1996          1995         1994 (A)
                                                                        -----------   -----------   ------------
<S>                                                                     <C>           <C>           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $      9.84   $      9.86   $    9.98
Investment Activities
  Net investment income...............................................         0.52          0.47        0.12
  Net realized and unrealized gains (losses) from investments.........        (0.07)        (0.04)      (0.11)
                                                                        -----------   -----------   ------------
    Total from Investment Activities..................................         0.45          0.43        0.01
                                                                        -----------   -----------   ------------
Distributions
  Net investment income...............................................        (0.53)        (0.45)      (0.12)
  In excess of net investment income..................................           --            --       (0.01)
                                                                        -----------   -----------   ------------
    Total Distributions...............................................        (0.53)        (0.45)      (0.13)
                                                                        -----------   -----------   ------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $      9.76   $      9.84   $    9.86
                                                                        -----------   -----------   ------------
                                                                        -----------   -----------   ------------
Total Return (Excludes Sales Charge)..................................         4.63%         4.77%      (0.09)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     1,144   $       160   $      15
  Ratio of expenses to average net assets.............................         1.20%         1.31%       1.41%(b)
  Ratio of net investment income to average net assets................         5.45%         4.91%       3.49%(b)
  Ratio of expenses to average net assets*............................         2.06%         1.96%       1.83%(b)
  Ratio of net investment income to average net assets*...............         4.59%         4.26%       3.07%(b)
  Portfolio Turnover (d)..............................................        67.65%         2.91%     242.20%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       24
<PAGE>   112
- --------------------------------------------------------------------------------
   
THE ONE GROUP LIMITED VOLATILITY BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                LIMITED VOLATILITY BOND FUND
                                                                        ---------------------------------------------
                                                                                          FIDUCIARY
                                                                        ---------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                        ---------------------------------------------
                                                                            1996            1995            1994
                                                                        -------------   -------------   -------------
<S>                                                                     <C>             <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $       10.53   $       10.33   $       10.87
                                                                        -------------   -------------   -------------
Investment Activities
  Net investment income...............................................           0.64            0.60            0.54
  Net realized and unrealized gains (losses) from investments.........          (0.11)           0.19           (0.45)
                                                                        -------------   -------------   -------------
    Total from Investment Activities..................................           0.53            0.79            0.09
                                                                        -------------   -------------   -------------
Distributions
  Net investment income...............................................          (0.64)          (0.59)          (0.55)
  In excess of net investment income..................................             --              --           (0.02)
  Net realized gains..................................................             --              --           (0.06)
                                                                        -------------   -------------   -------------
    Total Distributions...............................................          (0.64)          (0.59)          (0.63)
                                                                        -------------   -------------   -------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $       10.42   $       10.53   $       10.33
                                                                        -------------   -------------   -------------
                                                                        -------------   -------------   -------------
Total Return (Excludes Sales Charge)..................................           5.13%           7.96%           0.79%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     604,916   $     410,746   $     447,394
  Ratio of expenses to average net assets.............................           0.51%           0.52%           0.50%
  Ratio of net investment income to average net assets................           6.06%           5.82%           5.10%
  Ratio of expenses to average net assets*............................           0.82%           0.85%           0.85%
  Ratio of net investment income to average net assets*...............           5.75%           5.49%           4.75%
  Portfolio Turnover (a)..............................................          75.20%          76.43%          30.61%
 
<CAPTION>
 
                                                                            1993            1992
                                                                        -------------   -------------
<S>                                                                     <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $       10.72   $       10.26
                                                                        -------------   -------------
Investment Activities
  Net investment income...............................................           0.61            0.70
  Net realized and unrealized gains (losses) from investments.........           0.25            0.47
                                                                        -------------   -------------
    Total from Investment Activities..................................           0.86            1.17
                                                                        -------------   -------------
Distributions
  Net investment income...............................................          (0.62)          (0.70)
  In excess of net investment income..................................             --              --
  Net realized gains..................................................          (0.09)          (0.01)
                                                                        -------------   -------------
    Total Distributions...............................................          (0.71)          (0.71)
                                                                        -------------   -------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $       10.87   $       10.72
                                                                        -------------   -------------
                                                                        -------------   -------------
Total Return (Excludes Sales Charge)..................................           8.27%          11.75%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     397,820   $     301,907
  Ratio of expenses to average net assets.............................           0.56%           0.52%
  Ratio of net investment income to average net assets................           5.70%           6.63%
  Ratio of expenses to average net assets*............................           0.90%           1.04%
  Ratio of net investment income to average net assets*...............           5.36%           6.11%
  Portfolio Turnover (a)..............................................          40.28%          43.87%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       25


<PAGE>   113
- --------------------------------------------------------------------------------
   
THE ONE GROUP LIMITED VOLATILITY BOND FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                                                      LIMITED VOLATILITY BOND FUND
                                                                        ---------------------------------------------------------
                                                                                                 CLASS A
                                                                        ---------------------------------------------------------
                                                                                          YEARS ENDED JUNE 30,
                                                                        ---------------------------------------------------------
                                                                            1996           1995           1994           1993
                                                                        ------------   ------------   ------------   ------------
<S>                                                                     <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $      10.52   $      10.32   $      10.87   $      10.72
                                                                        ------------   ------------   ------------   ------------
Investment Activities
  Net investment income...............................................          0.63           0.56           0.52           0.59
  Net realized and unrealized gains (losses) from investments.........         (0.13)          0.21          (0.46)          0.24
                                                                        ------------   ------------   ------------   ------------
    Total from Investment Activities..................................          0.50           0.77           0.06           0.83
                                                                        ------------   ------------   ------------   ------------
Distributions
  Net investment income...............................................         (0.61)         (0.56)         (0.51)         (0.59)
  In excess of net investment income..................................            --          (0.01)         (0.04)            --
  Net realized gains..................................................            --             --          (0.06)         (0.09)
                                                                        ------------   ------------   ------------   ------------
    Total Distributions...............................................         (0.61)         (0.57)         (0.61)         (0.68)
                                                                        ------------   ------------   ------------   ------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $      10.41   $      10.52   $      10.32   $      10.87
                                                                        ------------   ------------   ------------   ------------
                                                                        ------------   ------------   ------------   ------------
Total Return (Excludes Sales Charge)..................................          4.86%          7.67%          0.49%          8.04%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     21,343   $     12,516   $     15,216   $     15,719
  Ratio of expenses to average net assets.............................          0.76%          0.77%          0.75%          0.76%
  Ratio of net investment income to average net assets................          5.81%          5.57%          4.92%          5.35%
  Ratio of expenses to average net assets*............................          1.17%          1.20%          1.20%          1.27%
  Ratio of net investment income to average net assets*...............          5.40%          5.14%          4.47%          4.84%
  Portfolio Turnover (c)..............................................         75.20%         76.43%         30.61%         40.28%
 
<CAPTION>
 
                                                                         1992 (A)
                                                                        -----------
<S>                                                                     <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $  10.61
                                                                        -----------
Investment Activities
  Net investment income...............................................      0.24
  Net realized and unrealized gains (losses) from investments.........      0.13
                                                                        -----------
    Total from Investment Activities..................................      0.37
                                                                        -----------
Distributions
  Net investment income...............................................     (0.26)
  In excess of net investment income..................................        --
  Net realized gains..................................................        --
                                                                        -----------
    Total Distributions...............................................     (0.26)
                                                                        -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $  10.72
                                                                        -----------
                                                                        -----------
Total Return (Excludes Sales Charge)..................................      9.84%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $    161
  Ratio of expenses to average net assets.............................      0.99%(b)
  Ratio of net investment income to average net assets................      5.95%(b)
  Ratio of expenses to average net assets*............................      1.29%(b)
  Ratio of net investment income to average net assets*...............      5.65%(b)
  Portfolio Turnover (c)..............................................     43.87%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
      (b)  Annualized.
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 

                                       26
<PAGE>   114
- --------------------------------------------------------------------------------
   
THE ONE GROUP LIMITED VOLATILITY BOND FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                                                  LIMITED VOLATILITY
                                                                                       BOND FUND
                                                                        ---------------------------------------
                                                                                        CLASS B
                                                                        ---------------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                        ---------------------------------------
                                                                           1996          1995        1994 (A)
                                                                        -----------   -----------   -----------
<S>                                                                     <C>           <C>           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $     10.60   $     10.40   $  10.78
                                                                        -----------   -----------   -----------
Investment Activities
  Net investment income...............................................         0.55          0.53       0.17
  Net realized and unrealized gains (losses) from investments.........        (0.10)         0.19      (0.37)
                                                                        -----------   -----------   -----------
    Total from Investment Activities..................................         0.45          0.72      (0.20)
                                                                        -----------   -----------   -----------
Distributions
  Net investment income...............................................        (0.56)        (0.52)     (0.15)
  In excess of net realized gains.....................................           --            --      (0.03)
                                                                        -----------   -----------   -----------
    Total Distributions...............................................        (0.56)        (0.52)     (0.18)
                                                                        -----------   -----------   -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $     10.49   $     10.60   $  10.40
                                                                        -----------   -----------   -----------
                                                                        -----------   -----------   -----------
Total Return (Excludes Sales Charge)..................................         4.28%         7.18%     (1.81)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     4,923   $     2,906   $  1,974
  Ratio of expenses to average net assets.............................         1.26%         1.28%      1.26%(b)
  Ratio of net investment income to average net assets................         5.31%         5.10%      4.39%(b)
  Ratio of expenses to average net assets*............................         1.82%         1.86%      1.86%(b)
  Ratio of net investment income to average net assets*...............         4.75%         4.52%      3.79%(b)
  Portfolio Turnover (d)..............................................        75.20%        76.43%     30.61%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       27
<PAGE>   115
- --------------------------------------------------------------------------------
   
THE ONE GROUP LIMITED VOLATILITY BOND FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                                           LIMITED VOLATILITY
                                                                                BOND FUND
                                                                        -------------------------
                                                                         SERVICE/RETIREMENT (A)
                                                                        -------------------------
                                                                          YEARS ENDED JUNE 30,
                                                                        -------------------------
                                                                           1995          1994
                                                                        -----------   -----------
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $     10.38   $     10.78
<S>                                                                     <C>           <C>
                                                                        -----------   -----------
Investment Activities
  Net investment income...............................................         0.51          0.10
  Net realized and unrealized gains (losses) from investments.........         0.19         (0.38)
                                                                        -----------   -----------
    Total from Investment Activities..................................         0.70         (0.28)
                                                                        -----------   -----------
Distributions
  Net investment income...............................................        (0.49)        (0.08)
  In excess of net investment income..................................                      (0.04)
                                                                        -----------   -----------
    Total Distributions...............................................        (0.49)        (0.12)
                                                                        -----------   -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $     10.59   $     10.38
                                                                        -----------   -----------
                                                                        -----------   -----------
Total Return (Excludes Sales Charge)..................................          )(a         (2.59)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $             $        16
  Ratio of expenses to average net assets.............................         1.32%(b)        1.26%(b)
  Ratio of net investment income to average net assets................         5.55%(b)        4.37%(b)
  Ratio of expenses to average net assets*............................         1.68%(b)        1.60%(b)
  Ratio of net investment income to average net assets*...............         5.20%(b)        4.03%(b)
  Portfolio Turnover (d)..............................................        76.43%        30.61%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as "Retirement
           Shares". On April 4, 1995, the name of the Retirement Shares was changed to "Service" Shares. As of June
           1, 1995, Service Shares transferred to Class A Shares, and as of June 30, 1996 and 1995, there were no
           shareholders in the Service Class. The return for the period from July 1, 1994 to June 1, 1995 for the
           Service Shares was 6.90%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       28
<PAGE>   116


THE FUNDS

   
The Funds are part of the Trust, which is an open-end management investment
company that offers shares in 40 separate funds, most of which offer three
classes of shares. This Prospectus relates to the Class A, Class B and
Fiduciary Class shares of the five taxable bond Funds of the Trust. Each class
of shares provides for variations in distribution costs, voting rights,
dividends and per share net asset value. Except for these differences among
classes, each share of a Fund represents an undivided, proportionate interest
in the Fund. Information regarding the Trust's 35 other funds and their classes
is contained in separate prospectuses which may be obtained from the Trust's
Distributor, The One Group Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111.

INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

The investment objectives of the Funds are "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information - Voting
Rights" and "Investment Limitations." Unless expressly deemed to be
fundamental, the investment policies of the Funds are non-fundamental and may
be changed without a shareholder vote. You will be notified it a material
change is made in a non-fundamental policy. There is no assurance that the
Funds will meet their investment objectives.

Each of the Funds invest in bonds. For purposes of each Funds' investment
policy, "bonds" include debt instruments issued by the U.S. Treasury, U.S.
government agencies, corporations, municipalities and foreign entities,
mortgage-related securities, asset-backed securities, stripped government
securities and zero coupon obligations.

Below is a description of each Funds' investment objective and policies, as
well a summary of the types of securities in which each Fund may invest. For
additional information concerning the Funds' investments, see "Description of
Permitted Investments." The risks associated with investment in the Funds and
with certain investment techniques used by the Funds can be found in the
sections entitled "Risk Factors" and "Description of Permitted Investments."
    

The One Group Intermediate Bond Fund

   
The One Group Intermediate Bond Fund seeks current income consistent with the
preservation of capital through investments in high and medium-grade
fixed-income securities with intermediate maturities. The Fund will normally
invest at least 80% of total assets in debt securities of all types. In
addition, up to 20% of the fund's total assets may be invested in preferred
stocks.

As a matter of fundamental policy at least 65% of the fund's total assets will
consist of bonds and at least 50% of total assets will consist of obligations
issued by the U.S. government or its agencies and instrumentalities, some of
which may be subject to repurchase agreements. However, the Fund intends to
hold at least 65% of its total assets in such government obligations in order
to qualify as a "government fund". The fund also may purchase taxable or
tax-exempt municipal securities.
    

Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between three and ten years, taking into
consideration expected prepayment of principal on select investments. The Fund
may shorten its effective weighted average maturity to as little as one year if
deemed appropriate for temporary defensive purposes.

The One Group Income Bond Fund

   
The One Group Income Bond Fund seeks current income by investing in a portfolio
of high and medium-grade fixed-income securities. The Fund will normally invest
at least 80% of total assets in debt securities of all types. In addition, up
to 20% of the Fund's total assets may be invested in preferred stocks. As a
matter of fundamental policy, at least 65% of the fund's total assets will
consist of bonds. The Fund also may purchase taxable or tax-exempt municipal
securities.

Under normal market conditions, it is anticipated that the Fund's average
weighted maturity will range between five and twenty years. The Fund may
shorten its effective weighted average maturity to as little as two years if
deemed appropriate for temporary defensive purposes.

The One Group Government Bond Fund

The One Group Government Bond Fund seeks a high level of current income with
liquidity and safety of principal. The Fund seeks to achieve its objective
principally through investment in securities issued by the U.S. government and
its agencies and instrumentalities. At least 65% of the total assets of the
Fund will be invested in obligations guaranteed as to principal and interest by
the U.S. government or its agencies and instrumentalities, some of which may be
subject to repurchase agreements, and other
    

                                       29
<PAGE>   117


   
securities representing an interest in or collateralized by mortgages that are
issued or guaranteed primarily by the Government National Mortgage Association
("Ginnie Mae"), the Federal National Mortgage Association ("Fannie Mae"), and
the Federal Home Loan Mortgage Corporation ("Freddie Mac"), although the Fund
may in the future invest in securities issued or guaranteed by other agencies
or instrumentalities. The Fund's ability to achieve higher income is not as
great as that of funds that invest in lower-quality instruments. The Fund will
limit its investments to securities issued by the U.S. Government and its
agencies and instrumentalities or related to securities issued by the U.S.
Government and its agencies and instrumentalities.

The average weighted remaining maturity of the fund is expected to be between
three and fifteen years, taking into consideration expected prepayment of
principal on selected investments. However, the Fund's average weighted
remaining maturity may be outside this range if warranted by market conditions.

The One Group Ultra Short-Term Income Fund (formerly The One Group Government
ARM Fund)

The One Group Ultra-Short Term Income Fund seeks a high level of current income
consistent with low volatility of principal by investing in a diversified
portfolio of short-term investment grade securities. The Fund will normally
invest at least 80% of its total assets in debt securities of all types,
including money market instruments. In addition, up to 20% of the Fund's total
assets may be invested in other securities, including preferred stock. The Fund
will invest in adjustable rate mortgage pass-through securities and other
securities representing an interest in or collateralized by mortgages with
periodic interest rate resets, some of which may be subject to repurchase
agreements. These securities often are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. However, the Fund also may
purchase mortgage-backed securities that are issued by non-governmental
entities. Such securities may or may not have private insurer guarantees as to
timely payments.

The Fund will maintain a maximum duration approximately equal to that of a
two-year U.S. Treasury security. Under normal interest rate conditions, the
Fund's actual duration is expected to be in a range approximately equal to that
of a one year U.S. Treasury security. The Fund's duration is a measure of price
sensitivity, including expected cash flow and mortgage prepayments under a wide
range of interest rate scenarios. Maturity measures only the time until final
payment is due on a bond or other debt security; it takes no account of the
pattern of a security's cash flows over time, including how cash flow is
affected by prepayments and by changes in interest rates. In computing
duration, the Fund will have to estimate the duration of obligations that are
subject to prepayment or redemption by the issuer taking into account the
influence of interest rates on prepayments and coupon flows. This method of
computing duration is known as option-adjusted duration. The Fund may use
various techniques to shorten or lengthen the option-adjusted duration of its
portfolio, including the acquisition of debt obligations at a premium or
discount, mortgage and interest rate swaps, and interest rate caps and floors,
futures contracts and options on futures contracts. The Fund's average weighted
life will range between one and five years, taking into consideration expected
prepayment of principal on selected investments. The Fund also may purchase
taxable and tax-exempt municipal securities.
    

The One Group Limited Volatility Bond Fund

   
The One Group Limited Volatility Bond Fund seeks current income consistent with
preservation of capital through investment in high and medium-grade
fixed-income securities. The Fund will normally invest at least 80% of total
assets in debt securities of all types with short to intermediate maturities.
Up to 20% of the Fund's total assets may be invested in preferred stocks. At
least 65% of the Fund's total assets will consist of bonds and at least 65% of
total assets will consist of obligations issued by the U.S. government or its
agencies and instrumentalities, some of which may be subject to repurchase
agreements. The Fund also may purchase taxable or tax-exempt municipal
securities.

Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between one and five years, taking into
consideration expected prepayment of principal on selected investments. The
Fund may shorten its average weighted maturity to as little as 90 days if
deemed appropriate for temporary defensive purposes.

ADDITIONAL INVESTMENT INFORMATION

ADDITIONAL PERMISSIBLE INVESTMENTS

In addition to the permissible investments listed above, each of the Funds may
invest in receipts, which may include Treasury Receipts ("TRS"), Treasury
Investment Growth Receipts ("TIGRS") and Certificates of Accrual on Treasury
Securities ("CATS"), U.S. Treasury obligations, which may include Separately
Traded Registered Interest and Principal Securities ("STRIPS") and Coupon Under
Book Entry Safekeeping ("CUBES"); repurchase agreements, reverse repurchase
agreements, securities of other investment companies, securities purchased on a
when-issued basis and forward commitments, variable and floating rate notes,
mortgage-backed securities, including collateralized mortgage obligations
("CMOs") and real estate mortgage investment conduits ("REMICs"),
    


                                       30
<PAGE>   118

   
mortgage dollar rolls, adjustable rate mortgage loans ("ARMs"), fixed rate
mortgage loans, commercial paper, time deposits, certificates of deposit,
bankers' acceptances, securities subject to demand features, asset-backed
securities, corporate securities, restricted securities, and municipal
securities and leases. Each of the Funds, other than the Ultra Short-Term
Income Fund, also may invest in short-term funding agreements. The Government
Bond Fund may invest the above listed securities only if they are issued or
guaranteed by a U.S. governmental entity. The Funds also may engage in
securities lending transactions

Each of the Funds, other than the Limited Volatility Bond Fund, also may invest
in stripped mortgage-backed securities, inverse floating rate instruments,
swaps, caps and floors, structured instruments, futures and related options,
options and new financial products. The Government Bond Fund may invest the
above listed securities only if they are issued or guaranteed by a U.S.
governmental entity or are related to U.S. government securities (e.g., futures
on U.S. government securities).

The Intermediate Bond Fund, the Ultra Short-Term Income Fund, and the Income
Bond Fund may invest in convertible securities. Each of the Funds, other than
the Government Bond Fund may invest in securities of foreign issuers.

Illiquid Investments

Each Fund may invest up to 15% of its net assets in illiquid investments,
including restricted securities and private placements that are not deemed to
be liquid by Banc One Advisors. An illiquid instrument is a security that
cannot be disposed of promptly in seven (7) days. Banc One Advisors may
determine that securities that cannot be sold to the general public but may be
sold to institutional investors (for example, Rule 144A Securities and
privately placed commercial paper) are liquid. In making liquidity
determinations, Banc One Advisors will follow guidelines established by the
Board of Trustees.

Debt Ratings

Debt securities purchased by the Funds, other than the Ultra Short-Term Income
Fund and the Income Bond Fund, must be rated in one of the three highest rating
categories described below in "Description of Ratings" at the time of
investment or, if unrated, determined by Banc One Advisors to be of comparable
quality.  However, with respect to the Intermediate Bond Fund, Banc One
Advisors reserves the right to invest in more speculative debt securities if
they present attractive opportunities and are rated in the fourth highest
rating category described below in "Description of Ratings" at the time of
investment or , if unrated, determined by Banc One Advisors to be of comparable
quality. The Ultra Short-Term Income Fund and the Income Bond Fund may invest
in debt securities rated in one of the four highest rating categories or, if
unrated, determined by Banc One Advisors to be of comparable quality. In
addition, preferred stock purchased by the Funds, other than the Intermediate
Bond Fund and the Limited Volatility Bond Fund, generally will be rated in one
the four highest rating categories. Preferred stock purchased by the
Intermediate Bond Fund, and the Limited Volatility Bond Fund must be rated in
one of the three highest rating categories described below in "Description of
Ratings" at the time of investment or, if unrated, determined by Banc One
Advisors to be of comparable quality.

Municipal Securities purchased by Funds, other than the Limited Volatility Bond
Fund, if bonds, must be rated in one of the four highest rating categories
described below under "Description of Ratings" at the time of investment or, if
unrated, determined by Banc One Advisors to be of comparable quality. Municipal
bonds purchased by the Limited Volatility Bond Fund must be rated in the of the
three highest rating categories or determined by Banc One Advisors to be of
comparable quality. Other municipal securities, such as tax-exempt commercial
paper, notes and variable rate demand obligations, purchased by the Funds,
other than the Limited Volatility Bond Fund, must be rated in the highest or
second highest rating categories described below under "Description of Ratings"
at the time of investment or, if unrated, determined by Banc One Advisors to be
of comparable quality. The Limited Volatility Bond Fund may invest in such
securities only if they are rated in the highest rating category. The
Government Bond Fund will not purchase municipal securities.
    

RISK FACTORS

Risks of Investing in Fixed-Income Securities

   
The market value of a Fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under conditions
of default, changes in the value of fixed-income securities will not affect
cash income derived from these securities but will affect the Funds' net asset
value.
    


                                       31
<PAGE>   119


   
Because the Funds' investments are interest rate sensitive, each Fund's
performance will depend in varying degrees on fluctuations in market interest
rates. Banc One Advisors will utilize appropriate strategies to maximize
returns to the Fund, while attempting to minimize the associated risks to its
invested capital. Operating results also will depend upon the availability of
opportunities for the investment of the Fund's assets, including purchases and
sales of suitable securities.

Risks of Investing in Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls and exchange rates, interest
limitations or other government restrictions which might effect payments of
principal or interest, higher transaction costs, and delayed settlements of
transactions. Securities of some foreign companies are less liquid, and their
prices more volatile, than securities of comparable U.S. companies.
Additionally, there may be less public information available about foreign
issuers. Finally, since the Funds may invest in securities denominated in
foreign currencies, changes in exchange rates may affect the value of
investments in the Funds.

Risks of Investing in Mortgage-Related Securities

Each of the Funds may invest in mortgage-related securities. Mortgage related
securities include, among other things, mortgage backed securities, adjustable
rate mortgage loans, and mortgage dollar rolls. The investment characteristics
of mortgage-related securities differ from traditional debt securities. These
differences can result in significantly greater price and yield volatility than
is the case with traditional fixed-income securities. The major differences
typically include more frequent interest and principal payments, usually
monthly, the adjustability of interest rates, and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social, and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment rate scenarios, the Funds may fail to recoup any premium
paid on mortgage-related securities notwithstanding a direct or indirect
governmental or agency guarantee. The Funds will attempt to control this risk
by using various analytical and hedging techniques. In general, changes in the
rate of prepayments on a mortgage-related security will change that security's
market value and its yield to maturity. When interest rates fall, high
prepayments could force the Funds to reinvest principal at a time when
investment opportunities are not attractive. Thus, mortgage-related securities
may not be an effective means for the Funds to lock in long-term interest
rates.  Conversely, during periods when interest rates rise, slow prepayments
could cause the average life of the security to lengthen and the value to
decline more than anticipated.

Risks of Investing in Certain Debt Securities

The Intermediate Bond Fund, the Ultra Short-Term Income Fund and the Income
Bond Fund may invest in debt securities rated in the fourth highest rating
category by a nationally recognized statistical rating organization. Securities
in the fourth highest rating category are deemed by rating organizations to
have speculative characteristics. Changes in economic conditions or other
circumstances are more likely to lead to a weakened capacity of the issuer to
make principal and interest payments than is the case with higher grade
securities. For more information regarding rating categories, see "Description
of Ratings."

Risks Relating to Certain Investment Techniques

Certain investment management techniques that the Funds may use may expose the
Funds to special risks. These include, but are not limited to, engaging in
hedging transactions (including mortgage and interest rate swaps and interest
rate floors and caps), purchasing and selling futures and options, making
forward commitments, purchasing structured instruments, lending portfolio
securities and entering into mortgage dollar rolls. These practices could
expose the Funds to potentially greater risk of loss than more traditional
fixed-income investments.

In addition, the permissible investments listed above include select securities
that may be considered to be derivatives, including: structured notes, swaps,
caps, floors, stripped mortgage-backed securities, collaterized mortgage
obligations (CMOs and REMICs), asset-backed securities, new financial products,
options, futures contracts, options on futures, and inverse floaters.
    

For additional information on each of the Fund's permitted investments and
associated risks, see "Description of Permitted Investments."


                                       32
<PAGE>   120

HOW TO DO BUSINESS WITH
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

   
Shares of the Funds are sold on a continuous basis and may be purchased
directly from the Trust's Distributor, The One Group Services Company, by mail,
by telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Funds may be made on any day that
the New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Funds are $1,000 and $100,
respectively ($100 and $25, respectively, for employees of BANC ONE CORPORATION
and its affiliates). Initial and subsequent minimum investments may be waived
at the Distributor's discretion. Investors may purchase up to a maximum of
$250,000 of Class B shares per individual purchase order.
    

Class A and Class B shares are offered to the general public. Fiduciary Class
shares are offered to institutional investors, including affiliates of BANC ONE
CORPORATION and any bank, depository institution, insurance company, pension
plan or other organization authorized to act in fiduciary, advisory, agency,
custodial or similar capacities (each an "Authorized Financial Organization").
For additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

   
Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group," to
State Street Bank and Trust Company (the Trust's Transfer Agent and Custodian),
P.O. Box 8500, Boston, MA 02266-8500. Subsequent purchases of shares may be
made at any time by mailing a check to the Transfer Agent. Account Application
Forms are available through the Distributor by calling 1-800-480-4111. All
purchases made by check should be in U.S. dollars. Third party checks will not
be accepted.  When purchases are made by check or under the Systematic
Investment Plan (see below), redemptions will not be allowed until the
investment being redeemed has been in a Fund for 15 calendar days.
    

Purchases of Fiduciary Class shares and Class A shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agent, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

   
Class A and Class B investors may make automatic monthly investments in the
Funds from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Funds.
    

FUND-DIRECT IRA

   
The Trust offers a tax-advantaged retirement plan for which shares of the Funds
may be an appropriate investment. The Trust's retirement plan allows
participants to defer taxes while helping them build their retirement savings.
    


                                       33
<PAGE>   121


The One Group's Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

   
A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Funds is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of each Fund is determined by dividing the total market value of the Fund's
investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of 4:00 p.m., eastern
time, on each Business Day.  For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares also may be
issued in transactions involving the acquisition by the Funds of securities
held by collective investment funds sponsored and administered by affiliates of
Banc One Advisors.  Purchases will be made in full and fractional shares of the
Funds calculated to three decimal places. Although the methodology and
procedures are identical, the net asset value per share of classes within the
Funds may differ because the distribution expenses charged to Class A shares
and Class B shares are not charged to Fiduciary Class shares.
    

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans and Class A shares that are being offered to investors
in certain retirement plans such as 401(k) and similar plans, other than
Individual Retirement Accounts, will normally be held in the name of the
Shareholder Servicing Agent effecting the purchase on the Shareholder's behalf,
and it is the Shareholder Servicing Agent's responsibility to transmit purchase
orders to the Distributor. A Shareholder Servicing Agent may impose an earlier
cut-off time for receipt of purchase orders directed through it to allow for
processing and transmittal of these orders to the Distributor for effectiveness
the same day. The Shareholder should contact his or her Shareholder Servicing
Agent for information as to the Shareholder Servicing Agent's procedures for
transmitting purchase, exchange or redemption orders to the Trust. A
Shareholder who desires to transfer the registration of shares beneficially
owned by him or her, but held of record by a Shareholder Servicing Agent,
should contact the Shareholder Servicing Agent to accomplish such change. Other
Shareholders who desire to transfer the registration of their shares should
contact the Transfer Agent.

   
No certificates representing the shares of the Funds will be issued. In
communications to Shareholders, the Funds will not duplicate mailings of Fund
material to Shareholders who reside at the same address.
    

SALES CHARGE

   
The following table shows the initial sales charge on Class A shares of the
Ultra Short-Term Income Fund and the Limited Volatility Bond Fund to a "single
purchaser" (defined below) together with the commission paid to financial
institutions and intermediaries:
    

   
<TABLE>
<CAPTION>
                                                                              SALES
                                                      SALES CHARGE          CHARGE AS         COMMISSION
                                                          AS A             APPROPRIATE           AS A
                                                       PERCENTAGE          PERCENTAGE         PERCENTAGE
                                                           OF                  OF                 OF
                                                        OFFERING           NET AMOUNT          OFFERING
AMOUNT OF PURCHASE                                        PRICE             INVESTED             PRICE
- ------------------                                        -----             --------             -----
<S>                                                       <C>                <C>                 <C>
less than $100,000                                        3.00%              3.09%               2.70%
$100,000 but less than $250,000                           2.50%              2.56%               2.18%
$250,000 but less than $500,000                           2.00%              2.04%               1.64%
</TABLE>
    


                                       34
<PAGE>   122


   
<TABLE>
<S>                                                       <C>               <C>                 <C>
$500,000 but less than $1,000,000                         1.50%             1.52%               1.20%
$1,000,000 or more                                        0.00%             0.00%               0.00%
</TABLE>

This table shows the initial sales charge on Class A shares of the Intermediate
Bond Fund, the Income Bond Fund and the Government Bond Fund to a "single
purchaser" (defined below) together with the commission paid to financial
institutions and intermediaries:

<TABLE>
<CAPTION>
                                                                                     SALES
                                                               SALES CHARGE        CHARGE AS         COMMISSION
                                                                   AS A           APPROPRIATE           AS A
                                                                PERCENTAGE        PERCENTAGE         PERCENTAGE
                                                                    OF                OF                 OF
                                                                 OFFERING         NET AMOUNT          OFFERING
AMOUNT OF PURCHASE                                                 PRICE           INVESTED             PRICE
- ------------------                                                 -----           -------              -----    
<S>                                                               <C>               <C>                <C>
less than $100,000                                                4.50%             4.71%              4.05%
$100,000 but less than $250,000                                   3.50%             3.63%              3.05%
$250,000 but less than $500,000                                   2.50%             2.56%              2.05%
$500,000 but less than $1,000,000                                 2.00%             2.04%              1.60%
$1,000,000 or more                                                0.00%             0.00%              0.00%
</TABLE>

The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 4.50% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of shares of the Funds, in the form of
payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Funds for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. An investor who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase price if such investor redeems any or all of the Class A shares prior
to the first anniversary of purchase. Under certain circumstances, commissions
up to the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.
    

RIGHT OF ACCUMULATION

   
In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Funds and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Funds for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Funds may amend or
terminate this right of accumulation at any time as to subsequent purchases.
    

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
of the Trust that impose a comparable sales charge over the next 13 months, the
sales charge may be reduced by completing the Letter of Intent section of the
Account Application Form. The Letter of Intent includes a provision for a sales
charge adjustment depending on the amount actually purchased within the
13-month period. In addition, pursuant to a Letter of Intent, the Custodian
will hold in escrow the difference between the sales charge applicable to the
amount initially purchased and the sales charge paid at the time of the
investment, which is based on the amount covered by the Letter of Intent.


                                       35
<PAGE>   123
   
For example, assume an investor signs a Letter of Intent to purchase $250,000
of Class A shares of one (or more) of the funds of the Trust that impose a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. With respect to the
Ultra Short-Term Income Fund and the Limited Volatility Bond Fund, the investor
would pay an initial sales charge of 2.00% (the sales charge applicable to
purchases of $250,000) and .50% of the investment (representing the difference
between the 2.50% sales charge applicable to purchases of $100,000 and the
2.00% sales charge already paid) would be held in escrow until the investor has
purchased the remaining $150,000 or more in Class A shares under the investor's
Letter of Intent. Using the same formula, investors in the Intermediate Bond
Fund, the Income Bond Fund and the Government Bond Fund would pay an initial
sales charge of 2.50%, and 1.00% of the investment would be held in escrow.
    

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

   
No sales charge is imposed on Class A shares of the Funds: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of a Fund, such as
mergers, asset acquisitions and exchange offers to which a Fund is a party.
    

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi) and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi) and (vii)
above will not be continued indefinitely and may be discontinued at any time
without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of the waiver policies
prior to initiating the procedures described in clauses (v), (vi) and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

   
Class B shares of the Intermediate Bond Fund, the Income Bond Fund and the
Government Bond Fund are not subject to a sales charge when they are purchased,
but are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. Class B
shares of the Ultra Short-Term Income Fund and the Limited Volatility Bond Fund
also are not subject to an initial sales charge, but are subject to a
Contingent Deferred Sales Charge if redeemed prior to the
    

                                       36
<PAGE>   124


   
fourth anniversary of purchase. When a Shareholder purchases Class B shares of
any of the Funds, the full purchase amount is invested directly in the Funds.

Class B shares of the Funds also are subject to an ongoing distribution and
Shareholder service fee at an annual rate of 1.00% of the Funds' average daily
net assets as provided in the Class B Plan (described below under "The
Distributor"). The Distributor has voluntarily agreed to reduce this fee to
 .90% for the Intermediate Bond Fund, the Income Bond Fund, and the Government
Bond Fund, and to .75% for the Limited Volatility Bond Fund and the Ultra
Short-Term Income Fund. This ongoing fee will cause Class B shares to have a
higher expense ratio and to pay lower dividends than Class A shares.

Class B shares of the Intermediate Bond Fund, the Income Bond Fund and the
Government Bond Fund convert automatically to Class A shares after eight years,
commencing from the end of the calendar month in which the purchase order was
accepted under the circumstances and subject to the qualifications described in
this Prospectus. Similarly, Class B shares of the Ultra Short-Term Income Fund
and the Limited Volatility Bond Fund convert automatically to Class A shares
after six years

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer commission of 4.00% of the original purchase price of
the Class B shares of the Intermediate Bond Fund, the Income Bond Fund and the
Government Bond Fund will be paid to financial institutions and intermediaries.
The dealer commission for Class B shares of the Ultra Short-Term Income Fund
and the Limited Volatility Bond Fund is 2.75%.
    

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the specified anniversaries,
the Shareholder will pay a Contingent Deferred Sales Charge at the rates set
forth below. The Contingent Deferred Sales Charge is assessed on an amount
equal to the lesser of the then-current market value or the cost of the shares
being redeemed. Accordingly, no sales charge is imposed on increases in net
asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

   
The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the Fund and on the number of years from the time of payment for the purchase
of Class B shares until the time of redemption of such shares. Solely for
purposes of determining the number of years from the time of any payment for
the purchase of shares, all payments during a month are aggregated and deemed
to have been made on the first day of the month.

The following Contingent Deferred Sales Charge is applicable to investors in
the Intermediate Bond Fund, the Income Bond Fund, and the Government Bond Fund:
    

<TABLE>
<CAPTION>
                                                   CONTINGENT DEFERRED
                                                    SALES CHARGE AS A
YEAR(S)                                               PERCENTAGE OF
SINCE                                                 DOLLAR AMOUNT
PURCHASE                                            SUBJECT TO CHARGE
- --------                                            -----------------
<S>                                                        <C>
0-1                                                        5.00%
1-2                                                        4.00%
2-3                                                        3.00%
3-4                                                        3.00%
4-5                                                        2.00%
5-6                                                        1.00%
6-7                                                        None
7-8                                                        None
</TABLE>


                                       37
<PAGE>   125


   
Investors in the Ultra Short-Term Income Fund and the Limited Volatility Bond
Fund will be subject to the following Contingent Deferred Sales Charge:
    

<TABLE>
<CAPTION>
                                                       CONTINGENT DEFERRED
                                                        SALES CHARGE AS A
YEAR(S)                                                   PERCENTAGE OF
SINCE                                                     DOLLAR AMOUNT
PURCHASE                                                SUBJECT TO CHARGE
- --------                                                -----------------
<S>                                                           <C>
0-1                                                           3.00%
1-2                                                           3.00%
2-3                                                           2.00%
3-4                                                           1.00%
4-5                                                           None
5-6                                                           None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

   
To provide an example, assume you purchased 100 shares of the Intermediate Bond
Fund at $10 per share (a total cost of $1,000) and prior to the second
anniversary after purchase, the net asset value per share is $12 and during
such time you have acquired 10 additional shares through dividends paid in
shares. If you then make your first redemption of 50 shares (proceeds of $600),
10 shares will not be subject to charge because you received them as dividends.
With respect to the remaining 40 shares, the charge is applied only to the
original cost of $10 per share and not to the increase in net asset value of $2
per share. Therefore, $400 of the $600 redemption proceeds is subject to a
Contingent Deferred Sales Charge at a rate of 4.00% (the applicable rate prior
to the second anniversary after purchase). The same calculations would be
applied to shares of the Ultra Short-Term Income Fund and the Limited
Volatility Bond Fund, except that the Contingent Deferred Sale Charge wold be
3.00% (the applicable rate prior to the second anniversary after purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code), of
a Shareholder or a participant or beneficiary of a qualifying retirement plan
if redemption is made within one year of such death or disability; or (iii) to
the extent that the redemption represents a minimum required distribution from
an Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of a Fund, such as mergers, asset acquisitions and
exchange offers to which a Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending six or
eight years (depending on the Fund as discussed above) after the end of the
month in which the shares were purchased. At the end of this period, Class B
shares will automatically convert to Class A shares and will be subject to the
lower distribution and Shareholder service fees charged to Class A shares. Such
conversion will be on the basis of the relative net asset values of the two
classes, without the imposition of any sales charge, fee or other charge. The
conversion is not a taxable event to a Shareholder.
    

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.


                                       38
<PAGE>   126


   
If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the six- or eight-year period, the Trust will
aggregate the holding periods for the shares of each fund of the Trust for
purposes of calculating that six- or eight-year period. Because the per share
net asset value of the Class A shares may be higher than that of the Class B
shares at the time of conversion, a Shareholder may receive fewer Class A
shares than the number of Class B shares converted, although the dollar value
will be the same.
    

EXCHANGES

CLASS A AND FIDUCIARY CLASS

   
Fiduciary Class Shareholders of a Fund may exchange their shares for Class A
shares of that Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders of a Fund may exchange their shares for Fiduciary Class
shares of that Fund or for Fiduciary Class shares or Class A shares of another
fund of the Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of a Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."
    

CLASS B

   
Class B Shareholders of the Funds may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.
    

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

   
The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Funds.
    

A more detailed description of the above is set forth in the Statement of
Additional Information.


                                       39
<PAGE>   127
   
The Trust's exchange privilege is not intended to afford Shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Funds and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable Contingent
Deferred Sales Charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

   
BY TELEPHONE AND WIRE
    

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

   
Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Funds from which they
were received. Purchases of additional Class A shares while the Systematic
Withdrawal Plan is in effect are generally undesirable because a sales charge
is incurred whenever purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date. In addition, Shareholders who have attained the age
of 70 1/2 may elect to receive distributions, to the extent that the redemption
represents a minimum required distribution from an Individual Retirement
Account or other qualifying retirement plan.
    

                                       40
<PAGE>   128

If the amount of the systematic withdrawal exceeds the income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, the Funds may be requested to redeem shares for which they
have not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Funds intend to pay cash for all shares
redeemed. See "How to Invest In The One Group - by Mail."

Due to the relatively high costs of handling small investments, a Fund reserves
the right to redeem, at net asset value, the shares of any Shareholder if,
because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Funds has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
a Fund in only the minimum investment amount may be subject to such involuntary
redemption if he or she thereafter redeems any of these shares. Before a Fund
exercises its right to redeem such shares and to send the proceeds to the
Shareholder, the Shareholder will be given notice that the value of the shares
in his or her account is less than the minimum amount and will be allowed 60
days to make an additional investment in the Fund in an amount which will
increase the value of the account to at least $1,000.
    

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

   
MANAGEMENT OF THE FUNDS

The Trustees

The Trustees oversee the management and administration of the Funds. Among
their other duties, the Trustees' are responsible for making major decisions
relating to each Fund's investment objectives and policies. The Trustees
delegate the day-to-day management of the Funds to the officers of the Trust
and meet at least quarterly to review the Funds' investment policies,
performance, expenses and other business affairs.

THE ADVISOR

The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Funds and
continuously reviews, supervises and administers the Funds' investment
programs.  Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment adviser to the Trust in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE CORPORATION or its affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion as
of June 30, 1996.

THE FUND MANAGERS

Gary J. Madich, CFA is Senior Managing Director and Chief Investment Officer of
Fixed Income Securities and Co-Portfolio Manager of the Ultra Short-Term Income
Fund. Mr. Madich joined Banc One Advisors in February, 1995. Prior to joining
Banc One Advisors, Mr. Madich was a Senior Vice President and Portfolio Manager
with Federated Investors. Mr. Madich has been in the investment management
business since 1979.

Roger A. Craig, has been Manager of the Income Bond Fund since June 1, 1993. In
addition, Mr. Craig manages the Limited Volatility Bond Fund. Mr. Craig has
served as a fixed income manager for Banc One Advisors and it affiliates since
1986.
    

                                       41
<PAGE>   129
   
Thomas E. Donne, CFA, has been Manager of the Government Bond Fund since
January, 1995. Since 1988, Mr. Donne has held various investment management
positions with Banc One Advisors and its affiliates.

Michael J. Sais, CFA, is head of mortgage research for Banc One Advisors and
co-Portfolio Manager of the Ultra Short-Term Income Fund. Prior to joining Banc
One Advisors, Mr. Sais was a Eurodollar trader with Citibank, a senior
portfolio manager for Valley National Bank of Arizona (now Banc One Arizona),
and head portfolio manager for PRIMERIT Bank FSB. As of November, 1996, Mr.
Sais has served as co-Manager of the Government Bond Fund. Mr. Sais has eight
years of investment management experience.

James A. Sexton, CFA, has served as the Manager of the Intermediate Bond Fund
since the Fund commenced operations in January, 1994 as the successor to the
Sun Eagle Intermediate Fixed-Income Fund, which was acquired by the Trust.
Since 1994 Mr. Sexton has served as Managing Director of Fixed Income Mutual
Funds.  Mr. Sexton has been employed by Banc One Advisors or its affiliates
since 1980.

Each Fund pays Banc One Advisors an investment advisory fee which is calculated
daily and paid monthly. Banc One Advisors may voluntarily agree to waive a part
of its fees. See "About the Fund -- Expense Summary." These fee waivers are
voluntary and may be terminated at any time. Shareholders will be notified in
advance if and when these waivers are terminated. The following investment
advisory fee schedule (expressed as a percentage of average daily net assets),
is applicable to each Fund:
    

   
<TABLE>
<CAPTION>
                                                                                    FEES PAID FOR FISCAL
                                                      ANNUAL RATE (%)               YEAR ENDED JUNE 30, 1996
                                                      ---------------               ------------------------
<S>                                                     <C>                              <C>
The One Group Intermediate Bond Fund                    .60%                             .30%
The One Group Income Bond Fund                          .60%                             .40%
The One Group Government Bond Fund                      .45%                             .45%
The One Group Ultra Short-Term Income Fund              .55%                             .40%
The One Group Limited Volatility Bond Fund              .60%                             .30%
</TABLE>
    


THE DISTRIBUTOR

   
The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of The BISYS Group, Inc., and the Trust are parties to a distribution agreement
(the "Distribution Agreement") under which shares of the Funds are sold on a
continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Funds. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of the Class A shares of the Funds. Up to .25%
of the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of Banc One
Advisors), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Funds are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of each Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of each Fund's average net
assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Funds
to sell the Class B shares without a sales charge being deducted at the time of
purchase.
    

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to


                                       42
<PAGE>   130
   
financial institutions and intermediaries. The Funds also may execute brokerage
or other agency transactions through an affiliate of Banc One Advisors or
through the Distributor for which the affiliate or the Distributor receives
compensation. Pursuant to guidelines adopted by the Board of Trustees of the
Trust, any such compensation will be reasonable and fair compared to
compensation received by other brokers in connection with comparable
transactions.

During the fiscal year ended June 30, 1996, The One Group Services Company
received fees aggregating .25% of the average daily net assets of the Class A
shares of the Funds. In addition, The One Group Services Company received
annualized fees of 1.00% of the average daily net assets of the Class B shares
of the Fund.
    

Fiduciary Class shares of the Funds are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.

THE ADMINISTRATOR

   
The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to an administration
agreement relating to the Funds (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing the Trust with administrative services (other than investment
advisory services), including regulatory reporting and all necessary office
space, equipment, personnel and facilities.

Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
The One Group Treasury Only Money Market Fund, The One Group Government Money
Market Fund and The One Group Investor Funds), .18% of each fund's average
daily net assets to $2 billion in Trust assets (excluding The One Group
Treasury Only Money Market Fund, The One Group Government Money Market Fund and
The One Group Investor Funds), and .16% of each fund's average daily net assets
when Trust assets exceed $2 billion (excluding The One Group Treasury Only
Money Market Fund, The One Group Government Money Market Fund and The One Group
Investor Funds).
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P. serves as
the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

   
The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses. The total expenses for each Fund for the
most recent fiscal year are set forth in this Prospectus under the heading
"Expense Summary."
    

                                       43
<PAGE>   131
   
Banc One Advisors and the Administrator of the Funds each bears all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for the Funds.

As a general matter, expenses are allocated to each class of shares of each
Fund on the basis of the net asset value of that class in relation to the net
asset value of the Fund. At present, the only expenses that are allocated to
Class A and Class B shares, other than in accordance with the relative net
asset value of the class, are the different distribution and Shareholder
services costs. See "Expense Summary." At present, no expenses are allocated to
Fiduciary Class shares as a class that are not also borne by the other classes
of shares of the Funds in proportion to the relative net asset values of the
shares of such classes.
    

VOTING RIGHTS

   
Each share held entitles the Shareholder of record to one vote. Therefore, the
number of votes a Shareholder is entitled to depends on the number of shares
owned by that Shareholder. Each fund of the Trust will vote separately on
matters relating solely to that fund. In addition, each class of a fund shall
have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.
    

DIVIDENDS

   
For each of the Funds, other than the Intermediate Bond Fund, net investment
income (exclusive of capital gains) is determined and declared daily, and is
distributed in the form of periodic dividends to Shareholders of record on the
first Business Day of each month. Capital gains of the Funds, if any, will be
distributed at least annually. For the Intermediate Bond Fund, net investment
income (exclusive of capital gains) is declared daily, and is determined and
distributed in the form of monthly dividends to Shareholders of record on the
first Business Day of each month.
    

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at the net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. (See "Conversion
Feature.")

   
Dividends and distributions of the Funds are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.
    

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.


                                       44
<PAGE>   132

OTHER INVESTMENT POLICIES

TEMPORARY DEFENSIVE POSITION

For temporary defensive purposes during periods when Banc One Advisors
determines that market conditions warrant, each Fund may invest up to 100% of
its assets in money market instruments, and may hold a portion of its assets in
cash for liquidity purposes.

To the extent that a Fund is engaged in a temporary defensive position, it will
not be pursuing its investment objective.

PORTFOLIO TURNOVER

   
Portfolio turnover rates may vary greatly from year to year, as well as within
a particular year. For the fiscal year ended June 30, 1996, the portfolio
turnover rates for the Funds were as follows:
    

   
<TABLE>
<CAPTION>
                                                                                         PORTFOLIO
                                                                                         TURNOVER RATE
<S>                                                                                      <C>
The One Group Intermediate Bond Fund                                                     101.06%
The One Group Income Bond Fund                                                           95.52%
The One Group Government  Bond Fund                                                      62.70%
The One Group Ultra Short-Term Income Fund                                               67.65%
The One Group Limited Volatility Bond Fund                                               75.20%
</TABLE>
    

Higher portfolio turnover rates will likely result in higher transaction costs
to the Funds and may result in additional tax consequences to the Funds'
Shareholders.

INVESTMENT LIMITATIONS

   
The investment objective and the following investment limitations are
fundamental policies of each Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of a Fund's outstanding
shares.  The term "majority of the outstanding shares" means the vote of (i)
67% or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

Each Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities and, if consistent with a
Fund's investment objective and policies, repurchase agreements involving such
securities) if as a result more than 5% of the total assets of a Fund would be
invested in the securities of such issuer or a Fund would own more than 10% of
the outstanding voting securities of such issuer. This restriction applies to
75% of a Fund's assets. For purposes of these limitations, a security is
considered to be issued by the government entity whose assets and revenues
guarantee or back the security. With respect to private activity bonds or
industrial development bonds backed only by the assets and revenues of a
non-governmental user, such user would be considered the issuer.

2. Purchase any securities that would cause more than 25% of the total assets
of a Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, provided that this
limitation does not apply to investments in the obligations issued or
guaranteed by the U.S. government or its agencies and instrumentalities and
repurchase agreements involving such securities. For purposes of this
limitation (i) utilities will be divided according to their services (for
example, gas, gas transmission, electric and telephone will each be considered
a separate industry); and (ii) wholly-owned finance companies will be
considered to be in the industries of their parents if their activities are
primarily related to financing the activities of their parents.

3. Make loans, except that a Fund may (i) purchase or hold debt instruments in
accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.
    

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.


                                       45
<PAGE>   133

DESCRIPTION OF PERMITTED INVESTMENTS

   
Listed below is a more complete description of some of the types of securities
and other instruments in which the Funds may invest. For a more detailed
description, see the Statement of Additional Information. Not all Funds are
permitted to invest in all of the securities and instruments listed below. If
an investment is limited to certain Funds, that limitation will be noted.

U.S. TREASURY OBLIGATIONS -- The Funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The Funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

STRIPS, CUBES, TRS, TIGRS and CATS are sold as zero coupon securities, which
means that they are sold at a substantial discount and redeemed at face value
at their maturity date without interim cash payments of interest or principal.
This discount is amortized over the life of the security, and such amortization
will constitute the income earned on the security for both accounting and tax
purposes. Because of these features, these securities may be subject to greater
interest rate volatility than interest-paying U.S. Treasury obligations.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as Ginnie Mae and the Export-Import
Bank, are supported by the full faith and credit of the U.S. Treasury; others,
such as Fannie Mae are supported by the credit of the instrumentality and have
the right to borrow from the U.S. Treasury; others are supported by the
authority of the U.S. government to purchase the agency's obligations; while
still others, such as the Federal Farm Credit Banks and the Freddie Mac, are
supported solely by the credit of the instrumentality itself. No assurance can
be given that the U.S. government would provide financial support to U.S.
government sponsored agencies or instrumentalities if it is not obligated to do
so by law.  Obligations of U.S. government agencies include debt issues and
mortgage-backed securities issued or guaranteed by select agencies.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Funds bear a risk of loss in the event the other party
defaults on its obligations and the Funds are delayed or prevented from their
right to dispose of the collateral securities or if the Funds realize a loss on
the sale of the collateral securities. Repurchase agreements typically are
short-term in nature, generally overnight, and normally are used to invest
temporary cash balances held by the Funds. The SEC considers repurchase
agreement to be loans.

REVERSE REPURCHASE AGREEMENTS -- The Funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Funds enter into a reverse
repurchase agreement, they will place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and will subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the Funds may
decline below the price at which the Funds are obligated to repurchase the
securities.  The SEC considers reverse repurchase agreements to be borrowings
by the Funds.

SECURITIES LENDING -- In order to generate additional income, the Funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S. government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The Funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by Banc One Advisors to be of good standing under guidelines established
by the Trust's Board of Trustees and when, in the judgment of Banc One
Advisors, the consideration which can be earned currently from such securities
loans justifies
    

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<PAGE>   134
   
the attendant risk. The Funds will enter into loan arrangements only with
counter parties which Banc One Advisors has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by the Funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
Funds may purchase securities on a when-issued basis when deemed by Banc One
Advisors to present attractive investment opportunities. When-issued securities
are purchased for delivery beyond the normal settlement date at a stated price
and yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. Although the purchase of securities
on a when issued basis is not considered leveraging, it has the effect of
leveraging.  When Banc One Advisors purchases a when-issued security, the
Custodian will set aside cash or liquid securities to satisfy the purchase
commitment. The Funds generally will not pay for such securities or earn
interest on them until received. In a forward commitment transaction, the Funds
contract to purchase securities for a fixed price at a future date beyond
customary settlement time.  The Funds are required to hold and maintain in a
segregated account until the settlement date, cash, U.S. government securities
or liquid high-grade debt obligations in an amount sufficient to meet the
purchase price. Alternatively, the Funds may enter into offsetting contracts
for the forward sale of other securities that they own. The purchase of
securities on a when-issued or forward commitment basis involves a risk of loss
if the value of the security to be purchased declines prior to the settlement
date.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the Funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. A demand instrument with a demand notice period
exceeding seven days will be considered illiquid. There is a risk that the
current interest rate on such obligations may not accurately reflect existing
market interest rates.

MORTGAGE-BACKED SECURITIES -- Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The Funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac or other U.S.
government agencies or instrumentalities. Mortgage-backed securities may also
be issued by non-governmental entities and may or may not have private insurer
guarantees of timely payments. Each Fund, other than the Government Bond Fund,
may invest in mortgage-backed securities issued by non-government entities.
Each Fund may invest in Collateralized Mortgage Obligations ("CMOs") and Real
Estate Mortgage Investment Conduits ("REMICs"). CMOs and REMICs are structures
providing for redistribution of the cash flows of mortgage-related products to
different bond classes (commonly referred to as tranches). This redistribution
is achieved through a set of rules for the monthly distribution of coupon
interest and principal. This reallocation of interest and principal results in
the redistribution of prepayment risk across the different bond classes. This
allows for the creation of bonds with more or less prepayment risk than the
underlying collateral exhibits.

Mortgage-backed securities are in most cases "pass-through" instruments,
through which the holder receives a share of all interest and principal
payments from the mortgages underlying the certificate. Because the prepayment
characteristics of the underlying mortgages vary, it is not possible to predict
accurately the average life or realized yield of a particular issue of
pass-through certificates. During periods of declining interest rates,
prepayment of mortgages underlying mortgage-backed securities can be expected
to accelerate.  When the mortgage obligations are prepaid, the Funds may have
to reinvest in securities with a lower yield. Moreover, prepayment of mortgages
which underlie securities purchased at a premium could result in capital
losses.

MORTGAGE DOLLAR ROLLS -- The Funds may enter into mortgage "dollar rolls" in
which the Funds sell securities for delivery in the current month and
simultaneously contract with the same counterparty to repurchase similar (same
type, coupon and maturity) but not identical securities on a specified future
date. The Funds benefit to the extent of any difference between the price
received for the securities sold and the lower forward price for the future
purchase (often referred to as the "drop") or fee income plus the interest
earned on the cash proceeds of the securities sold until the settlement date of
the forward purchase. Unless such benefits exceed the income, capital
appreciation and gain or loss due to mortgage prepayments that would have been
realized on the securities sold as part of the mortgage dollar roll, the use of
this technique will diminish the investment performance of the Funds compared
with what such performance would have been without the use of mortgage dollar
rolls.
    

ADJUSTABLE RATE MORTGAGE LOANS ("ARMS") -- ARMs eligible for inclusion in a
mortgage pool will generally provide for a fixed initial mortgage interest rate
for a specified period of time. Thereafter, the interest rates (the "Mortgage
Interest Rates") may be subject to periodic adjustment based on changes in the
applicable index rate (the "Index Rate"). The adjusted rate would be equal to
the Index Rate plus a gross margin, which is a fixed percentage spread over the
Index Rate established for each ARM at the time of its origination.

Adjustable interest rates can cause payment increases that some borrowers may
find difficult to make. However, certain ARMs may provide that the Mortgage
Interest Rate may not be adjusted to a rate above an applicable lifetime
maximum rate or below an applicable lifetime minimum rate for such ARM. Certain
ARMs may also be subject to limitations on the maximum amount by


                                       47
<PAGE>   135

which the Mortgage Interest Rate may adjust for any single adjustment period
(the "Maximum Adjustment"). Other ARMs ("Negatively Amortizing ARMs") may
provide instead or as well for limitations on changes in the monthly payment on
such ARMs. Limitations on monthly payments can result in monthly payments which
are greater or less than the amount necessary to amortize a Negatively
Amortizing ARM by its maturity at the Mortgage Interest Rate in effect in any
particular month. In the event that a monthly payment is not sufficient to pay
the interest accruing on a Negatively Amortizing ARM, any such excess interest
is added to the principal balance of the loan, causing negative amortization
and will be repaid through future monthly payments. It may take borrowers under
Negatively Amortizing ARMs longer periods of time to achieve equity and may
increase the likelihood of default by such borrowers. In the event that a
monthly payment exceeds the sum of the interest accrued at the applicable
Mortgage Interest Rate and the principal payment which would have been
necessary to amortize the outstanding principal balance over the remaining term
of the loan, the excess (or "accelerated amortization") further reduces the
principal balance of the ARM. Negatively Amortizing ARMs do not provide for the
extension of their original maturity to accommodate changes in their Mortgage
Interest Rate. As a result, unless there is a periodic recalculation of the
payment amount (which there generally is), the final payment may be
substantially larger than the other payments. These limitations on periodic
increases in interest rates and on changes in monthly payment protect borrowers
from unlimited interest rate and payment increases.

There are two main categories of indices which provide the basis for rate
adjustments on ARMs: those based on U.S. Treasury securities and those derived
from a calculated measure such as a cost of funds index or a moving average of
mortgage rates. Commonly utilized indices include the one-year, three-year and
five-year constant maturity Treasury bill rates, the three-month Treasury bill
rate, the 180-day Treasury bill rate, rates on longer-term Treasury securities,
the 11th District Federal Home Loan Bank Cost of Funds, the National Median
Cost of Funds, the one-month, three-month, six-month or one-year London
Interbank Offered Rate ("LIBOR"), the prime rate of a specific bank, or
commercial paper rates. Some indices, such as the one-year constant maturity
Treasury rate, closely mirror changes in market interest rate levels. Others,
such as the 11th District Federal Home Loan Bank Cost of Funds index, tend to
lag behind changes in market rate levels and tend to be somewhat less volatile.
The degree of volatility in the market value of the Fund's portfolio and
therefore in the net asset value of the Fund's shares will be a function of the
length of the interest rate reset periods and the degree of volatility in the
applicable indices.

   
REGULATION OF MORTGAGE LOANS -- Mortgage loans are subject to a variety of
state and Federal regulations designed to protect borrowers which may impair
the ability of the mortgage lender to enforce its rights under the mortgage
documents. These regulations include legal restraints on foreclosures,
homeowner rights of redemption after foreclosure, Federal and state bankruptcy
and debtor relief laws, restrictions on enforcement of mortgage loan "due on
sale" clauses and state usury laws. Even when the Funds invest in
mortgage-backed securities issued or guaranteed by the U.S. government, its
agencies or instrumentalities, these regulations may adversely affect the
Fund's investments by delaying the Fund's receipt of payments derived from
principal or interest on mortgage loans affected by such regulations.
    

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDS") are negotiable
interest bearing instruments with a specific maturity. CDS are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

   
TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market. Time deposits with
a withdrawal penalty are considered to be illiquid for purposes of the Funds'
limitations on illiquid securities.

DEMAND FEATURES -- The Funds may acquire securities that are subject to puts
and standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the Funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the Funds to meet redemption requests and remain as fully
invested as possible.

PREFERRED STOCK -- Preferred stock is a class of stock that generally pays
dividends at a specified rate and has preference over common stock in the
payment of dividends and liquidation. Preferred stock generally does not carry
voting rights. As with all equity securities, the price of preferred stock
fluctuates based on changes in a company's financial condition and on overall
market and economic conditions.
    

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<PAGE>   136
   
INVESTMENT COMPANY SECURITIES -- The Funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies. Other
investment company securities may include securities of a money market fund of
the Trust, and securities of other investment companies for which Banc One
Advisors serves as investment adviser or administrator. Because other
investment companies employ an investment advisor, such investments by the
Funds may cause Shareholders to bear duplicative fees. Banc One Advisors will
waive its fee attributable to the assets of the investing fund invested in a
money market fund of the Trust and in other funds advised by Banc One Advisors;
and, to the extent required by the laws of any state in which shares of the
Trust are sold, Banc One Advisors will waive its fees attributable to the
assets of any Fund invested in any investment company.

ASSET-BACKED SECURITIES -- Asset-backed securities consist of securities
secured by company receivables, home equity loans, truck and auto loans,
leases, credit card receivables and other securities backed by other types of
receivables or other assets. These securities are generally pass-through
securities, which means that principal and interest payments on the underlying
securities (less servicing fees) are passed through to shareholders on a pro
rata basis. These securities may involve prepayment risk, which is the risk
that the underlying debt may be refinanced or paid off prior to their
maturities during periods of declining interest rates. In that case, a
portfolio manager may have to reinvest the proceeds from the securities at a
lower rate. Potential market gains on a security subject to prepayment risk may
be more limited than potential market gains on a comparable security that is
not subject to prepayment risk. Under certain prepayment rate scenarios, the
Funds may fail to recoup any premium paid on asset-backed securities.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stock, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.

RESTRICTED SECURITIES -- The Funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the Funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution. Any resale by
the purchaser must be in an exempt transaction. Section 4(2) commercial paper
is normally resold to other institutional investors like the Funds through or
with the assistance of the issuer or investment dealers who make a market in
Section 4(2) commercial paper, thus providing liquidity. The Funds believe that
Section 4(2) commercial paper and possibly certain other restricted securities
that meet the criteria for liquidity established by the Trustees (such as Rule
144A securities and private placements) are quite liquid. The Funds intend,
therefore, to treat the restricted securities that meet the criteria for
liquidity established by the Trustees, including Section 4(2) commercial paper
and Rule 144A securities, as determined by the Banc One Advisors, as liquid and
not subject to the investment limitation applicable to illiquid securities.

FIXED RATE MORTGAGE LOANS -- Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates
and have original terms to maturity ranging from 5 to 40 years. Fixed rate
mortgage loans generally provide for monthly payments of principal and interest
in substantially equal installments for the contractual term of the mortgage
note in sufficient amounts to fully amortize principal by maturity although
certain fixed rate mortgage loans provide for a large final balloon payment
upon maturity. The Fund may invest in fixed rate mortgage loans or mortgage
loan pools to enhance yield.

                       EACH OF THE FUNDS, OTHER THAN THE
               GOVERNMENT BOND FUND MAY INVEST IN THE FOLLOWING:

MUNICIPAL SECURITIES -- Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. In addition, municipal
securities also may consist of certain debt obligations known as private
activity bonds and industrial development bonds may be issued to finance
certain public and privately operated facilities. Municipal securities are
generally classified as "general obligation" bonds and "revenue" bonds. General
obligation bonds are obligations involving the credit of an issuer possessing
taxing power and are payable from the issuer's general unrestricted revenues.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise or other specific revenue source. Revenue bonds are not payable
from the issuer's general revenues. Private activity bonds and industrial
developments bonds are categorized as revenue bonds. The Funds also may
purchase short-term tax-exempt General Obligation Notes, Tax Anticipation
Notes, Bond Anticipation Notes, Revenue Anticipation Notes, Project Notes, and
other forms of short-term tax-exempt obligations. Such notes are issued with a
short-term maturity in anticipation of the receipt of tax funds, the proceeds
of bond placements, or other revenues. Municipal securities may include
municipal leases which may be considered illiquid for purposes of the Funds'
limitations on illiquid investments.
    

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<PAGE>   137
   
An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a Fund's municipal
securities in the same manner. The payment of principal and interest on private
activity bonds and industrial development bonds generally is dependent solely
on the ability of the facilities user to meet its financial obligations and the
pledge, if any, of real and personal property as security for such payment. In
addition, the Internal Revenue Code of 1986, as amended (the "Code") imposes
certain continuing requirements on issuers of tax-exempt bonds regarding the
use, expenditure and investment of bond proceeds and the payment of rebates to
the United States of America. Failure by the issuer to comply subsequent to the
issuance of tax-exempt bonds with certain of these requirements could cause
interest on the bonds to become includable in gross income retroactive to the
date of issuance. Municipal securities may include obligations of municipal
housing authorities and single family revenue bonds. Weaknesses in Federal
housing subsidy programs may result in a decrease of subsidies available for
payment of principal and interest on housing authority bonds.

SECURITIES OF FOREIGN ISSUERS -- The Funds may invest in securities of foreign
issuers to achieve income or capital appreciation. These securities may include
debt obligations of foreign governments, foreign corporations, domestic
subsidiaries of foreign corporations, and foreign banks. The Funds also may
invest in commercial paper of foreign issuers and obligations of foreign
branches of U.S. banks, U.S. and London branches of foreign banks, and
supranational entities which are established through the joint participation of
several governments (e.g., the Asian Development Bank and the Inter-American
Development Bank). Generally, the Funds will limit their investments to dollar
denominated foreign securities.

SHORT-TERM FUNDING AGREEMENTS -- The Funds may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated U.S. insurance companies. Short-term funding agreements issued by
insurance companies are sometimes referred to as Guaranteed Investment
Contracts ("GICs"), while those issued by banks are referred to as Bank
Investment Contracts ("BICs"). Pursuant to such agreements, the Funds make cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the Funds on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company (although they may
be the obligations of an insurance company separate account) and are paid from
the general assets of the issuing entity. The Funds will purchase short-term
funding agreements only from banks and insurance companies which, at the time
of purchase, are rated in one of the three highest rating categories described
below in "Description of Ratings" and have assets of $1 billion or more.
Generally, there is no active secondary market in short-term funding
agreements.  Therefore, short-term funding agreements may be considered by the
Funds to be illiquid investments. To the extent that a short-term funding
agreement is determined to be illiquid, such agreements will be acquired by the
Funds only if, at the time of purchase, no more than 15% of the Fund's net
assets will be invested in short-term funding agreements and other illiquid
securities.
    

                       EACH OF THE FUNDS, OTHER THAN THE
           LIMITED VOLATILITY BOND FUND MAY INVEST IN THE FOLLOWING:

   
STRUCTURED INSTRUMENTS -- Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as the Student Loan
Marketing Association ("Sallie Mae"), Ginnie Mae, Fannie Mae, and Freddie
Mac), banks, municipalities, corporations, and other business entities whose
interest and/or principal payments are indexed to certain specific foreign
currency exchange rates, interest rates, or one or more other reference
indices. As a result, interest and/or principal payments may vary widely,
depending on a variety of factors, including the volatility of the referenced
index and the effect of changes in the reference index on principal and/or
interest payments.  Structured instruments frequently are assembled in the form
of medium-term notes, but a variety of forms are available. Structured
instruments are commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by Banc One Advisors,
principal and/or interest payments on the structured instrument may be
substantially less than expected. In addition, although structured instruments
may be sold in the form of a corporate debt obligation, they may not have some
of the protection against counterparty default that may be available with
respect to publicly traded debt securities (i.e., the existence of a trust
indenture).

OPTIONS -- The Funds may purchase call and put options, and write (i.e., sell)
covered call options and secured put options on securities and indices. A call
option gives the purchaser the right to buy, and obligates the writer of the
option to sell, the underlying security at the agreed upon exercise (or
"strike") price during the option period. A put option gives the purchaser the
right to sell,
    

                                       50
<PAGE>   138
   
and obligates the writer to buy, the underlying security at the strike price
during the option period. The Funds may invest in options either to hedge or to
increase yield. There are risks associated with options transactions, including
the following: (i) the success of a hedging strategy may depend on the ability
of Banc One Advisors to predict movements in the prices of the individual
securities, fluctuations in markets and movements in interest rates; (ii) there
may be an imperfect or no correlation between the changes in market value of
the securities held by the Funds and the prices of options; (iii) there may not
be a liquid secondary market for options; and (iv) while the Funds will receive
a premium when they write covered call options, they may not participate fully
in a rise in the market value of the underlying security. It is expected that
the Funds will only engage in option transactions with respect to permitted
investments and related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- The Funds may enter into futures
contracts, options on futures contracts, index futures and options thereon that
are traded on an exchange regulated by the Commodities Futures Trading
Commission ("CFTC") if, to the extent that such futures and options are not for
"bona fide hedging purposes" (as defined by the CFTC), the aggregate initial
margin and premiums on such positions (excluding the amount by which options
are in the money) do not exceed 5% of each Funds' total assets at current
value. The Funds, however, may invest more than such amount for bona fide
hedging purposes.  Options and futures can be volatile instruments, and involve
certain risks. If Banc One Advisors applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
Fund's return. The Funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out their positions because of an
illiquid secondary market. The Funds also may engage in option transactions
referred to as straddles and spreads.  Certain provisions of the Internal
Revenue Code may limit the extent to which the Funds invest in futures
contracts and related options.

SWAPS, CAPS AND FLOORS -- In order to protect the value of a Fund from interest
rate fluctuations and to hedge against fluctuations in the floating rate market
in which the Fund's investments are traded, the Funds may enter into swaps,
caps, and floors on various securities (such as U.S. government securities),
securities indexes, interest rates, prepayment rates, foreign currencies or
other financial instruments or indexes, for both hedging and non-hedging
purposes. A Fund may enter into these transactions to manage its exposure to
changing interest rates and other factors. Some transactions may reduce the
Fund's exposure to market fluctuations while others will tend to increase
market exposure. Swap contracts typically involve an exchange of obligations by
two sophisticated parties. For example, in an interest rate swap, a fund may
exchange with another party their respective rights to receive interest, such
as an exchange of fixed rate payments for floating rate payments. Currency
swaps involve the exchange of respective rights to make or receive payments in
specified currencies. Mortgage swaps are similar to interest rate swaps in that
they represent commitments to pay and receive interest. The notional principal
amount, however, is tied to a reference pool or pools of mortgages.
    

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

   
Because swap contracts are individually negotiated, they remain the obligations
of the respective counterparties, and there is a risk that a counterparty will
be unable to meet is obligations under a particular swap contract. If a
counterparty defaults, the Fund may suffer a loss. In addition, because swap
contracts are individually negotiated and ordinarily non-transferable, there
also may be circumstances in which it would be impossible for a Fund to close
out its obligations under the swap contract prior to its maturity. Under such
circumstances, a Fund might be able to negotiate another swap contract with a
different counterparty to offset the risk associated with the first swap
contract. Unless the Fund is able to negotiate such an offsetting swap
contract, however, the Fund could be subject to continued adverse developments,
even after Banc One Advisors has determined that it would be prudent to close
out or offset the first swap contract.

The use of swaps involves investment techniques and risks different from and
potentially greater than those associated with ordinary portfolio securities
transactions. If Banc One Advisors is incorrect in its expectations of market
values or interest rates, the investment performance of a Fund would be less
favorable that it would have been if this investment technique were not used.

STRIPPED MORTGAGE-BACKED SECURITIES--The Funds may, to enhance revenues or
hedge against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multi-class mortgage securities. The Funds may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool
of mortgage assets. A common type of SMBS will have one class receiving all of
the interest from the mortgage assets ("IOs"), while the other class will
receive all of the principal ("POs"). Mortgage IOs receive monthly interest
payments based upon a notional amount that declines over time as a result of
the normal monthly amortization and unscheduled prepayments of principal on the
associated mortgage POs. Changes in prepayment
    

                                       51
<PAGE>   139
   
rates can cause the return on investments in IOs to be highly volatile, and
under extremely high prepayment conditions IOs can incur significant losses.
POs are bought at a discount to the ultimate principal repayment value. The
rate of return on a PO will vary with prepayments, rising as prepayments
increase and falling as prepayments decrease. Although the market for such
securities is increasingly liquid, certain SMBS may not be readily marketable
and will be considered illiquid for purposes of the Funds' limitations on
investments in illiquid securities. The market value of the class consisting
entirely of principal payments generally is unusually volatile in response to
changes in interest rates. The yields on a class of SMBS that receives all or
most of the interest from mortgage assets are generally higher than prevailing
market yields on other mortgage-backed securities because their cash flow
patterns are more volatile and there is a greater risk that any premium paid
will be lost as a result of unexpectedly high prepayments. Banc One Advisors
will seek to manage these risks (and potential benefits) by investing in a
variety of such securities and by using certain analytical and hedging
techniques.
    

INVERSE FLOATING RATE INSTRUMENTS--The Fund may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent
that its interest rate varies by a magnitude that exceeds the magnitude of the
change in the index rate of interest. The higher degree of leverage inherent in
inverse floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity. The Fund will generally limit its investments in inverse floating
rate instruments to 15% of its total assets.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
Funds may invest in any such options, contracts and products as may be
developed to the extent consistent with their investment objective, policies
and restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the Funds' portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the Funds would be less favorable than it
would have been if these products were not used. In addition, losses may occur
if counterparties involved in transactions do not perform as promised. These
products may expose the Funds to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments.

                          THE INTERMEDIATE BOND FUND,
      THE ULTRA SHORT-TERM INCOME FUND AND THE INCOME BOND FUND MAY INVEST
                               IN THE FOLLOWING:

   
CONVERTIBLE SECURITIES -- Convertible securities have characteristics similar
to both fixed income and equity securities. Convertible securities may be
issued as bonds or preferred stock. Because of the conversion feature, the
market value of convertible securities tends to move together with the market
value of the underlying stock. As a result, the Funds' selection of convertible
securities is based, to a great extent, on the potential for capital
appreciation that may exist in the underlying stock. The value of convertible
securities is also affected by prevailing interest rates, the credit quality of
the issuer, and any call provisions.
    

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.


                                       52
<PAGE>   140
The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset
protection.  Risk factors are minor. Paper rated Duff-2 is regarded as having
good certainty of timely payment, good access to capital markets and sound
liquidity factors and company fundamentals.  Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment.  Those obligations rated A1+ are
supported by the highest capacity for timely repayment.  Obligations rated A2
are supported by a strong capacity for timely repayment, although such capacity
may be susceptible to adverse changes in business, economic or financial
conditions.

   
DESCRIPTION OF BANK RATINGS

Moody's Bank Financial Strength Ratings represent Moody's opinion of a bank's
intrinsic safety and soundness. The definitions for Moody's Bank Financial
Strength Ratings are as follows:

       "A"      Banks rated A possess exceptional intrinsic financial strength.
                Typically they will be major financial institutions with highly
                valuable and defensible business franchises, strong financial
                fundamentals, and a very attractive and stable operating
                environment.

       "B"      Banks rated B possess strong intrinsic financial strength.
                Typically, they will be important institutions with valuable
                and defensible business franchises, good financial
                fundamentals, and an attractive and stable operating
                environment.

       "C"      Banks rated C possess good intrinsic financial strength.
                Typically, they will be institutions with valuable and
                defensible business franchises. These banks will demonstrate
                either acceptable financial fundamentals within a stable
                operating environment, or better than average financial
                fundamentals within an unstable operating environment.

S&P's issue credit rating is a current opinion of the creditworthiness of an
obligor with respect to a specific financial obligation, a specific class of
financial obligations, or a specific financial program. S&P's ratings are as
follows:

       "AAA"    An obligation rated AAA has the highest rating assigned by S&P.
                The obligor's capacity to meet its financial commitment on the
                obligation is extremely strong.

       "AA"     An obligation rated AA differs from the highest rated
                obligations only in small degree. The obligor's capacity to
                meet its financial commitments on the obligation is very
                strong.

       "A"      An obligation rated A is somewhat more susceptible to the
                adverse effects of changes in circumstances and economic
                conditions than obligations in higher rated categories.
                However, the obligor's capacity to meet its financial
                commitment on the obligation is still strong.

DESCRIPTION OF INSURANCE RATINGS

Moody's Insurance Financial Strength Ratings are Moody's opinions of the
ability of insurance companies to pay punctually senior policyholder claims and
obligations.

       "Aaa"    Insurance companies rated Aaa offer exceptional financial
                security. While the financial strength of these companies is
                likely to change, such changes as can be visualized are most
                unlikely to impair their fundamentally strong position.

       "Aa"     Insurance companies rated Aa offer excellent financial
                security.  Together with the Aaa group, they constitute what
                are generally known as high grade companies. They are rated
                lower than Aaa companies because long-term risks appear
                somewhat larger.

       "A"      Insurance companies rated A offer good financial security.
                However, elements may be present which suggest a susceptibility
                to impairment sometime in the future.

S&P's issue credit rating is a current opinion of the creditworthiness of an
obligor with respect to a specific financial obligation, a specific class of
financial obligations, or a specific financial program. S&P's ratings are as
follows:
    

                                       53


<PAGE>   141
   
       "AAA"    An obligation rated AAA has the highest rating assigned by S&P.
                The obligor's capacity to meet its financial commitment on the
                obligation is extremely strong.

       "AA"     An obligation rated AA differs from the highest rated
                obligations only in small degree. The obligor's capacity to
                meet its financial commitments on the obligation is very
                strong.

       "A"      An obligation rated A is somewhat more susceptible to the
                adverse effects of changes in circumstances and economic
                conditions than obligations in higher rated categories.
                However, the obligor's capacity to meet its financial
                commitment on the obligation is still strong.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

INVESTMENT GRADE

Bonds rated AAA have the highest rating S&P assigns to a debt obligation.  Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal.  Whereas it normally exhibits adequate  protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Moody's Investor Service, Inc.

INVESTMENT GRADE

Bonds that are rated Aaa by Moody's are judged to be of the best quality.  They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues.  Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.
    

DESCRIPTION OF MUNICIPAL NOTE RATINGS

   
Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group. MIG-3 and VMIG-3
    


                                      54

<PAGE>   142
   
denote favorable quality.  All security elements are accounted for, but there
is lacking the undeniable strength of the preceding grades.  Liquidity and cash
flow protection may be narrow and marketing access for refinancing is likely to
be less well established
    

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes.  Notes due in three years or less will likely receive a note
rating.  Notes maturing beyond three years will most likely receive a long-term
debt rating.  The following criteria will be used in making that assessment:

o       Amortization schedule (the larger the final maturity relative to other
        maturities the more likely it will be treated as a note).

o       Source of Payment (the more dependent the issue is on the market for
        its refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest.  Those
issues determined to possess overwhelming safety characteristics will be given
a plus (+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

   
SP-3 Speculative capacity to pay principal and interest.

DESCRIPTION OF PREFERRED STOCK RATINGS

The following descriptions of S&P's and Moody's preferred stock ratings have
been published by S&P and Moody's respectively.

Moody's Investor Services, Inc.

"aaa" An issue which is rated "aaa" is considered to be a top-quality preferred
stock. This rating indicates good asset protection and the least risk of
dividend impairment within the universe of preferred stocks.

"aa" An issue which is rated "aa" is considered a high-grade preferred stock.
This rating indicates that there is a reasonable assurance the earnings and
asset protection will remain relatively well maintained in the foreseeable
future.

"a" An issue which is rated "a" is considered to be an upper-medium grade
preferred stock. While risks are judged to be somewhat greater than in the
"aaa" and "aa" classification, earnings and asset protection are, nevertheless,
expected to be maintained at adequate levels.

"baa" An issue which is rated "baa" is considered to be a medium-grade
preferred stock, neither highly protected nor poorly secured. Earnings and
asset protection appear adequate at present but may be questionable over any
great length of time.

Standard & Poor's Rating Services

A S&P's preferred stock rating is an assessment of the capacity and willingness
of an issuer to pay preferred stock dividends and any applicable sinking fund
obligations. A preferred stock rating differs from a bond rating inasmuch as it
is assigned to an equity issue, which is intrinsically different from, and
subordinated to, a debt issue. Therefore, to reflect this difference, the
preferred stock rating symbol will normally not be higher than the debt rating
symbol assigned to, or that would be assigned to, the senior debt of the same
issuer.

AAA This is the highest rating that may be assigned by S&P to a preferred stock
issue and indicates an extremely strong capacity to pay the preferred stock
obligations.

AA A preferred stock issue rated "AA" also qualifies as a high-quality,
fixed-income security. The capacity to pay preferred stock obligations is very
strong, although not as overwhelming as for issues rated "AAA."

A An issue rated "A" is backed by a sound capacity to pay the preferred stock
obligations, although it is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions.
    


                                       55


<PAGE>   143
   
BBB An issue rated "BBB" is regarded as backed by an adequate capacity to pay
the preferred stock obligations. Whereas it normally exhibits adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to make payments for a preferred
stock in this category than for issues in the "A" category.
    

MISCELLANEOUS

   
The Trust believes that as of August 1, 1996, BANC ONE CORPORATION (100 East
Broad Street, Columbus, OH 43271), through its affiliates, owned of record
substantially all the Fiduciary Class shares of the Funds. The Trust believes
that as of the same date, BANC ONE CORPORATION, through its affiliates,
possessed on behalf of its underlying accounts, voting or investment power with
respect to the following percentage of Fiduciary Class shares of the Funds.
    

   
<TABLE>
<CAPTION>
         FUND                                          PERCENTAGE OF SHARES
         ----                                          --------------------
<S>                                                           <C>
The One Group Intermediate Bond Fund                          96.73%
The One Group Government Bond Fund                            95.33%
The One Group Limited Volatility Bond Fund                    93.81%
The One Group Income Bond Fund                                96.47%
The One Group Ultra Short-Term Income Fund                    96.36%
</TABLE>
    

As a consequence, BANC ONE CORPORATION may be deemed to be a controlling person
of the Fiduciary Class shares of the Fund under the Investment Company Act of
1940.

   
The Trust believes that as of August 1, 1996, the following shareholders owned
25% or more of the shares of the Funds.
    

   
<TABLE>
<CAPTION>
FUND                     SHAREHOLDER & ADDRESS            PERCENTAGE OWNERSHIP      TYPES OF OWNERSHIP
- ----                     ---------------------            --------------------      ------------------
<S>                        <C>                                     <C>                   <C>
Ultra Short-Term Income    International Precious Metals Corp.     25.46%                Record
Fund                       4625 S. Ash Ave., #J1
Class A                    Tempe, AZ 85282-6761
</TABLE>
    

   
As a consequence, the aforementioned persons may be deemed to be a controlling
person of the Class A shares of the Fund under the Investment Company Act of
1940.
    

PERFORMANCE

   
From time to time, the Funds may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of a Fund refers to the
annualized income generated by an investment in the Fund over a specified
30-day period. The yield is calculated by assuming that the income generated by
the investment during that period is generated over a one-year period and is
shown as a percentage of the investment.

Total return is the change in value of an investment in a Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of a Fund. This figure is then
"annualized" (multiplied by 365 days and divided by the applicable number of
days in the period). Funds with a front-end sales charge would incorporate the
offering price into the distribution yield in place of month-end net asset
value.
    

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.


                                       56


<PAGE>   144
   
The Trust will include information on all classes of a Fund in any
advertisement or information containing performance data for the Funds. The
performance of Fiduciary Class shares may be higher than for Class A shares and
Class B shares because Fiduciary Class shares are not subject to sales charges
and distribution expenses.

The performance of each class of a Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of a Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, a Fund
may advertise its total return in the same manner. If reflected, sales charges
would reduce these total return calculations.

Further information about the performance of each class of the Funds is
contained in the Trust's Annual Report to Shareholders for The One Group, which
may be obtained without charge by calling 1-800-480-4111.
    

TAXES

   
The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Funds
or their Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Funds.

TAX STATUS OF THE FUNDS

Each Fund is treated as a separate entity for Federal income tax purposes and
is not combined with the Trust's other funds. Each Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.
    

TAX STATUS OF DISTRIBUTIONS

   
Each Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

Distributions by the Funds to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a plan that ceases to qualify for tax-exempt treatment
under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Funds' distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Funds and qualified retirement plan trusts considering purchasing such
shares, should consult their tax advisers for a more complete explanation of
the Federal tax consequences, and for an explanation of the state, local and
(if applicable) foreign tax consequences of making such an investment.

The Funds will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Funds (such as STRIPS, CUBES, TRS, TIGRS
and CATS), as defined in the "Description of Permitted Investments," are sold
at original issue discount and thus do not make periodic cash interest
payments.  The Funds will be required to include as part of their current
income the imputed interest on such obligations even though the Funds have not
received any interest payments on such obligations during that period. Because
the Funds distribute substantially all of their net investment income to their
Shareholders (including such imputed interest), the Funds may have to sell
portfolio securities in order to generate the cash necessary for the required
distributions. Such sales may occur at a time when Banc One Advisors would not
have chosen to sell such securities and may result in a taxable gain or loss.

Dividends declared by the Funds in October, November or December of any year
and payable to Shareholders of record on a date in such a month will be deemed
to have been paid by the Funds and received by Shareholders on December 31 of
that year, if paid by the Funds at any time during the following January.

The Funds intend to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.
    

                                       57
<PAGE>   145
   
Dividends received by a Shareholder that are derived from the Funds'
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Funds will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their
tax advisers regarding the state and local tax treatment of the dividends
received from the Funds.

Certain income received by the Funds may be subject to foreign taxes. If more
than 50% in value of a Fund's total assets at the close of any taxable year
consists of stocks or securities of foreign corporations, the Fund may elect to
treat any foreign taxes paid by it as paid by its Shareholders. If eligible,
the Funds intend to make this election. If a Fund makes this election,
Shareholders will generally be required to include in their income, their
respective pro rata portions of foreign taxes and, if they itemize their
deductions, will be entitled to deduct such respective pro rata portions in
computing their taxable income or, alternatively, to claim foreign tax credits
(subject, in either case, to certain limitations). Each year that a Fund makes
this election, it will report to its Shareholders the amount per share of
foreign taxes it has elected to have treated as paid by its Shareholders. See
the Statement of Additional Information.

Sale, exchange, or redemption of shares of the Funds by a Shareholder will
generally be a taxable event to such Shareholder.
    

                                       58
<PAGE>   146



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                                       59
<PAGE>   147



                      [THIS PAGE INTENTIONALLY LEFT BLANK]


                                       60
<PAGE>   148
   

Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081
    

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

   
0053508.01
    
                                       61
<PAGE>   149
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996

THE ONE GROUP(R) INTERMEDIATE TAX-FREE BOND FUND      
THE ONE GROUP(R) MUNICIPAL INCOME FUND 
THE ONE GROUP(R) ARIZONA MUNICIPAL BOND FUND
THE ONE GROUP(R) WEST VIRGINIA MUNICIPAL BOND FUND 
THE ONE GROUP(R) LOUISIANA MUNICIPAL BOND FUND
THE ONE GROUP(R) OHIO MUNICIPAL BOND FUND 
THE ONE GROUP(R) KENTUCKY MUNICIPAL BOND FUND

This Prospectus describes seven bond mutual funds (the "Funds") that attempt to
produce income exempt from Federal and/or state income tax. Each Fund is a
series of The One Group(R) (the "Trust"). Banc One Investment Advisors
Corporation ("Banc One Advisors") serves as investment advisor to each Fund.
Banc One Advisors currently manages more than $39 billion in assets.

The following three classes of shares are available to investors:

         Class A and Class B shares are offered to the general public.

         Fiduciary Class shares are offered to institutional investors,
         including affiliates of BANC ONE CORPORATION and any bank, depository
         institution, insurance company, pension plan or other organization
         authorized to act in fiduciary, advisory, agency, custodial or similar
         capacities (each an "Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR
INVESTMENT ADVISORY AND OTHER SERVICES.

The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Funds that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

A Statement of Additional Information dated November 1, 1996 has been filed
with the SEC and is available without charge by calling or writing to the
Distributor, The One GroupR Services Company at the number and address listed
above. The Statement of Additional Information is incorporated into this
Prospectus by reference.
    

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.

   
                              COMBINED PROSPECTUS
    
<PAGE>   150


TABLE OF CONTENTS

SUMMARY
ABOUT THE FUND
  Expense Summary
  Financial Highlights
  The Funds
   
  Investment Objectives and Permissible Investments
  Additional Investment Information
    
HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Alternative Sales Arrangements
  Exchanges
  Redemptions
   
MANAGEMENT OF THE FUNDS
  The Trustees
  The Advisor
  The Fund Managers
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants
OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Description of Ratings
  Miscellaneous
  Performance
  Taxes


                                        2


<PAGE>   151


SUMMARY

   
The Trust is an open-end management investment company that provides a
convenient way to invest in professionally managed portfolios of securities.
The following provides basic information about various classes of shares of the
Funds.

WHAT ARE THE FUNDS' INVESTMENT OBJECTIVES? Below is a brief overview of the
Funds and their investment objectives. A more detailed discussion of the Funds'
investment objectives and policies can be found in the Prospectus under the
heading "Investment Objectives and Permissible Investments."

THE ONE GROUP INTERMEDIATE TAX-FREE BOND FUND ("Intermediate Tax-Free Bond
Fund") is a diversified mutual fund that seeks current income exempt from
Federal income taxes consistent with prudent investment management and the
preservation of capital.

THE ONE GROUP MUNICIPAL INCOME FUND ("Municipal Income Fund") is a diversified
mutual fund that seeks current income exempt from Federal income taxes.

THE ONE GROUP ARIZONA MUNICIPAL BOND FUND ("Arizona Municipal Bond Fund") is a
non-diversified mutual fund that seeks current income exempt from Federal
income tax and Arizona personal income tax, consistent with the preservation of
principal.

THE ONE GROUP WEST VIRGINIA MUNICIPAL BOND FUND ("West Virginia Municipal Bond
Fund") is a non-diversified mutual fund that seeks current income exempt from
Federal income tax and West Virginia personal income tax, consistent with the
preservation of principal.

THE ONE GROUP LOUISIANA MUNICIPAL BOND FUND ("Louisiana Municipal Bond Fund")
is a non-diversified mutual fund that seeks current income both consistent with
the preservation of principal and exempt from Federal income tax and Louisiana
income tax.

THE ONE GROUP OHIO MUNICIPAL BOND FUND ("Ohio Municipal Bond Fund") is a
non-diversified mutual fund that seeks current income exempt from Federal
income tax and Ohio personal income tax, consistent with the preservation of
principal.

THE ONE GROUP KENTUCKY MUNICIPAL BOND FUND ("Kentucky Municipal Bond Fund") is
a non-diversified mutual fund that seeks current income exempt from Federal
income tax and Kentucky personal income tax, consistent with the preservation
of principal.

WHAT ARE THE PERMITTED INVESTMENTS? The Intermediate Tax-Free Bond Fund and the
Municipal Income Fund will invest at least 80% of their total assets in debt
securities issued by or on behalf of the states, territories and possessions of
the United States and the District of Columbia and their respective
authorities, political subdivisions, agencies and instrumentalities, the
interest on which is exempt from Federal income tax. The Intermediate Tax-Free
Bond Fund will invest no more that 20% of its assets in private activity,
municipal securities the interest on which is treated as a preference item for
purposes of the Federal alternative minimum tax.

The Arizona Municipal Bond Fund, the West Virginia Municipal Bond Fund, the
Louisiana Municipal Bond Fund, and The Ohio Municipal Bond Fund will invest at
least 80% of their total assets in debt securities issued by or on behalf of
their respective states and each states respective authorities, political
subdivisions, agencies and instrumentalities that produce interest that, in the
opinion of counsel for the issuer, is exempt from Federal income tax and each
respective states' personal income tax.

The Kentucky Municipal Bond Fund will invest at least 80% of its total assets
in debt securities that, in the opinion of counsel for the issuer, produce
interest that is exempt from Federal income tax or the Fund will invest its
assets so that at least 80% of its annual interest income is exempt from
Federal income tax. In addition, the Kentucky Municipal Bond Fund will invest
at least 65% of its total assets in bonds issued by or on behalf of the State
of Kentucky or its respective authorities, political subdivisions, agencies and
instrumentalities, the interest on which, in the opinion of counsel for the
issuer, is exempt from Kentucky personal income tax.

The securities in which the Funds may invest are described in more detail in
"Description of Permitted Investments."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors"), an indirect subsidiary of BANC ONE CORPORATION, serves as the
advisor of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors may voluntarily agree to
waive a part of its fees. A more detailed discussion regarding Banc One
Advisors, its services and compensation can be found in the Prospectus under
the heading, "The Advisor" and "Expense Summary."
    


                                       3


<PAGE>   152


   
WHO IS THE ADMINISTRATOR? The One Group Services Company, serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust, pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the heading,
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee. See "The Transfer Agent and
Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. The Distributor is entitled to fees for distribution
services for the Class A and Class B shares of the Funds. No compensation is
paid to the Distributor for distribution services for the Fiduciary Class
shares of the Funds. The activities of the Distributor are discussed in the
Prospectus under the heading, "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions of shares of the
Funds may be made through the Distributor on any day that the New York Stock
Exchange is open for trading ("Business Days"). Purchase and redemption
procedures are explained in greater detail in "How to Invest in The One Group"
and "Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Funds is determined and declared daily, and
is distributed in the form of periodic dividends to such Shareholders of the
Funds on the first Business Day of each month. Any capital gains are
distributed at least annually. Distributions are paid in additional shares of
the same class unless the Shareholder elects to take the payment in cash. For a
more detailed discussion of dividends, see "Dividends."
    


                                       4


<PAGE>   153


ABOUT THE FUNDS

   
EXPENSE SUMMARY -- THE ONE GROUP CLASS A SHARES
    

   
<TABLE>
<S>                                                                   <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases(2)                          4.50%
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                              none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                       none
Exchange Fees                                                         none
</TABLE>
    

ANNUAL OPERATING EXPENSES(3)
(as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                               Investment                                                      Total Operating
                                              Advisory Fees              12b-1 Fees                               Expenses
                                          (AFTER FEE WAIVERS)(4)   (AFTER FEE WAIVERS)(5)   OTHER EXPENSES   (AFTER FEE WAIVERS)(6)
                                          ----------------------    ---------------------   --------------    --------------------- 
<S>                                               <C>                 <C>                        <C>               <C>
The One Group Intermediate Tax-Free
  Bond Fund                                       .40%                .25%                       .27%                .92%
The One Group Municipal Income Fund               .35%                .25%                       .21%                .81%
The One Group Arizona Municipal Bond Fund         .40%                .25%                       .26%                .91%
The One Group West Virginia Municipal Fund        .40%                .25%                       .30%                .95%
The One Group Louisiana Municipal Bond Fund       .40%                .25%                       .21%                .86%
The One Group Ohio Municipal Bond Fund            .30%                .25%                       .33%                .88%
The One Group Kentucky Municipal Bond Fund        .40%                .25%                       .42%               1.07%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

   
(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first
         anniversary of purchase.

(3)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

(4)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .60% for all classes of
         shares of the Intermediate Tax-Free Bond Fund, the Ohio Municipal Bond
         Fund, and the Louisiana Municipal Bond Fund, and .45% for the
         Municipal Income Fund, the Arizona Municipal Bond Fund, the West
         Virginia Municipal Bond Fund, and the Kentucky Municipal Bond Fund.

(5)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plans, 12b-1 fees (as a percentage of average
         daily net assets) would be .35% for Class A shares. For a discussion
         of 12b-1 fees, see "The Distributor."

(6)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Funds' expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be 1.22% for Class A Shares of the
         Intermediate Tax-Free Bond Fund, 1.01% for Class A shares of the
         Municipal Income Fund, 1.06% for the Class A shares of the Arizona
         Municipal Bond Fund, 1.10% for the Class A shares of the West Virginia
         Municipal Bond Fund, 1.16% for the Class A

    

                                        5


<PAGE>   154


   
         shares of the Louisiana Municipal Bond Fund, 1.28% for the Class A
         shares of the Ohio Municipal Bond Fund, and 1.37% for the Class A
         shares of the Kentucky Municipal Bond Fund.

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class A shares of the Fund, assuming: (1) imposition of the maximum sales
charge; (2) 5% annual return; and (3) redemption at the end of each time
period.

<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                 <C>             <C>                 <C>              <C>
The One Group Intermediate Tax-Free
  Bond Fund                                         $54             $73                  $94             $153
The One Group Municipal Income Fund                 $53             $70                  $88             $141
The One Group Arizona Municipal Bond Fund           $54             $73                  $93             $152
The One Group West Virginia Municipal Fund          $54             $74                  $95             $156
The One Group Louisiana Municipal Bond Fund         $53             $71                  $91             $146
The One Group Ohio Municipal Bond Fund              $54             $72                  $92             $149
The One Group Kentucky Municipal Bond Fund          $55             $78                 $101             $170
</TABLE>

Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Intermediate Tax-Free
 Bond Fund                                           $57             $82                 $109            $186
The One Group Municipal Income Fund                  $55             $76                 $ 98            $163
The One Group Arizona Municipal Bond Fund            $55             $77                 $101            $169
The One Group West Virginia Municipal Fund           $56             $78                 $103            $173
The One Group Louisiana Municipal Bond Fund          $56             $80                 $106            $180
The One Group Ohio Municipal Bond Fund               $57             $84                 $112            $193
The One Group Kentucky Municipal Bond Fund           $58             $86                 $117            $202
</TABLE>
    


                                        6


<PAGE>   155


   
EXPENSE SUMMARY -- THE ONE GROUP CLASS B SHARES
    

<TABLE>
<S>                                                                     <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                               none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                                5.00%
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                         none
Exchange Fees                                                           none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
 (as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                                Investment                                                      Total Operating
                                               Advisory Fees             12b-1 Fees                                 Expenses
                                          (AFTER FEE WAIVERS)(3)    (AFTER FEE WAIVERS)(4)   OTHER EXPENSES   (AFTER FEE WAIVERS)(5)
                                          ---------------------     ----------------------   --------------   ----------------------
<S>                                               <C>                      <C>                   <C>                   <C>
The One Group Intermediate Tax-Free
 Bond Fund                                        .40%                     .90%                  .27%                  1.57%
The One Group Municipal Income Fund               .35%                     .90%                  .21%                  1.46%
The One Group Arizona Municipal Bond Fund         .40%                     .90%                  .26%                  1.56%
The One Group West Virginia Municipal Fund        .40%                     .90%                  .30%                  1.60%
The One Group Louisiana Municipal Bond Fund       .40%                     .90%                  .21%                  1.51%
The One Group Ohio Municipal Bond Fund            .30%                     .90%                  .33%                  1.53%
The One Group Kentucky Municipal Bond Fund        .40%                     .90%                  .42%                  1.72%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

   
(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .60% for all classes of
         shares of the Intermediate Tax-Free Bond Fund, the Ohio Municipal Bond
         Fund, and the Louisiana Municipal Bond Fund, and .45% for the
         Municipal Income Fund, the Arizona Municipal Bond Fund, the West
         Virginia Municipal Bond Fund, and the Kentucky Municipal Bond Fund.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plans, 12b-1 fees (as a percentage of average
         daily net assets) would be 1.00% for Class B shares. For a discussion
         of 12b-1 fees, see "The Distributor."

(5)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be 1.87%% for Class B Shares of the
         Intermediate Tax-Free Bond Fund, 1.66% for Class B shares of the
         Municipal Income Fund, 1.71% for the Class B shares of the Arizona
         Municipal Bond Fund, 1.75% for the Class B shares of the West Virginia
         Municipal Bond Fund, 1.81% for the Class B shares of the Louisiana
         Municipal Bond Fund, 1.93% for the Class B shares of the Ohio
         Municipal Bond Fund, and 2.02% for the Class A shares of the Kentucky
         Municipal Bond Fund.
    


                                        7


<PAGE>   156


EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class B shares, assuming: (1) deduction of the applicable maximum Contingent
Deferred Sales Charge; and (2) 5% annual return.

   
                         Assuming a Complete Redemption
                            at the End of the Period

<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Intermediate Tax-Free
 Bond Fund                                           $66             $80                 $106            $169
The One Group Municipal Income Fund                  $65             $76                 $100            $157
The One Group Arizona Municipal Bond Fund            $66             $79                 $105            $168
The One Group West Virginia Municipal Fund           $66             $80                 $107            $173
The One Group Louisiana Municipal Bond Fund          $65             $78                 $102            $163
The One Group Ohio Municipal Bond Fund               $66             $78                 $103            $165
The One Group Kentucky Municipal Bond Fund           $67             $84                 $113            $186
</TABLE>


                             Assuming No Redemption

<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                  <C>            <C>
The One Group Intermediate Tax-Free
 Bond Fund                                           $16             $50                  $86            $169
The One Group Municipal Income Fund                  $15             $46                  $80            $157
The One Group Arizona Municipal Bond Fund            $16             $49                  $85            $168
The One Group West Virginia Municipal Fund           $16             $50                  $87            $173
The One Group Louisiana Municipal Bond Fund          $15             $48                  $82            $163
The One Group Ohio Municipal Bond Fund               $16             $48                  $83            $165
The One Group Kentucky Municipal Bond Fund           $17             $54                  $93            $186
</TABLE>


Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

                         Assuming a Complete Redemption
                            at the End of the Period

<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                 <C>             <C>
The One Group Intermediate Tax-Free
 Bond Fund                                           $69             $89                 $121            $202
The One Group Municipal Income Fund                  $67             $82                 $120            $179
The One Group Arizona Municipal Bond Fund            $67             $84                 $113            $185
The One Group West Virginia Municipal Fund           $68             $85                 $115            $189
The One Group Louisiana Municipal Bond Fund          $68             $87                 $118            $195
The One Group Ohio Municipal Bond Fund               $70             $91                 $124            $208
The One Group Kentucky Municipal Bond Fund           $71             $93                 $129            $218
</TABLE>
    


                                        8


<PAGE>   157


   
                             Assuming No Redemption

<TABLE>
<CAPTION>
                                                    1 YEAR          3 YEARS             5 YEARS         10 YEARS
                                                    ------          -------             -------         --------
<S>                                                  <C>             <C>                <C>              <C>
The One Group Intermediate Tax-Free
 Bond Fund                                           $19             $59                 $101            $202
The One Group Municipal Income Fund                  $17             $52                 $ 90            $179
The One Group Arizona Municipal Bond Fund            $17             $54                 $ 93            $185
The One Group West Virginia Municipal Fund           $18             $55                 $ 95            $189
The One Group Louisiana Municipal Bond Fund          $18             $57                 $ 98            $195
The One Group Ohio Municipal Bond Fund               $20             $61                 $104            $208
The One Group Kentucky Municipal Bond Fund           $21             $63                 $109            $218
</TABLE>


Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.
    


                                        9


<PAGE>   158


   
EXPENSE SUMMARY -- THE ONE GROUP FIDUCIARY CLASS SHARES
    

<TABLE>
<S>                                                                   <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                             none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                              none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                       none
Exchange Fees                                                         none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
(as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                                     Investment                                             Total Operating
                                                    Advisory Fees                                               Expenses
                                               (AFTER FEE WAIVERS)(3)     12B-1 FEES    OTHER EXPENSES    (AFTER FEE WAIVERS)(4)
                                               ----------------------     ----------    --------------    ----------------------
<S>                                                     <C>                  <C>           <C>                   <C>
The One Group Intermediate Tax-Free
 Bond Fund                                             .40%                  none          .27%                  .67%
The One Group Municipal Income Fund                    .35%                  none          .21%                  .56%
The One Group Arizona Municipal Bond Fund              .40%                  none          .26%                  .66%
The One Group West Virginia Municipal Fund             .40%                  none          .30%                  .70%
The One Group Louisiana Municipal Bond Fund            .40%                  none          .21%                  .61%
The One Group Ohio Municipal Bond Fund                 .30%                  none          .33%                  .63%
The One Group Kentucky Municipal Bond Fund             .40%                  none          .42%                  .82%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .60% for all classes of
         shares of the Intermediate Tax-Free Bond Fund, the Ohio Municipal Bond
         Fund, and the Louisiana Municipal Bond Fund, and .45% for the
         Municipal Income Fund, the Arizona Municipal Bond Fund, the West
         Virginia Municipal Bond Fund, and the Kentucky Municipal Bond Fund.

(4)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Funds' expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be .87% for Fiduciary Class Shares of the
         Intermediate Tax-Free Bond Fund, .66% for Fiduciary Class shares of
         the Municipal Income Fund, .71% for the Fiduciary Class shares of the
         Arizona Municipal Bond Fund, .75% for the Fiduciary Class shares of
         the West Virginia Municipal Bond Fund, .81% for the Fiduciary Class
         shares of the Louisiana Municipal Bond Fund, .93% for the Fiduciary
         Class shares of the Ohio Municipal Bond Fund, and 1.02% for the
         Fiduciary Class shares of the Kentucky Municipal Bond Fund.
    


                                       10


<PAGE>   159


   
EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Fiduciary Class shares of the Fund, assuming: (1) imposition of the maximum
sales charge; (2) 5% annual return; and (3) redemption at the end of each time
period.

<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                       <C>           <C>               <C>            <C>
The One Group Intermediate Tax-Free
 Bond Fund                                                $7            $21               $37             $ 83
The One Group Municipal Income Fund                       $6            $18               $31             $ 70
The One Group Arizona Municipal Bond Fund                 $7            $21               $37             $ 82
The One Group West Virginia Municipal Fund                $7            $22               $39             $ 87
The One Group Louisiana Municipal Bond Fund               $6            $20               $34             $ 76
The One Group Ohio Municipal Bond Fund                    $6            $20               $35             $ 79
The One Group Kentucky Municipal Bond Fund                $8            $26               $46             $101
</TABLE>


Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                    <C>              <C>               <C>            <C>
The One Group Intermediate Tax-Free
 Bond Fund                                              $ 9             $28               $48             $107
The One Group Municipal Income Fund                     $ 7             $21               $37             $ 82
The One Group Arizona Municipal Bond Fund               $ 7             $23               $40             $ 88
The One Group West Virginia Municipal Fund              $ 8             $24               $42             $ 93
The One Group Louisiana Municipal Bond Fund             $ 8             $26               $45             $100
The One Group Ohio Municipal Bond Fund                  $ 9             $30               $51             $114
The One Group Kentucky Municipal Bond Fund              $10             $32               $56             $125
</TABLE>
    


The tables on pages ____ are designed to assist the investor in understanding
the various costs and expenses that may be directly or indirectly borne by
investors in the Trust. THESE EXAMPLES SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR
LESS THAN THOSE SHOWN.

   
The rules of the SEC require that the maximum sales charge be reflected in the
above tables. However, investors in the Funds ("Shareholders") may, under
certain circumstances, qualify for reduced sales charges. See "How to Invest in
The One Group." Long-term Shareholders of Class A shares and Class B shares may
pay more than the equivalent of the maximum front-end sales charges otherwise
permitted by the National Association of Securities Dealers' Rules.

FINANCIAL HIGHLIGHTS

The Trust was organized as a Massachusetts Business Trust on May 23, 1985. The
Trust currently consists of 40 separate investment portfolios (the "Funds").
Currently, shares in the Funds are offered in three separate classes: Class A
shares, Class B shares and Fiduciary Class shares.

The following tables set forth certain financial information with respect to
the Financial Highlights for Class A, Class B and Fiduciary Class shares of the
Funds for the period from commencement of operations of each class of each Fund
to June 30, 1996. The information is a part of the financial statements audited
by Coopers & Lybrand L.L.P., independent accountants for the Trust, whose
report on the Trust's financial statements for the year ended June 30, 1996
appears in the Statement of Additional Information. Further information about
the Funds' performance is contained in the Annual Report to Shareholders, which
may be obtained without charge from the Distributor by calling 1-800-480-4111
during business hours.
    


                                       11


<PAGE>   160
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERMEDIATE TAX-FREE FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period. 
    
<TABLE>
<CAPTION>
                                                                        INTERMEDIATE TAX-FREE BOND FUND
                                                    ------------------------------------------------------------------------
                                                                                   FIDUCIARY
                                                    ------------------------------------------------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                    ------------------------------------------------------------------------
                                                        1996           1995           1994           1993           1992
                                                    ------------   ------------   ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.64   $      10.49   $      11.15   $      10.69   $      10.28
                                                    ------------   ------------   ------------   ------------   ------------
Investment Activities
  Net investment income...........................          0.52           0.54           0.52           0.53           0.55
  Net realized and unrealized gains (losses) from
    investments...................................          0.04           0.15          (0.52)          0.49           0.42
                                                    ------------   ------------   ------------   ------------   ------------
    Total from Investment Activities..............          0.56           0.69           0.00           1.02           0.97
                                                    ------------   ------------   ------------   ------------   ------------
Distributions
  Net investment income...........................         (0.51)         (0.54)         (0.53)         (0.52)         (0.55)
  In excess of net investment income..............            --             --          (0.01)            --             --
  Net realized gains..............................         (0.02)            --          (0.01)         (0.04)         (0.01)
  In excess of net realized gains.................            --             --          (0.11)            --             --
                                                    ------------   ------------   ------------   ------------   ------------
    Total Distributions...........................         (0.53)         (0.54)         (0.66)         (0.56)         (0.56)
                                                    ------------   ------------   ------------   ------------   ------------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.67   $      10.64   $      10.49   $      11.15   $      10.69
                                                    ------------   ------------   ------------   ------------   ------------
                                                    ------------   ------------   ------------   ------------   ------------
Total Return (Excludes Sales Charge)..............          5.39%          6.75%         (0.11)%         9.79%          9.54%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $    217,201   $    211,229   $    182,611   $    166,489   $    142,672
  Ratio of expenses to average net assets.........          0.54%          0.53%          0.48%          0.54%          0.55%
  Ratio of net investment income to average net
    assets........................................          4.87%          5.17%          4.78%          4.93%          5.28%
  Ratio of expenses to average net assets*........          0.87%          0.88%          0.84%          0.94%          1.07%
  Ratio of net investment income to average net
    assets*.......................................          4.54%          4.82%          4.42%          4.53%          4.77%
  Portfolio Turnover (a)..........................        111.58%        199.76%        105.98%         31.99%         11.50%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During  the  period, certain  fees were  voluntarily reduced.  If  such voluntary  fee reductions  had not
           occurred, the ratios would have been as indicated.
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       12

<PAGE>   161
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERMEDIATE TAX-FREE FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period. 
    
<TABLE>
<CAPTION>
                                                                        INTERMEDIATE TAX-FREE BOND FUND
                                                    ------------------------------------------------------------------------
                                                                                    CLASS A
                                                    ------------------------------------------------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                    ------------------------------------------------------------------------
                                                        1996           1995           1994           1993         1992 (A)
                                                    ------------   ------------   ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.63   $      10.48   $      11.14   $      10.69   $   10.57
                                                    ------------   ------------   ------------         ------      ------
Investment Activities
  Net investment income...........................          0.50           0.51           0.50           0.55        0.15
  Net realized and unrealized gains (losses) from
    investments...................................          0.05           0.15          (0.52)          0.44        0.18
                                                    ------------   ------------   ------------         ------      ------
    Total from Investment Activities..............          0.55           0.66          (0.02)          0.99        0.33
                                                    ------------   ------------   ------------         ------      ------
Distributions
  Net investment income...........................         (0.49)         (0.49)         (0.52)         (0.50)      (0.21)
  In excess of net investment income..............            --          (0.02)         (0.01)            --          --
  Net realized gains..............................         (0.02)            --             --          (0.04)         --
  In excess of net realized gains.................            --             --          (0.11)            --          --
                                                    ------------   ------------   ------------         ------      ------
    Total Distributions...........................         (0.51)         (0.51)         (0.64)         (0.54)      (0.21)
                                                    ------------   ------------   ------------         ------      ------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.67   $      10.63   $      10.48   $      11.14   $   10.69
                                                    ------------   ------------   ------------         ------      ------
                                                    ------------   ------------   ------------         ------      ------
Total Return (Excludes Sales Charge)..............          5.28%          6.49%         (0.33)%         9.47%       8.68%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $      6,622   $      5,614   $      5,556   $      5,480   $       5
  Ratio of expenses to average net assets.........          0.79%          0.78%          0.73%          0.71%       1.02%(b)
  Ratio of net investment income to average net
    assets........................................          4.62%          4.91%          4.57%          4.77%       4.91%(b)
  Ratio of expenses to average net assets*........          1.22%          1.23%          1.19%          1.27%       1.32%(b)
  Ratio of net investment income to average net
    assets*.......................................          4.19%          4.46%          4.11%          4.21%       4.61%(b)
  Portfolio Turnover (c)..........................        111.58%        199.76%        105.98%         31.99%      11.50%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       13
<PAGE>   162
- --------------------------------------------------------------------------------
   
THE ONE GROUP INTERMEDIATE TAX-FREE FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                         INTERMEDIATE TAX-FREE BOND FUND
                                                    ------------------------------------------
                                                                     CLASS B
                                                    ------------------------------------------
                                                               YEARS ENDED JUNE 30,
                                                    ------------------------------------------
                                                        1996           1995         1994 (A)
                                                    ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.65   $      10.50   $   11.18
                                                          ------         ------      ------
Investment Activities
  Net investment income...........................          0.43           0.46        0.17
  Net realized and unrealized gains (losses) from
    investments...................................          0.04           0.14       (0.67)
                                                          ------         ------      ------
    Total from Investment Activities..............          0.47           0.60       (0.50)
                                                          ------         ------      ------
Distributions
  Net investment income...........................         (0.42)         (0.45)      (0.17)
  In excess of net investment income..............            --             --          --
  Net realized gains..............................         (0.02)            --          --
  In excess of net realized gains.................            --             --       (0.01)
                                                          ------         ------      ------
    Total Distributions...........................         (0.44)         (0.45)      (0.18)
                                                          ------         ------      ------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.68   $      10.65   $   10.50
                                                          ------         ------      ------
                                                          ------         ------      ------
Total Return (Excludes Sales Charge)..............          4.48%          5.89%      (4.48)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $      2,439   $      1,116   $     549
  Ratio of expenses to average net assets.........          1.44%          1.43%       1.40%(b)
  Ratio of net investment income to average net
    assets........................................          3.97%          4.29%       4.08%(b)
  Ratio of expenses to average net assets*........          1.87%          1.88%       1.85%(b)
  Ratio of net investment income to average net
    assets*.......................................          3.54%          3.84%       3.63%(b)
  Portfolio Turnover (d)..........................        111.58%        199.76%     105.98%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>

 
                                       14
<PAGE>   163
- --------------------------------------------------------------------------------
   
THE ONE GROUP MUNICIPAL INCOME FUND
    
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
   
For a share of each class outstanding throughout each period. 
    

<TABLE>
<CAPTION>
                                                                                  MUNICIPAL INCOME FUND
                                                              -------------------------------------------------------------
                                                                                        FIDUCIARY
                                                              -------------------------------------------------------------
                                                                                  YEARS ENDED JUNE 30,
                                                              -------------------------------------------------------------
                                                                  1996            1995            1994          1993 (A)
                                                              -------------   -------------   -------------   -------------
<S>                                                           <C>             <C>             <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $        9.69   $        9.66   $       10.11   $    10.00
                                                              -------------   -------------   -------------   -------------
Investment Activities
  Net investment income.....................................           0.56            0.57            0.56         0.19
  Net realized and unrealized gains (losses) from
    investments.............................................          (0.03)           0.03           (0.42)        0.11
                                                              -------------   -------------   -------------   -------------
    Total from Investment Activities........................           0.53            0.60            0.14         0.30
                                                              -------------   -------------   -------------   -------------
Distributions
  Net investment income.....................................          (0.56)          (0.57)          (0.56)       (0.19)
  In excess of net realized gains...........................             --              --           (0.03)          --
                                                              -------------   -------------   -------------   -------------
    Total Distributions.....................................          (0.56)          (0.57)          (0.59)       (0.19)
                                                              -------------   -------------   -------------   -------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $        9.66   $        9.69   $        9.66   $    10.11
                                                              -------------   -------------   -------------   -------------
                                                              -------------   -------------   -------------   -------------
Total Return (Excludes Sales Charge)........................           5.54%           6.46%           1.36%        5.18%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $     241,115   $     185,916   $     152,763   $   40,777
  Ratio of expenses to average net assets...................           0.56%           0.56%           0.54%        0.54%(b)
  Ratio of net investment income to average net assets......           5.70%           6.02%           5.61%        5.66%(b)
  Ratio of expenses to average net assets*..................           0.76%           0.74%           0.71%        1.01%(b)
  Ratio of net investment income to average net assets*.....           5.50%           5.84%           5.44%        5.19%(b)
  Portfolio Turnover (c)....................................          83.17%          66.02%         101.48%       66.12%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on February 9, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       15

<PAGE>   164
- --------------------------------------------------------------------------------
   
THE ONE GROUP MUNICIPAL INCOME FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                               MUNICIPAL INCOME FUND
                                                                                    --------------------------------------------
                                                                                                      CLASS A
                                                                                    --------------------------------------------
                                                                                                YEARS ENDED JUNE 30,
                                                                                    --------------------------------------------
                                                                                      1996       1995       1994      1993 (A)
                                                                                    ---------  ---------  ---------  -----------
<S>                                                                                 <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................................  $    9.72  $    9.67  $   10.12   $   10.06
                                                                                    ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...........................................................       0.55       0.55       0.55        0.19
  Net realized and unrealized gains (losses) from investments.....................      (0.04)      0.05      (0.43)       0.05
                                                                                    ---------  ---------  ---------  -----------
    Total from Investment Activities..............................................       0.51       0.60       0.12        0.24
                                                                                    ---------  ---------  ---------  -----------
Distributions
  Net investment income...........................................................      (0.54)     (0.55)     (0.54)      (0.18)
  In excess of net realized gains.................................................         --         --      (0.03)         --
                                                                                    ---------  ---------  ---------  -----------
    Total Distributions...........................................................      (0.54)     (0.55)     (0.57)      (0.18)
                                                                                    ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD...................................................................  $    9.69  $    9.72  $    9.67   $   10.12
                                                                                    ---------  ---------  ---------  -----------
                                                                                    ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)..............................................       5.35%      6.21%      1.34%       6.86%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................................  $  25,787  $  11,462  $  10,725   $   4,106
  Ratio of expenses to average net assets.........................................       0.81%      0.81%      0.79%       0.80%(b)
  Ratio of net investment income to average net assets............................       5.45%      5.76%      5.44%       5.71%(b)
  Ratio of expenses to average net assets*........................................       1.11%      1.09%      1.06%       1.36%(b)
  Ratio of net investment income to average net assets*...........................       5.15%      5.48%      5.17%       5.15%(b)
  Portfolio Turnover (c)..........................................................      83.17%     66.02%    101.48%      66.12%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 23, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       16
<PAGE>   165
- --------------------------------------------------------------------------------
   
THE ONE GROUP MUNICIPAL INCOME FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                    MUNICIPAL INCOME FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $    9.69  $    9.62   $   10.10
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.47       0.49        0.24
  Net realized and unrealized gains (losses) from investments...............................      (0.03)      0.07       (0.48)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       0.44       0.56       (0.24)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.47)     (0.49)      (0.24)
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.47)     (0.49)      (0.24)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $    9.66  $    9.69   $    9.62
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................       4.65%      5.58%      (1.98)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  23,204  $   8,326   $   4,855
  Ratio of expenses to average net assets...................................................       1.46%      1.46%       1.41%(b)
  Ratio of net investment income to average net assets......................................       4.80%      5.14%       4.95%(b)
  Ratio of expenses to average net assets*..................................................       1.76%      1.74%       1.62%(b)
  Ratio of net investment income to average net assets*.....................................       4.50%      4.86%       4.74%(b)
  Portfolio Turnover (d)....................................................................      83.17%     66.02%     101.48%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       17
<PAGE>   166
- --------------------------------------------------------------------------------
   
THE ONE GROUP LOUISIANA MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                              LOUISIANA
                                                                                                           MUNICIPAL BOND
                                                                                                                FUND
                                                                                                          -----------------
                                                                                                              FIDUCIARY
                                                                                                          -----------------
                                                                                                           MARCH 26, 1996
                                                                                                               THROUGH
                                                                                                          JUNE 30, 1996 (A)
                                                                                                          -----------------
<S>                                                                                                       <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................................................................     $     10.00
                                                                                                                --------
Investment Activities
  Net investment income.................................................................................            0.13
  Net realized and unrealized losses from investments...................................................           (0.07)
                                                                                                                --------
    Total from Investment Activities....................................................................            0.06
                                                                                                                --------
Distributions
  Net investment income.................................................................................           (0.13)
                                                                                                                --------
    Total Distributions.................................................................................           (0.13)
                                                                                                                --------
NET ASSET VALUE,
  END OF PERIOD.........................................................................................     $      9.93
                                                                                                                --------
                                                                                                                --------
Total Return (Excludes Sales Charge)....................................................................            0.90%(b)(d)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................................................................  $      136,041
  Ratio of expenses to average net assets...............................................................            0.71   %(c)
  Ratio of net investment income to average net assets..................................................            4.76   %(c)
  Ratio of expenses to average net assets*..............................................................            0.86   %(c)
  Ratio of net investment income to average net assets*.................................................            4.61   %(c)
  Portfolio Turnover (e)................................................................................           16.72   %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Represents total return for Class A Shares from December 1, 1995 through March 25, 1996 plus total return
           for Fiduciary Shares for the period March 26, 1996 through June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       18


<PAGE>   167
- --------------------------------------------------------------------------------
   
THE ONE GROUP LOUISIANA MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                        LOUISIANA MUNICIPAL BOND FUND
                                                    ----------------------------------------------------------------------
                                                                                   CLASS A
                                                    ----------------------------------------------------------------------
                                                     SEVEN MONTHS
                                                         ENDED                     YEARS ENDED NOVEMBER 30,
                                                     JUNE 30, 1996   -----------------------------------------------------
                                                          (A)          1995       1994       1993       1992       1991
                                                    ---------------  ---------  ---------  ---------  ---------  ---------
<S>                                                 <C>              <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................     $   10.09     $    9.38  $   10.27  $    9.92  $    9.73  $    9.51
                                                         -------     ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................          0.24          0.50       0.49       0.52       0.55       0.56
  Net realized and unrealized gains (losses) from
    investments...................................         (0.16)         0.71      (0.79)      0.42       0.26       0.22
                                                         -------     ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities..............          0.08          1.21      (0.30)      0.94       0.82       0.78
                                                         -------     ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income...........................         (0.24)        (0.50)     (0.49)     (0.52)     (0.55)     (0.56)
  Net realized gains..............................            --            --      (0.10)     (0.07)     (0.07)        --
                                                         -------     ---------  ---------  ---------  ---------  ---------
    Total Distributions...........................         (0.24)        (0.50)     (0.59)     (0.59)     (0.62)     (0.56)
                                                         -------     ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD...................................     $    9.93     $   10.09  $    9.38  $   10.27  $    9.92  $    9.73
                                                         -------     ---------  ---------  ---------  ---------  ---------
                                                         -------     ---------  ---------  ---------  ---------  ---------
Total Return (Excludes Sales Charge)..............          0.84%(c)     13.11%     (2.97)%     9.65%      8.64%      8.45%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............     $   53,479    $  206,119  $ 196,820  $ 196,534  $ 135,692  $  88,503
  Ratio of expenses to average net assets.........          0.69 (b)      0.62%      0.65%      0.62%      0.58%      0.61%
  Ratio of net investment income to average net
    assets........................................          4.71 (b)       5.07%     4.97%      5.07%      5.70%      5.86%
  Ratio of expenses to average net assets*........          0.86 (b)       0.77%     0.80%      0.78%      0.83%      0.86%
  Ratio of net investment income to average net
    assets*.......................................          4.54 (b)       4.92%     4.82%      4.91%      5.45%      5.61%
  Portfolio Turnover (d)..........................         16.72  %       28.00%    24.00%     25.00%     32.00%     35.00%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Louisiana Tax-Free Fund became the Louisiana
           Municipal Bond Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Louisiana Tax-Free Fund. The per share data for the periods prior to March 26, 1996 have been restated to
           reflect the impact of restatement of net asset value from $10.67 to $10.00 effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       19
<PAGE>   168
- --------------------------------------------------------------------------------
   
THE ONE GROUP LOUISIANA MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                     LOUISIANA MUNICIPAL BOND FUND
                                                                            -----------------------------------------------
                                                                                                CLASS B
                                                                            -----------------------------------------------
                                                                             SEVEN MONTHS         YEAR       SEPTEMBER 16,
                                                                                 ENDED           ENDED        1994 THROUGH
                                                                               JUNE 30,       NOVEMBER 30,    NOVEMBER 30,
                                                                               1996 (A)           1995          1994 (B)
                                                                            ---------------  --------------  --------------
<S>                                                                         <C>              <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD                                                          $   10.09       $     9.36      $     9.73
                                                                                 -------     --------------  --------------
Investment Activities
  Net investment income                                                             0.21             0.42            0.08
  Net realized and unrealized gains (losses) from investments.............         (0.16)            0.73           (0.37)
                                                                                 -------     --------------  --------------
    Total from Investment Activities......................................          0.05             1.15           (0.29)
                                                                                 -------     --------------  --------------
Distributions
  Net investment income...................................................         (0.21)           (0.42)          (0.08)
                                                                                 -------     --------------  --------------
    Total Distributions...................................................         (0.21)           (0.42)          (0.08)
                                                                                 -------     --------------  --------------
NET ASSET VALUE,
  END OF PERIOD...........................................................     $    9.93       $    10.09      $     9.36
                                                                                 -------     --------------  --------------
                                                                                 -------     --------------  --------------
Total Return (Excludes Sales Charge)......................................          0.48%(d)        12.52%           2.94%(d)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)                                             $   3,223      $     2,115     $      204
  Ratio of expenses to average net assets.................................          1.50  (c)        1.37%           1.41%(c)
  Ratio of net investment income to average net assets....................          3.98  (c)        4.27%           4.45%(c)
  Ratio of expenses to average net assets*................................          1.70  (c)        1.52%           1.56%(c)
  Ratio of net investment income to average net assets*...................          3.78  (c)        4.12%           4.30%(c)
  Portfolio Turnover (e)..................................................         16.72%           28.00%           24.00%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Louisiana Tax-Free Fund became the Louisiana
           Municipal Bond Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Louisiana Tax-Free Fund. The per share data for the periods prior to March 26, 1996 have been restated to
           reflect the impact of restatement of net asset value from $10.70 to $10.00 effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Class B Shares commenced offering September 16, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       20
<PAGE>   169
- --------------------------------------------------------------------------------
   
THE ONE GROUP OHIO MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS

   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                              OHIO MUNICIPAL BOND FUND
                                                              ---------------------------------------------------------
                                                                                      FIDUCIARY
                                                              ---------------------------------------------------------
                                                                                YEARS ENDED JUNE 30,
                                                              ---------------------------------------------------------
                                                                  1996           1995           1994           1993
                                                              ------------   ------------   ------------   ------------
<S>                                                           <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $      10.65   $      10.58   $      11.11   $      10.48
                                                              ------------   ------------   ------------   ------------
Investment Activities
  Net investment income.....................................          0.56           0.55           0.51           0.54
  Net realized and unrealized gains (losses) from
    investments.............................................          0.04           0.07          (0.50)          0.62
                                                              ------------   ------------   ------------   ------------
    Total from Investment Activities........................          0.60           0.62           0.01           1.16
                                                              ------------   ------------   ------------   ------------
Distributions
  Net investment income.....................................         (0.56)         (0.55)         (0.52)         (0.53)
  In excess of net realized gains...........................            --             --          (0.02)            --
                                                              ------------   ------------   ------------   ------------
    Total Distributions.....................................         (0.56)         (0.55)         (0.54)         (0.53)
                                                              ------------   ------------   ------------   ------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $      10.69   $      10.65   $      10.58   $      11.11
                                                              ------------   ------------   ------------   ------------
                                                              ------------   ------------   ------------   ------------
Total Return (Excludes Sales Charge)........................          5.69%          6.07%          0.07%         11.43%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $     80,611   $     79,993   $     93,261   $     74,792
  Ratio of expenses to average net assets...................          0.57%          0.58%          0.53%          0.55%
  Ratio of net investment income to average net assets......          5.17%          5.29%          4.76%          5.14%
  Ratio of expenses to average net assets*..................          0.95%          0.91%          0.86%          0.94%
  Ratio of net investment income to average net assets*.....          4.79%          4.96%          4.43%          4.75%
  Portfolio Turnover (c)....................................         24.61%         77.69%         16.77%         26.67%
 
<CAPTION>
 
                                                                1992 (A)
                                                              ------------
<S>                                                           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $   10.00
                                                              ------------
Investment Activities
  Net investment income.....................................       0.56
  Net realized and unrealized gains (losses) from
    investments.............................................       0.47
                                                              ------------
    Total from Investment Activities........................       1.03
                                                              ------------
Distributions
  Net investment income.....................................      (0.55)
  In excess of net realized gains...........................         --
                                                              ------------
    Total Distributions.....................................      (0.55)
                                                              ------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $   10.48
                                                              ------------
                                                              ------------
Total Return (Excludes Sales Charge)........................      10.64%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $  45,199
  Ratio of expenses to average net assets...................       0.63%(b)
  Ratio of net investment income to average net assets......       5.61%(b)
  Ratio of expenses to average net assets*..................       1.21%(b)
  Ratio of net investment income to average net assets*.....       5.03%(b)
  Portfolio Turnover (c)....................................       9.78%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on July 2, 1991.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       21


<PAGE>   170
- --------------------------------------------------------------------------------
   
THE ONE GROUP OHIO MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                            OHIO MUNICIPAL BOND FUND
                                                    ------------------------------------------------------------------------
                                                                                    CLASS A
                                                    ------------------------------------------------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                    ------------------------------------------------------------------------
                                                        1996           1995           1994           1993         1992 (A)
                                                    ------------   ------------   ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.68   $      10.61   $      11.13   $      10.48   $   10.29
                                                    ------------   ------------   ------------   ------------      ------
Investment Activities
  Net investment income...........................          0.55           0.53           0.50           0.52        0.20
  Net realized and unrealized gains (losses) from
    investments...................................          0.03           0.07          (0.48)          0.64        0.21
                                                    ------------   ------------   ------------   ------------      ------
    Total from Investment Activities..............          0.58           0.60           0.02           1.16        0.41
                                                    ------------   ------------   ------------   ------------      ------
Distributions
  Net investment income...........................         (0.54)         (0.51)         (0.50)         (0.51)      (0.22)
  In excess of net investment income..............            --          (0.02)         (0.02)            --          --
  In excess of net realized gains.................            --             --          (0.02)            --          --
                                                    ------------   ------------   ------------   ------------      ------
    Total Distributions...........................         (0.54)         (0.53)         (0.54)         (0.51)      (0.22)
                                                    ------------   ------------   ------------   ------------      ------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.72   $      10.68   $      10.61   $      11.13   $   10.48
                                                    ------------   ------------   ------------   ------------      ------
                                                    ------------   ------------   ------------   ------------      ------
Total Return (Excludes Sales Charge)..............          5.44%          5.79%         (0.05)%        11.40%      10.85%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $     16,507   $     12,006   $     14,883   $     13,092   $      41
  Ratio of expenses to average net assets.........          0.82%          0.82%          0.78%          0.77%       1.01%(b)
  Ratio of net investment income to average net
    assets........................................          4.92%          5.01%          4.63%          4.85%       5.16%(b)
  Ratio of expenses to average net assets*........          1.30%          1.25%          1.21%          1.25%       1.40%(b)
  Ratio of net investment income to average net
    assets*.......................................          4.44%          4.58%          4.20%          4.37%       4.77%(b)
  Portfolio Turnover (c)..........................         24.61%         77.69%         16.77%         26.67%       9.78%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       22
<PAGE>   171
- --------------------------------------------------------------------------------
   
THE ONE GROUP OHIO MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                            OHIO MUNICIPAL
                                                                              BOND FUND
                                                              ------------------------------------------
                                                                               CLASS B
                                                              ------------------------------------------
                                                                         YEARS ENDED JUNE 30,
                                                              ------------------------------------------
                                                                  1996           1995         1994 (A)
                                                              ------------   ------------   ------------
<S>                                                           <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $      10.75   $      10.68   $   11.31
                                                                    ------         ------   ------------
Investment Activities
  Net investment income.....................................          0.48           0.43        0.17
  Net realized and unrealized gains (losses) from
    investments.............................................          0.03           0.07       (0.62)
                                                                    ------         ------   ------------
    Total from Investment Activities........................          0.51           0.50       (0.45)
                                                                    ------         ------   ------------
Distributions
  Net investment income.....................................         (0.47)         (0.43)      (0.17)
  In excess of net investment income........................            --             --       (0.01)
                                                                    ------         ------   ------------
    Total Distributions.....................................         (0.47)         (0.43)      (0.18)
                                                                    ------         ------   ------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $      10.79   $      10.75   $   10.68
                                                                    ------         ------   ------------
                                                                    ------         ------   ------------
Total Return (Excludes Sales Charge)........................          4.79%          5.17%      (4.02)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $      8,854   $      3,209   $   2,043
  Ratio of expenses to average net assets...................          1.47%          1.48%       1.28%(b)
  Ratio of net investment income to average net assets......          4.27%          4.40%       4.23%(b)
  Ratio of expenses to average net assets*..................          1.95%          1.91%       1.68%(b)
  Ratio of net investment income to average net assets*.....          3.79%          3.97%       3.83%(b)
  Portfolio Turnover (d)....................................         24.61%         77.69%      16.77%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       23
<PAGE>   172
- --------------------------------------------------------------------------------
   
THE ONE GROUP KENTUCKY MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                 KENTUCKY MUNICIPAL BOND FUND
                                                                    ------------------------------------------------------
                                                                            FIDUCIARY
                                                                    -------------------------   FEBRUARY 1,    MARCH 12,
                                                                    YEAR ENDED   JANUARY 20,     1994, TO       1993, TO
                                                                     JUNE 30,    1995 TO JUNE   JANUARY 19,   JANUARY 31,
                                                                       1996      30, 1995 (A)    1995 (D)     1994 (D)(E)
                                                                    -----------  ------------  -------------  ------------
<S>                                                                 <C>          <C>           <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................   $    9.92    $     9.49     $   10.45     $    10.00
                                                                    -----------  ------------  -------------  ------------
Investment Activities
  Net investment income...........................................        0.50          0.20          0.41           0.36
  Net realized and unrealized gains from investments..............        0.12          0.43         (0.95)          0.43
                                                                    -----------  ------------  -------------  ------------
    Total from Investment Activities..............................        0.62          0.63         (0.54)          0.79
                                                                    -----------  ------------  -------------  ------------
Distributions
  Net investment income...........................................       (0.50)        (0.20)        (0.42)         (0.34)
                                                                    -----------  ------------  -------------  ------------
    Total Distributions...........................................       (0.50)        (0.20)        (0.42)         (0.34)
                                                                    -----------  ------------  -------------  ------------
NET ASSET VALUE,
  END OF PERIOD...................................................   $   10.04    $     9.92     $    9.49     $    10.45
                                                                    -----------  ------------  -------------  ------------
                                                                    -----------  ------------  -------------  ------------
Total Return (Excludes Sales Charge)..............................        6.35%         6.56%(c)     (5.17)%(c)      8.05%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................   $  30,300    $   32,520     $  41,953     $   64,663
  Ratio of expenses to average net assets.........................        0.68%         0.65%(b)      1.03%(b)       0.70%(b)
  Ratio of net investment income to average net assets............        4.60%         4.70%(b)      4.27%(b)       4.19%(b)
  Ratio of expenses to average net assets*........................        1.02%         0.97%(b)      1.05%(b)       0.91%(b)
  Ratio of net investment income to average net assets*...........        4.26%         4.38%(b)      4.25%(b)       3.98%(b)
  Portfolio Turnover (f)..........................................       16.78%        19.75%        10.00%          5.00%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Prior to reorganizing as a fund of The One Group, the Fund offered only one class of shares.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       24
<PAGE>   173
- --------------------------------------------------------------------------------
   
THE ONE GROUP KENTUCKY MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                     KENTUCKY MUNICIPAL BOND
                                                                                                               FUND
                                                                                                    --------------------------
                                                                                                             CLASS A
                                                                                                    --------------------------
                                                                                                    YEAR ENDED    JANUARY 20,
                                                                                                     JUNE 30,    1995 TO JUNE
                                                                                                       1996      30, 1995 (A)
                                                                                                    -----------  -------------
<S>                                                                                                 <C>          <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................................................   $    9.93     $    9.49
                                                                                                    -----------       ------
Investment Activities
  Net investment income...........................................................................        0.44          0.19
  Net realized and unrealized gains from investments..............................................        0.12          0.44
                                                                                                    -----------       ------
    Total from Investment Activities..............................................................        0.56          0.63
                                                                                                    -----------       ------
Distributions
  Net investment income...........................................................................      (0.44)        (0.19)
                                                                                                    -----------       ------
    Total Distributions...........................................................................      (0.44)        (0.19)
                                                                                                    -----------       ------
NET ASSET VALUE,
  END OF PERIOD...................................................................................   $   10.05     $    9.93
                                                                                                    -----------       ------
                                                                                                    -----------       ------
Total Return (Excludes Sales Charge)..............................................................        5.70%         5.66%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................................................   $   8,178     $   8,818
  Ratio of expenses to average net assets.........................................................        0.93%         0.90%(b)
  Ratio of net investment income to average net assets............................................        4.35%         4.44%(b)
  Ratio of expenses to average net assets*........................................................        1.37%         1.33%(b)
  Ratio of net investment income to average net assets*...........................................        3.91%         4.01%(b)
  Portfolio Turnover (d)..........................................................................       16.78%        19.75%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<S>        <S>
      (d)  Portfolio  turnover is calculated  on the basis  of the Fund  as a whole  without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       25
<PAGE>   174
- --------------------------------------------------------------------------------
   
THE ONE GROUP KENTUCKY MUNICIPAL BOND FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                    KENTUCKY MUNICIPAL BOND
                                                                                                              FUND
                                                                                                   --------------------------
                                                                                                            CLASS B
                                                                                                   --------------------------
                                                                                                                   MARCH 16,
                                                                                                                    1995 TO
                                                                                                    YEAR ENDED     JUNE 30,
                                                                                                   JUNE 30, 1996   1995 (A)
                                                                                                   -------------  -----------
<S>                                                                                                <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................................    $    9.87     $    9.75
                                                                                                        ------    -----------
Investment Activities
  Net investment income..........................................................................         0.38          0.14
  Net realized and unrealized gains (losses) from investments....................................         0.13          0.12
                                                                                                        ------    -----------
    Total from Investment Activities.............................................................         0.51          0.26
                                                                                                        ------    -----------
Distributions
  Net investment income..........................................................................        (0.39)        (0.14)
                                                                                                        ------    -----------
    Total Distributions..........................................................................        (0.39)        (0.14)
                                                                                                        ------    -----------
NET ASSET VALUE,
  END OF PERIOD..................................................................................    $    9.99     $    9.87
                                                                                                        ------    -----------
                                                                                                        ------    -----------
Total Return (Excludes Sales Charge).............................................................         5.16%         2.63%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................................    $   1,457     $      79
  Ratio of expenses to average net assets........................................................         1.58%         1.58%(b)
  Ratio of net investment income to average net assets...........................................         3.70%         3.89%(b)
  Ratio of expenses to average net assets*.......................................................         2.02%         2.21%(b)
  Ratio of net investment income to average net assets*..........................................         3.26%         3.25%(b)
  Portfolio Turnover (d).........................................................................        16.78%        19.75%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on March 16, 1995.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
 
                                       26
<PAGE>   175
THE FUNDS

   
The Funds are part of the Trust, which is an open-end management investment
company that offers shares in 40 separate funds, most of which offer three
classes of shares. This Prospectus relates to the Class A, Class B and
Fiduciary Class shares of the seven tax advantaged fixed income Funds of the
Trust. Each class of shares provides for variations in distribution costs,
voting rights, dividends and per share net asset value. Except for these
differences among classes, each share of a Fund represents an undivided,
proportionate interest in the Fund. Information regarding the Trust's 33 other
funds and their classes is contained in separate prospectuses which may be
obtained from the Trust's Distributor, The One Group Services Company, 3435
Stelzer Road, Columbus, OH 43219 or by calling 1-800-480-4111.

INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

The investment objectives of the Funds are "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information - Voting
Rights" and "Investment Limitations." Unless expressly deemed to be
fundamental, the investment policies of the Funds are non-fundamental and may
be changed without a shareholder vote. You will be notified if a material
change is made in a non-fundamental policy. There is no assurance that the
Funds will meet their investment objectives.

Below is a description of each Fund's investment objective and policies, as
well as a summary of the types of securities in which each Fund may invest. For
additional information concerning the Funds' investments, see "Description of
Permitted Investments." The risks associated with investment in the Funds and
with certain investment techniques used by the Funds can be found in the
sections entitled "Risk Factors" and "Description of Permitted Investments."

For purposes of the investment policies of the Arizona Municipal Bond Fund, the
West Virginia Municipal Bond Fund, the Louisiana Municipal Bond Fund, the Ohio
Municipal Bond Fund and the Kentucky Municipal Bond Fund, "bonds" include debt
instruments issued by the U.S. Treasury, U.S. government agencies,
municipalities and zero coupon obligations. For purposes of the Intermediate
Tax-Free Bond Fund and the Municipal Income Fund "bonds" additionally include
mortgage related securities.

The One Group Intermediate Tax-Free Bond Fund

The One Group Intermediate Tax-Free Bond Fund seeks current income exempt from
Federal income taxes consistent with prudent investment management and the
preservation of capital. The Fund will invest at least 80% of its total assets
in bonds and notes issued by or on behalf of the states, territories and
possessions of the United States and the District of Columbia and their
respective authorities, political subdivisions, agencies and instrumentalities,
the interest on which is exempt from Federal income tax and is not treated as a
preference item for purposes of the Federal alternative minimum tax ("Municipal
Securities"). Corporate shareholders, however, will be required to include the
interest on Municipal Securities in their alternative minimum taxable income.
As a matter of fundamental policy, at least 65% of the Fund's total assets will
consist of bonds. Under normal market conditions, it is anticipated that the
Fund's average weighted maturity will range between three and fifteen years.
The Fund also may invest in mortgage-backed securities, restricted securities
and mortgage dollar rolls.

The One Group Municipal Income Fund

The One Group Municipal Income Fund seeks current income exempt from Federal
income taxes. The Fund will invest at least 80% of its total assets in debt
securities issued by or on behalf of the states, territories and possessions of
the United States and the District of Columbia and their respective
authorities, political subdivisions, agencies and instrumentalities, the
interest of which is exempt from Federal income tax ("Municipal Securities").
As a matter of fundamental policy, at least 65% of the Fund's total assets will
consist of bonds. It also is a fundamental policy that the Fund will not invest
more than 25% of its net assets in securities within a single industry. This
limitation includes revenue bonds payable only from revenues derived from
facilities or revenues within a single industry (other than housing authority
obligations or securities issued by governments or political subdivisions of
governments). The Fund will invest, from time to time, more than 25% of its net
assets in obligations of municipal housing authorities and single-family
mortgage revenue bonds. The Fund does not intend to invest more than 25% of its
net assets in securities of governmental units or issuers located in the same
state, territory or possession of the United States. Under normal market
conditions, it is anticipated that the Fund's average weighted maturity will
range from five to fifteen years, although the Fund may shorten its average
weighted maturity to as little as two years if deemed appropriate for temporary
defensive purposes. The Fund maintains the ability under normal conditions to
invest as much as 100% of its assets in Municipal Securities issued to finance
private activities the interest on which is a tax preference item for purposes
of the Federal alternative minimum tax. As a result, shareholders in the Fund
who are subject to the Federal alternative minimum tax may have all or a
portion of their income from the Fund subject to Federal income tax. In
addition, corporate shareholders will be required to include the interest on
Municipal Securities in their
    


                                       27
<PAGE>   176
   
alternative minimum taxable income. The Fund also may invest in mortgage-backed
securities, restricted securities and mortgage dollar rolls.

The One Group Arizona Municipal Bond Fund

The One Group Arizona Municipal Bond Fund seeks current income exempt from
Federal income tax and Arizona personal income tax, consistent with the
preservation of principal. The Fund will, as a matter of fundamental policy,
invest at least 80% of its total assets in debt securities that are issued by
or on behalf of Arizona or its respective authorities, agencies,
instrumentalities and political subdivisions, the interest on which, in the
opinion of counsel for the issuer, is exempt from Federal income tax, and is
exempt from Arizona personal income tax ("Arizona Municipal Securities"). The
Fund may invest up to 20% of its total assets in bonds and notes issued by or
on behalf of states (other than Arizona), territories and possessions of the
United States, the District of Columbia, and their respective authorities,
agencies, instrumentalities, and political subdivisions, the interest on which
is exempt from Federal income tax ("Municipal Securities"). The Fund's average
weighted maturity will, under normal conditions, be between 5 and 20 years.

The Fund maintains the ability under normal conditions to invest as much as
100% of its assets in Municipal Securities issued to finance private activities
the interest on which is a tax preference item for purposes of the Federal
alternative minimum tax. Thus, if you are subject to the Federal alternative
minimum tax all or a portion of your income from the Fund may be subject to
Federal income tax. In addition, corporate shareholders will be required to
include the interest on Arizona Municipal Securities and Municipal Securities
in their alternative minimum taxable income. See "Tax Status of Distributions."

The One Group West Virginia Municipal Bond Fund

The One Group West Virginia Municipal Bond Fund seeks current income exempt
from Federal income tax and West Virginia personal income tax, consistent with
the preservation of principal. The Fund will, as a matter of fundamental
policy, invest at least 80% of its total assets in debt securities that are
issued by or on behalf of West Virginia or its respective authorities,
agencies, instrumentalities and political subdivisions and that produce
interest that, in the opinion of counsel for the issuer, is exempt from Federal
income tax and is exempt from West Virginia personal income tax ("West Virginia
Municipal Securities"). The Fund may invest up to 20% of its total assets in
bonds and notes issued by or on behalf of states (other than West Virginia),
territories and possessions of the United States, the District of Columbia, and
their respective authorities, agencies, instrumentalities, and political
subdivisions the interest on which is exempt for Federal income tax ("Municipal
Securities").  The Fund's average weighted maturity will, under normal
conditions, be between 5 and 20 years.

The Fund maintains the ability under normal conditions to invest as much as
100% of its assets in Municipal Securities issued to finance private activities
the interest on which is a tax preference item for purposes of the Federal
alternative minimum tax. Thus, if you are subject to the Federal alternative
minimum tax, all or a portion of your income from the Fund may be subject to
Federal income tax. In addition, corporate shareholders will be required to
include the interest on West Virginia Municipal Securities and Municipal
Securities in their alternative minimum taxable income. See "Tax Status of
Distributions."

The One Group Louisiana Municipal Bond Fund

The One Group Louisiana Municipal Bond Fund seeks current income both
consistent with the preservation of principal and exempt from Federal income
tax and Louisiana income tax. As a matter of fundamental policy the fund will
invest at least 80% of its net assets in investment grade municipal securities
issued by or on behalf of the State of Louisiana and its political
subdivisions, agencies and instrumentalities, the interest on which is exempt
from both Federal income tax and Louisiana state income tax. The fund's
dollar-weighted average maturity will, under normal conditions, vary between
five and 20 years, although the fund may invest in securities of any maturity.
The municipal securities in which the fund invests may carry fixed rates of
return or have floating or variable rates.  Although the fund intends to invest
all of its assets in the municipal securities described above, up to 20% of its
assets may be held in cash or invested in municipal securities of other states,
short-term taxable investments including repurchase agreements, U.S. Government
Securities or other cash equivalents and Louisiana municipal securities such as
"private activity" bonds the interest on which may be treated as a tax
preference item under the Federal alternative minimum tax for individuals.
Thus, if you are subject to the Federal alternative minimum tax, all or a
portion of your income from the Fund may be subject to Federal income tax. In
addition, corporate shareholders will be required to include the interest on
Municipal Securities in their alternative minimum taxable income. See "Tax
Status of Distributions."

The fund may invest its assets in: (i) general obligation bonds; (ii) revenue
bonds, including industrial development revenue bonds; (iii) short-term
municipal securities of all types, including tax anticipation notes, revenue
anticipation notes, and bond anticipation notes; and (iv) certificates of
participation in a pool of municipal securities held by a bank or other
financial institution, the interest from which is, in the opinion of counsel to
the issuer, exempt from Federal and Louisiana income tax.
    


                                       28
<PAGE>   177
   
The One Group Kentucky Municipal Bond Fund

The One Group Kentucky Municipal Bond Fund seeks current income exempt from
Federal income tax and Kentucky personal income tax, consistent with the
preservation of principal. As a matter of fundamental policy, the Fund will
invest at least 80% of its total assets in debt securities that produce
interest that, in the opinion of counsel for the issuer, is exempt from Federal
income tax ("Municipal Securities"), or the Fund will invest its assets so that
at least 80% of its annual interest income is exempt from Federal income tax.
In addition, as a matter of fundamental policy, the Fund will invest at least
65% of its total assets in bonds that are issued by or on behalf of Kentucky or
its respective authorities, agencies, instrumentalities an political
subdivisions and that produce interest that, in the opinion of counsel for the
issuer, is exempt from Kentucky personal income tax ("Kentucky Municipal
Securities"). The Fund may invest up to 35% of its total assets in bonds and
notes issued by or on behalf of states (other than Kentucky) , territories and
possessions of the United States, the District of Columbia, and their
respective authorities, agencies, instrumentalities and political subdivisions,
that produce interest that, in the opinion of counsel for the issuer, is exempt
from Federal income tax. The Fund's average weighted maturity will, under
normal conditions, range between 5 and 20 years.

The Fund maintains the ability under normal conditions to invest as much as
100% of its assets in Kentucky Municipal Securities and Municipal Securities
issued to finance private activities the interest on which is a tax preference
item for purposes of the Federal alternative minimum tax. This, if you are
subject to the Federal alternative minimum tax, all or a portion of your income
from the Fund may be subject to Federal income tax. In addition, corporate
shareholders will be required to include the interest on Kentucky Municipal
Securities and Municipal Securities in their alternative minimum taxable
income. See "Tax Status of Distributions."

The One Group Ohio Municipal Bond Fund

The One Group Ohio Municipal Bond Fund seeks current income exempt from Federal
income tax and Ohio personal income tax, consistent with the preservation of
principal. As a matter of fundamental policy, the Fund will invest at least 80%
of its total assets in debt securities that are issued by or on behalf of Ohio
or its respective authorities, agencies, instrumentalities and political
subdivisions, interest on which, in the opinion of counsel for the issuer, is
exempt from Federal income tax, and is exempt from Ohio personal income tax
("Ohio Municipal Securities"). The Fund may invest up to 20% of its total
assets in bonds and notes issued by or on behalf of states (other than Ohio),
territories and possessions of the United States, the District of Columbia, and
their respective authorities, agencies, instrumentalities and political
subdivisions, that produce interest that, in the opinion of counsel for the
issuer, is exempt from Federal income tax ("Municipal Securities"). The Fund's
average weighted maturity will, under normal conditions, range between 5 and 20
years.

The Fund maintains the ability under normal conditions to invest as much as
100% of its assets in Ohio Municipal Securities and Municipal Securities issued
to finance private activities the interest on which is a tax preference item
for purposes of the Federal alternative minimum tax. Thus, if you are subject
to the Federal alternative minimum tax, all or a portion of your income from
the Fund may be subject to Federal income tax. In addition, corporate
shareholders will be required to include the interest on Ohio Municipal
Securities and Municipal Securities in their alternative minimum taxable
income. See "Tax Status of Distributions."

ADDITIONAL INVESTMENT INFORMATION

Additional Permissible Investments

In addition to the permissible investments described above, the Funds also may
invest in securities purchased on a when-issued basis and forward commitments,
variable and floating rate notes, commercial paper, time deposits, certificates
of deposit, receipts, which may include Treasury Receipts ("TRS"), Treasury
Investment Growth Receipts ("TIGRS") and Certificates of Accrual on Treasury
Securities ("CATS"), U.S. Treasury obligations, which may include Separately
Traded Registered Interest and Principal Securities ("STRIPS") and Coupon Under
Book Entry Safekeeping ("CUBES"), bankers' acceptances, repurchase agreements,
reverse repurchase agreements, and securities of other investment companies.
The Funds also may invest in options, futures contracts, options on futures
contracts, securities subject to demand features, zero coupon obligations, swap
transactions, structured instruments, municipal leases, and participation
interests. The Funds also may engage in securities lending transactions.

In addition to those instruments and techniques listed above, the Funds may
invest in new options, futures contracts and other financial products that may
be developed to the extent that these products are consistent with the Fund's
investment objective and policies.
    


                                       29
<PAGE>   178
   
Debt Ratings

Municipal Securities in which the Funds may invest, if bonds, must be rated at
the time of investment, in one of the four highest rating categories described
below under "Description of Ratings" or, if unrated, determined by Banc One
Advisors to be of comparable quality.

Arizona Municipal Securities, West Virginia Municipal Securities, Louisiana
Municipal Securities, Ohio Municipal Securities, and Kentucky Municipal
Securities, if bonds, must be rated at the time of investment, in one of the
four highest rating categories described below under "Description of Ratings"
at the time of investment or, if unrated, determined by Banc One Advisors to be
of comparable quality.

Other securities in which the Funds may invest, such as tax-exempt commercial
paper, notes and variable rate demand obligations, must be rated in the highest
or second highest rating categories described below under "Description of
Ratings" or, if unrated, determined by Banc One Advisors to be of comparable
quality.

The Louisiana Municipal Bond Fund also may invest in short-term tax-exempt
municipal securities rated at least MIG-3 (VMIG-3) by Moody's or SP-2 by S&P,
or, if unrated, determined by Banc One Advisors to be of comparable quality.
Securities rated Baa, BBB, MIG-3 (VMIG-3) and SP-2 may have speculative
elements as well as investment grade characteristics. For more details, see
"Description of Ratings," in this Prospectus.

Illiquid Investments

Each Fund may invest up to 15% of its net assets in illiquid investments,
including restricted securities and private placements that are not deemed to
be liquid by Banc One Advisors. An illiquid instrument is a security that
cannot be disposed of promptly in seven (7) days. Banc One Advisors may
determine that securities that cannot be sold to the general public but may be
sold to institutional investors (for example, Rule 144A Securities and
privately placed commercial paper) are liquid. In making liquidity
determinations, Banc One Advisors will follow guidelines established by the
Board of Trustees

For a detailed description of the Funds' permitted investments, see
"Description of Permitted Investments." For a description of permitted
investments for temporary defensive purposes, see "Temporary Defensive
Position." In the event a security owned by the Funds is downgraded below the
rating categories described above, Banc One Advisors will review the
reclassification and take appropriate action with regard to the security.

RISK FACTORS

Risks of Investing in Fixed-Income Securities

The market value of a Fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under conditions
of default, changes in the value of fixed-income securities will not affect
cash income derived from these securities but will affect the Funds' net asset
value.

Because the Funds' investments are interest rate sensitive, the Fund's
performance will depend in varying degree on fluctuations in market interest
rates. Banc One Advisors will utilize appropriate strategies which attempt to
maximize returns to the Funds, while minimizing the associated risks to their
invested capital. Operating results also will depend upon the availability of
opportunities for the investment of the Funds' assets, including purchases and
sales of suitable securities.

Risks of Investing in Mortgage-Related Securities and Municipal Housing Bonds

The Funds may invest in mortgage-related securities. Mortgage-related
securities include, among other things, mortgage-backed securities, adjustable
rate mortgage loans, and mortgage dollar rolls. The investment characteristics
of mortgage-related securities differ from traditional debt securities. These
differences can result in significantly greater price and yield volatility than
is the case with traditional fixed-income securities. The major differences
typically include more frequent interest and principal payments, usually
monthly, the adjustability of interest rates, and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social, and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment
    


                                       30
<PAGE>   179
   
rate scenarios, the Funds may fail to recoup any premium paid on
mortgage-related securities notwithstanding a direct or indirect governmental
or agency guarantee. The Funds will attempt to control this risk by using
various analytical and hedging techniques. In general, changes in the rate of
prepayments on a mortgage-related security will change that security's market
value and its yield to maturity. When interest rates fall, high prepayments
could force the Funds to reinvest principal at a time when investment
opportunities are not attractive. Thus, mortgage-related securities may not be
an effective means for the Funds to lock in long-term interest rates.
Conversely, during periods when interest rates rise, slow prepayments could
cause the average life of the security to lengthen and the value to decline
more than anticipated.

Risk of Investing in Certain Municipal Securities

Municipal Securities rated in the fourth highest rating category are generally
considered investment grade securities, although S&P indicates that such
Municipal Securities have speculative characteristics. Changes in economic
conditions or other circumstances are more likely to lead to a weakened
capacity of the issuers of such securities to make principal and interest
payments than is the case with higher grade securities.

Risk Relating to Certain Investment Techniques

Certain investment management techniques that a Fund may use may expose the
Fund to special risks. These include, but are not limited to, engaging in
hedging transactions (including mortgage and interest rate swaps and interest
rate floors and caps), purchasing and selling futures and options, making
forward commitments, purchasing structured instruments, lending portfolio
securities and entering into mortgage dollar rolls. These practices could
expose a Fund to potentially greater risk of loss than more traditional
fixed-income investments.  In addition, the permissible investments listed
above includes selected securities that may be considered to be derivatives,
including options, futures, options on futures, structured instruments,
collateralized mortgage obligations (CMOs and REMICs), swaps, caps, floors, new
financial products and inverse floating rate instruments, and stripped
mortgage-backed securities.
    

For additional information on each of the Fund's permitted investments and
associated risks, see "Description of Permitted Investments."

   
FACTS ABOUT NON-DIVERSIFIED FUNDS

All of the Funds, with the exception of the Intermediate Tax Free Bond Fund and
the Municipal Income Fund, are "non-diversified" investment companies. This
means that these Funds are less limited in the proportion of their assets that
may be invested in securities of a single issuer. However, the Funds intend to
conduct their operations so as to qualify as a "regulated investment company"
for purposes of the Internal Revenue Code of 1986, as amended (the "Code").
Because of the relatively small number of issuers of Arizona, West Virginia,
Kentucky, Louisiana and Ohio Municipal Securities, each respective Fund may
invest a higher percentage of its assets in the securities of a single issuer
than an investment company that invests in a broad range of tax-exempt
securities. This concentration involves an increased risk of loss to the Funds
if the issuer is unable to make interest or principal payments or if the market
value of such securities were to decline and, consequently, may cause greater
fluctuation in the net asset value of the Fund's shares.

As a matter of non-fundamental policy, the Funds will not concentrate in any
industry. However, each Fund may invest up to 25% of its assets in revenue
securities that are based, directly or indirectly, on the credit of private
entities in any one industry.

SPECIAL CONSIDERATIONS RELATED TO:

Ohio Municipal Securities

The economy of Ohio, while becoming increasingly diversified and increasingly
reliant on the service sector, continues to rely in significant part on durable
goods manufacturing, which is largely concentrated in motor vehicles and
equipment, steel, rubber products, and household appliances. As a result,
general economic activity in Ohio, as in many other industrial states, tends to
be more cyclical than in some other states and in the nation as a whole.
Agriculture also is an important segment of the Ohio economy, and the state has
instituted several programs to provide financial assistance to farmers.
Although revenue obligations of the state or its political subdivisions may be
payable from a specific source or project, and general obligation debt may be
payable from a specific tax, there can be no assurance that future economic
difficulties and the resulting impact on state and local government finances
will not adversely affect the market value of the Ohio Municipal Securities in
the Fund or the ability of the respective obligers to make timely payment of
interest and principal on such obligations. See the Statement of Additional
Information.
    


                                       31
<PAGE>   180
   
Arizona Municipal Securities

The composition of the State's economy has changed significantly in recent
years. Arizona has shifted from a resources-based economy to an economy based
on high-tech manufacturing, construction and services. The construction sector
is cyclical and is now in the upward portion of the cycle. No assurances can be
given that any sector of Arizona's economy will continue to perform as it is
performing at this time. Although Arizona's economy in general has recovered
from the downturn suffered in the middle to late 1980s, not all areas of the
State have shown the same gains. Generally, employment and growth has lagged in
the agricultural sector, and on Indian reservations. In addition, Arizona's
wheat crop suffered a severe setback in 1996 with the discovery of Karnal Bunt,
resulting in an embargo on foreign sales. The wheat can now be sold
domestically only for non-human purposes.

The problems associated with Arizona's rapid growth must still be addressed.
These problems include, without limitation, air quality, transportation, school
finance, and the continuing need for public infrastructure.

The ability of Arizona and its political subdivisions to respond to the
ever-increasing burdens placed upon them by this growth has been limited in
part by Constitutional and legislative restrictions on property tax increases
and limitations on annual expenditure increases. Subject to certain exceptions,
the maximum amount of property taxes levied by any Arizona county, city, town
or community college district for its operations and maintenance expenditures
cannot exceed the amount levied in a preceding year by more than two percent.
Certain taxes are specifically exempt from this limit, including taxes levied
for debt service payments.

Annual property taxes levied for the payment of general obligation bonded
indebtedness are unlimited as to rate or amount. Taxes to pay General
Obligation Refunding Bonds are in almost all cases unlimited as to rate, but
are limited in total amount to an amount no greater than the amount that would
have been paid on the bonds refunded without regard to any prior redemption
feature. However, there are Constitutional limitations on the aggregate amount
of general obligation bonded indebtedness an Arizona municipality can incur,
and these limitations could impede a municipality's ability to respond to the
needs of a fast growing population for additional public facilities and
services.

Inasmuch as the Arizona obligations in which the Fund may invest from time to
time include general obligation bonds, revenue bonds, industrial development
bonds, special tax and special assessment bonds, and the sensitivity of each of
these types of investments to the general and economic factors discussed above
may vary significantly, no assurance can be given as to the effect, if any,
that these factors, individually or in the aggregate, may have on any
individual Arizona obligation or on the Fund as a whole.

West Virginia Municipal Securities

Because of concentration of the West Virginia Municipal Bond Fund's investments
in West Virginia Municipal Securities, the Fund is more subject to the risks of
West Virginia's economy than if the Fund was invested in municipal securities
of various states.

Coal mining and related industries remain an important part of the West
Virginia economy, but increasing governmental regulation affecting production
and usage of coal and reduction in demand for certain types of coal have had an
adverse impact on the industry. State and local governments have made
concentrated efforts to encourage diversification of the state's industries
with some success, such as the tourism industry. However, in spite of increased
taxes since 1989 and state budget surpluses at the end of the state's three
most recent fiscal years, the state, local governments and school boards
continue to struggle to produce sufficient revenues to fund operations and
support public education. In addition, West Virginia's unemployment continues
to exceed the national average.

Kentucky Municipal Securities

As of May 31, 1996, Kentucky had an unemployment rate of 4.9%, which was below
the national average of 5.3%. For the calendar year 1995, Kentucky's per capita
income ranked 43rd in the nation and was 82% of the national average. The most
current audited financial statements for Kentucky indicated a surplus of funds
in the General Fund of $389,864,000 as of June 30, 1995, which was 
$299,295,000 above the budgeted balance.

Unlike the municipal securities of most states, nearly all Kentucky Municipal
Securities are not general obligations of the issuer; rather payment depends on
revenues generated by the property financed by the securities.

Louisiana Municipal Securities

The Fund is more susceptible to factors adversely affecting issuers of
Louisiana municipal securities than is a comparable municipal bond fund that is
not concentrated in these issuers to this degree. Although it has recovered in
recent years, Louisiana experienced severe financial difficulties in the late
nineteen-eighties and continues to face the risks associated with a
non-diversified economy. In particular, the significance of the oil and gas
industry in Louisiana's economy has resulted in financial difficulties during
    


                                       32
<PAGE>   181
   
unfavorable markets for oil and gas products and in financial benefits during
favorable markets. Louisiana's general obligation bonds were rated as high as
Aa by Moody's and AA by S&P, respectively, in 1984. The decline in oil prices
affected the state through a loss of severance taxes and royalties, which
together peaked at 26% of state governmental revenues in fiscal year 1982-1983
compared with 4.3% in fiscal year 1993-1994. Indirectly the decline in economic
activity also affected the state's collection of various excise taxes. As a
result, during the period from fiscal year 1987-1988 through fiscal year 1993-
1994, Louisiana experienced operating budget deficits in three of the seven
fiscal years, and its bonds were downgraded to Baa1/BBB+. After eliminating its
deficit through the issuance of long-term bonds in 1988, the state has
maintained positive ending General Fund balances through fiscal year 1993-1994.
During the period from fiscal year 1990-91 through fiscal year 1994-95, the
State experienced operating budget surpluses in four of the five fiscal years.
The State projections for fiscal year 1995-96 indicate a potential revenue
surplus of $76.8 million to continue all existing programs and operations.

The State's budget projections may also be impacted by certain matters relating
to the Medicaid program. In fiscal year 1995-96, the State has dealt with a
Medicaid revenue shortfall by reducing disproportionate share payments to
health care providers, implementing budget cuts of approximately $300 million
in the Medicaid program. Proposed changes in the design of the Medicaid program
at the Federal level (i.e., elimination of "Medicaid" and adoption of
"Medigrant") may cause the State to make additional modifications to its
Medicaid program in order to continue to provide necessary medical services to
the indigent population of the State in future years. The State submitted a
Section 1115 Waiver to the U.S. Department of Health and Human Services
("DHHS") on December 31, 994, and subsequently amended the waiver to include
public health maintenance organizations. The proposed funding in the amended
waiver was unacceptable to DHHS. Currently, the waiver application is in
pending status and the State is working with DHHS to achieve an acceptable
funding mechanism.

In 1996, the Louisiana Legislature passed a "local option" bill which will
permit voters in each parish to decide at the general election to be held
November, 1996 whether, and in what forms, gaming will be permitted in their
parish. Each form of gaming will be considered separately in each parish. If
the voters decide to prohibit a form of gaming in a parish, those currently
holding licenses for that form of gaming will be permitted to continue
operations only until the licence expires; provided, however, video draw poker
devices, which are licensed for one-year time periods, will be permitted to be
renewed only two more times. The Louisiana Lottery and the Powerball Lottery,
which are permitted by the State Constitution, will not be included in the
referendum. It cannot be predicted whether any particular form of gaming will
be prohibited in any or all of the parishes and to what extent the revenues of
the State will be affected.  If all forms of gaming are rejected in every
parish of the State, however, the impact on the State budget will be gradual,
as the "local option" bill provides for a "phrasing out" of gaming as described
above.
    

HOW TO DO BUSINESS WITH
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

   
Shares of the Funds are sold on a continuous basis and may be purchased
directly from the Trust's Distributor, The One Group Services Company, by mail,
by telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Funds may be made on any day that
the New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Funds are $1,000 and $100,
respectively ($100 and $25, respectively, for employees of BANC ONE CORPORATION
and its affiliates). Initial and subsequent minimum investments may be waived
at the Distributor's discretion. Investors may purchase up to a maximum of
$250,000 of Class B shares per individual purchase order.
    

Class A and Class B shares are offered to the general public. Fiduciary Class
shares are offered to institutional investors, including affiliates of BANC ONE
CORPORATION and any bank, depository institution, insurance company, pension
plan or other organization authorized to act in fiduciary, advisory, agency,
custodial or similar capacities (each an "Authorized Financial Organization").
For additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

   
Investors may purchase Class A and Class B shares of the Funds by completing
and signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group," to
State Street Bank and Trust Company (the Trust's Transfer Agent and Custodian),
P.O. Box 8500, Boston, MA 02266-8500. Subsequent purchases of shares may be
made at any time by mailing a check to the Transfer Agent. Account Application
Forms are available through the Distributor by calling 1-800-480-4111. All
purchases made by check should be in U.S. dollars. Third party checks will not
be
    


                                       33
<PAGE>   182
   
accepted. When purchases are made by check or under the Systematic Investment
Plan (see below), redemptions will not be allowed until the investment being
redeemed has been in a Fund for 15 calendar days.
    

Purchases of Fiduciary Class shares and Class A shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agent, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

   
Class A and Class B investors may make automatic monthly investments in the
Funds from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Funds.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which shares of the Funds
may be an appropriate investment. The Trust's retirement plan allows
participants to defer taxes while helping them build their retirement savings.

The One Group's Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.
    

ADDITIONAL INFORMATION REGARDING PURCHASES

   
A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Funds is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of each Fund is determined by dividing the total market value of the Fund's
investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of 4:00 p.m., eastern
time, on each Business Day.  For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares also may be
issued in transactions involving the acquisition by the Funds of securities
held by collective investment funds sponsored and administered by affiliates of
Banc One Advisors.  Purchases will be made in full and fractional shares of the
Funds calculated to three decimal places. Although the methodology and
procedures are identical, the net asset value per share of classes within the
Funds may differ because the distribution expenses charged to Class A shares
and Class B shares are not charged to Fiduciary Class shares.
    

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone


                                       34
<PAGE>   183

instructions. If such procedures are not employed, the Trust may be liable for
any losses due to unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans and Class A shares that are being offered to investors
in certain retirement plans such as 401(k) and similar plans, other than
Individual Retirement Accounts, will normally be held in the name of the
Shareholder Servicing Agent effecting the purchase on the Shareholder's behalf,
and it is the Shareholder Servicing Agent's responsibility to transmit purchase
orders to the Distributor. A Shareholder Servicing Agent may impose an earlier
cut-off time for receipt of purchase orders directed through it to allow for
processing and transmittal of these orders to the Distributor for effectiveness
the same day. The Shareholder should contact his or her Shareholder Servicing
Agent for information as to the Shareholder Servicing Agent's procedures for
transmitting purchase, exchange or redemption orders to the Trust. A
Shareholder who desires to transfer the registration of shares beneficially
owned by him or her, but held of record by a Shareholder Servicing Agent,
should contact the Shareholder Servicing Agent to accomplish such change. Other
Shareholders who desire to transfer the registration of their shares should
contact the Transfer Agent.

   
No certificates representing the shares of the Funds will be issued. In
communications to Shareholders, the Funds will not duplicate mailings of Fund
material to Shareholders who reside at the same address.
    

SALES CHARGE

   
The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the commission paid to
financial institutions and intermediaries (the "commission"):
    

   
<TABLE>
<CAPTION>
                                                                                     SALES
                                                               SALES CHARGE        CHARGE AS         COMMISSION
                                                                   AS A           APPROPRIATE           AS A
                                                                PERCENTAGE        PERCENTAGE         PERCENTAGE
                                                                    OF                OF                 OF
                                                                 OFFERING         NET AMOUNT          OFFERING
AMOUNT OF PURCHASE                                                 PRICE           INVESTED             PRICE
                                                                   -----           --------             -----
<S>                                                               <C>               <C>                 <C>
less than $100,000                                                4.50%             4.71%               4.05%
$100,000 but less than $250,000                                   3.50%             3.63%               3.05%
$250,000 but less than $500,000                                   2.50%             2.56%               2.05%
$500,000 but less than $1,000,000                                 2.00%             2.04%               1.60%
$1,000,000 or more                                                0.00%             0.00%               0.00%
</TABLE>
    

   
The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 4.50% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of shares of the Funds, in the form of
payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Funds for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. An investor who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase price if such investor redeems any or all of the Class A shares prior
to the first anniversary of purchase. Under certain circumstances, commissions
up to the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.
    

RIGHT OF ACCUMULATION

   
In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Funds and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Funds for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the
    


                                       35
<PAGE>   184

   
"Code"), and including related plans of the same employer. To be entitled to a
reduced sales charge based upon shares already owned, the investor must ask the
Distributor for such reduction at the time of purchase and provide the account
number(s) of the investor, the investor and spouse, and their minor children,
and give the age of such children. The Funds may amend or terminate this right
of accumulation at any time as to subsequent purchases.
    

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
of the Trust that impose a comparable sales charge over the next 13 months, the
sales charge may be reduced by completing the Letter of Intent section of the
Account Application Form. The Letter of Intent includes a provision for a sales
charge adjustment depending on the amount actually purchased within the
13-month period. In addition, pursuant to a Letter of Intent, the Custodian
will hold in escrow the difference between the sales charge applicable to the
amount initially purchased and the sales charge paid at the time of the
investment, which is based on the amount covered by the Letter of Intent.

   
For example, assume an investor signs a Letter of Intent to purchase $250,000
of Class A shares of one (or more) of the funds of the Trust that impose a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.50% (the sales charge applicable to purchases
of $250,000) and 1.00% of the investment (representing the difference between
the 3.50% sales charge applicable to purchases of $100,000 and the 2.50% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.
    

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

   
No sales charge is imposed on Class A shares of the Funds: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of a Fund, such as
mergers, asset acquisitions and exchange offers to which a Fund is a party.
    

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi) and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi) and (vii)
above will not be continued indefinitely and may be discontinued at any time
without notice. Investors should call the Distributor at


                                       36
<PAGE>   185

1-800-480-4111 to determine whether they are eligible to purchase shares
without paying a sales charge through the use of proceeds from a recent
redemption or distribution as described above, and to confirm continued
availability of the waiver policies prior to initiating the procedures
described in clauses (v), (vi) and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

   
Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Funds. Class B shares of the Funds are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Funds' average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). The Distributor has voluntarily agreed to
reduce this fee to .90% of the Fund's average daily net assets attributable to
Class B shares, for the indefinite future. This ongoing fee will cause Class B
shares to have a higher expense ratio and to pay lower dividends than Class A
shares.  Class B shares convert automatically to Class A shares after eight
years, commencing from the end of the calendar month in which the purchase
order was accepted under the circumstances and subject to the qualifications
described in this Prospectus.
    

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                                            CONTINGENT DEFERRED
                                                             SALES CHARGE AS A
YEAR(S)                                                        PERCENTAGE OF
SINCE                                                          DOLLAR AMOUNT
PURCHASE                                                     SUBJECT TO CHARGE
- --------                                                     -----------------
<S>                                                               <C>
0-1                                                               5.00%
1-2                                                               4.00%
2-3                                                               3.00%
3-4                                                               3.00%
4-5                                                               2.00%
5-6                                                               1.00%
6-7                                                               None
7-8                                                               None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends


                                       37
<PAGE>   186

paid in shares. If you then make your first redemption of 50 shares (proceeds
of $600), 10 shares will not be subject to charge because you received them as
dividends. With respect to the remaining 40 shares, the charge is applied only
to the original cost of $10 per share and not to the increase in net asset
value of $2 per share. Therefore, $400 of the $600 redemption proceeds is
subject to a Contingent Deferred Sales Charge at a rate of 4.00% (the
applicable rate prior to the second anniversary after purchase).

   
The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code), of
a Shareholder or a participant or beneficiary of a qualifying retirement plan
if redemption is made within one year of such death or disability; or (iii) to
the extent that the redemption represents a minimum required distribution from
an Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of a Fund, such as mergers, asset acquisitions and
exchange offers to which a Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."
    

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

   
Fiduciary Class Shareholders of a Fund may exchange their shares for Class A
shares of that Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders of a Fund may exchange their shares for Fiduciary Class
shares of that Fund or for Fiduciary Class shares or Class A shares of another
fund of the Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of a Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."
    

                                       38
<PAGE>   187
CLASS B

   
Class B Shareholders of the Funds may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.
    

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

   
The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Funds.
    

A more detailed description of the above is set forth in the Statement of
Additional Information.

   
The Trust's exchange privilege is not intended to afford Shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Funds and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable Contingent
Deferred Sales Charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously


                                       39
<PAGE>   188
designated on the Account Application Form or by written instruction to the
Transfer Agent or the Shareholder Servicing Agent, if applicable. There is no
charge for having redemption requests mailed to a designated bank account.

   
BY TELEPHONE AND WIRE
    

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

   
Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Funds from which they
were received. Purchases of additional Class A shares while the Systematic
Withdrawal Plan is in effect are generally undesirable because a sales charge
is incurred whenever purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date. In addition, Shareholders who have attained the age
of 70 1/2 may elect to receive distributions, to the extent that the redemption
represents a minimum required distribution from an Individual Retirement
Account or other qualifying retirement plan.
    

If the amount of the systematic withdrawal exceeds the income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, the Funds may be requested to redeem shares for which they
have not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Funds intend to pay cash for all shares
redeemed. See "How to Invest In The One Group - by Mail."

Due to the relatively high costs of handling small investments, a Fund reserves
the right to redeem, at net asset value, the shares of any Shareholder if,
because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in a Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
a Fund in only the minimum investment amount may be subject to such involuntary
redemption if he or she thereafter redeems any of these shares. Before a Fund
exercises its right to redeem such shares and to send the proceeds to the
Shareholder, the Shareholder will be given notice that the value of the shares
in his or her account is less than the minimum amount and will be allowed 60
days to make an additional investment in the Fund in an amount which will
increase the value of the account to at least $1,000.
    

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

   
MANAGEMENT OF THE FUNDS

The Trustees

The Trustees oversee the management and administration of the Funds. Among
their other duties, the Trustees are responsible for making major decisions
relating to each Fund's investment objectives and policies. The Trustees
delegate the day-to-day management of the Funds to the officers of the Trust
and meet at least quarterly to review the Funds' investment policies,
performance, expenses and other business affairs.
    


                                       40
<PAGE>   189
   
THE ADVISOR

The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Funds and
continuously reviews, supervises and administers the Funds' investment
programs.  Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment adviser to the Trust in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE CORPORATION or its affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion as
of June 30, 1996.

THE FUND MANAGERS

Gary J. Madich, CFA, is Senior Managing Director and Chief Investment Officer
of Fixed Income Securities. Mr. Madich joined Banc One Advisors in February,
1995.  Prior to joining Banc One Advisors, Mr. Madich was a Senior Vice
President and Portfolio Manager with Federated Investors. Mr. Madich has
seventeen years of investment management experience.

Patrick M. Morrissey has served as the Manager of the Intermediate Tax-Free
Bond Fund since February, 1994 and as Manager of the Municipal Income Fund
since its inception in February, 1993. Mr. Morrissey has been employed by Banc
One Advisors and its affiliates since October, 1992. From September, 1986 to
October, 1992, Mr. Morrissey served as Portfolio Manager at Norwest Investments
and Trust.

David M. Sivinski, CFA, has served as Manager of the Ohio Municipal Bond Fund
since May, 1994, as Manager of the Kentucky Municipal Bond Fund since December,
1994, and as co-Manager of the Louisiana Municipal Bond Fund since February,
1996. Mr. Sivinski also is Manager of the West Virginia Municipal Bond Fund.
Mr.  Sivinski has been with Banc One Advisors or its affiliates since 1975,
working primarily in fixed income portfolio management and
mortgage/asset-backed research.

Todd Curtis, CFA, is the Manager of the Arizona Municipal Bond Fund. From 1984
to 1996, Mr. Curtis managed a bank common trust fund with substantially the
same investment objectives as the Arizona Municipal Bond Fund. Mr. Curtis has
been involved in the management of both Arizona and national municipal
securities since 1984 and has been employed by Banc One Advisors and its
affiliates in the investment management business since 1981.

Donald Allred has served as co-Manager of the Louisiana Municipal Bond Fund
since its inception in January, 1996, as the successor to the Paragon Municipal
Bond Fund which was acquired by the Trust. Mr. Allred is also co-Manager of the
Gulf South Growth Fund. Prior to joining Banc One Advisors, Mr. Allred served
as President and Chief Executive Officer at Premier Investment Advisors,
L.L.C., from 1985 to 1996. Mr. Allred managed the Paragon Gulf South Growth
Fund from its inception in 1991 to 1996, when it was acquired by the Trust. Mr.
Allred has 30 years of investment management experience.

Each Fund pays Banc One Advisors an investment advisory fee which is calculated
daily and paid monthly. Banc One Advisors may voluntarily agree to waive a part
of its fees. See "About the Fund -- Expense Summary." These fee waivers are
voluntary and may be terminated at any time. Shareholders will be notified in
advance if and when these waivers are terminated. The following investment
advisory fee schedule (expressed as a percentage of average daily net assets),
is applicable to each Fund:
    


                                       41
<PAGE>   190
   
<TABLE>
<CAPTION>
                                                                                    FEES PAID FOR FISCAL
                                                      ANNUAL RATE (%)               YEAR ENDED JUNE 30, 1996
                                                      ---------------               ------------------------
<S>                                                     <C>                              <C>
The One Group Intermediate Tax-Free
 Bond Fund                                              .60%                             .30%
The One Group Municipal Income Fund                     .45%                             .35%
The One Group Arizona Municipal Bond Fund               .45%                             .14%
The One Group West Virginia Municipal Fund              .45%                             .39%
The One Group Louisiana Municipal Bond Fund             .60%                             .40%
The One Group Ohio Municipal Bond Fund                  .60%                             .30%
The One Group Kentucky Municipal Bond Fund              .45%                             .40%
</TABLE>
    


THE DISTRIBUTOR

   
The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of The BISYS Group, Inc., and the Trust are parties to a distribution agreement
(the "Distribution Agreement") under which shares of the Funds are sold on a
continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Funds. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of the Class A shares of the Funds. Up to .25%
of the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of Banc
One), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Funds are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of each Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of each Fund's average net
assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Funds
to sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Funds
also may execute brokerage or other agency transactions through an affiliate of
Banc One Advisors or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

During the fiscal year ended June 30, 1996, The One Group Services Company
received fees aggregating .25% of the average daily net assets of the Class A
shares of the Funds. In addition, The One Group Services Company received
annualized fees of 1.00% of the average daily net assets of the Class B shares
of the Funds.

Fiduciary Class shares of the Funds are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.
    


                                       42
<PAGE>   191
THE ADMINISTRATOR

   
The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to an administration
agreement relating to the Funds (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing the Trust with administrative services (other than investment
advisory services), including regulatory reporting and all necessary office
space, equipment, personnel and facilities.

Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
The One Group Treasury Only Money Market Fund, The One Group Government Money
Market Fund and The One Group Investor Funds), .18% of each fund's average
daily net assets to $2 billion in Trust assets (excluding The One Group
Treasury Only Money Market Fund, The One Group Government Money Market Fund,
The One Group Investor Funds), and .16% of each fund's average daily net assets
when Trust assets exceed $2 billion (excluding The One Group Treasury Only
Money Market Fund, The One Group Government Money Market Fund and The One Group
Investor Funds).
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P. serves as
the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

   
The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses. The total expenses for each Fund for the
most recent fiscal year are set forth in this Prospectus under the heading
"Expense Summary."

Banc One Advisors and the Administrator of the Funds each bears all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for the Funds.

As a general matter, expenses are allocated to each class of shares of each
Fund on the basis of the net asset value of that class in relation to the net
asset value of the Fund. At present, the only expenses that are allocated to
Class A and Class B shares, other than in accordance with the relative net
asset value of the class, are the different distribution and Shareholder
services costs. See "Expense Summary." At present, no expenses are allocated to
Fiduciary Class shares as a class that are not also borne by the other classes
of shares of the Funds in proportion to the relative net asset values of the
shares of such classes.

VOTING RIGHTS

Each share held entitles the Shareholder of record to one vote. Therefore, the
number of votes a Shareholder is entitled to depends on the number of shares
owned by the Shareholder. Each fund of the Trust will vote separately on
matters relating solely to that fund.
    


                                       43
<PAGE>   192
In addition, each class of a fund shall have exclusive voting rights on any
matter submitted to Shareholders that relates solely to that class, and shall
have separate voting rights on any matter submitted to Shareholders in which
the interests of one class differ from the interests of any other class.
However, all fund Shareholders will have equal voting rights on matters that
affect all fund Shareholders equally. As a Massachusetts Business Trust, the
Trust is not required to hold annual meetings of Shareholders but approval will
be sought for certain changes in the operation of the Trust and for the
election of Trustees under certain circumstances. In addition, a Trustee may be
elected or removed by the remaining Trustees or by Shareholders at a special
meeting called upon written request of Shareholders owning at least 10% of the
outstanding shares of the Trust. In the event that such a meeting is requested,
the Trust will provide appropriate assistance and information to the
Shareholders requesting the meeting.

DIVIDENDS

   
Substantially all of the net investment income (exclusive of capital gains) of
the Funds is determined and declared daily, and is distributed in the form of
periodic dividends to such Shareholders of the Funds on the first Business Day
of each month. Capital gains of the Funds, if any, will be distributed at least
annually.
    

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266- 8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at the net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. (See "Conversion
Feature.")

   
Dividends and distributions of the Funds are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.
    

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

TEMPORARY DEFENSIVE POSITION

For temporary defensive purposes during periods when Banc One Advisors
determines that market conditions warrant such action, each Fund may invest up
to 100% of its assets in money market instruments and may hold a portion of its
assets in cash for liquidity purposes.

   
The Louisiana Municipal Bond Fund, the Arizona Municipal Bond Fund, the West
Virginia Municipal Bond Fund, Ohio Municipal Bond Fund, and the Kentucky
Municipal Bond Fund also may invest more than 20% of their net assets in
municipal securities other than Louisiana, Arizona, West Virginia, Ohio, and
Kentucky municipal securities, respectively, if deemed appropriate for
temporary defensive purposes.

To the extent a Fund is engaged in a temporary defensive position, the Fund
will not be pursuing its investment objective.
    


                                       44
<PAGE>   193
PORTFOLIO TURNOVER

   
Portfolio turnover rates may vary greatly from year to year, as well as within
a particular year. For the fiscal year ended June 30, 1996, the portfolio
turnover rates for the Funds were as follows:
    

   
<TABLE>
<CAPTION>
                                                                        PORTFOLIO
                                                                        TURNOVER RATE
                                                                        -------------
<S>                                                                       <C>
The One Group Intermediate Tax-Free
 Bond Fund                                                                111.58
The One Group Municipal Income Fund                                        83.17
The One Group Arizona Municipal Bond Fund                                  NA
The One Group West Virginia Municipal Fund                                 NA
The One Group Louisiana Municipal Bond Fund                                16.72
The One Group Ohio Municipal Bond Fund                                     24.61
The One Group Kentucky Municipal Bond Fund                                 16.78
</TABLE>
    

Higher portfolio turnover rates will likely result in higher transaction costs
to the Funds and may result in additional tax consequences to the Funds'
Shareholders.

INVESTMENT LIMITATIONS

   
The investment objective and the following investment limitations are
fundamental policies of each Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of each Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

The Intermediate Tax-Free Bond Fund and the Municipal Income Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities and, if consistent with a
Fund's investment objective and policies, repurchase agreements involving such
securities) if as a result more than 5% of the total assets of a Fund would be
invested in the securities of such issuer or a Fund would own more than 10% of
the outstanding voting securities of such issuer. This restriction applies to
75% of a Fund's assets. For purposes of these limitations, a security is
considered to be issued by the government entity whose assets and revenues
guarantee or back the security. With respect to private activity bonds or
industrial development bonds backed only by the assets and revenues of a
non-governmental user, such user would be considered the issuer.

2. Purchase any securities that would cause more than 25% of the total assets
of a Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, provided that this
limitation does not apply to Municipal Securities or governmental guarantees of
Municipal Securities, and with respect to the Municipal Income Fund, housing
authority obligations. For purposes of this limitation only, private activity
bonds that are backed only by the assets and revenues of a non-governmental
issuer shall not be deemed to be Municipal Securities. For purposes of this
limitation (i) utilities will be divided according to their services (for
example, gas, gas transmission, electric and telephone will each be considered
a separate industry); and (ii) wholly-owned finance companies will be
considered to be in the industries of their parents if their activities are
primarily related to financing the activities of their parents.

The Arizona Municipal Bond Fund, the West Virginia Municipal Bond Fund, the
Louisiana Municipal Bond Fund, the Ohio Municipal Bond Fund and the Kentucky
Municipal Bond Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, securities of regulated
investment companies, and, if consistent with a Fund's investment objective and
policies, repurchase agreements involving such securities) if as a result more
than 25% of the total assets of a Fund would be invested in the securities of
such issuer. This restriction applies to 50% of a Fund's assets. With respect to
the remaining 50% of its total assets, a Fund may not purchase the securities
of any issuer if as a result more than 5% of the total assets of the Fund would
be invested in the securities of such issuer. For purposes of these
limitations, a security is considered to be issued by the government entity
whose assets and revenues guarantee or back the security. With respect to
private activity bonds or industrial development bonds backed only by the
assets and revenues of a non-governmental user, such user would be considered
the issuer.

2. Purchase any securities that would cause more than 25% of the total assets
of a Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, provided that (i)
this limitation does not apply to
    

                                       45
<PAGE>   194
   
investments in obligations issued or guaranteed by the U.S. government or its
agencies and instrumentalities and repurchase agreements involving such
securities; and (ii) this limitation does not apply to Municipal Securities or
Ohio Municipal Securities, Kentucky Municipal Securities, Arizona Municipal
Securities, West Virginia Municipal Securities and Louisiana Municipal
Securities or governmental guarantees of Municipal Securities or Ohio Municipal
Securities, Kentucky Municipal Securities, Arizona Municipal Securities, West
Virginia Municipal Securities and Louisiana Municipal Securities. For purposes
of this limitation (i) utilities will be divided according to their services
(for example, gas, gas transmission, electric and telephone will each be
considered a separate industry); and (ii) wholly-owned finance companies will
be considered to be in the industries of their parents if their activities are
primarily related to financing the activities of their parents. In addition,
with respect to the Arizona Municipal Bond Fund and the West Virginia Municipal
Bond Fund, for purposes of this limitation only, private activity bonds that
are backed only by the assets and revenues of a non-governmental issuer shall
not be deemed to be Municipal Securities or Arizona Municipal Securities (for
the Arizona Municipal Bond Fund) or West Virginia Securities (for the West
Virginia Municipal Bond Fund).

None of the Funds may:

1. Make loans, except that a Fund may (i) purchase or hold debt instruments in
accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.
    

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.

DESCRIPTION OF PERMITTED INVESTMENTS

   
Listed below is a more complete description of some of the types of securities
and other instruments in which the Funds may invest. For a more detailed
description, see the Statement of Additional Information. Not all Funds are
permitted to invest in all of the securities and instruments listed below. If
an investment is limited to certain Funds, that limitation will be noted.
    

U.S. TREASURY OBLIGATIONS -- The Funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The Funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

   
STRIPS, CUBES, TRS, TIGRS and CATS are sold as zero coupon securities, which
means that they are sold at a substantial discount and redeemed at face value
at their maturity date without interim cash payments of interest or principal.
This discount is amortized over the life of the security, and such amortization
will constitute the income earned on the security for both accounting and tax
purposes. Because of these features, these securities may be subject to greater
interest rate volatility than interest-paying U.S. Treasury obligations.

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market. Time deposits with
a withdrawal penalty are considered to be illiquid for purposes of the Fund's
limitations on illiquid investments.
    

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie


                                       46
<PAGE>   195



Mae") and the Export-Import Bank, are supported by the full faith and credit of
the U.S. Treasury; others, such as the Federal National Mortgage Association
("Fannie Mae"), are supported by the credit of the instrumentality and have the
right to borrow from the U.S. Treasury; others are supported by the authority
of the U.S. government to purchase the agency's obligations; while still
others, such as the Federal Farm Credit Banks and the Federal Home Loan
Mortgage Corporation ("Freddie Mac"), are supported solely by the credit of the
instrumentality itself. No assurance can be given that the U.S. government
would provide financial support to U.S. government sponsored agencies or
instrumentalities if it is not obligated to do so by law. Obligations of U.S.
government agencies include debt issues and mortgage-backed securities issued
or guaranteed by select agencies.

   
REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Funds bear a risk of loss in the event the other party
defaults on its obligations and the Funds are delayed or prevented from their
right to dispose of the collateral securities or if the Funds realize a loss on
the sale of the collateral securities. Repurchase agreements typically are
short-term in nature, generally overnight, and normally are used to invest
temporary cash balances held by the Funds. The SEC considers repurchase
agreements to be loans.

REVERSE REPURCHASE AGREEMENTS - The Funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Funds enter into a reverse
repurchase agreement, they will place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and will subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the Funds may
decline below the price at which the Funds are obligated to repurchase the
securities.  The SEC considers reverse repurchase agreements to be borrowings
by the Funds.

SECURITIES LENDING -- In order to generate additional income, the Funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S.  government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The Funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by Banc One Advisors to be of good standing under guidelines established
by the Trust's Board of Trustees and when, in the judgment of Banc One
Advisors, the consideration which can be earned currently from such securities
loans justifies the attendant risk. The Funds will enter into loan arrangements
only with counter parties which Banc One Advisors has deemed to be creditworthy
under guidelines established by the Board of Trustees. Loans are subject to
termination by the Funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
Funds may purchase securities on a when-issued basis when deemed by Banc One
Advisors to present attractive investment opportunities. When-issued securities
are purchased for delivery beyond the normal settlement date at a stated price
and yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. When Banc One Advisors purchases a
when-issued security, the Custodian will set aside cash or liquid securities to
satisfy the purchase commitment. Although the purchase of securities on a
when-issued basis is not considered to be leveraging, it has the effect of
leveraging. The Funds generally will not pay for such securities or earn
interest on them until received. In a forward commitment transaction, the Funds
contract to purchase securities for a fixed price at a future date beyond
customary settlement time. The Funds are required to hold and maintain in a
segregated account until the settlement date, cash, U.S. government securities
or liquid high-grade debt obligations in an amount sufficient to meet the
purchase price. Alternatively, the Funds may enter into offsetting contracts
for the forward sale of other securities that they own. The purchase of
securities on a when-issued or forward commitment basis involves a risk of loss
if the value of the security to be purchased declines prior to the settlement
date.

INVESTMENT COMPANY SECURITIES -- The Funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies. Other
investment company securities may include securities of a money market fund of
the Trust, and securities of other investment companies for which Banc One
Advisors serves as investment adviser or administrator. Because other
investment companies employ an investment adviser, such investments by the
Funds may cause
    


                                       47
<PAGE>   196


   
Shareholders to bear duplicative fees. Banc One Advisors will waive its fee
attributable to the assets of the investing fund invested in a money market
fund of the Trust; and in other funds advised by Banc One Advisors, and, to the
extent required by the laws of any state in which shares of the Trust are sold,
Banc One Advisors will waive its fees attributable to the assets of any Fund
invested in any investment company.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the Funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. A demand instrument with a demand notice period
exceeding seven days will be considered illiquid. There is a risk that the
current interest rate on such obligations may not accurately reflect existing
market interest rates.

OPTIONS -- The Funds may purchase call and put options, and write (i.e., sell)
covered call options and secured put options on securities and indices. A call
option gives the purchaser the right to buy, and obligates the writer of the
option to sell, the underlying security at the agreed upon exercise (or
"strike") price during the option period. A put option gives the purchaser the
right to sell, and obligates the writer to buy, the underlying security at the
strike price during the option period. The Funds may invest in options to
either hedge or increase yield. There are risks associated with options
transactions, including the following: (i) the success of a hedging strategy
may depend on the ability of Banc One Advisors to predict movements in the
prices of the individual securities, fluctuations in markets and movements in
interest rates; (ii) there may be an imperfect or no correlation between the
changes in market value of the securities held by the Funds and the prices of
options; (iii) there may not be a liquid secondary market for options; and (iv)
while the Funds will receive a premium when they write covered call options,
they may not participate fully in a rise in the market value of the underlying
security. It is expected that the Funds will only engage in option transactions
with respect to permitted investments and related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- The Funds may enter into futures
contracts, options on futures contracts, index futures and options thereon that
are traded on an exchange regulated by the Commodities Futures Trading
Commission ("CFTC") if, to the extent that such futures and options are not for
"bona fide hedging purposes" (as defined by the CFTC), the aggregate initial
margin and premiums on such positions (excluding the amount by which options
are in the money) do not exceed 5% of each Funds' total assets at current
value. The Funds, however, may invest more than such amount for bona fide
hedging purposes.  Options and futures can be volatile instruments, and involve
certain risks. If Banc One Advisors applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
Fund's return. The Funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out their positions because of an
illiquid secondary market. The Funds also may engage in options transactions
referred to as straddles and spreads.  Certain provisions of the Internal
Revenue Code may limit the extent to which the Funds invest in futures
contracts and related options.

STRUCTURED INSTRUMENTS - Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as the Student Loan
Marketing Association ("Sallie Mae"), Ginnie Mae, Fannie Mae, and Freddie Mac),
banks, municipalities, corporations, and other business entities whose interest
and/or principal payments are indexed to certain specific foreign currency
exchange rates, interest rates, or one or more other reference indices. As a
result, interest and/or principal payments may vary widely depending on a
variety of factors, including the volatility of the referenced index and the
effect of changes in the reference index or principal and/or interest payments.
Structured instruments frequently are assembled in the form of medium-term
notes, but a variety of forms are available. Structured instruments are
commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by Banc One Advisors,
principal and/or interest payments on the structured instrument may be
substantially less than expected. In addition, although structured instruments
may be sold in the form of a corporate debt obligation, they may not have some
of the protection against counterparty default that may be available with
respect to publicly traded debt securities (i.e., the existence of a trust
indenture).

SWAPS, CAPS AND FLOORS -- In order to protect the value of the Funds from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the Funds' investments are traded, the Funds may enter
into swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. The Funds may enter into these transactions to manage
their exposure to changing interest rates and other factors. Some transactions
may reduce the Funds' exposure to market fluctuations while others will tend to
increase market exposure. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate
swap, a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate
payments.  Currency swaps involve the exchange of respective rights to make
    


                                       48
<PAGE>   197


or receive payments in specified currencies. Mortgage swaps are similar to
interest rate swaps in that they represent commitments to pay and receive
interest. The notional principal amount, however, is tied to a reference pool
or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

   
Because swap contracts are individually negotiated, they remain the obligations
of the respective counterparties, and there is a risk that a counterparty will
be unable to meet its obligations under a particular swap contract. If a
counterparty defaults, a Fund may suffer a loss. In addition, because swap
contracts are individually negotiated and ordinarily non-transferable, there
also may be circumstances in which it would be impossible for a Fund to close
out its obligations under the swap contract prior to its maturity. Under such
circumstances, a Fund might be able to negotiate another swap contract with a
different counterpart to offset the risk associated with the first swap
contract. Unless the Fund is able to negotiate such an offsetting swap
contract, however, the Fund could be subject to continued adverse developments,
even after Banc One Advisors has determined that it would be prudent to close
out or offset the first swap contract.

The use of swaps involves investment techniques and risks different from and
potentially greater than those associated with ordinary portfolio securities
transactions. If Banc One Advisors is incorrect in its expectations of market
values or interest rates, the investment performance of a Fund would be less
favorable than it would have been if this investment technique were not used.
    

The Funds generally will limit their investments in swaps, caps and floors to
25% of their total assets.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
Funds may invest in any such options, contracts and products as may be
developed to the extent consistent with their investment objective, policies
and restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the Funds' portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the Funds would be less favorable than it
would have been if these products were not used. In addition, losses may occur
if counterparties involved in transactions do not perform as promised. These
products may expose the Funds to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments. The Funds will generally limit their investments in new financial
products to 25% of their total assets.

   
MUNICIPAL SECURITIES - Municipal securities are issued by a state or political
subdivision to obtain funds for various public purposes. In addition, Municipal
Securities also may consist of certain debt obligations known as private
activity bonds and industrial development bonds may be issued to finance
certain public and privately operated facilities. Municipal securities are
generally classified as "general obligation" bonds and "revenue" bonds. General
obligation bonds are obligations involving the credit of an issuer possessing
taxing power and are payable from the issuer's general unrestricted revenues.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise or other specific revenue source. Revenue bonds are not payable
from the issuer's general revenues. Private activity bonds and industrial
developments bonds are categorized as revenue bonds. The Funds also may
purchase short-term tax-exempt General Obligation Notes, Tax Anticipation
Notes, Bond Anticipation Notes, Revenue Anticipation Notes, Project Notes, and
other forms of short-term tax-exempt obligations. Such notes are issued with a
short-term maturity in anticipation of the receipt of tax funds, the proceeds
of bond placements, or other revenues. Municipal securities may include
municipal leases which may be considered illiquid for purposes of the Funds'
limitation on illiquid investments.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a Fund's municipal
securities in the same manner. The payment of principal and interest on private
activity bonds and industrial development bonds generally is dependent solely
on the ability of the facilities user to meet its financial obligations and the
pledge, if any, of real and personal property as financed as security for such
payment. In addition, the
    


                                       49
<PAGE>   198
   
Code imposes certain continuing requirements on issuers of tax-exempt bonds
regarding the use, expenditure and investment of bond proceeds and the payment
of rebates to the United States of America. Failure by the issuer to comply
subsequent to the issuance of tax-exempt bonds with certain of these
requirements could cause interest on the bonds to become includable in gross
income retroactive to the date of issuance. Municipal securities may include
obligations of municipal housing authorities and single family revenue bonds.
Weaknesses in Federal housing subsidy programs may result in a decrease of
subsidies available for payment of principal and interest on housing authority
bonds.
    

DEMAND FEATURES - The Funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the Funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the Funds to meet redemption requests and remain as fully
invested as possible.

PARTICIPATION INTERESTS -- The Funds may purchase interests in municipal
securities, including municipal leases, from financial institutions such as
commercial and investment banks, savings and loan associations and insurance
companies. These interests may take the form of participations, beneficial
interests in a trust, partnership interests, or any other form of indirect
ownership that allows the Funds to treat the income from the investment as
exempt from Federal income tax. The Funds invest in these participation
interests in order to obtain credit enhancement or demand features that would
not be available through direct ownership of the underlying municipal
securities.

ZERO COUPON OBLIGATIONS -- The Funds may acquire zero coupon obligations, which
have greater price volatility than coupon obligations and which will not result
in the payment of interest until maturity. The Funds will purchase these
obligations to permit investment of assets at a more favorable rate of return.

   
RESTRICTED SECURITIES -- The Funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the Funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution. Any resale by
the purchaser must be in an exempt transaction. Section 4(2) commercial paper
is normally resold to other institutional investors like the Funds through or
with the assistance of the issuer or investment dealers who make a market in
Section 4(2) commercial paper, thus providing liquidity. The Funds believe that
Section 4(2) commercial paper and possibly certain other restricted securities
that meet the criteria for liquidity established by the Trustees (such as Rule
144A securities and private placements) are quite liquid. The Funds intend,
therefore, to treat the restricted securities that meet the criteria for
liquidity established by the Trustees, including Section 4(2) commercial paper
and Rule 144A securities, as determined by Banc One Advisors, as liquid and not
subject to the investment limitation applicable to illiquid securities.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The Funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac or other U.S.
government agencies or instrumentalities. Mortgage-backed securities may also
be issued by non-governmental entities and may or may not have private insurer
guarantees of timely payments. The Funds may invest in Collateralized Mortgage
Obligations ("CMOs") and Real Estate Mortgage Investment Conduits ("REMICs").
CMOs and REMICs are structures providing for redistribution of the cash flows
of mortgage-related products to different bond classes (commonly referred to as
tranches). This redistribution is achieved through specific rules for the
monthly distribution of coupon interest and principal. This reallocation of
interest and principal results in the redistribution of prepayment risk across
the different bond classes. This allows for the creation of bonds with more or
less prepayment risk than the underlying collateral exhibits.
    

Mortgage-backed securities are in most cases "pass-through" instruments,
through which the holder receives a share of all interest and principal
payments from the mortgages underlying the certificate. Because the prepayment
characteristics of the underlying mortgages vary, it is not possible to predict
accurately the average life or realized yield of a particular issue of
pass-through certificates. During periods of declining interest rates,
prepayment of mortgages underlying mortgage-backed securities can be expected
to accelerate.  When the mortgage obligations are prepaid, the Funds may have
to reinvest in securities with a lower yield. Moreover, prepayment of mortgages
which underlie securities purchased at a premium could result in capital
losses.

MORTGAGE DOLLAR ROLLS--The Funds may enter into mortgage "dollar rolls" in
which the Funds sell securities for delivery in the current month and
simultaneously contract with the same counterparty to repurchase similar (same
type, coupon and maturity) but not identical securities on a specified future
date. The Funds benefit to the extent of any difference between the price
received for the securities sold and the lower forward price for the future
purchase (often referred to as the "drop") or fee income plus the interest
earned on the cash proceeds of the securities sold until the settlement date of
the forward purchase. Unless such benefits exceed the income, capital
appreciation and gain or loss due to mortgage prepayments that would have been
realized on the securities sold as part of the mortgage dollar roll, the use of
this technique will diminish the investment performance of the Funds compared
with what such performance would have been without the use of mortgage dollar
rolls.


                                       50
<PAGE>   199
   
REGULATION OF MORTGAGE LOANS--Mortgage loans are subject to a variety of state
and Federal regulations designed to protect borrowers which may impair the
ability of the mortgage lender to enforce its rights under the mortgage
documents. These regulations include legal restraints on foreclosures,
homeowner rights of redemption after foreclosure, Federal and state bankruptcy
and debtor relief laws, restrictions on enforcement of mortgage loan "due on
sale" clauses and state usury laws. Even when the Funds will invest in
mortgage-backed securities issued or guaranteed by the U.S. government, its
agencies or instrumentalities, these regulations may adversely affect the
Fund's investments by delaying the Funds' receipt of payments derived from
principal or interest on mortgage loans affected by such regulations.

INVERSE FLOATING RATE INSTRUMENTS -- The Municipal Income Fund may seek to
increase yield by investing in leveraged inverse floating rate debt instruments
("inverse floaters"). The interest rate on an inverse floater resets in the
opposite direction from the market rate of interest to which the inverse
floater is indexed. An inverse floater may be considered to be leveraged to the
extent that its interest rate varies by a magnitude that exceeds the magnitude
of the change in the index rate of interest. The higher degree of leverage
inherent in inverse floaters is associated with greater volatility in their
market values.  Accordingly, the duration of an inverse floater may exceed its
stated final maturity.
    

The Fund generally will limit its investments in inverse floating rate
instruments to 15% of its total assets.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

INVESTMENT GRADE


                                       51
<PAGE>   200
Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Moody's Investor Service, Inc.

INVESTMENT GRADE

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

   
Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group. MIG-3 and VMIG-3 denote favorable quality. All security
elements are accounted for, but there is lacking the undeniable strength of the
preceding grades. Liquidity and cash flow protection may be narrow and
marketing access for refinancing is likely to be less well established.
    

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

o        Amortization schedule (the larger the final maturity relative to other
         maturities the more likely it will be treated as a note).

o        Source of Payment (the more dependent the issue is on the market for
         its refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

   
SP-3 Speculative capacity to pay principal and interest.
    


                                       52
<PAGE>   201
SHORT-TERM DEBT RATINGS

Thomson Bank Watch, Inc. ("TBW") ratings are based upon a qualitative and
quantitative analysis of all segments of the organization including, where
applicable, holding company and operating subsidiaries.

BankWatch(TM) Ratings do not constitute a recommendation to buy or sell
securities of any of these companies. Further, BankWatch does not suggest
specific investment criteria for individual clients.

The TBW Short-Term Ratings apply to commercial paper, other senior short-term
obligations and deposit obligations of the entities to which the rating has
been assigned.

The TBW Short-Term Ratings apply only to unsecured instruments that have a
maturity of one year or less.

The TBW Short-Term Ratings specifically assess the likelihood of an untimely
payment of principal or interest.

                  TBW-1             The highest category; indicates a very high
                                    degree of likelihood that principal and
                                    interest will be paid on a timely basis.

                  TBW-2             The second highest category; while the
                                    degree of safety regarding timely repayment
                                    of principal and interest is strong, the
                                    relative degree of safety is not as high as
                                    for issues rated "TBW-1."

                  TBW-3             The lowest investment grade category;
                                    indicates that while more susceptible to
                                    adverse developments (both internal and
                                    external) than obligations with higher
                                    ratings, capacity to service principal and
                                    interest in a timely fashion is considered
                                    adequate.

                  TBW-4             The lowest rating category; this rating is
                                    regarded as non-investment grade and
                                    therefore speculative.

MISCELLANEOUS

   
The Trust believes that as of August 1, 1996, BANC ONE CORPORATION (100 East
Broad Street, Columbus, OH 43271), through its affiliates, owned of record
substantially all the Fiduciary Class shares of the Funds. The Trust believes
that as of the same date, BANC ONE CORPORATION, through its affiliates,
possessed on behalf of its underlying accounts, voting or investment power with
respect to the following percentage of Fiduciary Class shares of the Funds.
    

   
<TABLE>
<CAPTION>
         FUND                                          PERCENTAGE OF SHARES
         ----                                          --------------------
<S>                                                          <C>
The One Group Intermediate Tax-Free Bond Fund                 95.69% 
The One Group Arizona Municipal Bond Fund                         0 
The One Group Louisiana Bond Fund                             96.50% 
The One Group Kentucky Bond Fund                              94.66% 
The One Group Ohio Bond Fund                                  89.52% 
The One Group West Virginia Bond Fund                             0
The One Group Municipal Income Fund                           95.69%
</TABLE>
    

As a consequence, BANC ONE CORPORATION may be deemed to be a controlling person
of the Fiduciary Class shares of the Fund under the Investment Company Act of
1940.

PERFORMANCE

   
From time to time, the Funds may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of a Fund refers to the
annualized income generated by an investment in the Funds over a specified
30-day period. The yield is calculated by assuming that the income generated by
the investment during that period is generated over a one-year period and is
shown as a percentage of the investment.

Total return is the change in value of an investment in a Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had
    


                                       53
<PAGE>   202
been constant over the entire period. Average annual total returns smooth out
variations in performance; they are not the same as actual year-by-year
results.

   
The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of a Fund. This figure is then
"annualized" (multiplied by 365 days and divided by the applicable number of
days in the period). Funds with a front-end sales charge would incorporate the
offering price into the distribution yield in place of month-end net asset
value.
    

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

   
The Trust will include information on all classes of a Fund in any
advertisement or information containing performance data for a Fund. The
performance of Fiduciary Class shares may be higher than for Class A shares and
Class B shares because Fiduciary Class shares are not subject to sales charges
and distribution expenses.

The performance of each class of a Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of a Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, a Fund
may advertise its total return in the same manner. If reflected, sales charges
would reduce these total return calculations.

Further information about the performance of each class of the Funds is
contained in the Trust's Annual Report to Shareholders for The One Group, which
may be obtained without charge by calling 1-800-480-4111.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Funds
or their Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Funds.

TAX STATUS OF THE FUNDS

Each Fund is treated as a separate entity for Federal income tax purposes and
is not combined with the Trust's other funds. Each Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

Each Fund will distribute substantially all of its net investment income
(including net short-term capital gain) to Shareholders of each class of shares
of the Fund on at least an annual basis. Net long-term capital gains (if any)
will be distributed at least annually. If, at the close of each quarter of its
taxable year, at least 50% of the value of a Fund's assets consists of
obligations the interest on which is excludable from gross income, the Fund may
pay "exempt-interest dividends" to Shareholders. Those dividends constitute the
portion of the aggregate dividends as designated by the Fund, equal to the
excess of the excludable interest over certain amounts disallowed as
deductions.  Exempt-interest dividends are generally excludable from a
Shareholder's gross income for regular Federal income tax purposes. However,
the receipt of exempt-interest dividends may cause persons receiving Social
Security or Railroad Retirement benefits to be taxed on a portion of such
benefits. In addition, the receipt of exempt-interest dividends may result in
liability for Federal alternative minimum tax and for state and local taxes,
both for individual and corporate Shareholders. See the Statement of Additional
Information.

Current Federal law limits the types and volume of bonds qualifying for Federal
income tax exemption of interest, which may have an effect on the ability of
the Funds to purchase sufficient amounts of tax-exempt securities to satisfy
the Code's requirements for the payment of "exempt-interest dividends."
    


                                       54
<PAGE>   203
   
Any dividends attributable to a Fund's taxable investment income (if any) will
be taxable to Shareholders as ordinary income (whether received in cash or
additional shares) to the extent of the Fund's earnings and profits and will
not qualify for the corporate dividends-received deduction. Any distributions
of net long-term capital gains will be taxable to Shareholders as such
regardless of how long the Shareholder has held shares.
    

Interest on indebtedness incurred or continued by a Shareholder in order to
purchase shares is not deductible. Furthermore, entities or persons who are
"substantial users" (or persons related to "substantial users") of facilities
financed by "private activity bonds" or certain industrial development bonds
should consult their tax advisers before purchasing shares.

   
The Funds will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Funds (such as STRIPS, CUBES, TRS, TIGRS
and CATS), as defined in the "Description of Permitted Investments," are sold
at original issue discount and thus do not make periodic cash interest
payments.  The Funds will be required to include as part of their current
income the imputed interest on such obligations even though the Funds have not
received any interest payments on such obligations during that period. Because
the Funds distribute substantially all of their net investment income to their
Shareholders (including such imputed interest), the Funds may have to sell
portfolio securities in order to generate the cash necessary for the required
distributions. Such sales may occur at a time when Banc One Advisors would not
have chosen to sell such securities and may result in a taxable gain or loss.

Dividends declared by the Funds in October, November or December of any year
and payable to Shareholders of record on a date in such a month will be deemed
to have been paid by the Funds and received by Shareholders on December 31 of
that year, if paid by the Funds at any time during the following January.

The Funds intend to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Funds'
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Funds will
inform Shareholders annually of the percentage of income and distributions
derived from U.S.  government obligations. Shareholders should consult their
tax advisers regarding the state and local tax treatment of the dividends
received from the Funds.

Sale, exchange, or redemption of shares of the Funds by a Shareholder will
generally be a taxable event to such Shareholder.

LOUISIANA TAXES

The Trust has obtained a ruling from the Louisiana Department of Revenue and
Taxation to the effect that distributions to shareholders of The One Group(R)
Louisiana Municipal Bond Fund who are Louisiana residents, which are derived
from interest on tax-exempt obligations of the State of Louisiana or its
political subdivisions and certain obligations of the United States or its
territories, will not be subject to Louisiana income tax.

ARIZONA TAXES

In the opinion of special Arizona counsel for the Trust, under existing law,
Shareholders of the Trust will not be subject to Arizona income tax on
exempt-interest dividends received from the Trust to the extent that such
dividends are attributable to interest on tax-exempt obligations of the State
of Arizona and its political subdivisions ("Local Obligations") or on
obligations issued by the Territories of Guam, Northern Mariara Islands, Puerto
Rico and the Virgin Islands ("Territorial Obligations"). Other distributions
from the Trust, including those related to long-term and short-term capital
gains, will be subject to Arizona income tax.

In the event that interest paid on any Local Obligation is deemed to be
includable in Federal gross income, the Trust has been advised by special
Arizona counsel that, in its opinion, under the current provisions of the
constitution and laws of Arizona, exempt-interest dividends received by the
Shareholders of the Trust attributable to interest on Local Obligations will,
nevertheless, not be subject to Arizona income taxes.

Arizona law does not permit a deduction for interest paid or accrued on
indebtedness incurred or continued to purchase or carry obligations, the
interest on which is exempt from Arizona income tax.

Shareholders of the Trust should consult their tax advisers about other state
and local tax consequences of their investments in the Trust.
    


                                       55
<PAGE>   204
   
WEST VIRGINIA TAXES

The following is an overview of the West Virginia income tax consequences of an
investment in the Fund to a resident of the state. No explanation of the tax
treatment of a nonresident and the effects of local income, property and other
taxes is provided. Persons interested in investing in the Fund are urged to
consult their tax advisors as to the specific effect on them of state and local
taxes arising from an investment in the Fund.

The determination of liability for West Virginia Personal Income Tax (the "West
Virginia income tax") begins with a taxpayer's Federal adjusted gross income.
Unlike the Federal income tax, the West Virginia income tax does not allow
reduction of a taxpayer's adjusted gross income for itemized deductions.
Calculation of a taxpayer's West Virginia taxable income, however, is subject
to various modifications which either increase or reduce Federal adjusted gross
income.

In 1993, the West Virginia Department of Tax and Revenue issued Technical
Assistance Advisory 93-002 (the "Advisory"). The Advisory addresses the
modifications which affect the determination of West Virginia income tax
liability for interest or dividend income received by a Shareholder from a
"regulated investment company," such as the Fund. The Department has declared
that the Advisory is of precedential value to taxpayers.

As long as the Fund qualifies as a "regulated investment company" under the
Code, a modification reducing adjusted gross income is allowed for that portion
of the interest or dividends received by Shareholders which represents interest
or dividends of the Fund on obligations or securities of any authority,
commission or instrumentality of West Virginia that is exempt from the West
Virginia personal income tax by Federal or West Virginia law. No such reduction
is allowed for any portion of interest income on obligations of any state, or
political subdivision thereof, other than West Virginia, regardless of any
exemption provided under Federal law, such as that accorded "exempt-interest
dividends;" and such portion must be added back as a modification increasing
adjusted gross income.

The Advisory also addresses the taxability of interest on Federal obligations
under the West Virginia income tax. Again, as long as the Fund qualifies as a
"regulated investment company," a modification reducing adjusted gross income
is allowed for interest or dividends received by Shareholders from the Fund
which the Fund derived from obligations of the United States and from
obligations or securities of some authorities, agencies, commissions or
instrumentalities thereof. The Advisory contains a nonexclusive list showing
the taxability for West Virginia income tax purposes of income derived from
various obligations or securities of the United States and its authorities,
agencies, commissions or instrumentalities.

The Advisory also confirms that interest on indebtedness incurred (directly or
indirectly) by a Shareholder of the Fund to purchase or hold shares of the Fund
must be added back to the Shareholder's adjusted gross income as an increasing
modification to the extent such interest was deductible in determining federal
adjusted gross income.

In the event the Fund fails to qualify as a "regulated investment company"
under Federal income tax law, the modifications reducing West Virginia income
tax liability set forth in the Advisory may be unavailable or substantially
limited, even though a Shareholder would be entitled to such modifications if
the Shareholder directly owned the obligations and securities held by the Fund.

The sale, exchange, or redemption of Fund shares is subject to the West
Virginia income tax to the extent the gain or loss therefrom affects the
determination of the Shareholder's Federal adjusted gross income.

KENTUCKY TAXES

Dividends received from the Fund that are derived from interest on Kentucky
Municipal Securities are exempt from the Kentucky individual income tax.
Dividends paid from interest earned on securities that are merely guaranteed by
the Federal government (Ginnie Maes, Freddie Macs, etc.), repurchase agreements
collateralized by U.S. government obligations, or from interest earned on
obligations of other states are not exempt from Kentucky individual income tax.

Any distributions of net short-term and net long-term capital gain earned by
the Fund are includable in each Shareholder's Kentucky adjusted gross income as
dividend income and long term capital gain, respectively, and are both taxed at
ordinary income tax rates.

Section 170 of the Kentucky Constitution exempts from intangible property
taxation the obligations of Kentucky, its counties, municipalities, taxing and
school districts. Though neither the Kentucky Constitution nor Kentucky
statutes contain specific language exempting Federal obligations form the
intangible property tax, the courts of Kentucky have recognized the power of
the United States Congress to declare that obligations of Federal
instrumentalities are exempt from state taxation. For Shareholders of the Fund,
the portion of their share value that represents such exempt assets at calendar
year-end will also be exempt from the Kentucky intangible property tax.
    


                                       56
<PAGE>   205
   
OHIO TAXES

Dividends received from the Fund that are derived from interest on Ohio
Municipal Securities are exempt form the Ohio personal income tax. Specific
state statutes authorizing the issuance of certain Ohio Municipal Securities
provide that the interest on and gain from the sale or disposition of such
obligations are exempt from all taxation in the state. Dividends which are
attributable to interest on or gain from the sale of obligations issued
pursuant to such statutes should be exempt from Ohio personal income tax. Ohio
municipalities may not impose income taxes on dividends or any intangible
property, including shares of the Fund, except that municipalities that taxed
the types of intangible income that were not exempt from municipal income
taxation on or before April 1, 1986, may tax such intangible income if such a
tax was approved by the electors of the municipality in an election held on
November 8, 1988. Information in this paragraph is based upon current statutes
and regulations as well as current policies of the Ohio Department of Taxation,
all of which are subject to change.
    


                                       57
<PAGE>   206



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                                       58
<PAGE>   207



                      [THIS PAGE INTENTIONALLY LEFT BLANK]


                                       59
<PAGE>   208
   
Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081
    

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

   
0052185.01
    
                                     60
<PAGE>   209
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996

                    THE ONE GROUP(R) PRIME MONEY MARKET FUND
                  THE ONE GROUP(R) MUNICIPAL MONEY MARKET FUND
               THE ONE GROUP(R) OHIO MUNICIPAL MONEY MARKET FUND
          THE ONE GROUP(R) U.S. TREASURY SECURITIES MONEY MARKET FUND

This Prospectus describes four money market mutual funds (the "Funds"). Each
Fund is a series of The One GroupR (the "Trust"). Banc One Investment Advisors
Corporation ("Banc One Advisors") serves as investment advisor to each Fund.
Banc One Advisors currently manages more than $39 billion in assets.

The following four classes of shares are available to investors:

         Class A and Class B shares are offered to the general public. Class B
         shares are available only to investors in The One GroupR Prime Money
         Market Fund and The One GroupR U.S. Treasury Securities Money Market
         Fund.

         Fiduciary Class shares are offered to institutional investors,
         including affiliates of BANC ONE CORPORATION and any bank, depository
         institution, insurance company, pension plan or other organization
         authorized to act in fiduciary, advisory, agency, custodial or similar
         capacities (each an "Authorized Financial Organization").

         Service Class shares are offered to entities purchasing such shares on
         behalf of investors requiring additional administrative an/or
         accounting services, such as sweep processing. Service Class shares
         are available only to investors in The One GroupR Prime Money Market
         Fund and The One GroupR U.S. Treasury Securities Money Market Fund.

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUNDS FOR
INVESTMENT ADVISORY AND OTHER SERVICES.

The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Funds that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

THE ONE GROUP(R) OHIO MUNICIPAL MONEY MARKET FUND MAY INVEST A SIGNIFICANT
PORTION OF ITS ASSETS IN THE SECURITIES OF A SINGLE ISSUER. AS A RESULT, AN
INVESTMENT IN THE FUND MAY ENTAIL MORE RISKS THAN AN INVESTMENT IN ANOTHER TYPE
OF MONEY MARKET FUND.

THERE IS NO ASSURANCE THAT THE FUNDS WILL MEET THEIR INVESTMENT OBJECTIVES OR
BE ABLE TO MAINTAIN A NET ASSET VALUE OF $1.00 PER SHARE ON A CONTINUOUS BASIS.

A Statement of Additional Information dated November 1, 1996 has been filed
with the Securities and Exchange Commission and is available without charge by
calling or writing to the Distributor, The One Group Services Company, at the
number and address listed above. The Statement of Additional Information is
incorporated into this Prospectus by reference.
    

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.

   
                              COMBINED PROSPECTUS
    


<PAGE>   210
TABLE OF CONTENTS

SUMMARY
ABOUT THE FUND
  Expense Summary
  Financial Highlights
   
  The Funds
  Investment Objectives and Permissible Investments
    
HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Alternative Sales Arrangements
  Exchange
  Redemptions
FUND MANAGEMENT
   
The Trustees
  The Advisor
  The Fund Managers
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants
OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Description of Ratings
  Miscellaneous
  Performance
  Taxes


                                       2


<PAGE>   211
SUMMARY

   
The Trust is an open-end management investment company that provides a
convenient way to invest in professionally managed portfolios of securities.
The following provides basic information about various classes of shares of the
Funds.

WHAT ARE THE FUNDS' INVESTMENT OBJECTIVES? Below is a brief overview of the
Funds and their investment objectives. A more detailed discussion of the Funds'
investment objectives and policies can be found in the Prospectus under the
heading "Investment Objectives and Permissible Investments."

THE ONE GROUP PRIME MONEY MARKET FUND ("Prime Money Market Fund") is a
diversified money market fund that seeks current income with liquidity and
stability of principal.

THE ONE GROUP MUNICIPAL MONEY MARKET FUND ("Municipal Money Market Fund") is a
diversified money market fund that seeks as high a level of current interest
income exempt from Federal income taxes as is consistent with the preservation
of capital and stability of principal

THE ONE GROUP U.S. TREASURY SECURITIES MONEY MARKET FUND ("U.S. Treasury
Securities Money Market Fund")  is a diversified money market fund that seeks
current income with liquidity and stability of principal.

THE ONE GROUP OHIO MUNICIPAL MONEY MARKET FUND ("Ohio Municipal Money Market
Fund") is a non-diversified money market fund that seeks as high a level of
current interest income exempt from Federal income tax and Ohio personal income
tax as is consistent with the preservation of capital and stability of
principal. 

WHAT ARE THE PERMITTED INVESTMENTS? The U.S. Treasury Money Market
Fund invests exclusively in short-term U.S. Treasury bills, notes and other
obligations issued or guaranteed by the U.S. Treasury and repurchase agreements
collateralized by such obligations. The Prime Money Market Fund invests
exclusively in high quality money market instruments. The Municipal Money
Market Fund will invest at least 80% of its total assets in securities issued
by or on behalf of the states, territories and possessions of the United States
and the District of Columbia and their respective authorities, political
subdivisions, agencies and instrumentalities and that produce interest that is
exempt from Federal income tax. The Ohio Municipal Money Market Fund will
invest at least 80% of its total assets in securities issued by or on behalf of
the State of Ohio and its respective authorities, political subdivisions,
agencies and instrumentalities and that produce interest that is exempt from
both Federal income tax and Ohio personal income tax. The securities in which
the Funds may invest are described in more detail in "Description of Permitted
Investments."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors"), an indirect subsidiary of BANC ONE CORPORATION, serves as the
advisor of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors may voluntarily agree to
waive a part of its fees. A more detailed discussion regarding Banc One
Advisors, its services and compensation can be found in the Prospectus under
the heading, "The Advisor" and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group Services Company, serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust, pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the heading,
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee. See "The Transfer Agent and
Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. The Distributor is entitled to fees for distribution
services for the Class A, Class B and Service Class shares of the Funds. No
compensation is paid to the Distributor for distribution services for the
Fiduciary Class shares of the Funds. The activities of the Distributor are
discussed in the Prospectus under the heading, "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions of shares of the
Funds may be made through the Distributor on any day that the New York Stock
Exchange is open for trading ("Business Days"). Purchase and redemption
procedures are explained in greater detail in "How to Invest in The One Group"
and "Redemptions."
    

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Funds is determined and declared on each
Business Day as a dividend for Shareholders of record as of the close of
business on that day and is distributed in the form of periodic dividends to
such Shareholders of the Funds on the first Business Day of each month. Any
capital gains are


                                       3
<PAGE>   212
   
distributed at least annually. Distributions are paid in additional shares of
the same class unless the Shareholder elects to take the payment in cash. For a
more detailed discussion of dividends, see "Dividends."

ABOUT THE FUNDS

EXPENSE SUMMARY -- THE ONE GROUP CLASS A SHARES
    

SHAREHOLDER TRANSACTION EXPENSES(1)

<TABLE>
<S>                                                                   <C>
Maximum Sales Charge Imposed on Purchases                             none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                              none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                       none
Exchange Fees                                                         none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
 (as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                               INVESTMENT                                                 TOTAL OPERATING
                                             ADVISORY FEES        12B-1 FEES                                  EXPENSES
                                         (AFTER FEE WAIVER)(3) (AFTER FEE WAIVER)(4)  OTHER EXPENSES   (AFTER FEE WAIVER)(5)
                                         --------------------- ------------------     --------------   --------------------- 
<S>                                             <C>                  <C>                <C>                <C>
The One Group Prime Money Market Fund           .30%                 .25%                  .20%               .75%
The One Group Ohio Municipal 
  Money Market Fund                             .25%                 .25%                  .36%               .80%
The One Group Municipal Money Market Fund       .25%                 .25%                  .25%               .75%
The One Group U.S. Treasury Securities
  Money Market Fund                             .30%                 .25%                  .21%               .76%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .35% for all classes of
         shares of the Prime Money Market Fund, the Municipal Money Market Fund
         and the U.S. Treasury Securities Money Market Fund. Investment
         Advisory Fees for the Ohio Municipal Money Market Fund would be .30%
         for all classes of shares absent the voluntary reduction.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plans, 12b-1 fees (as a percentage of average
         daily net assets) would be .35% for Class A shares. For a discussion
         of 12b-1 fees, see "The Distributor."

(5)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be .90% for Class A Shares of the Prime Money
         Market Fund, .95% for Class A Shares of the Municipal Money Market
         Fund, .91% for Class A Shares of the U.S. Treasury Securities Money
         Market Fund and 1.01% for Class A Shares of the Ohio Municipal Money
         Market Fund.

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class A shares of the Fund, assuming: (1) imposition of the maximum sales
charge; (2) 5% annual return; and (3) redemption at the end of each time
period.
    


                                       4


<PAGE>   213
   
<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS        10 YEARS
                                                       ------          -------          -------        --------
<S>                                                      <C>            <C>                <C>           <C>
The One Group Prime Money Market Fund                    $8             $24                $42            $93
The One Group Ohio Municipal
  Money Market Fund                                      $9             $27                $48           $106
The One Group Municipal Money Market Fund                $8             $24                $42            $93
The One Group U.S. Treasury Securities
  Money Market Fund                                      $8             $24                $42            $94
</TABLE>

Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS       10 YEARS
                                                       ------          -------          -------       --------
<S>                                                     <C>             <C>                <C>           <C>
The One Group Prime Money Market Fund                    $9             $29                $50           $111
The One Group Ohio Municipal
  Money Market Fund                                     $10             $32                $56           $124
The One Group Municipal Money Market Fund               $10             $30                $53           $117
The One Group U.S. Treasury Securities
  Money Market Fund                                      $9             $29                $50           $112
</TABLE>
    


                                       5


<PAGE>   214
   
EXPENSE SUMMARY -- THE ONE GROUP CLASS B SHARES
    

SHAREHOLDER TRANSACTION EXPENSES(1)
<TABLE>
<S>                                                                     <C>
Maximum Sales Charge Imposed on Purchases                               none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                                5.00%
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                         none
Exchange Fees                                                           none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
(as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                               INVESTMENT                                              TOTAL OPERATING
                                              ADVISORY FEES                                               EXPENSES
                                          (AFTER FEE WAIVER)(3)    12B-1 FEES   OTHER EXPENSES      (AFTER FEE WAIVER)(4)
                                          -----------------        ----------   --------------      ------------------  
<S>                                              <C>                  <C>            <C>                 <C>
The One Group Prime Money Market Fund            .30%                 1.00%          .20%                  1.50%
The One Group U.S. Treasury Securities
  Money Market Fund                              .30%                 1.00%          .21%                  1.51%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .35% for all classes of
         shares of the Prime Money Market Fund and the U.S. Treasury Securities
         Money Market Fund.

(4)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Funds' expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory fees, Total Operating
         Expenses would be 1.55% for Class B Shares of the Prime Money Market
         Fund and 1.56% for the U.S. Treasury Securities Money Market Fund.

    

                                       6


<PAGE>   215
EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class B shares, assuming: (1) deduction of the applicable maximum Contingent
Deferred Sales Charge; and (2) 5% annual return.

   
                         Assuming a Complete Redemption
                            at the End of the Period

<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS         5 YEARS           10 YEARS
                                                       ------         -------         -------           --------
<S>                                                       <C>             <C>             <C>               <C>
The One Group Prime Money Market Fund                     $65             $77             $102              $161
The One Group U.S. Treasury Securities
   Money Market Fund                                      $65             $78             $102              $162
</TABLE>


                             Assuming No Redemption

<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS         5 YEARS           10 YEARS
                                                       ------         -------         -------           --------
<S>                                                       <C>             <C>              <C>              <C>
The One Group Prime Money Market Fund                     $15             $47              $82              $161
The One Group U.S. Treasury Securities
   Money Market Fund                                      $15             $48              $82              $162
</TABLE>


Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

                         Assuming a Complete Redemption
                            at the End of the Period

<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                       <C>             <C>             <C>               <C>
The One Group Prime Money Market Fund                     $66             $79             $104              $167
The One Group U.S. Treasury Securities
   Money Market Fund                                      $66             $79             $105              $168
</TABLE>


                             Assuming No Redemption

<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                       <C>             <C>              <C>              <C>
The One Group Prime Money Market Fund                     $16             $49              $84              $167
The One Group U.S. Treasury Securities
   Money Market Fund                                      $16             $49              $85              $168
</TABLE>


Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.
    


                                       7


<PAGE>   216
   
EXPENSE SUMMARY -- THE ONE GROUP FIDUCIARY CLASS SHARES
    

SHAREHOLDER TRANSACTION EXPENSES(1)
<TABLE>
<S>                                                                   <C>
Maximum Sales Charge Imposed on Purchases                             none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                              none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                       none
Exchange Fees                                                         none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
(as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                              INVESTMENT                                                  TOTAL OPERATING
                                            ADVISORY FEES                                                     EXPENSES
                                          (AFTER FEE WAIVER)(3)        12B-1 FEES     OTHER EXPENSES    (AFTER FEE WAIVER)(4)
                                          -----------------            ----------     --------------    ------------------
<S>                                             <C>                     <C>             <C>                    <C>
The One Group Prime Money Market Fund           .30%                      none            .20%                 .50%
The One Group Ohio Municipal 
  Money Market Fund                             .25%                      none            .36%                 .61%
The One Group Municipal Money Market Fund       .25%                      none            .25%                 .50%
The One Group U.S. Treasury Securities
  Money Market Fund                             .30%                      none            .21%                 .51%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .35% for all classes of
         shares of the Prime Money Market Fund, the Municipal Money Market Fund
         and the U.S. Treasury Securities Money Market Fund. Investment
         Advisory Fees for the Ohio Municipal Money Market Fund would be .30%
         for all classes of shares absent the voluntary reduction.

(4)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory Fees, Total Operating
         Expenses would be .55% for Fiduciary Class shares of the Prime Money
         Market Fund, .60% for Fiduciary Class shares of the Municipal Money
         Market Fund, .56% for Fiduciary Class shares of the U.S. Treasury
         Securities Money Market Fund and .66% for Fiduciary Class shares of
         the Ohio Municipal Money Market Fund.
    


                                       8


<PAGE>   217
   
EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Fiduciary Class shares of the Fund, assuming: (1) imposition of the maximum
sales charge; (2) 5% annual return; and (3) redemption at the end of each time
period.

<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                        <C>            <C>              <C>               <C>
The One Group Prime Money Market Fund                      $5             $16              $28               $63
The One Group Ohio Municipal
  Money Market Fund                                        $6             $20              $34               $76
The One Group Municipal Money Market Fund                  $5             $16              $28               $63
The One Group U.S. Treasury Securities
  Money Market Fund                                        $5             $16              $29               $64
</TABLE>


Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                        <C>            <C>              <C>               <C>
The One Group Prime Money Market Fund                      $6             $18              $31               $69
The One Group Ohio Municipal
  Money Market Fund                                        $7             $21              $37               $82
The One Group Municipal Money Market Fund                  $6             $19              $33               $75
The One Group U.S. Treasury Securities
  Money Market Fund                                        $6             $18              $31               $70
</TABLE>
    


                                       9


<PAGE>   218
   
EXPENSE SUMMARY -- THE ONE GROUP SERVICE CLASS SHARES
    

<TABLE>
<S>                                                                   <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                             none
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge                              none
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)
Redemption Fees                                                       none
Exchange Fees                                                         none
</TABLE>

ANNUAL OPERATING EXPENSES(2)
 (as a percentage of average daily net assets)

   
<TABLE>
<CAPTION>
                                               Investment                                                  Total Operating
                                             Advisory Fees           12b-1 Fees                                Expenses
                                         (AFTER FEE WAIVER)(3)   (AFTER FEE WAIVER)(4)   OTHER EXPENSES   (AFTER FEE WAIVER)(5)
                                          -----------------      -----------------       --------------   -----------------  
<S>                                            <C>                     <C>                    <C>               <C>
The One Group Prime Money Market Fund          .30%                    .55%                   .20%              1.05%
The One Group U.S. Treasury Securities         .30%                    .55%                   .21%              1.06%
  Money Market Fund
</TABLE>
    

(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

   
(3)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Banc One Advisors may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .35% for all classes of
         shares of the Prime Money Market Fund and the U.S. Treasury Securities
         Money Market Fund.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services, 12b-1 fees (as a percentage of average daily net
         assets) would be .75% for Service Class shares. For a discussion of
         12b-1 fees, see "The Distributor."

(5)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Other Expenses are based
         on the Fund's expenses during the most recent fiscal year. Absent the
         voluntary reduction of Investment Advisory and 12b-1 fees, Total
         Operating Expenses would be 1.30% for Service Class shares of the
         Prime Money Market Fund and 1.31% for Service Class shares of the U.S.
         Treasury Securities Money Market Fund.

Service Class shares are offered to investors requiring additional
administrative and/or accounting services, such as sweep processing. It is not
intended that a Shareholder would remain in the Service Class for more than a
very limited period of time. However, a shareholder investing on a continual
basis in the Service Class for a period of one (1) month would pay $1, three
(3) months would pay $3, one (1) year would pay $11. Absent the voluntary fee
reduction, a Shareholder would pay for a period of one (1) month $1, three (3)
months $3, one (1) year $13.
    


                                       10


<PAGE>   219
   
The tables on pages ____ are designed to assist the investor in understanding
the various costs and expenses that may be directly or indirectly borne by
investors in the Trust. THESE EXAMPLES SHOULD NOT BE CONSIDERED A
REPRESENTATION OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR
LESS THAN THOSE SHOWN.
    

The rules of the Securities and Exchange Commission (the "SEC") require that
the maximum sales charge be reflected in the above tables. However, investors
in the Funds ("Shareholders") may, under certain circumstances, qualify for
reduced sales charges. See "How to Invest in The One Group." Long-term
Shareholders of Class A shares and Class B shares may pay more than the
equivalent of the maximum front-end sales charges otherwise permitted by the
National Association of Securities Dealers' Rules.

FINANCIAL HIGHLIGHTS

   
The Trust was organized as a Massachusetts Business Trust on May 23, 1985. The
Trust currently consists of 40 separate investment portfolios (the "funds").
Currently, shares in the Prime Money Market Fund and the U.S. Treasury
Securities Money Market Fund Funds are offered in four separate classes: Class
A shares, Class B shares, Fiduciary Class shares, and Service Class shares.
Shares in the Ohio Municipal Money Market Fund and the Municipal Money Market
Fund are offered in two separate classes: Class A shares and Fiduciary Class
shares.

The following tables set forth certain financial information with respect to
the Financial Highlights for Class A, Class B, Fiduciary Class shares and
Service Class shares of the Funds for the period from commencement of
operations of each class of each Fund to June 30, 1996. The information is a
part of the financial statements audited by Coopers & Lybrand L.L.P.,
independent accountants for the Trust, whose report on the Trust's financial
statements for the year ended June 30, 1996 appears in the Statement of
Additional Information. Further information about the Funds' performance is
contained in the Annual Report to Shareholders, which may be obtained without
charge from the Distributor by calling 1-800-480-4111 during business hours.
    


                                       11


<PAGE>   220
- --------------------------------------------------------------------------------
   
THE ONE GROUP PRIME MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                 PRIME MONEY MARKET FUND
                                                               -----------------------------------------------------------
                                                                                        FIDUCIARY
                                                               -----------------------------------------------------------
                                                                                  YEARS ENDED JUNE 30,
                                                               -----------------------------------------------------------
                                                                  1996         1995         1994        1993       1992
                                                               -----------  -----------  -----------  ---------  ---------
<S>                                                            <C>          <C>          <C>          <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................  $     1.000  $     1.000  $     1.000  $   1.000  $   1.000
                                                               -----------  -----------  -----------  ---------  ---------
Investment Activities
  Net investment income......................................        0.054        0.052        0.031      0.030      0.045
                                                               -----------  -----------  -----------  ---------  ---------
Less: Distributions
  Net investment income......................................       (0.054)      (0.052)      (0.031)    (0.030)    (0.045)
                                                               -----------  -----------  -----------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..............................................  $     1.000  $     1.000  $     1.000  $   1.000  $   1.000
                                                               -----------  -----------  -----------  ---------  ---------
                                                               -----------  -----------  -----------  ---------  ---------
Total Return.................................................         5.49%        5.34%        3.19%      3.09%      4.64%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..........................  $ 2,186,562  $ 1,965,416  $ 1,600,876  $ 979,275  $ 946,504
  Ratio of expenses to average net assets....................         0.44%        0.41%        0.40%      0.44%      0.59%
  Ratio of net investment income to average net assets.......         5.34%        5.27%        3.18%      3.05%      4.49%
  Ratio of expenses to average net assets*...................         0.55%        0.57%        0.59%      0.62%      0.76%
  Ratio of net investment income to average net assets*......         5.23%        5.12%        2.99%      2.87%      4.32%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
 

                                       12


<PAGE>   221
- --------------------------------------------------------------------------------
   
THE ONE GROUP PRIME MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                        PRIME MONEY MARKET FUND
                                                                        -------------------------------------------------------
                                                                                                CLASS A
                                                                        -------------------------------------------------------
                                                                                         YEARS ENDED JUNE 30,
                                                                        -------------------------------------------------------
                                                                          1996       1995       1994       1993       1992(a)
                                                                        ---------  ---------  ---------  ---------  -----------
<S>                                                                     <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                        ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...............................................      0.051      0.050      0.027      0.030       0.013
                                                                        ---------  ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income...............................................     (0.051)    (0.050)    (0.027)    (0.030)     (0.013)
                                                                        ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                        ---------  ---------  ---------  ---------  -----------
                                                                        ---------  ---------  ---------  ---------  -----------
Total Return..........................................................       5.22%      5.08%      2.93%      2.83%       3.51%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $ 315,374  $ 201,968  $  74,759  $  61,106   $     511
  Ratio of expenses to average net assets.............................       0.69%      0.67%      0.65%      0.65%       0.79%(b)
  Ratio of net investment income to average net assets................       5.09%      5.02%      2.92%      2.67%       3.40%(b)
  Ratio of expenses to average net assets*............................       0.90%      0.92%      0.90%      0.99%       0.94%(b)
  Ratio of net investment income to average net assets*...............       4.88%      4.77%      2.67%      2.33%       3.25%(b)
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
 
                                       13
<PAGE>   222
- --------------------------------------------------------------------------------
   
THE ONE GROUP PRIME MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                                          PRIME MONEY MARKET
                                                                                                                 FUND
                                                                                                         --------------------
                                                                                                          SERVICE RETIREMENT
                                                                                                                 (a)
                                                                                                         --------------------
                                                                                                         YEARS ENDED JUNE 30,
                                                                                                         --------------------
                                                                                                           1995       1994
                                                                                                         ---------  ---------
<S>                                                                                                      <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..................................................................................  $   1.000  $   1.000
                                                                                                         ---------  ---------
Investment Activities
  Net investment income................................................................................      0.041      0.008
                                                                                                         ---------  ---------
Less: Distributions
  Net investment income................................................................................     (0.041)    (0.008)
                                                                                                         ---------  ---------
NET ASSET VALUE,
  END OF PERIOD........................................................................................  $   1.000  $   1.000
                                                                                                         ---------  ---------
                                                                                                         ---------  ---------
Total Return...........................................................................................        (a)      0.79%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)....................................................................  $          $     40
  Ratio of expenses to average net assets..............................................................      1.42 (b)   1.18%(b)
  Ratio of net investment income to average net assets.................................................      4.52 (b)   3.03%(b)
  Ratio of expenses to average net assets*.............................................................      1.60 (b)   1.36%(b)
  Ratio of net investment income to average net assets*................................................      5.23 (b)   2.85%(b)
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they designated as "Retirement" Shares. On
           April 4, 1995 the name of the Retirement Shares was changed to "Service" Shares. As of June 1, 1995,
           Service Shares transferred to Class A Shares. As of June 30, 1995, there were no shareholders in the
           Service Class. Total return for the period from July 1, 1994 to June 1, 1995 for the Service Shares was
           4.11%
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
 
                                       14
<PAGE>   223
- --------------------------------------------------------------------------------
   
THE ONE GROUP OHIO MUNICIPAL MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                         OHIO MUNICIPAL MONEY MARKET FUND
                                                                                   --------------------------------------------
                                                                                                    FIDUCIARY
                                                                                   --------------------------------------------
                                                                                                                      JUNE 9,
                                                                                        YEARS ENDED JUNE 30,          1993 TO
                                                                                   -------------------------------   JUNE 30,
                                                                                     1996       1995       1994      1993 (a)
                                                                                   ---------  ---------  ---------  -----------
<S>                                                                                <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................  $   1.000  $   1.000  $   1.000   $   1.000
                                                                                   ---------  ---------  ---------  -----------
Investment Activities
  Net investment income..........................................................      0.033      0.032      0.022       0.013
                                                                                   ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income..........................................................     (0.032)    (0.032)    (0.022)     (0.013)
  In excess of net investment income.............................................     (0.001)        --         --          --
                                                                                   ---------  ---------  ---------  -----------
    Total Distributions..........................................................     (0.033)    (0.032)    (0.022)     (0.013)
                                                                                   ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................................  $   1.000  $   1.000  $   1.000   $   1.000
                                                                                   ---------  ---------  ---------  -----------
                                                                                   ---------  ---------  ---------  -----------
Total Return.....................................................................       3.34%      3.20%      2.25%       2.14%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................  $  55,915  $  51,806  $  55,375   $   3,500
  Ratio of expenses to average net assets........................................       0.41%      0.41%      0.34%       0.08%(b)
  Ratio of net investment income to average net assets...........................       3.19%      3.13%      2.29%       2.07%(b)
  Ratio of expenses to average net assets*.......................................       0.71%      0.60%      0.57%       0.51%(b)
  Ratio of net investment income to average net assets*..........................       2.89%      2.94%      2.06%       1.64%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 

 
                                       15


<PAGE>   224
- --------------------------------------------------------------------------------
   
THE ONE GROUP OHIO MUNICIPAL MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                    OHIO MUNICIPAL MONEY MARKET FUND
                                                                           --------------------------------------------------
                                                                                                CLASS A
                                                                           --------------------------------------------------
                                                                                YEARS ENDED JUNE 30,        JANUARY 26, 1993
                                                                           -------------------------------  TO JUNE 30, 1993
                                                                             1996       1995       1994            (a)
                                                                           ---------  ---------  ---------  -----------------
<S>                                                                        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   1.000  $   1.000  $   1.000      $   1.000
                                                                           ---------  ---------  ---------        -------
Investment Activities
  Net investment income..................................................      0.030      0.029      0.021          0.009
                                                                           ---------  ---------  ---------        -------
Less: Distributions
  Net investment income..................................................     (0.029)    (0.029)    (0.021)        (0.009)
  In excess of net investment income.....................................     (0.001)        --         --             --
                                                                           ---------  ---------  ---------        -------
    Total Distributions..................................................     (0.030)    (0.029)    (0.021)        (0.009)
                                                                           ---------  ---------  ---------        -------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   1.000  $   1.000  $   1.000      $   1.000
                                                                           ---------  ---------  ---------        -------
                                                                           ---------  ---------  ---------        -------
Total Return.............................................................       3.08%      2.98%      2.09%          2.34%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $  41,132  $  35,790  $  37,356      $  25,125
  Ratio of expenses to average net assets................................       0.66%      0.63%      0.44%          0.26%(b)
  Ratio of net investment income to average net assets...................       2.94%      2.91%      2.05%          2.03%(b)
  Ratio of expenses to average net assets*...............................       1.06%      0.95%      0.94%          0.92%(b)
  Ratio of net investment income to average net assets*..................       2.54%      2.59%      1.55%          1.37%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
 
                                       16
<PAGE>   225
- --------------------------------------------------------------------------------
   
THE ONE GROUP MUNICIPAL MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                 MUNICIPAL MONEY MARKET FUND
                                                                    -----------------------------------------------------
                                                                                          FIDUCIARY
                                                                    -----------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                    -----------------------------------------------------
                                                                      1996       1995       1994       1993       1992
                                                                    ---------  ---------  ---------  ---------  ---------
<S>                                                                 <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD..............................................  $   1.000  $   1.000  $   1.000  $   1.000  $   1.000
                                                                    ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................................      0.033      0.032      0.021      0.021      0.034
                                                                    ---------  ---------  ---------  ---------  ---------
Less: Distributions
  Net investment income...........................................     (0.033)    (0.032)    (0.021)    (0.021)    (0.034)
                                                                    ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD....................................................  $   1.000  $   1.000  $   1.000  $   1.000  $   1.000
                                                                    ---------  ---------  ---------  ---------  ---------
                                                                    ---------  ---------  ---------  ---------  ---------
Total Return......................................................       3.34%      3.28%      2.16%      2.15%      3.47%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................  $ 459,807  $ 437,743  $ 352,702  $ 175,277  $ 170,961
  Ratio of expenses to average net assets.........................       0.41%      0.41%      0.40%      0.46%      0.43%
  Ratio of net investment income to average net assets............       3.29%      3.26%      2.13%      2.12%      3.41%
  Ratio of expenses to average net assets*........................       0.59%      0.59%      0.60%      0.66%      0.80%
  Ratio of net investment income to average net assets*...........       3.11%      3.08%      1.93%      1.92%      3.04%
</TABLE>
 
- ----------
 
<TABLE>
<S>        <S>
        *  During  the  period certain  fees  were voluntarily  reduced.  If such  voluntary  fee reductions  had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
 
                                       17


<PAGE>   226
- --------------------------------------------------------------------------------
   
THE ONE GROUP MUNICIPAL MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                                MUNICIPAL MONEY MARKET FUND
                                                                  -------------------------------------------------------
                                                                                          CLASS A
                                                                  -------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                  -------------------------------------------------------
                                                                    1996       1995       1994       1993      1992 (a)
                                                                  ---------  ---------  ---------  ---------  -----------
<S>        <S>
NET ASSET VALUE,
  BEGINNING OF PERIOD...........................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                  ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income.........................................      0.030      0.030      0.021      0.019       0.009
                                                                  ---------  ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income.........................................     (0.030)    (0.030)    (0.021)    (0.019)     (0.009)
                                                                  ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                  ---------  ---------  ---------  ---------  -----------
                                                                  ---------  ---------  ---------  ---------  -----------
Total Return....................................................       3.08%      3.02%      1.96%      1.89%       2.48%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).............................  $  50,720  $  56,518  $  41,595  $  18,932   $     122
  Ratio of expenses to average net assets.......................       0.66%      0.66%      0.65%      0.66%       0.84%(b)
  Ratio of net investment income to average net assets..........       3.04%      3.01%      1.92%      1.82%       2.44%(b)
  Ratio of expenses to average net assets*......................       0.94%      0.94%      0.91%      1.01%       0.99%(b)
  Ratio of net investment income to average net assets*.........       2.76%      2.73%      1.66%      1.47%       2.29%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
 
                                       18
<PAGE>   227
- --------------------------------------------------------------------------------
   
THE ONE GROUP U.S. TREASURY SECURITIES MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                        U.S. TREASURY SECURITIES MONEY MARKET FUND
                                                                 ---------------------------------------------------------
                                                                                         FIDUCIARY
                                                                 ---------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                 ---------------------------------------------------------
                                                                    1996         1995        1994       1993       1992
                                                                 -----------  -----------  ---------  ---------  ---------
<S>                                                              <C>          <C>          <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD...........................................  $     1.000  $     1.000  $   1.000  $   1.000  $   1.000
                                                                 -----------  -----------  ---------  ---------  ---------
Investment Activities
  Net investment income........................................        0.052        0.050      0.030      0.029      0.043
                                                                 -----------  -----------  ---------  ---------  ---------
Less: Distributions
  Net investment income........................................       (0.052)      (0.050)    (0.030)    (0.029)    (0.043)
                                                                 -----------  -----------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD.................................................  $     1.000  $     1.000  $   1.000  $   1.000  $   1.000
                                                                 -----------  -----------  ---------  ---------  ---------
                                                                 -----------  -----------  ---------  ---------  ---------
Total Return...................................................         5.34%        5.07%      3.01%      2.89%      4.40%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................  $ 1,844,590  $ 1,178,091  $ 969,326  $ 492,862  $ 410,146
  Ratio of expenses to average net assets......................         0.42%        0.41%      0.40%      0.45%      0.55%
  Ratio of net investment income to average net assets.........         5.17%        4.96%      3.02%      2.85%      4.25%
  Ratio of expenses to average net assets*.....................         0.56%        0.59%      0.58%      0.67%      0.77%
  Ratio of net investment income to average net assets*........         5.03%        4.78%      2.84%      2.63%      4.04%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
 

                                       19


<PAGE>   228
- --------------------------------------------------------------------------------
   
THE ONE GROUP U.S. TREASURY SECURITIES MONEY MARKET FUND
- -------------------------------------------------------------
    
FINANCIAL HIGHLIGHTS
 
   
For a share of each class outstanding throughout each period.
    
<TABLE>
<CAPTION>
                                                                               U.S. TREASURY SECURITIES MONEY MARKET FUND
                                                                         -------------------------------------------------------
                                                                                                 CLASS A
                                                                         -------------------------------------------------------
                                                                                          YEARS ENDED JUNE 30,
                                                                         -------------------------------------------------------
                                                                           1996       1995       1994       1993       1992(a)
                                                                         ---------  ---------  ---------  ---------  -----------
<S>                                                                      <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                         ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income................................................      0.050      0.047      0.027      0.026       0.012
                                                                         ---------  ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income................................................     (0.050)    (0.047)    (0.027)    (0.026)     (0.012)
                                                                         ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD........................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                         ---------  ---------  ---------  ---------  -----------
                                                                         ---------  ---------  ---------  ---------  -----------
Total Return...........................................................       5.08%      4.81%      2.76%      2.63%       3.38%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)....................................  $ 110,864  $  98,723  $  53,423  $  30,759   $       6
  Ratio of expenses to average net assets..............................       0.67%      0.66%      0.63%      0.65%       0.59%(b)
  Ratio of net investment income to average net assets.................       4.92%      4.71%      2.81%      2.52%       2.51%(b)
  Ratio of expenses to average net assets*.............................       0.91%      0.94%      0.87%      1.02%       0.71%(b)
  Ratio of net investment income to average net assets*................       4.68%      4.43%      2.57%      2.15%       2.39%(b)
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
 
                                       20
<PAGE>   229
THE FUNDS

   
The Funds are part of the Trust, which is an open-end management investment
company that offers shares in 40 separate funds, most of which offer three
classes of shares. This Prospectus relates to the Class A, Class B, Fiduciary
Class and Service Class shares of four money market Funds of the Trust. Each
class of shares provides for variations in distribution costs, voting rights,
dividends and per share net asset value. Except for these differences among
classes, each share of a Fund represents an undivided, proportionate interest
in the Fund. Information regarding the Trust's 36 other funds and their classes
is contained in separate prospectuses which may be obtained from the Trust's
Distributor, The One Group Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111.

INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

The investment objectives of the Funds are "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information - Voting
Rights" and "Investment Limitations." Unless expressly deemed to be
fundamental, the investment policies of the Funds are non-fundamental and may
be changed without a shareholder vote. You will be notified if a material
change is made in a non-fundamental policy. There is no assurance that the
Funds will meet their investment objectives or be able to maintain a net asset
value of $1.00 per share on a continuous basis.

The Funds intend to comply with the regulations of the SEC applicable to money
market funds using the amortized cost method for calculating net asset value.
These regulations impose certain quality, maturity and diversification
restraints on investments by the Funds. Under these regulations, the Funds will
invest only in U.S. dollar-denominated securities, will maintain an average
maturity on a dollar-weighted basis of 90 days or less, and will acquire only
"eligible securities" that present minimal credit risks and have a maturity of
397 days or less.

Each Fund may invest up to 10% of its net assets in illiquid investments,
including restricted securities and private placements that are not deemed to
be liquid by Banc One Advisors. An illiquid investment is one that cannot be
disposed of promptly in seven (7) days. Banc One Advisors may determine that
securities that cannot be sold to the general public but may be sold to
institutional investors (for example, Rule 144A securities and privately placed
commercial paper) are liquid. In making liquidity determinations, Banc One
Advisors will follow guidelines established by the Board of Trustees.

Below is a description of each Fund's investment objective and policies, as
well a summary of the types of securities in which each Fund may invest. For
additional information concerning the Funds' investments, see "Description of
Permitted Investments." The risks associated with investment in the Funds and
with certain investment techniques used by the Funds' can be found in the
sections entitled "Risk Factors" and "Description of Permitted Investments."

Each of the following securities will be purchased by the Funds only if deemed
to present minimal credit risk to the Fund. In addition, unless a more specific
rating requirement is specified., all investments of the Funds must possess one
of the ratings described below in "Description of Ratings" at the time of
investment or, if unrated, determined by Banc One Advisors to be of comparable
quality.

The One Group Prime Money Market Fund

The One Group Prime Money Market Fund seeks current income with liquidity and
stability of principal. The Fund will invest in the following instruments:

o        U.S. dollar-denominated U.S. Treasury Obligations, including STRIPS
         and CUBES.

o        Obligations issued or guaranteed as to principal and interest by the
         agencies or instrumentalities of the U.S. government.

o        Mortgage-backed securities.

o        Commercial paper of U.S. issuers rated in one of the two highest
         short-term rating categories described below in "Description of
         Ratings" at the time of investment or, if unrated, determined by Banc
         One Advisors to be of comparable quality.

o        Obligations of  U.S. commercial banks, U.S. savings and loan
         institutions, and U.S. and London branches of foreign banks that have
         total assets of at least $1 billion, are insured by the Federal
         Deposit Insurance Corporation.  These bank obligations include
         certificates of deposit, time deposits and bankers' acceptances that
         are of comparable quality to securities rated in one of the two
         highest short-term rating categories described below in "Description
         of Ratings" or, if unrated,
    


                                       20
<PAGE>   230
   
         are determined by Banc One Advisors to be of comparable quality.

o        Short-term corporate obligations of U.S. issuers of commercial paper
         of comparable quality to securities rated in one of the two highest
         short-term rating categories described below in "Description of
         Ratings" or, if unrated, determined by Banc One Advisors to be of
         comparable quality.

o        Short-term funding agreements of comparable quality to securities
         rated in one of the two highest short-term rating categories described
         below in "Description of Ratings".

o        Asset-backed securities of comparable quality to rated in one of the
         two highest short-term rating categories described below in
         "Description of Ratings".

o        Repurchase agreements and  reverse repurchase agreements.

o        Shares of other investment companies.

o        Receipts, which may include Treasury Receipts ("TRS"), Treasury
         Investment Growth Receipts ("TIGRS") and Certificate of Accrual on
         Treasury Securities ("CATS").

o        Variable and floating rate instruments.

o        Bank deposit notes.

o        When-issued securities.

o        Puts.

o        Commercial paper issued by foreign issuers.

o        Municipal securities, municipal leases and participation interests in
         municipal securities.

The Fund also engages in securities lending.

The One Group Ohio Municipal Money Market Fund

The One Group Ohio Municipal Money Market Fund seeks as high a level of current
interest income exempt from Federal income tax and Ohio personal income tax as
is consistent with the preservation of capital and stability of principal. The
Fund will invest at least 80% of its total assets in securities issued by or on
behalf of Ohio and its respective authorities, political subdivisions, agencies
and instrumentalities and that produce interest that, in the opinion of bond
counsel for the issuer, is exempt from both Federal income tax and Ohio
personal income tax (collectively, "Ohio Municipal Securities"). The Fund also
may invest up to 20% of its total assets in bonds and notes issued by or on
behalf of states (other than Ohio), territories and possessions of the United
States, the District of Columbia, and their respective authorities, agencies,
instrumentalities, and political subdivisions and that produce interest that is
exempt from Federal income tax ("Non-Ohio Municipal Securities").

The Fund maintains the ability under normal market conditions to invest as much
as 100% of its assets in Non-Ohio Municipal Securities issued to finance
private activities the interest on which is a tax preference item for purposes
of the Federal alternative minimum tax. Thus, if you are subject to the Federal
alternative minimum tax, all or a portion of your income from the Fund may be
subject to Federal income tax. In addition, corporate shareholders will be
required to include the interest on Ohio Municipal Securities or Non-Ohio
Municipal Securities in their alternative minimum-taxable income. See "Tax
Status of Distributions."

The Adviser has discretion to invest up to 20% of the Fund's assets in
securities that are not Municipal Securities, including taxable money market
instruments (including repurchase agreements). If deemed appropriate for
temporary defensive purposes, the Ohio Municipal Money Market Fund may increase
its holdings in such taxable instruments up to 100% of its total assets and may
also hold uninvested cash pending investment. However, under normal market
conditions, the Fund generally intends to be fully invested in securities
exempt from Federal and Ohio personal income tax.

The Fund will purchase primarily:

o        Municipal bonds, notes and commercial paper that are rated in one of
         the two highest short-term rating category described below in
         "Description of Ratings" or, if unrated, is determined by Banc One
         Advisors to be of comparable quality. The Fund's ability to achieve
         high income is not as great as that of funds that may invest in
         lower-quality instruments.

The Fund also may invest in:

o        Municipal obligations with demand features, including floating or
         variable rate obligations.

o        Securities purchased on a when issued basis and securities subject to
         standby commitments.
    


                                       21
<PAGE>   231
   
o        Municipal obligations with demand features, including floating or 
         variable rate obligations.

o        Securities purchased on a when issued basis and securities subject to 
         standby commitments.

o        U.S. dollar-denominated U.S. Treasury Obligations, including STRIPS
         and CUBES.

o        Receipts, including TRS, TIGRS and CATS.

o        Securities issued by U.S. government agencies.

o        Bankers acceptances.

o        Certificates of deposit

o        Time deposits.

o        Commercial paper.

o        Municipal leases and Participation interests in municipal securities.

o        Puts and standby commitments.

o        Shares of other investment companies.

o        Mortgage-backed securities.

The One Group Municipal Money Market Fund

The One Group Municipal Money Market seeks as high a level of current interest
income exempt from Federal income tax as is consistent with the preservation of
capital and stability of principal. As a matter of fundamental policy, the Fund
will invest at least 80% of its total assets in securities issued by or on
behalf of states, territories and possessions of the United States and the
District of Columbia and their respective authorities, political subdivisions,
agencies and instrumentalities and that produce interest that, in the opinion
of bond counsel for the issuer, is exempt from Federal income tax (collectively
"Municipal Securities"). The Fund also may invest up to 20% of its assets in
securities that are not Municipal Securities, such as taxable money market
instruments (including repurchase agreements).

The Fund maintains the ability under normal market conditions to invest as much
as 100% of its assets in Municipal Securities issued to finance private
activities the interest on which is a tax preference item for purposes of the
Federal alternative minimum tax. Thus, if you are subject to the Federal
alternative minimum tax, all or a portion of your income from the Fund may not
be exempt from Federal income taxes. In addition, corporate shareholders will
be required to include the interest on Municipal Securities in their
alternative minimum taxable income. See "Tax Status of Distributions."

The Adviser has discretion to invest up to 20% of the Fund's assets in
securities that are not Municipal Securities, including taxable money market
instruments (including repurchase agreements). If deemed appropriate for
temporary defensive purposes, the Municipal Money Market Fund may increase its
holdings in such taxable instruments up to 100% of its total assets and may
also hold uninvested cash pending investment. However, under normal market
conditions, the Fund generally intends to be fully invested in securities
exempt from Federal income tax.

The Fund will primarily purchase:

o        Municipal bonds, notes and commercial paper rated in one of the two
         highest short-term rating categories described below in "Description
         of Ratings" at the time of investment or, if unrated, determined by
         Banc One Advisors to be of comparable quality. The Fund's ability to
         achieve high income is not as great as that of funds that may invest
         in lower-quality instruments.

The Fund also may invest in:

o        Municipal obligations with demand features, including floating or
         variable rate obligations.

o        Reverse repurchase agreements.

o        Bank deposit notes

o        Asset-backed securities

o        Securities purchased on a when issued basis and securities subject to
         standby commitments.

o        U.S. dollar-denominated U.S. Treasury Obligations, including STRIPS
         and CUBES.

o        Receipts, including TRS, TIGRS and CATS.

o        Securities issued by U.S. government agencies.

o        Bankers acceptances.

o        Certificates of deposit

o        Time deposits.

o        Commercial paper.

    


                                       22
<PAGE>   232
   
o        Mortgage-backed securities.
    

The One Group U.S. Treasury Securities Money Market Fund

The One Group U.S. Treasury Money Market Fund seeks current income with
liquidity and stability of principal. The Fund will invest exclusively in:

   
o        Short-term U.S. Treasury bills, notes, and bonds issued by the U.S.
         Treasury and Separately Traded Interest and Principal component parts
         of such obligations that are transferable through the Federal Book
         Entry System ("STRIPS") and Coupon Under Book Entry Safekeeping
         ("CUBES") (collectively "U.S. Treasury Obligations").

o        Repurchase agreements collateralized by such obligations.

o        Reverse repurchase agreements.

o        When-issued securities.

The Fund also engages in securities lending.
    

RISK FACTORS

   
Risk of Investing in Mortgage Related Securities

The investment characteristics of mortgage-related securities, which may be
purchased by the Prime Money Market Fund, the Municipal Money Market Fund, and
the Ohio Municipal Money Market Fund differ from traditional debt securities.
Mortgage related securities include, among other things, mortgage-backed
securities, adjustable rate mortgage loans, and fixed rate mortgage loans.
These differences can result in significantly greater price and yield
volatility than is the case with traditional fixed income securities. The major
differences typically include more frequent interest and principal payments,
usually monthly, the adjustability of interest rates and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment scenarios, the Funds may fail to recoup any premium paid on
mortgage-related securities notwithstanding a direct or indirect governmental
or agency guarantee. The Funds will attempt to control this risk by using
various analytical and hedging techniques. In general, changes in the rate of
prepayments on a mortgage-related security will change that security's market
value and its yield to maturity. When interest rates fall, high prepayments
could force the Funds to reinvest principal at a time when investment
opportunities are not attractive. Thus, mortgage-related securities may not be
an effective means for the Funds to lock in long-term interest rates.
Conversely, during periods when interest rates rise, slow prepayments could
cause the average life of the security to lengthen and the value to decline
more than anticipated.

Risks inherent in Certain Money Market Instruments

A substantial portion of the securities in which the Funds invest are backed by
"credit enhancements" from third parties. These credit enhancements generally
take the form of letters of credit from foreign or domestic banks. A decline in
the credit quality of an institution supplying a credit enhancement could
result in a reduction in the value of the affected portfolio security, which in
turn could effect the Fund's share price.

Risk of Investing in Foreign Securities
    

Foreign investments made by the Prime Money Market Fund involve risks that are
different from investments in securities of U.S. banks. These risks may include
future unfavorable political and economic developments, possible withholding
taxes, seizure of foreign deposits, currency controls, interest limitations or
other governmental restrictions which might affect payment of principal or
interest. Additionally, there may be less public information available about
foreign banks and their branches. Foreign branches of foreign banks are not
regulated by U.S. banking authorities and generally are not bound by
accounting, auditing and financial reporting standards comparable to U.S.
banks. Although these factors will be considered carefully, the Prime Money
Market Fund does not limit the amount of its assets which can be invested in
any one type of instrument or in any foreign country, except as required under
regulations applicable to money market funds and the Fund's investment
objective, policies and restrictions.


                                       23
<PAGE>   233
   
FACTS ABOUT NON-DIVERSIFIED FUNDS

The Ohio Municipal Money Market Fund is a "non-diversified" investment company.
This means that the Fund is less limited in the proportion of its assets that
may be invested in securities of a single issuer. However, the Fund intends to
conduct its operations so as to qualify as a "regulated investment company" for
purpose of the Internal Revenue Code of 1986, as amended (the "Code").

SPECIAL CONSIDERATIONS RELATED TO THE OHIO MUNICIPAL MONEY MARKET FUND

Because of the relatively small number of issuers of Ohio Municipal Securities,
the Ohio Municipal Money Market Fund may invest a higher percentage of its
assets in the securities of a single issuer than an investment company that
invests in a broad range of tax-exempt securities. This concentration involves
an increased risk of loss to the Fund if the issuer is unable to make interest
or principal payments or if the market value of such securities were to decline
and, consequently, may cause greater fluctuation in the net asset value of the
Fund's shares. Thus, an investment in the Fund may entail more risks than an
investment in another type of money market fund.
    

As a matter of nonfundamental policy, the Fund will not concentrate in any
industry. However, the Fund may invest up to 25% of its assets in revenue
securities that are based, directly or indirectly, on the credit of private
entities in any one industry.

The economy of Ohio, while becoming increasingly diversified and increasingly
reliant on the service sector, continues to rely in significant part on durable
goods manufacturing, which is largely concentrated in motor vehicles and
equipment, steel, rubber products, and household appliances. As a result,
general economic activity in Ohio, as in many other industrial states, tends to
be more cyclical than in some other states and in the nation as a whole.
Agriculture also is an important segment of the Ohio economy, and the state has
instituted several programs to provide financial assistance to farmers.
Although revenue obligations of the state or its political subdivisions may be
payable from a specific source or project, and general obligation debt may be
payable from a specific tax, there can be no assurance that future economic
difficulties and the resulting impact on state and local government finances
will not adversely affect the market value of the Ohio Municipal Securities in
the Fund or the ability of the respective obligors to make timely payment of
interest and principal on such obligations. See the Statement of Additional
Information.

HOW TO DO BUSINESS WITH
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

Shares of the Funds are sold on a continuous basis and may be purchased
directly from the Trust's Distributor, The One Group Services Company, by mail,
by telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Funds may be made on any day that
the New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Funds are $1,000 and $100,
respectively ($100 and $25, respectively, for employees of BANC ONE CORPORATION
and its affiliates). Initial and subsequent minimum investments may be waived
at the Distributor's discretion. Investors may purchase up to a maximum of
$250,000 of Class B shares per individual purchase order.

   
Class A and Class B shares are offered to the general public. Service Class
shares are offered to entities purchasing such shares on behalf of investors
requiring additional administrative and/or accounting services, such as sweep
processing. Fiduciary Class shares are offered to institutional investors,
including affiliates of BANC ONE CORPORATION and any bank, depository
institution, insurance company, pension plan or other organization authorized
to act in fiduciary, advisory, agency, custodial or similar capacities (each an
"Authorized Financial Organization"). For additional details regarding
eligibility, call the Distributor at 1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Funds by completing
and signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group," to
State Street Bank and Trust Company (the Trust's Transfer Agent and Custodian),
P.O.  Box 8500, Boston, MA 02266-8500. Subsequent purchases of shares may be
made at any time by mailing a check to the Transfer Agent. Account Application
Forms are available through the Distributor by calling 1-800-480-4111. All
purchases made by check should be in U.S. dollars. Third party checks will not
be accepted.  When purchases are made by check or under the Systematic
Investment Plan (see below), redemptions will not be allowed until the
investment being redeemed has been in a Fund for 15 calendar days.
    


                                       24
<PAGE>   234
   
Purchases of Fiduciary Class shares, Service Class shares and Class A shares
that are being offered to investors in certain retirement plans such as 401(k)
and similar plans, other than Individual Retirement Accounts, are made by an
institutional investor and/or other intermediary on behalf of an investor (each
also a "Shareholder Servicing Agent"). The Shareholder Servicing Agent may
require an investor to complete forms in addition to the Account Application
Form and to follow procedures established by the Shareholder Servicing Agent.
Such Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."
    

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agent, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

   
Class A and Class B investors may make automatic monthly investments in the
Funds from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Funds.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which shares of the Funds
may be an appropriate investment. The Trust's retirement plan allows
participants to defer taxes while helping them build their retirement savings.

The One Group's Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor
and the Shareholder will be eligible to receive dividends declared the same
day, if the Distributor receives the order before 11:00 a.m., eastern time, for
the Ohio Municipal Money Market Fund, 12:00 noon, eastern time, for the
Municipal Money Market Fund, and 2:00 p.m., eastern time, for the Prime Money
Market Fund and the U.S. Treasury Securities Money Market Fund, and the
Custodian receives Federal funds before the close of business on such day.
Otherwise, the purchase order will be effective the next Business Day on which
Federal funds are received by the Custodian before the cut-off time. Federal
funds are monies credited to a bank's account with a Federal Reserve Bank. The
purchase price of shares of the Funds is the net asset value next determined
after a purchase order is effected plus any applicable sales charge (the
"offering price"). The net asset value per share of each Fund is determined by
dividing the total market value of the Fund's investments and other assets
allocable to a class, less any liabilities allocable to that class, by the
total number of outstanding shares of such class. Net asset value per share is
determined as of 11:00 a.m.  and 4:00 p.m., eastern time for the Ohio Municipal
Money Market Fund, as of 12:00 noon and 4:00 p.m., eastern time, for the
Municipal Money Market Fund, and as of 2:00 p.m. and 4:00 p.m., eastern time,
for the Prime Money Market Fund and the U.S. Treasury Securities Money Market
Fund on each Business Day. For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares also may be
issued in transactions involving the acquisition by the Funds of securities
held by collective investment funds sponsored and administered by affiliates of
Banc One Advisors. Purchases will be made in full and fractional shares of the
Funds calculated to three decimal places. The purchase price is expected to
remain constant at $1.00 per share.
    

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.


                                       25
<PAGE>   235
   
Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans, Class A shares that are being offered to investors in
certain retirement plans such as 401(k) and similar plans, other than
Individual Retirement Accounts, and Service Class shares issued through
institutional investors, will normally be held in the name of the Shareholder
Servicing Agent effecting the purchase on the Shareholder's behalf, and it is
the Shareholder Servicing Agent's responsibility to transmit purchase orders to
the Distributor.  A Shareholder Servicing Agent may impose an earlier cut-off
time for receipt of purchase orders directed through it to allow for processing
and transmittal of these orders to the Distributor for effectiveness the same
day. The Shareholder should contact his or her Shareholder Servicing Agent for
information as to the Shareholder Servicing Agent's procedures for transmitting
purchase, exchange or redemption orders to the Trust. A Shareholder who desires
to transfer the registration of shares beneficially owned by him or her, but
held of record by a Shareholder Servicing Agent, should contact the Shareholder
Servicing Agent to accomplish such change. Other Shareholders who desire to
transfer the registration of their shares should contact the Transfer Agent.

No certificates representing the shares of the Funds will be issued. In
communications to Shareholders, the Funds will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

Class B shares of the Prime Money Market Fund and the U.S. Treasury Securities
Money Market Fund are not subject to a sales charge when they are purchased,
but are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Funds. Class B shares of the Funds are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Funds' average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). This ongoing fee will cause Class B shares to
have a higher expense ratio and to pay lower dividends than Class A shares.
Class B shares convert automatically to Class A shares after eight years,
commencing from the end of the calendar month in which the purchase order was
accepted under the circumstances and subject to the qualifications described in
this Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the net amount redeemed. In addition, no charge is assessed on
shares derived from reinvestment of dividends or capital gain distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                                                           CONTINGENT DEFERRED
                                                                            SALES CHARGE AS A
YEAR(S)                                                                       PERCENTAGE OF
SINCE                                                                         DOLLAR AMOUNT
PURCHASE                                                                    SUBJECT TO CHARGE
- -------                                                                     ----------------- 
<S>                                                                               <C>
0-1                                                                               5.00%
1-2                                                                               4.00%
2-3                                                                               3.00%
3-4                                                                               3.00%
4-5                                                                               2.00%
5-6                                                                               1.00%
6-7                                                                               None
7-8                                                                               None
</TABLE>
    


                                       26
<PAGE>   236
   
In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $1 per share (a total
cost of $100) and prior to the second anniversary after purchase you have
acquired 10 additional shares through dividends paid in shares. If you then
make your first redemption of 50 shares (proceeds of $50), 10 shares will not
be subject to charge because you received them as dividends. Therefore, $40 of
the $50 redemption proceeds is subject to a Contingent Deferred Sales Charge at
a rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code), of
a Shareholder or a participant or beneficiary of a qualifying retirement plan
if redemption is made within one year of such death or disability; or (iii) to
the extent that the redemption represents a minimum required distribution from
an Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of a Fund, such as mergers, asset acquisitions and
exchange offers to which a Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of a Fund may exchange their shares for Class A
shares of that Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders of a Fund may exchange their shares for Fiduciary Class
shares of that Fund or for Fiduciary Class shares or Class A shares of another
fund of the Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of a Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
    


                                       27
<PAGE>   237
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."

CLASS B

Class B Shareholders of the Funds may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

   
SERVICE CLASS SHARES

Service Class Shareholders may not exchange their Service Class shares for
shares of any other class, nor may shares of any other class be exchanged for
Service Class shares.
    

ADDITIONAL INFORMATION REGARDING EXCHANGES

   
In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 11:00 a.m., eastern
time with respect to the Ohio Municipal Money Market Fund, 12:00 noon, eastern
time with respect to the Municipal Money Market Fund, and 2:00 p.m., eastern
time with respect to the Prime Money Market Fund and the U.S. Treasury
Securities Money Market Funds, on any Business Day, the exchange usually will
occur on that day. Any Shareholder who wishes to make an exchange must receive
a current prospectus of the fund of the Trust in which he or she wishes to
invest before the exchange will be effected.

The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Funds.
    

A more detailed description of the above is set forth in the Statement of
Additional Information.

   
The Trust's exchange privilege is not intended to afford Shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Funds and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

REDEMPTIONS

   
Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A, Fiduciary Class, and Service Class
shares, and at net asset value per share next determined reduced by any
applicable Contingent Deferred Sales Charge for Class B shares, after receipt
of a valid request for redemption. Payment to Shareholders for shares redeemed
will be made within seven days after receipt by the Transfer Agent of the
request for redemption. However, the Funds will attempt to honor requests for
next day payment on redemptions, if the request is received prior to 11:00
a.m., eastern time, for the Ohio Municipal Money Market Fund, 12:00 noon,
eastern time for the Municipal Money Market Fund and 2:00
    

                                       28
<PAGE>   238
   
p.m., eastern time for the Prime Money Market Fund and the U.S. Treasury
Securities Money Market Fund, and requests for payment in two Business Days, if
the redemption request is received after such time, unless it would be
disadvantageous to the Trust or the Shareholders of a particular Fund to sell
or liquidate portfolio securities in an amount sufficient to satisfy requests
for payment in this manner.
    

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O. Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

   
BY TELEPHONE AND WIRE
    

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

   
Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Funds from which they
were received.
    

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date. In addition, Shareholders who have attained the age
of 70 1/2 may elect to receive distributions, to the extent that the redemption
represents a minimum required distribution from an Individual Retirement
Account or other qualifying retirement plan.

If the amount of the systematic withdrawal exceeds the income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

   
CHECKWRITING

Class A Shareholders may write checks for $250 or more. Once a Shareholder has
signed and returned a signature card, he or she will receive a supply of checks
drawn on State Street Bank and Trust Company, the Trust's Custodian. The check
may be payable to any person, and the Shareholder's account will continue to
earn dividends until the check clears. Because of the difficulty of determining
in advance the exact value of an account, a Shareholder should not use a check
to close the account. Checks are free. However, an account will be charged for
stop payments requested by the Shareholder or if the check cannot be honored
due to insufficient funds or other valid reasons.
    


                                       29
<PAGE>   239
OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, the Funds may be requested to redeem shares for which they
have not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Funds intend to pay cash for all shares
redeemed. See "How to Invest In The One Group-by Mail."

Due to the relatively high costs of handling small investments, a Fund reserves
the right to redeem, at net asset value, the shares of any Shareholder if,
because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in a Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
a Fund in only the minimum investment amount may be subject to such involuntary
redemption if he or she thereafter redeems any of these shares. Before a Fund
exercises its right to redeem such shares and to send the proceeds to the
Shareholder, the Shareholder will be given notice that the value of the shares
in his or her account is less than the minimum amount and will be allowed 60
days to make an additional investment in the Fund in an amount which will
increase the value of the account to at least $1,000.
    

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

   
The redemption price of shares of the Funds is expected to remain constant at
$1.00 per share, although there is no assurance that this will always be the
case.

MANAGEMENT OF THE FUNDS

The Trustees

The Trustees oversee the management and administration of the Funds. Among
their other duties, the Trustees are responsible for making major decisions
relating to each Fund's investment objective and policies. The Trustees
delegate the day-to-day management of the Funds to the officers of the Trust
and meet at least quarterly to review the Funds' investment policies,
performance, expenses and other business affairs.

THE ADVISOR

The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Funds and
continuously reviews, supervises and administers the Funds' investment
programs.  Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment adviser to the Trust in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE CORPORATION or its bank or non-bank
affiliates. The Trust's shares are not insured or guaranteed by the Federal
Deposit Insurance Corporation ("FDIC") or by any other governmental agency or
government sponsored agency of the Federal government or any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion as
of June 30, 1996.

Each Fund pays Banc One Advisors an investment advisory fee which is calculated
daily and paid monthly. Banc One Advisors may voluntarily agree to waive a part
of its fees. See "About the Fund -- Expense Summary." These fee waivers are
voluntary and may be terminated at any time. Shareholders will be notified in
advance if and when these waivers are terminated. The following investment
advisory fee schedule (expressed as a percentage of average daily net assets),
is applicable to each Fund:
    


                                       30
<PAGE>   240
   
<TABLE>
<CAPTION>
                                                                                    FEES PAID FOR FISCAL
                                                      ANNUAL RATE (%)               YEAR ENDED JUNE 30, 1996
                                                      ---------------               ------------------------
<S>                                                     <C>                              <C>
The One Group Prime Money Market Fund                   .30%                             .27%
The One Group Ohio Municipal
  Money Market Fund                                     .25%                             .25%
The One Group Municipal Money Market Fund               .25%                             .25%
The One Group U.S. Treasury Securities
  Money Market Fund                                     .30%                             .27%
</TABLE>
    


THE DISTRIBUTOR

The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of The BISYS Group, Inc., and the Trust are parties to a distribution agreement
(the "Distribution Agreement") under which shares of the Funds are sold on a
continuous basis.

   
Class A and Service Class shares are subject to a distribution and Shareholder
services plan (the "Plan"). As provided in the Plan, the Trust will pay the
Distributor a fee of .35% of the average daily net assets of Class A shares of
each of the Funds, and .75% of the average daily net assets of the Service
Class shares of the Prime Money Market Fund and the U.S. Treasury Money Market
Fund.  Currently, the Distributor has voluntarily agreed to limit payments
under the Plan to .25% of the average daily net assets of the Class A shares of
each of the Funds and .55 % of the average daily net assets of the Service
Class shares of the Prime Money Market Fund and the U.S. Treasury Money Market
Fund. Up to .25% of the fees payable under the Plan may be used as compensation
for Shareholder services by the Distributor and/or financial institutions and
intermediaries. All such fees that may be paid under the Plan will be paid
pursuant to Rule 12b-1 of the Investment Company Act of 1940. The Distributor
may apply these fees toward: (i) compensation for its services in connection
with distribution assistance or provision of Shareholder services; or (ii)
payments to financial institutions and intermediaries such as banks (including
affiliates of Banc One), savings and loan associations, insurance companies,
investment counselors, broker-dealers, and the Distributor's affiliates and
subsidiaries, as compensation for services or reimbursement of expenses
incurred in connection with distribution assistance or provision of Shareholder
services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Funds are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of each Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of each Fund's average net
assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Funds in connection with the sale of Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Funds
to sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Funds
also may execute brokerage or other agency transactions through an affiliate of
Banc One Advisors or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

During the fiscal year ended June 30, 1996, The One Group Services Company
received fees aggregating .25% of the average daily net assets of the Class A
shares of the Funds. In addition, The One Group Services Company received
annualized fees of .55% of the average daily net assets of the Service Class
shares, and annualized fees of 1.00% of the average daily net assets of the
Class B shares of the Prime Money Market Fund and the U.S. Treasury Securities
Money Market Fund.
    

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.


                                       31
<PAGE>   241
THE ADMINISTRATOR

   
The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to an administration
agreement relating to the Funds (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing the Trust with administrative services (other than investment
advisory services), including regulatory reporting and all necessary office
space, equipment, personnel and facilities.

Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
The One Group Treasury Only Money Market Fund, The One Group Government Money
Market Fund and The One Group Investor Funds), .18% of each fund's average
daily net assets to $2 billion in Trust assets (excluding The One Group
Treasury Only Money Market Fund, The One Group Government Money Market Fund and
The One Group Investor Funds), and .16% of each fund's average daily net assets
when Trust assets exceed $2 billion (excluding The One Group Treasury Only
Money Market Fund, The One Group Government Money Market Fund and The One Group
Investor Funds).
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust.  Coopers & Lybrand L.L.P.  serves
as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

   
The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses. The total expenses for each Fund for the
most recent fiscal year are set forth in this Prospectus under the heading
"Expense Summary."

Banc One Advisors and the Administrator of the Funds each bears all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for the Funds.

As a general matter, expenses are allocated to each class of shares of each
Fund on the basis of the net asset value of that class in relation to the net
asset value of the Fund. At present, the only expenses that are allocated to
Class A and Class B shares, other than in accordance with the relative net
asset value of the class, are the different distribution and Shareholder
services costs. See "Expense Summary." At present, no expenses are allocated to
Fiduciary Class shares as a class that are not also borne by the other classes
of shares of the Funds in proportion to the relative net asset values of the
shares of such classes.

VOTING RIGHTS

Each share held entitles the Shareholder of record to one vote. Therefore, the
number of votes a Shareholder is entitled to depends on the number of shares
owned by that Shareholder. Each fund of the Trust will vote separately on
matters relating solely to that
    


                                       32
<PAGE>   242
fund. In addition, each class of a fund shall have exclusive voting rights on
any matter submitted to Shareholders that relates solely to that class, and
shall have separate voting rights on any matter submitted to Shareholders in
which the interests of one class differ from the interests of any other class.
However, all fund Shareholders will have equal voting rights on matters that
affect all fund Shareholders equally. As a Massachusetts Business Trust, the
Trust is not required to hold annual meetings of Shareholders but approval will
be sought for certain changes in the operation of the Trust and for the
election of Trustees under certain circumstances. In addition, a Trustee may be
elected or removed by the remaining Trustees or by Shareholders at a special
meeting called upon written request of Shareholders owning at least 10% of the
outstanding shares of the Trust. In the event that such a meeting is requested,
the Trust will provide appropriate assistance and information to the
Shareholders requesting the meeting.

DIVIDENDS

   
Substantially all net investment income (exclusive of capital gains) of each
Fund is determined and declared on each Business Day as a dividend for
Shareholders of record as of the close of business on that day and is
distributed in the form of periodic dividends to such Shareholders of each Fund
on the first Business Day of each month. Capital gains of the Fund, if any,
will be distributed at least annually.

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B, Service Class or Fiduciary Class
shares, as applicable, at the net asset value next determined following the
record date, unless the Shareholder has elected to take such payment in cash.
Such election, or any revocation thereof, must be made in writing, at least 15
days prior to distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA
02266-8500, and will become effective with respect to dividends and
distributions having record dates after its receipt by the Transfer Agent.
Reinvested dividends and distributions receive the same tax treatment as
dividends and distributions paid in cash.

Class B shares received as dividends and capital gains distributions at the net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. (See "Conversion
Feature.")

Dividends and distributions of the Funds are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A, Class B, and Service Class shares because of the
distribution expenses charged to Class A, Class B, and Service Class shares.
    

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

TEMPORARY DEFENSIVE POSITION

   
If deemed appropriate for temporary defensive purposes, the Ohio Municipal
Money Market Fund and the Municipal Money Market Fund may invest up to 100% of
their total assets in securities that are not Municipal Securities, such as
taxable money market instruments (including repurchase agreements) and may also
hold uninvested cash pending investment. To the extent a Fund is engaged in a
temporary defensive position, the Fund will not be pursuing its investment
objective.
    

For a further description of the Funds' permitted investments, see "Description
of Permitted Investments" and the Statement of Additional Information.


                                       33
<PAGE>   243
INVESTMENT LIMITATIONS

   
The investment objective and the following investment limitations are
fundamental policies of each Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of each Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.
    

It is a fundamental policy of each Fund to use its best efforts to maintain a
constant net asset value of $1.00 per share, although there is no guarantee
that the Funds will be able to do so.

   
As a matter of fundamental policy the U.S. Treasury Securities Money Market
Fund will invest only in U.S. Treasury obligations and repurchase agreements
collateralized by such obligations. Further, it is a fundamental policy of the
Municipal Money Market Fund to invest at least 80% of its total assets in
Municipal Securities.

Each Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities and, if consistent with
the Fund's investment objective and policies, repurchase agreements involving
such securities) if as a result more than 5% of the total assets of a Fund
would be invested in the securities of such issuer or a Fund would own more
than 10% of the outstanding voting securities of such issuer, provided,
however, that a Fund may invest up to 25% of its total assets without regard to
this restriction as permitted by applicable law; and also provided that with
respect to the Ohio Municipal Money Market Fund, as to 50% of such Fund's
assets, the Fund may invest up to 25% of its assets in the securities of a
single issuer. With respect to the remaining 50% of its total assets, the Ohio
Municipal Money Market Fund may not purchase the securities of any issuer if as
a result more than 5% of the total assets of the Fund would be invested in the
securities of such issuer. For purposes of these limitations, a security is
considered to be issued by the government entity whose assets and revenues
guarantee or back the security. With respect to private activity bonds or
industrial development bonds backed only by the assets and revenues of a
non-governmental user, such user would be considered the issuer.

2. Purchase any securities that would cause more than 25% of the total assets
of a Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry. With respect to the
Prime Money Market Fund, (i) that this limitation does not apply to investments
in the obligations issued or guaranteed by the U.S. government or its agencies
and instrumentalities, domestic bank certificates of deposit or bankers'
acceptances and repurchase agreements involving such securities; (ii)
wholly-owned finance companies will be considered to be in the industries of
their parents if their activities are primarily related to financing the
activities of their parents; and (iii) utilities will be divided according to
their services (for example, gas, gas transmission, electric and telephone will
each be considered a separate industry) With respect to the Prime Money Market
Fund, the Ohio Municipal Money Market Fund and the Municipal Money Market Fund,
this limitation shall not apply to Municipal Securities or governmental
guarantees of Municipal Securities; and further provided, that for the purposes
of this limitation only, private activity bonds that are backed only by the
assets and revenues of a non-governmental user shall not be deemed to be Ohio
Municipal Securities for purposes of the Ohio Municipal Money Market Fund nor
Municipal Securities for purposes of the Prime Money Market Fund and the
Municipal Money Market Fund.

3. Make loans, except that a Fund may (i) purchase or hold debt instruments in
accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.
    

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.

DESCRIPTION OF PERMITTED INVESTMENTS

   
Listed below is a more complete description of some of the types of securities
and other instruments in which the Funds may invest. For a more detailed
description, see the Statement of Additional Information. Not all Funds are
permitted to invest in all of the securities and instruments listed below. If
an investment is limited to certain Funds, that limitation will be noted.

                 EACH OF THE FUNDS MAY INVEST IN THE FOLLOWING:
    

U.S. TREASURY OBLIGATIONS -- The Funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").


                                       34
<PAGE>   244
   
REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Funds bear a risk of loss in the event the other party
defaults on its obligations and the funds are delayed or prevented from their
right to dispose of the collateral securities or if the Funds realize a loss on
the sale of the collateral securities. Repurchase agreements typically are
short-term in nature, generally overnight, and are used to invest temporary
cash balances held by the Funds. The SEC considers repurchase agreements to be
loans.

SECURITIES LENDING -- In order to generate additional income, the Funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S.  government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The Funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by Banc One Advisors to be of good standing under guidelines established
by the Trust's Board of Trustees and when, in the judgment of Banc One
Advisors, the consideration which can be earned currently from such securities
loans justifies the attendant risk. The Funds will enter into loan arrangements
only with counter parties which Banc One Advisors has deemed to be creditworthy
under guidelines established by the Board of Trustees. Loans are subject to
termination by the Funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
Funds may purchase securities on a when-issued basis when deemed by Banc One
Advisors to present attractive investment opportunities. When-issued securities
are purchased for delivery beyond the normal settlement date at a stated price
and yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. Although the purchase of securities
on a when issued basis is not considered to be leveraging, it has the effect of
leveraging. When Banc One Advisors purchases a when-issued security, the
Custodian will set aside cash or liquid securities to satisfy the purchase
commitment. The Funds generally will not pay for such securities or earn
interest on them until received. In a forward commitment transaction, the Funds
contract to purchase securities for a fixed price at a future date beyond
customary settlement time. The Funds are required to hold and maintain in a
segregated account until the settlement date, cash, U.S. government securities
or liquid high-grade debt obligations in an amount sufficient to meet the
purchase price. Alternatively, the Funds may enter into offsetting contracts
for the forward sale of other securities that they own. The purchase of
securities on a when-issued or forward commitment basis involves a risk of loss
if the value of the security to be purchased declines prior to the settlement
date.

     EACH OF THE FUNDS, OTHER THAN THE OHIO MUNICIPAL MONEY MARKET FUND, MAY
                            INVEST IN THE FOLLOWING:

REVERSE REPURCHASE AGREEMENTS -- The Funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Funds enter into a reverse
repurchase agreement, they will place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and will subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the Funds may
decline below the price at which the Funds are obligated to repurchase the
securities.  The SEC considers reverse repurchase agreements to be borrowings
by the Fund.

    EACH OF THE FUNDS, OTHER THAN THE U.S. TREASURY SECURITIES MONEY MARKET
                       FUND, MAY INVEST IN THE FOLLOWING:

RECEIPTS -- The Funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS"). STRIPS, CUBES, TRS,
TIGRS and CATS are sold as zero coupon securities, which means that they are
sold at a substantial discount and redeemed at face value at their maturity
date without interim cash payments of interest or principal. This discount is
amortized over the life of the security, and such amortization will constitute
the income earned on the security for both accounting and tax purposes. Because
of these features, these securities may be subject to greater interest rate
volatility than interest-paying U.S. Treasury obligations.
    


                                       35
<PAGE>   245
U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

   
CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market. Time Deposits with
a withdrawal penalty are considered to be illiquid for purposes of the Funds'
limitations on illiquid investments.

INVESTMENT COMPANY SECURITIES -- The Funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies. Other
investment company securities may include securities of a money market fund of
the Trust, and securities of other investment companies for which Banc One
Advisors serves as investment adviser or administrator. Because other
investment companies employ an investment advisor, such investments by the
Funds may cause Shareholders to bear duplicative fees. Banc One Advisors will
waive its fee attributable to the assets of the investing fund invested in a
money market fund of the Trust and in other funds advised by Banc One Advisors;
and, to the extent required by the laws of any state in which shares of the
Trust are sold, Banc One Advisors will waive its fees attributable to the
assets of any Fund invested in any investment company.
    

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

   
RESTRICTED SECURITIES -- The Funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the Funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution. Any resale by
the purchaser must be in an exempt transaction. Section 4(2) commercial paper
is normally resold to other institutional investors like the Fund through or
with the assistance of the issuer or investment dealers who make a market in
Section 4(2) commercial paper, thus providing liquidity. The Fund believes that
Section 4(2) commercial paper and possibly certain other restricted securities
that meet the criteria for liquidity established by the Trustees (such as Rule
144A Securities and private placements) are quite liquid. The Funds intend,
therefore, to treat the restricted securities that meet the criteria for
liquidity established by the Trustees, including Section 4(2) commercial paper
and Rule 144A securities, as determined by Banc One Advisors, as liquid and not
subject to the investment limitation applicable to illiquid securities.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the Funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. A demand instrument with a demand notice period
exceeding seven days will be considered illiquid. There is a risk that the
current interest rate on such obligations may not accurately reflect existing
market interest rates.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The Funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac or other U.S.
government agencies or instrumentalities. Mortgage-backed securities may also
be issued by non-governmental entities and may or may not have private insurer
guarantees of timely payments. The Funds may invest in Collateralized Mortgage
Obligations ("CMOs") and Real Estate Mortgage Investment Conduits ("REMICs").
CMOs and REMICs are structures providing for redistribution of the cash flows
for mortgage-related products to different bond classes (called tranches). This
redistribution is achieved through specific rules for the monthly distribution
of coupon interest and principal. This reallocation
    


                                       36
<PAGE>   246
   
of interest and principal results in the redistribution of prepayment risk
across the different bond classes. This allows for the creation of bonds with
more or less prepayment risk than the underlying collateral exhibits.

Mortgage-backed securities are in most cases "pass-through" instruments,
through which the holder receives a share of all interest and principal
payments from the mortgages underlying the certificate. Because the prepayment
characteristics of the underlying mortgages vary, it is not possible to predict
accurately the average life or realized yield of a particular issue of
pass-through certificates. During periods of declining interest rates,
prepayment of mortgages underlying mortgage-backed securities can be expected
to accelerate.  When the mortgage obligations are prepaid, the Funds may have
to reinvest in securities with a lower yield. Moreover, prepayment of mortgages
which underlie securities purchased at a premium could result in capital
losses. The Funds will only invest in mortgage-backed securities that are
determined by Banc One Advisors to present minimal credit risk.

REGULATION OF MORTGAGE LOANS--Mortgage loans are subject to a variety of state
and Federal regulations designed to protect borrowers which may impair the
ability of the mortgage lender to enforce its rights under the mortgage
documents. These regulations include legal restraints on foreclosures,
homeowner rights of redemption after foreclosure, Federal and state bankruptcy
and debtor relief laws, restrictions on enforcement of mortgage loan "due on
sale" clauses and state usury laws. Even when the Funds invest in
mortgage-backed securities issued or guaranteed by the U.S. government, its
agencies or instrumentalities, these regulations may adversely affect the
Funds' investments by delaying the Funds' receipt of payments derived from
principal or interest on mortgage loans affected by such regulations.
    

DEMAND FEATURES -- The Funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the Funds to meet redemption requests and remain as fully
invested as possible.

   
MUNICIPAL SECURITIES -- Municipal securities are issued by a state or political
subdivision to obtain funds for various public purposes. In addition, municipal
securities also may consist of certain debt obligations known as private
activity bonds and industrial development bonds may be issued to finance
certain public and privately operated facilities. Municipal securities are
generally classified as "general obligation" bonds and "revenue" bonds. General
obligation bonds are obligations involving the credit of an issuer possessing
taxing power and are payable from the issuer's general unrestricted revenues.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise or other specific revenue source. Revenue bonds are not payable
from the issuer's general revenues. Private activity bonds and industrial
developments bonds are categorized as revenue bonds. The Funds also may
purchase short-term tax-exempt General Obligation Notes, Tax Anticipation
Notes, Bond Anticipation Notes, Revenue Anticipation Notes, Project Notes, and
other forms of short-term tax-exempt obligations. Such notes are issued with a
short-term maturity in anticipation of the receipt of tax funds, the proceeds
of bond placements, or other revenues. Municipal securities may include
municipal leases, which may be considered illiquid for purposes of the Funds'
limitations on illiquid investments.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a Fund's municipal
securities in the same manner. The payment of principal and interest on private
activity bonds and industrial development bonds generally is dependent solely
on the ability of the facilities user to meet its financial obligations and the
pledge, if any, of real and personal property as financed as security for such
payment. In addition, the Internal Revenue Code of 1986, as amended (the
"Code") imposes certain continuing requirements on issuers of tax-exempt bonds
regarding the use, expenditure and investment of bond proceeds and the payment
of rebates to the United States of America. Failure by the issuer to comply
subsequent to the issuance of tax-exempt bonds with certain of these
requirements could cause interest on the bonds to become includable in gross
income retroactive to the date of issuance. Municipal securities also may
include obligations of municipal housing authorities and single family revenue
bonds. Weaknesses in Federal housing subsidy programs may result in a decrease
of subsidies available for payment of principal and interest on housing
authority bonds.
    

PARTICIPATION INTERESTS -- The Funds may purchase interests in municipal
securities, including municipal leases, from financial institutions such as
commercial and investment banks, savings and loan associations and insurance
companies. These interests may take the form of participations, beneficial
interests in a trust, partnership interests, or any other form of indirect
ownership that allows the Funds to treat the income from the investment as
exempt from Federal income tax. The Funds invest in these participation


                                       37
<PAGE>   247
interests in order to obtain credit enhancement or demand features that would
not be available through direct ownership of the underlying municipal
securities.

   
      ONLY THE PRIME MONEY MARKET FUND AND THE MUNICIPAL MONEY MARKET FUND
                          MAY INVEST IN THE FOLLOWING:

ASSET-BACKED SECURITIES -- Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
may be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to
reinvest the proceeds from the securities at a lower rate. Potential market
gains on a security subject to prepayment risk may be more limited than
potential market gains on a comparable security that is not subject to
prepayment risk. Under certain prepayment rate scenarios, the Funds may fail to
recoup fully any premium paid on asset-backed securities. The SEC considers
asset-backed securities to be derivatives.
    

         ONLY THE PRIME MONEY MARKET FUND MAY INVEST IN THE FOLLOWING:

   
SECURITIES OF FOREIGN ISSUERS -- The Funds may invest in securities of foreign
issuers to achieve income or capital appreciation. Foreign investments involve
risks that are different from investments in securities of U.S. issuers. For a
discussion of these risks, please refer to "Risk Factors -- Risks of Investing
in Foreign Securities" in this Prospectus. The Funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests in a pool of securities
issued by a foreign issuer. ADRs include American Depository Shares and New
York Shares. There may be less information available on the foreign issuers of
unsponsored ADRs than on the issuers of sponsored ADRs. Foreign branches of
foreign banks are not regulated by U.S. banking authorities and generally are
not bound by accounting, auditing, and financial reporting standards comparable
to those applicable to U.S. banks.

SHORT-TERM FUNDING AGREEMENTS -- The Fund may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated U.S. insurance companies. Short-term funding agreements issued by
insurance companies are sometimes referred to as Guaranteed Investment
Contracts ("GICs"), while those issued by banks are referred to as Bank
Investment Contracts ("BICs"). Pursuant to such agreements, the Fund makes cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the Fund on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company (although they may
be obligations of an insurance company separate account) and are paid from the
general assets of the issuing entity. The Fund will purchase short-term funding
agreements only from banks and insurance companies which, at the time of
purchase, are rated in one of the three highest rating categories described
below in "Description of Ratings" and have assets of $1 billion or more.
Generally, there is no active secondary market in short-term funding
agreements.  Therefore, short-term funding agreements may be considered by the
Fund to be illiquid investments. To the extent that a short-term funding
agreement is determined to be illiquid, such agreements will be acquired by the
Fund only if, at the time of purchase, no more than 10% of the Fund's net
assets will be invested in short-term funding agreements and other illiquid
securities.
    

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.


                                       38
<PAGE>   248
The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

   
DESCRIPTION OF BANK RATINGS

Moody's Bank Financial Strength Ratings represent Moody's opinion of a bank's
intrinsic safety and soundness. The definitions for Moody's Bank Financial
Strength Ratings are as follows:

       "A"      Banks rated A possess exceptional intrinsic financial strength.
                Typically they will be major financial institutions with highly
                valuable and defensible business franchises, strong financial
                fundamentals, and a very attractive and stable operating
                environment.

       "B"      Banks rated B possess strong intrinsic financial strength.
                Typically, they will be important institutions with valuable
                and defensible business franchises, good financial
                fundamentals, and an attractive and stable operating
                environment.

       "C"      Banks rated C possess good intrinsic financial strength.
                Typically, they will be institutions with valuable and
                defensible business franchises. These banks will demonstrate
                either acceptable financial fundamentals within a stable
                operating environment, or better than average financial
                fundamentals within an unstable operating environment.

S&P's issue credit rating is a current opinion of the creditworthiness of an
obligor with respect to a specific financial obligation, a specific class of
financial obligations, or a specific financial program. S&P's ratings are as
follows:

       "AAA"    An obligation rated AAA has the highest rating assigned by S&P.
                The obligor's capacity to meet its financial commitment on the
                obligation is extremely strong.

       "AA"     An obligation rated AA differs from the highest rated
                obligations only in small degree. The obligor's capacity to
                meet its financial commitments on the obligation is very
                strong.

       "A"      An obligation rated A is somewhat more susceptible to the
                adverse effects of changes in circumstances and economic
                conditions than obligations in higher rated categories.
                However, the obligor's capacity to meet its financial
                commitment on the obligation is still strong.

DESCRIPTION OF INSURANCE RATINGS

Moody's Insurance Financial Strength Ratings are Moody's opinions of the
ability of insurance companies to pay punctually senior policyholder claims and
obligations.

       "Aaa"    Insurance companies rated Aaa offer exceptional financial
                security. While the financial strength of these companies is
                likely to change, such changes as can be visualized are most
                unlikely to impair their fundamentally strong position.

       "Aa"     Insurance companies rated Aa offer excellent financial
                security.  Together with the Aaa group, they constitute what
                are generally known as high grade companies. They are rated
                lower than Aaa companies because long-term risks appear
                somewhat larger.

    

                                       39
<PAGE>   249
   
       "A"      Insurance companies rated A offer good financial security.
                However, elements may be present which suggest a susceptibility
                to impairment sometime in the future.

S&P's issue credit rating is a current opinion of the creditworthiness of an
obligor with respect to a specific financial obligation, a specific class of
financial obligations, or a specific financial program. S&P's ratings are as
follows:

       "AAA"    An obligation rated AAA has the highest rating assigned by S&P.
                The obligor's capacity to meet its financial commitment on the
                obligation is extremely strong.

       "AA"     An obligation rated AA differs from the highest rated
                obligations only in small degree. The obligor's capacity to
                meet its financial commitments on the obligation is very
                strong.

       "A"      An obligation rated A is somewhat more susceptible to the
                adverse effects of changes in circumstances and economic
                conditions than obligations in higher rated categories.
                However, the obligor's capacity to meet its financial
                commitment on the obligation is still strong.
    

DESCRIPTION OF  MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

INVESTMENT GRADE

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.

Moody's Investor Service, Inc.

INVESTMENT GRADE

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.


                                       40
<PAGE>   250
Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

o      Amortization schedule (the larger the final maturity relative to other
       maturities the more likely it will be treated as a note).

o      Source of Payment (the more dependent the issue is on the market for its
       refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

MISCELLANEOUS

   
The Trust believes that as of August 1, 1996, BANC ONE CORPORATION (100 East
Broad Street, Columbus, OH 43271), through its affiliates, owned of record
substantially all the Fiduciary Class shares of the Funds. The Trust believes
that as of the same date, BANC ONE CORPORATION, through its affiliates,
possessed on behalf of its underlying accounts, voting or investment power with
respect to the following percentage of Fiduciary Class shares of the Funds.

<TABLE>
<CAPTION>
         FUND                                                PERCENTAGE OF SHARES
         ----                                                --------------------
<S>                                                                 <C>
The One Group Prime Money Market Fund                               57.23%
The One Group Municipal Money Market Fund                           82.70%
The One Group Ohio Municipal Money Market Fund                      79.00%
The One Group U.S. Treasury Securities Money Market Fund            22.92%
</TABLE>
    


As a consequence, BANC ONE CORPORATION may be deemed to be a controlling person
of the Fiduciary Class shares of the Fund under the Investment Company Act of
1940.

PERFORMANCE

From time to time, each Fund may advertise its "current yield" and "effective
yield." Both yield figures are based on historical earnings and are not
intended to indicate future performance. The "current yield" of a Fund refers
to the income generated by an investment in the Fund over a seven-day,
thirty-day or three-month period (which period will be stated in the
advertisement). This income is then "annualized." That is, the yield is
calculated by assuming that the income generated by the investment during that
period is generated over a one-year period and is shown as a percentage of the
investment. The "effective yield" of a Fund refers to income generated by an
investment in the Fund over a seven-day, thirty-day, one-year or three-year
period (which period will be stated in the advertisement). The "effective
yield" is calculated the same way as current yield but, when annualized, the
income


                                       41
<PAGE>   251
earned by an investment in a Fund is assumed to be reinvested. The "effective
yield" will be slightly higher than the "current yield" because of the
compounding effect of the assumed reinvestments. See the Statement of
Additional Information.

   
The Municipal Money Market Fund and the Ohio Municipal Money Market Fund may
also advertise its "taxable equivalent yield" which is calculated by taking
into account the investor's current tax bracket. This is the yield the investor
would need to earn from a taxable investment in order to realize an "after-tax"
benefit equal to the tax-free yield provided by the Fund. See the Statement of
Additional Information.

The Trust will include information on all classes of a Fund in any
advertisement or information including performance data for such Fund. The
performance for Fiduciary Class shares may normally be higher than for Class A,
Class B and Service Class shares because Fiduciary Class shares are not subject
to the distribution expenses charged to Class A, Class B and Service Class
shares.

The performance of each class of a Fund may from time to time be compared to
other mutual funds tracked by mutual fund rating services, to that of broad
groups of comparable mutual funds or to that of unmanaged indices that may
assume investment of dividends but do not reflect deductions for administrative
and management costs.
    

Further information about the performance of each Fund is contained in the
Trust's Annual Report to Shareholders, which may be obtained without charge by
calling 1-800-480-4111.

TAXES

   
The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Funds
or their Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Funds.

TAX STATUS OF THE FUNDS

Each Fund is treated as a separate entity for Federal income tax purposes and
is not combined with the Trust's other funds. Each Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

Each Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

However, the Ohio Municipal Money Market Fund or the Municipal Money Market
Fund may pay "exempt-interest dividends" to Shareholders if, at the close of
each quarter of either Fund's taxable year, at least 50% of the value of their
assets consist of obligations the interest on which is excludable from gross
income.  Exempt-interest dividends means the portion of a Fund's aggregate
dividends, as designated by the Fund, equal to the excess of the excludable
interest over certain amounts disallowed as deductions. Exempt-interest
dividends are generally excludable from a Shareholder's gross income for
regular Federal income tax purposes. However, the receipt of exempt-interest
dividends may cause persons receiving Social Security or Railroad Retirement
benefits to be taxed on a portion of such benefits. In addition, the receipt of
exempt-interest dividends may result in liability for Federal alternative
minimum tax and for state and local taxes.

Distributions by the Funds to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a plan that ceases to qualify for tax-exempt treatment
under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Funds' distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Funds and qualified retirement plan trusts considering purchasing such
shares, should consult their tax advisers for a more complete explanation of
the Federal tax consequences, and for an explanation of the state, local and
(if applicable) foreign tax consequences of making such an investment.
    


                                       42
<PAGE>   252
   
The Funds will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Funds (such as STRIPS, CUBES, TRS, TIGRS
and CATS), as defined in the "Description of Permitted Investments," are sold
at original issue discount and thus do not make periodic cash interest
payments.  The Funds will be required to include as part of their current
income the imputed interest on such obligations even though the Funds have not
received any interest payments on such obligations during that period. Because
the Funds distribute substantially all of their net investment income to their
Shareholders (including such imputed interest), the Funds may have to sell
portfolio securities in order to generate the cash necessary for the required
distributions. Such sales may occur at a time when Banc One Advisors would not
have chosen to sell such securities and may result in a taxable gain or loss.

Dividends declared by the Funds in October, November or December of any year
and payable to Shareholders of record on a date in such a month will be deemed
to have been paid by the Funds and received by Shareholders on December 31 of
that year, if paid by the Funds at any time during the following January.

The Funds intend to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Funds'
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Funds will
inform Shareholders annually of the percentage of income and distributions
derived from U.S.  government obligations. Shareholders should consult their
tax advisers regarding the state and local tax treatment of the dividends
received from the Funds.

Certain income received by the Funds may be subject to foreign taxes. If more
than 50% in value of a Fund's total assets at the close of any taxable year
consists of stocks or securities of foreign corporations, the Fund may elect to
treat any foreign taxes paid by it as paid by its Shareholders. If eligible,
each Fund intends to make this election. If a Fund makes this election, its
Shareholders will generally be required to include in their income their
respective pro rata portions of foreign taxes and, if they itemize their
deductions, will be entitled to deduct such respective pro rata portions in
computing their taxable income or, alternatively, to claim foreign tax credits
(subject, in either case, to certain limitations). Each year that a Fund makes
this election, it will report to its Shareholders the amount per share of
foreign taxes it has elected to have treated as paid by its Shareholders. See
the Statement of Additional Information.

Sale, exchange, or redemption of shares of the Funds by a Shareholder will
generally be a taxable event to such Shareholder.

OHIO TAXES

Dividends received from the Ohio Municipal Money Market Fund that are derived
from interest on Ohio Municipal Securities are exempt from the Ohio personal
income tax. Specific state statutes authorizing the issuance of certain Ohio
Municipal Securities provide that the interest on and gain from the sale or
disposition of such obligations are exempt from all taxation in the state.
Dividends that are attributable to interest on or gain from the sale of
obligations issued pursuant to such statutes should be exempt from Ohio
personal income tax. Ohio municipalities may not impose income taxes on
dividends on any intangible property, including such property of the Fund,
except that municipalities that taxed the types of intangible income that were
not exempt from municipal income taxation on or before April 1, 1986, may tax
such intangible income if such a tax was approved by the electors of the
municipality in an election held on November 8, 1988. Information in this
paragraph is based upon current statutes and regulations as well as current
policies of the Ohio Department of Taxation, all of which are subject to
change.
    


                                       43
<PAGE>   253



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                                       44
<PAGE>   254



                      [THIS PAGE INTENTIONALLY LEFT BLANK]


                                       45
<PAGE>   255
   
Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081
    

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

   
0050843.02
    


                                       46
<PAGE>   256
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996

                 THE ONE GROUP(R) GOVERNMENT MONEY MARKET FUND
                THE ONE GROUP(R) TREASURY ONLY MONEY MARKET FUND

This Prospectus describes two money market mutual funds (the "Funds"). Each
Fund is a series of The One GroupR (the "Trust"). Banc One Investment Advisors
Corporation ("Banc One Advisors") serves as investment advisor to each Fund.
Banc One Advisors currently manages more than $39 billion in assets.

The Funds are offered only to certain institutional and accredited investors

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUNDS FOR
INVESTMENT ADVISORY AND OTHER SERVICES.

The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Funds that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

THERE IS NO ASSURANCE THAT THE FUNDS WILL MEET THEIR INVESTMENT OBJECTIVES OR
BE ABLE TO MAINTAIN A NET ASSET VALUE OF $1.00 PER SHARE ON A CONTINUOUS BASIS.

A Statement of Additional Information dated November 1, 1996 has been filed
with the SEC and is available without charge by calling or writing to the
Distributor, The One Group Services Company at the number and address listed
above. The Statement of Additional Information is incorporated into this
Prospectus by reference.
    

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.

   
                              COMBINED PROSPECTUS
    

<PAGE>   257
TABLE OF CONTENTS

SUMMARY
ABOUT THE FUNDS
  Expense Summary
  Financial Highlights
  The Funds
   
  Investment Objectives and Permissible Investments
    
HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Exchanges
  Redemptions
   
MANAGEMENT OF THE FUNDS
  The Trustees
  The Advisor
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants
OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Miscellaneous
  Performance
  Taxes


                                       2
<PAGE>   258
SUMMARY

   
The Trust is an open-end management investment company that provides a
convenient way to invest in professionally managed portfolios of securities.
The following provides basic information about various classes of shares of the
Funds.

WHAT ARE THE FUNDS' INVESTMENT OBJECTIVES? Below is a brief overview of the
Funds and their investment objectives. A more detailed discussion of the Funds'
investment objectives and policies can be found in the Prospectus under the
heading "Investment Objectives and Permissible Investments."

THE ONE GROUP TREASURY ONLY MONEY MARKET FUND ("Treasury Only Money Market
Fund") seeks high current income with liquidity and stability of principal with
the added assurance of a Fund that does not purchase securities that are
subject to repurchase agreements.

THE ONE GROUP GOVERNMENT MONEY MARKET FUND ("Government Money Market Fund")
seeks high current income with liquidity and stability of principal.

WHAT ARE THE PERMITTED INVESTMENTS? The Treasury Only Money Market Fund invests
exclusively in U.S. Treasury bills, notes, bonds and other U.S. obligations
issued or guaranteed by the U.S. Treasury. The Government Money Market Fund
invests in securities, some of which may be subject to repurchase agreements,
that are issued or guaranteed by the U.S. government or by select U.S.
government agencies and instrumentalities. The securities in which the Funds
may invest are described in more detail in "Description of Permitted
Investments."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors"), an indirect subsidiary of BANC ONE CORPORATION, serves as the
advisor of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors may voluntarily agree to
waive a part of its fees. A more detailed discussion regarding Banc One
Advisors, its services and compensation can be found in the Prospectus under
the heading , "The Advisor" and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group(R) Services Company serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust, pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the heading,
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee. See "The Transfer Agent and
Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. No compensation is paid to the Distributor for distribution
services for the shares of these Funds. The activities of the Distributor are
discussed in the Prospectus under the heading, "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions of shares of the
Funds may be made through the Distributor on any day that the Federal Reserve
Bank System is open for trading ("Business Days"). Purchase and redemption
procedures are explained in greater detail in, "How to Invest in The One Group"
and "Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of each Fund is determined and declared on each
Business Day as a dividend for Shareholders of record as of the close of
business on that day and is distributed in the form of periodic dividends to
such Shareholders of each Fund on the first Business Day of each month. Any
capital gains will be distributed at least annually. Distributions are paid in
additional shares unless the Shareholder elects to take the payment in cash.
For a more detailed discussion of dividends, see "Dividends."
    

                                       3
<PAGE>   259
ABOUT THE FUNDS

EXPENSE SUMMARY

<TABLE>
<CAPTION>
                                                                             THE ONE             THE ONE
                                                                               GROUP               GROUP
                                                                            TREASURY          GOVERNMENT
                                                                          ONLY MONEY               MONEY
                                                                         MARKET FUND         MARKET FUND
                                                                         -----------         -----------
<S>                                                                       <C>                    <C>
SHAREHOLDER TRANSACTION EXPENSES(1)                                       none                   none
ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)
Investment Advisory Fees                                                  .08%                   .08%
Other Expenses                                                            .09%                   .10%
TOTAL OPERATING EXPENSES                                                  .17%                   .18%
</TABLE>

(1)      A person who purchases shares through an account with a financial
         institution may be charged separate fees by the financial institution.
         In addition, a wire redemption charge, currently $7.00, is deducted
         from the amount of a wire redemption payment made at the request of a
         Shareholder.

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
each Fund, assuming: (1) 5% annual return; and (2) redemption at the end of
each time period.

<TABLE>
<CAPTION>
                                                        1 YEAR       3 YEARS       5 YEARS      10 YEARS
                                                        ------       -------       -------      --------
<S>                                                         <C>           <C>          <C>           <C>
Treasury Only Money Market Fund                             $2            $5           $10           $22
Government Money Market Fund                                $2            $6           $10           $23
</TABLE>

THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of this table is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.

FINANCIAL HIGHLIGHTS

   
The Trust was organized as a Massachusetts Business Trust on May 23, 1985. The
Trust currently consists of 40 separate investment portfolios (the "funds").

The following tables set forth certain financial information with respect to
the Financial Highlights for both the Treasury Only Money Market Fund and
Government Money Market Fund for the period from commencement of operations of
each Fund to June 30, 1996. The information is a part of the financial
statements audited by Coopers & Lybrand L.L.P., independent accountants for the
Trust, whose report on the Trust's financial statements for the year ended June
30, 1996 appears in the Statement of Additional Information. Further
information about each Fund's performance is contained in the Annual Report to
Shareholders for such Fund, which may be obtained without charge from the
Distributor by calling 1-800-480-4111 during business hours.
    

                                       4
<PAGE>   260
THE ONE GROUP TREASURY ONLY MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
For a share outstanding throughout each period.

   
<TABLE>
<CAPTION>
                                                                              TREASURY ONLY MONEY
                                                                                  MARKET FUND
                                                                                  -----------
                                                                               FOR THE YEAR              APRIL 16,
                                                                              ENDED JUNE 30,               1993 TO
                                                                              --------------              JUNE 30,
                                                            1996          1995             1994            1993(A)
                                                            ----          ----             ----            -------
<S>                                                         <C>          <C>             <C>               <C>
Net Asset Value, Beginning of Period                        $   1.00     $   1.000        $  1.000          $ 1.000
                                                            --------      --------        --------          -------
Investment Activities
  Net investment income                                        0.052         0.051           0.032            0.006
                                                            --------      --------        --------          -------
Distributions
  Net investment income                                       (0.052)       (0.051)         (0.032)          (0.006)
                                                            --------      --------        --------          -------
Net Asset Value, End of Period                              $   1.00      $  1.000        $  1.000          $ 1.000
                                                            ========      ========        ========          =======
Total Return                                                    5.38%         5.22%           3.23%           2.96%(b)
Ratios/Supplementary Data:
  Net Assets at end of period (000)                         $415,961      $288,697        $217,725          $60,330
  Ratio of expenses to average net assets                       0.17%         0.20%           0.15%           0.07%(b)
  Ratio of net investment income to
    average net assets                                          5.23%         5.14%           3.23%           2.95%(b)
  Ratio of expenses to average net assets*                      0.17%         0.21%           0.22%           0.33%(b)
  Ratio of net investment income to
    average net assets*                                         5.23%         5.13%           3.16%           2.69%(b)
</TABLE>
    
*        During the period, certain fees were voluntarily reduced. If such
         voluntary fee reductions had not occurred, the ratios would have been
         as indicated.

(a)      Period from commencement of operations.
(b)      Annualized.


                                       5
<PAGE>   261
THE ONE GROUP GOVERNMENT MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
For a share outstanding throughout each period.
   
<TABLE>
<CAPTION>
                                                                         GOVERNMENT MONEY MARKET FUND
                                                                         ----------------------------

                                                                              FOR THE YEAR                JUNE 14,
                                                                             ENDED JUNE 30,                1993 TO
                                                                             --------------               JUNE 30,
                                                            1996          1995            1994             1993(A)
                                                            ----          ----            ----             -------
<S>                                                         <C>         <C>             <C>               <C>
Net Asset Value, Beginning of Period                        $  1.00      $  1.000        $  1.000          $  1.000
                                                            -------      --------        --------          --------
Investment Activities                                         
  Net investment income                                       0.055         0.053           0.033             0.001
                                                            -------      --------        --------          --------
Distributions                                                  
  Net investment income                                      (0.055)       (0.053)         (0.033)           (0.001)
                                                            -------      --------        --------          --------
Net Asset Value, End of Period                              $  1.00      $  1.000        $  1.000          $  1.000
                                                            =======      ========        ========          ========
Total Return                                                   5.61%         5.41%           3.40%            3.28%(b)
Ratios/Supplementary Data:
  Net Assets at end of period (000)                        $855,613      $720,699        $692,253          $244,991
  Ratio of expenses to average net assets                      0.18%         0.21%           0.11%            0.07%(b)
  Ratio of net investment income to
    average net assets                                         5.46%         5.28%           3.41%            3.13%(b)
  Ratio of expenses to average net assets*                     0.18%         0.22%           0.20%            0.33%(b)
  Ratio of net investment income to
    average net assets*                                        5.46%         5.27%           3.32%            2.87%(b)
</TABLE>
    
*        During the period, certain fees were voluntarily reduced. If such
         voluntary fee reductions had not occurred, the ratios would have been
         as indicated.

(a)      Period from commencement of operations.
(b)      Annualized.


                                       6
<PAGE>   262
THE FUNDS

   
The Funds are part of the Trust, which is an open-end management investment
company that offers shares in 40 separate funds, most of which offer three
classes of shares. This Prospectus relates to The One Group Treasury Only Money
Market Fund and The One Group Government Money Market Fund. The Funds and
certain other funds of the Trust are not offered in multiple classes and are
collectively called the "Institutional Money Market Funds." Each share of each
fund of the Trust represents an undivided, proportionate interest in that fund.
The Funds are diversified mutual funds. Information regarding the Trust's 38
other funds and their classes is contained in separate prospectuses which may
be obtained from the Trust's Distributor, The One Group Services Company, 3435
Stelzer Road, Columbus, OH 43219, or by calling 1-800-480-4111.

INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

The investment objectives of the Funds are "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information - Voting
Rights" and "Investment Limitations". Unless expressly deemed to be
fundamental, the investment policies of the Funds are non-fundamental and may
be changed without a shareholder vote. You will be notified it a material
change is made in a non-fundamental policy. There is no assurance that the
Funds will meet their investment objectives or be able to maintain a net asset
value of $1.00 per share on a continuous basis.

The Funds intend to comply with the regulations of the SEC applicable to money
market funds using the amortized cost method for calculating net asset value.
These regulations impose certain quality, maturity and diversification
restraints on investments by the Funds. Under these regulations, the Funds will
invest only in U.S. dollar-denominated securities, will maintain an average
maturity on a dollar-weighted basis of 90 days or less, and will acquire only
"eligible securities" that present minimal credit risks and have a maturity of
397 days or less.

Each Fund may invest up to 10% of its net assets in illiquid investments,
including restricted securities and private placements that are not deemed to
be liquid by Banc One Advisors. An illiquid investment is one that cannot be
disposed of promptly in seven (7) days. Banc One Advisors may determine that
securities that cannot be sold to the general public but may be sold to
institutional investors (for example, Rule 144A securities and privately placed
commercial paper) are liquid. In making liquidity determinations, Banc One
Advisors will follow guidelines established by the Board of Trustees.

Below is a description of each Funds' investment objective and policies, as
well a summary of the types of securities in which each Fund will invest. For
additional information concerning the Funds' investments, see "Description of
Permitted Investments." The risks associated investment in the Funds and with
certain investment techniques used by the Funds' can be found in the sections
entitled "Risk Factors" and "Description of Permitted Investments"

Each of the following securities will be purchased by the Funds only if deemed
to present minimal credit risk to the Fund. In addition, unless a more specific
rating requirement is specified., all investments of the Funds must possess one
of the ratings described below in "Description of Ratings" at the time of
investment or, if unrated, determined by Banc One Advisors to be of comparable
quality.
    

THE ONE GROUP TREASURY ONLY MONEY MARKET FUND seeks high current income with
liquidity and stability of principal with the added assurance of a Fund that
does not purchase securities that are subject to repurchase agreements. The
Fund will invest exclusively in U.S. Treasury bills, notes, bonds and other
U.S.  obligations issued or guaranteed by the U.S. Treasury. Additionally, the
Fund is permitted to lend portfolio securities, provided that such loans are at
least 100% collateralized, and do not exceed 33% of the Fund's total assets.

THE ONE GROUP GOVERNMENT MONEY MARKET FUND seeks high current income with
liquidity and stability of principal. The Fund will invest exclusively in
securities issued or guaranteed as to timely payment of principal and interest
by the U.S. government or its agencies or instrumentalities, some of which may
be subject to repurchase agreements. Additionally, the Fund is permitted to
lend portfolio securities, provided that such loans are at least 100%
collateralized, and do not exceed 33% of the Fund's total assets.

   
The Government Money Market Fund may invest in other investment companies. Such
companies may include companies for which Banc One Advisors or a sub-adviser to
a fund of the Trust, or an affiliate of Banc One Advisors or sub-adviser,
serves as investment adviser, administrator or distributor, but only to the
extent permitted by applicable law. Banc One Advisors will waive or rebate its
investment advisory fees attributable to all assets of the Fund invested in
other investment companies. Because such other investment companies employ an
investment adviser, such investment by the Fund will cause Shareholders to bear
higher management fees than would be involved in other investments. The
Government Money Market Fund will invest only in the securities of other money
    

                                       7
<PAGE>   263
market funds that have similar investment policies and objectives and that
invest only in securities with short-term ratings that are equal or higher than
those in which the Fund may invest.

In addition to the permissible investments described above, the Government
Money Market Fund may invest in variable and floating rate instruments,
mortgage-backed securities, puts, repurchase agreements and reverse repurchase
agreements.

The Funds attempt to increase yields by trying to take advantage of short-term
market variations. This policy is expected to result in high portfolio turnover
but should not adversely affect either of the Funds since the Funds usually do
not pay brokerage commissions when purchasing U.S. government securities. The
value of the portfolio securities held by a Fund will vary inversely to changes
in prevailing interest rates. Thus, if interest rates have increased from the
time a security was purchased, such security, if sold, might be sold at a price
less than its cost. Similarly, if interest rates have declined from the time a
security was purchased, such security, if sold, might be sold at a price
greater than its purchase cost. In either instance, if the security were held
to maturity, no gain or loss would be realized. Each Fund's ability to achieve
higher income is not as great as that of funds that may invest in lower-quality
instruments.

Each Fund may invest in Separately Traded Registered Interest and Principal
Securities ("STRIPS"), Coupon Under Book Entry Safekeeping ("CUBES"),
securities purchased on a when-issued basis and forward commitments.

HOW TO DO BUSINESS WITH 
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

Shares of each Fund are sold on a continuous basis and may be purchased
directly from the Trust's Distributor, The One Group Services Company, by mail,
by telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of either Fund may be made on any day that
the Federal Reserve Bank System is open for trading ("Business Days"). The
minimum initial and subsequent investments in each Fund are $50,000 and $5,000,
respectively. Initial and subsequent investment minimums may be waived at the
Distributor's discretion.

Shares of the Funds may be purchased by commercial and retail institutional
investors, including affiliates of BANC ONE CORPORATION, that have opened an
account with the Transfer Agent either directly or through a Shareholder
Servicing Agent, by persons whose individual net worth, or joint net worth with
that person's spouse, at the time of his or her purchase exceeds $1,000,000, or
by persons whose individual annual income, or joint annual income with that
person's spouse, at the time of his or her purchase exceeds $200,000. For
additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

   
Investors may purchase shares of a Fund by completing and signing an Account
Application Form and mailing it, along with a check (or other negotiable bank
instrument or money order) payable to "The One Group," to State Street Bank and
Trust Company (the Trust's Transfer Agent and Custodian), P.O. Box 8500,
Boston, MA 02266-8500. Subsequent purchases of shares by investors in the Funds
("Shareholders") may be made at any time by mailing a check to the Transfer
Agent. Account Application Forms are available through the Distributor by
calling 1-800-480-4111. All purchases made by check should be in U.S. dollars.
Third party checks will not be accepted. When purchases are made by check,
redemptions will not be allowed until the investment has been in a Fund for 15
calender days.
    

Purchases of shares of the Funds may also be made by an institutional investor
and/or other intermediary on behalf of an investor (each also a "Shareholder
Servicing Agent"). The Shareholder Servicing Agent may require an investor to
complete forms in addition to the Account Application Form and to follow
procedures established by the Shareholder Servicing Agent. Such Shareholders
should contact their Shareholder Servicing Agents regarding purchases,
exchanges and redemption of shares. See "Additional Information Regarding
Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.


                                       8
<PAGE>   264
Shareholders may revoke their automatic eligibility to make purchase and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor
and the Shareholder will be eligible to receive dividends declared the same
day, if the Distributor receives the order before 2:00 p.m., eastern time, and
the Custodian receives Federal funds before the close of business on such day.
Otherwise, the purchase order will be effective the next Business Day on which
Federal funds are received by the Custodian before the cut-off time. Federal
funds are monies credited to a bank's account with a Federal Reserve Bank. The
purchase price of shares of each Fund is the net asset value next determined
after the purchase order is effected. The net asset value per share is
determined by dividing the total market value of such Fund's investments and
other assets, less any liabilities, by the total number of outstanding shares
of such Fund. The net asset value per share is calculated as of 2:00 p.m. and
4:00 p.m., eastern time, on each Business Day. For a further discussion of the
calculation of net asset value, see the Statement of Additional Information.
Shares also may be issued in transactions involving the acquisition by a Fund
of securities held by collective investment funds sponsored and administered by
affiliates of the Adviser. Purchases will be made in full and fractional shares
of a Fund calculated to three decimal places. The purchase price is expected to
remain constant at $1.00 per share.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
reasonable procedures are not employed, the Trust may be liable for any losses
due to unauthorized or fraudulent instructions.

If shares of a Fund are held in the name of the Shareholder Servicing Agent
effecting the purchase on a Shareholder's behalf, it is that Shareholder
Servicing Agent's responsibility to transmit purchase orders to the
Distributor.  A Shareholder Servicing Agent may impose an earlier cut-off time
for receipt of purchase orders directed through it to allow for processing and
transmittal of these orders to the Distributor for effectiveness the same day.
The Shareholder should contact his or her Shareholder Servicing Agent for
information as to the Shareholder Servicing Agent's procedures for transmitting
purchase, exchange or redemption orders to the Trust. A Shareholder who desires
to transfer the registration of shares beneficially owned by him or her, but
held of record by a Shareholder Servicing Agent, should contact the Shareholder
Servicing Agent to accomplish such change. Other Shareholders who desire to
transfer the registration of their shares should contact the Transfer Agent.

No certificates representing the shares of either Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

EXCHANGES

Shareholders of either Fund may exchange their shares for shares of the other
Fund. Shareholders may also exchange their shares for shares of any
Institutional Money Market Fund that the Trust may offer. The exchange
privilege may be exercised only in those states where the shares of a Fund or
such other funds of the Trust may be legally sold. All exchanges are made at
the net asset value of the exchanged shares, except as provided below. The
Trust does not impose a charge for processing exchanges of shares. If a
Shareholder seeks to exchange shares of either Fund for shares of a fund that
imposes a sales charge, the Shareholder will be required to pay the sales
charge applicable to the fund of the Trust into which the shares are being
exchanged, unless the sales charge is otherwise waived, as provided in the
Statement of Additional Information.

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 12:30 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange is
considered a sale of shares and usually results in a capital gain or loss for
Federal income tax purposes. Shareholders should consult their tax advisers for
a more complete explanation of the Federal income tax consequences of an
exchange of shares of the Funds.

A more detailed description of the above is set forth in the Statement of
Additional Information.


                                       9
<PAGE>   265
   
The Trust's exchange privilege is not intended to afford Shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Funds and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

Redemptions

Shareholders may redeem their shares without charge on any Business Day; shares
may ordinarily be redeemed by mail, by telephone or by wire. All redemption
orders are effected at the net asset value per share next determined after
receipt of a valid request for redemption. Payment to Shareholders for shares
redeemed will be made within seven days after receipt by the Transfer Agent of
the request for redemption. However, the Funds will attempt to honor requests
for next day payment on redemption if a request is received prior to 12:30
p.m., eastern time, and requests for payment in two Business Days if the
redemption request is received after such time, unless it would be
disadvantageous to the Trust or to the Shareholders of a particular Fund to
sell or liquidate portfolio securities in an amount sufficient to satisfy
requests for payment in this manner.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, by a member firm of a
domestic stock exchange or by a member of the Securities Transfer Association
Medallion Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder also may have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification or
recording of telephone conversations.

OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, the Funds may be requested to redeem shares for which they
have not yet received good payment. In some circumstances, the forwarding of
proceeds may be delayed for 15 days or more until payment has been collected
for the purchase of such shares. The Funds intend to pay cash for all shares
redeemed. See "How to Invest in The One Group - by Mail."
    

Due to the relatively high costs of handling investments under $50,000, the
Funds reserve the right to redeem, at net asset value, the shares of any
Shareholder if, because of redemptions of shares by or on behalf of the
Shareholder, the account of such Shareholder in such Fund has a value of less
than $50,000, the minimum initial purchase amount. Accordingly, an investor
purchasing shares of a Fund in only the minimum investment amount may be
subject to such involuntary redemption if he or she thereafter redeems any of
these shares. Before a Fund exercises its right to redeem such shares and to
send the proceeds to the Shareholder, the Shareholder will be given notice that
the value of the shares in his or her account is less than the minimum amount
and will be


                                       10
<PAGE>   266
allowed 60 days to make an additional investment in such Fund in an amount
which will increase the value of the account to at least $50,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

The redemption price of shares of the Funds is expected to remain constant at
$1.00 per share, although there is no assurance that this will always be the
case.

   
MANAGEMENT OF THE FUNDS

The Trustees

The Trustees oversee the management and administration of the Funds. Among
their other duties, the Trustees are responsible for making major decisions
relating to each Fund's investment objective and policies. The Trustees
delegate the day-to-day management of the Funds to the officers of the Trust
and meet at least quarterly to review the Funds' investment policies,
performance, expenses and other business affairs.
    

THE ADVISOR

   
The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Funds and
continuously reviews, supervises and administers the Funds' investment
programs.  Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment adviser to the Trust in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE CORPORATION or its bank or non-bank
affiliates. The Trust's shares are not insured or guaranteed by the Federal
Deposit Insurance Corporation ("FDIC") or by any other governmental agency or
government sponsored agency of the Federal government or any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion as
of June 30, 1996.

Banc One Advisors is entitled to a fee, which is calculated daily and paid
monthly, at an annual rate of .08% of the average daily net assets of each
Fund.  Banc One Advisors may voluntarily agree to waive a portion of its fees.
(See "About the Fund -- Expense Summary"). These fee waivers would be voluntary
and may be terminated at any time. Shareholders will be notified in advance if
and when these waivers are terminated. During the fiscal year ended June 30,
1996, the Treasury Only Money Market and Government Money Market Funds each
paid investment advisory fees to Banc One Advisors of .08%, of each Fund's
average daily net assets.
    

THE DISTRIBUTOR

   
The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to a distribution agreement
(the "Distribution Agreement") under which shares of the Funds are sold on a
continuous basis. No compensation is paid to the Distributor for distribution
services for the Funds. The Funds also may execute brokerage or other agency
transactions through an affiliate of Banc One Advisors or a sub-adviser to a
fund of the Trust or the Distributor for which the affiliate or the Distributor
receives compensation. Pursuant to guidelines adopted by the Board of Trustees
of the Trust, any such compensation will be reasonable and fair compared to
compensation received by other brokers in connection with comparable
transactions.
    

                                       11
<PAGE>   267
THE ADMINISTRATOR

The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc, and the Trust are parties to an administration
agreement relating to the Funds (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing administrative services (other than investment advisory services),
including regulatory reporting and all necessary office space, equipment,
personnel and facilities.

   
Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and the Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .05% of the average
daily net assets of each Fund. During the fiscal year ended June 30, 1996, the
Administrator received annualized fees of .05% of the Treasury Only Money
Market Fund's average daily net assets and .05% of the Government Money Market
Fund's average daily net assets.
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P. serves as
the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

   
The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organization expenses. The total expenses for each Fund for the most
recent fiscal year are set forth in this Prospectus under the heading "Expense
Summary."

Banc One Advisors and the Administrator of the Funds each bear all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for each Fund.
    

As a general matter, expenses are allocated to each Fund on the basis of the
relative net asset value of each Fund's shares.

The organizational expenses of the Funds have been capitalized and are being
amortized in the first five years of each Fund's operation. Such amortization
will reduce the amount of income available for payment as dividends.

VOTING RIGHTS

   
Each share held entitles the Shareholder of record to one vote. Therefore, the
number of votes a Shareholder is entitled to depends on the number of shares
owned by that Shareholder. Each fund of the Trust and class will vote
separately on matters relating solely to that fund and class. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon
    

                                       12
<PAGE>   268
written request of Shareholders owning at least 10% of the outstanding shares
of the Trust. In the event that such a meeting is requested, the Trust will
provide appropriate assistance and information to the Shareholders requesting
the meeting.

DIVIDENDS

Substantially all of the net investment income (exclusive of capital gains) of
each Fund is determined and declared on each Business Day as a dividend for
Shareholders of record as of the close of business on that day and is
distributed in the form of periodic dividends to such Shareholders of each Fund
on the first Business Day of each month. Any capital gains will be distributed
at least annually.

Shareholders automatically receive all income dividends and capital gain
distributions in additional shares of the Fund at the net asset value next
determined following the record date, unless the Shareholder has elected to
take such payment in cash. Such election, or any revocation thereof, must be
made in writing, at least 15 days prior to distribution, to the Transfer Agent
at P.O. Box 8500, Boston, MA 02266-8500, and will become effective with
respect to dividends and distributions having record dates after its receipt by
the Transfer Agent. Reinvestment dividends and distributions receive the same
tax treatment as dividends and distributions paid in cash.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

INVESTMENT LIMITATIONS

The investment objectives and the following investment limitations are
fundamental policies of each of the Funds. It is also a fundamental policy of
each Fund to use its best efforts to maintain a constant net asset value of
$1.00 per share although there can be no assurance that a Fund will be able to
do so.

Fundamental policies cannot be changed with respect to a Fund without the
consent of the holders of a majority of the Fund's outstanding shares. The term
"majority of the outstanding shares" means the vote of (i) 67% or more of a
Fund's shares present at a meeting, if more than 50% of the outstanding shares
of the Fund are present or represented by proxy, or (ii) more than 50% of a
Fund's outstanding shares, whichever is less.

The Treasury Only Money Market Fund may not:

1.  Purchase securities other than U.S. Treasury bills, notes and other U.S.
obligations issued or guaranteed by the U.S. Treasury.

2.  Invest in any securities subject to repurchase agreements.

The Government Money Market Fund may not:

1.  Purchase securities other than those issued or guaranteed by the U.S.
government or its agencies or instrumentalities, some of which may be subject
to repurchase agreements.

Each of the Funds may not:

1.  Borrow money or issue senior securities, except that each Fund may borrow
from banks for temporary purposes in amounts up to 10% of the value of the
Fund's total assets at the time of such borrowing; or mortgage, pledge or
hypothecate any assets, except in connection with any such borrowing and in
amounts not in excess of the lesser of the dollar amounts borrowed or 10% of
the value of the respective Fund's total assets at the time of its borrowing.

2.  Purchase securities while borrowings (including reverse repurchase
agreements) exceed 5% of the respective Fund's net assets.


                                       13
<PAGE>   269
   
3.  Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities and, if consistent with
such Fund's investment objective and policies, repurchase agreements involving
such securities) if as a result more than 5% of the total assets of the Fund
would be invested in the securities of such issuer or the Fund would own more
than 10% of the outstanding voting securities of such issuer; provided,
however, that a Fund may invest up to 25% of its total assets without regard to
this restriction as permitted by applicable law. For purposes of these
limitations, a security is considered to be issued by the government entity
whose assets and revenues guarantee or back the security. With respect to
private activity bonds or industrial development bonds backed only by the
assets and revenues of a non-governmental user, such user would be considered
the issuer.
    

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Funds.

U.S. TREASURY OBLIGATIONS--Each Fund may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

   
SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
Funds may purchase securities on a when-issued basis when deemed by Banc One
Advisors to present attractive investment opportunities. When-issued securities
are purchased for delivery beyond the normal settlement date at a stated price
and yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. Although the purchase of securities
on a when-issued basis is not considered leveraging, it has the effect of
leveraging.  When Banc One Advisors purchases a when-issued security, the
Custodian will set aside cash or liquid securities to satisfy the purchase
commitment. The Funds generally will not pay for such securities or earn
interest on them until received. In a forward commitment transaction, the Funds
contract to purchase securities for a fixed price at a future date beyond
customary settlement time.  The Funds are required to hold and maintain in a
segregated account until the settlement date, cash, U.S. government securities
or liquid high-grade debt obligations in an amount sufficient to meet the
purchase price. Alternatively, the Funds may enter into offsetting contracts
for the forward sale of other securities that they own. The purchase of
securities on a when-issued or forward commitment basis involves a risk of loss
if the value of the security to be purchased declines prior to the settlement
date.

SECURITIES LENDING--In order to generate additional income, each Fund may lend
up to 33% of the securities in which it is invested pursuant to agreements
requiring that the loan be continuously secured by cash, securities of the U.S.
government or its agencies, shares of an investment trust or mutual fund or any
combination of cash and such securities as collateral equal at all times to
100% of the market value plus accrued interest on the securities lent.
Collateral is marked to market daily to provide a level of collateral at least
equal to the market value of the securities lent. The Fund will continue to
receive interest on the securities lent while simultaneously seeking to earn
interest on the investment of cash collateral in U.S. government securities,
shares of an investment trust or mutual fund, or other short-term, highly
liquid investments.  There may be risks of delay in recovery of the securities
or even loss of rights in the collateral should the borrower of the securities
fail financially.  However, loans will only be made to borrowers deemed by Banc
One Advisors to be of good standing under guidelines established by the Trust's
Board of Trustees and when, in the judgment of Banc One Advisors, the
consideration that can be earned currently from such securities loans justifies
the attendant risk. The Funds will enter into loan arrangements only with
counter parties which Banc One Advisors has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination at any time by the Fund or the borrower, and are therefore not
considered to be illiquid investments.
    

       ONLY THE GOVERNMENT MONEY MARKET FUND MAY INVEST IN THE FOLLOWING:

U.S. GOVERNMENT AGENCIES--Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.


                                       14
<PAGE>   270
   
INVESTMENT COMPANY SECURITIES--The Government Money Market Fund may invest up
to 5% of its total assets in the securities of any one investment company, but
may not own more than 3% of the securities of any one investment company or
invest more than 10% of its assets in the securities of other investment
companies.  Other investment company securities may include securities of a
money market fund of the Trust, and securities of other investment companies
for which Banc One Advisors serves as investment adviser or administrator.
Because other investment companies employ an investment advisor, such
investments by the Fund may cause Shareholders to bear duplicative fees. Banc
One Advisors will waive its fee attributable to the assets of the investing
fund invested in a money market fund of the Trust and in other funds advised by
Banc One Advisors; and, to the extent required by the laws of any state in
which shares of the Trust are sold, Banc One Advisors will waive its fees
attributable to the assets of any Fund invested in any investment company.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Fund bears a risk of loss in the event the other party
defaults on its obligations and the Fund is delayed or prevented from their
right to dispose of the collateral securities or if the Fund realizes a loss on
the sale of the collateral securities. Repurchase agreements typically are
short-term in nature, generally overnight, and normally are used to invest
temporary cash balances held by the Fund. The SEC considers repurchase
agreements to be loans.

REVERSE REPURCHASE AGREEMENTS - The Fund may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Fund will sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Fund will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Fund enters into a reverse
repurchase agreement, it will place liquid high grade debt securities having a
value equal to the repurchase price (including accrued interest), in a
segregated custodial account and will subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the Fund may
decline below the price at which the Fund is obligated to repurchase the
securities. The SEC considers reverse repurchase agreements to be borrowings by
the Fund.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the Fund may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. A demand instrument with a demand notice period
exceeding seven days will be considered illiquid. There is a risk that the
current interest rate on such obligations may not accurately reflect existing
market interest rates.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The Fund may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac or other U.S.
government agencies or instrumentalities. Mortgage-backed securities may also
be issued by non-governmental entities and may or may not have private insurer
guarantees of timely payments. The Fund also may invest in Collateralized
Mortgage Obligations ("CMOs") and Real Estate Mortgage Investment Conduits
("REMICs"). CMOs and REMICs are structures providing for redistribution of the
cash flows of mortgage-related products to different bond classes (commonly
referred to as tranches). This redistribution is achieved through specific
rules for the monthly distribution of coupon interest and principal. This
reallocation of interest and principal results in the redistribution of
prepayment risk across the different bond classes. This allows for the creation
of bonds with more or less prepayment risk than the underlying collateral
exhibits.

Mortgage-backed securities are in most cases "pass-through" instruments,
through which the holder receives a share of all interest and principal
payments from the mortgages underlying the certificate. Because the prepayment
characteristics of the underlying mortgages vary, it is not possible to predict
accurately the average life or realized yield of a particular issue of
pass-through certificates. During periods of declining interest rates,
prepayment of mortgages underlying mortgage-backed securities can be expected
to accelerate.  When the mortgage obligations are prepaid, the Fund may have to
reinvest in securities with a lower yield. Moreover, prepayment of mortgages
which underlie securities purchased at a premium could result in capital
losses.

REGULATION OF MORTGAGE LOANS--Mortgage loans are subject to a variety of state
and Federal regulations designed to protect borrowers which may impair the
ability of the mortgage lender to enforce its rights under the mortgage
documents. These regulations include legal restraints on foreclosures,
homeowner rights of redemption after foreclosure, Federal and state bankruptcy
and debtor relief laws, restrictions on enforcement of mortgage loan "due on
sale" clauses and state usury laws. Even when the Fund invests in
mortgage-backed securities issued or guaranteed by the U.S. government, its
agencies or instrumentalities, these regulations may adversely affect the
Fund's investments by delaying the Fund's receipt of payments derived from
principal or interest on mortgage loans affected by such regulations.
    

                                       15
<PAGE>   271
PUTS--The Government Money Market Fund may acquire puts with respect to
securities held in its portfolio. Under a put, the Fund would have the right to
sell a specified security within a specified period of time at a specified
price. A put would be sold, transferred, or assigned only with the underlying
security. The Fund will acquire puts solely to facilitate portfolio liquidity,
shorten the maturity of the underlying securities, or permit the investment of
the Fund's assets at a more favorable rate of return.

The Fund expects that it will generally acquire puts only where the puts are
available without the payment of any direct or indirect consideration. However,
if necessary or advisable, the Fund may pay for a put either separately in cash
or by paying a higher price for portfolio securities which are acquired subject
to the puts (thus reducing the yield to maturity otherwise available for the
same securities).

There is no limit to the percentage of portfolio securities that may be
purchased subject to a put. However, the Fund will not acquire a put that was
not an integral part of the security as originally issued if such acquisition
would cause the aggregate value of all such puts held in the Fund to exceed 1/2
of 1% of the value of the Fund's total assets.

MISCELLANEOUS

   
The Trust believes that as of August 1, 1996, BANC ONE CORPORATION (100 East
Broad Street, Columbus, OH 43271), through its affiliates, owned of record
substantially all the shares of the Treasury Only Money Market Fund and the
Government Money Market Fund.

The Trust believes as of the same date, BANC ONE CORPORATION, through its
affiliates, possessed on behalf of its underlying accounts, voting or
investment power with respect to 66.89% of the shares of the Treasury Only
Money Market Fund and 40.85% of the Government Money Market Fund. As a
consequence, BANC ONE CORPORATION may be deemed to be a controlling person of
the shares of each Fund under the Investment Company Act of 1940.
    

PERFORMANCE

From time to time, each Fund may advertise its "current yield" and "effective
yield." Both yield figures are based on historical earnings and are not
intended to indicate future performance. The "current yield" of a Fund refers
to the income generated by an investment in the Fund over a seven-day,
thirty-day or three-month period (which period will be stated in the
advertisement). This income is then "annualized." That is, the yield is
calculated by assuming that the income generated by the investment during that
period is generated over a one-year period and is shown as a percentage of the
investment. The "effective yield" of a Fund refers to income generated by an
investment in the Fund over a seven-day, thirty-day, one-year or three-year
period (which period will be stated in the advertisement). The "effective
yield" is calculated the same way as current yield but, when annualized, the
income earned by an investment in a Fund is assumed to be reinvested. The
"effective yield" will be slightly higher than the "current yield" because of
the compounding effect of the assumed reinvestments. See the Statement of
Additional Information.

Each Fund's performance may from time to time be compared to other mutual funds
tracked by mutual fund rating services, to broad groups of comparable mutual
funds or to unmanaged indices that may assume investment of dividends but
generally do not reflect deductions for administrative and management costs.

Further information about the performance of each Fund is contained in the
Trust's Annual Report to Shareholders for both The One Group Treasury Only
Money Market Fund and The One Group Government Money Market Fund, which may be
obtained without charge by calling 1-800-480-4111.

TAXES

   
The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Funds
or their Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Funds.
    

TAX STATUS OF THE FUNDS

Each Fund is treated as a separate entity for Federal income tax purposes and
is not combined with the Trust's other funds. Each Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal income
tax on that part of its net investment income and net capital gains (the excess
of net long-term capital gain over net short-term capital loss) that is
distributed to its Shareholders.


                                       16
<PAGE>   272
TAX STATUS OF DISTRIBUTIONS

Each Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gains) to its Shareholders
on at least an annual basis. Dividends from net investment income will be
taxable to Shareholders as ordinary income whether received in cash or in
additional shares. Any net capital gains will be distributed at least annually
and will be taxed to Shareholders as long-term capital gains, regardless of how
long the Shareholder has held shares. Each Fund will make annual reports to
Shareholders of the Federal income tax status of all distributions.

   
Certain securities purchased by the Funds (such as STRIPS and CUBES), as
defined in the "Description of Permitted Investments," are sold at original
issue discount and thus do not make periodic cash interest payments. Each Fund
will be required to include as part of its current income the imputed interest
on such obligations even though the Fund has not received any interest payments
on such obligations during that period. Because a Fund distributes
substantially all of its net investment income to its Shareholders (including
such imputed interest), the Fund may have to sell portfolio securities in order
to generate the cash necessary for the required distributions. Such sales may
occur at a time when Banc One Advisors would not have chosen to sell such
securities and may result in a taxable gain or loss.
    

Dividends declared by a Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by a Fund and received by Shareholders on December 31 of that
year, if paid by a Fund any time during the following January. Each Fund
intends to make sufficient distributions prior to the end of each calendar year
to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from a Fund's investments
in U.S. government obligations may not be entitled to the exemptions from state
and local income taxes that would be available if the Shareholder had purchased
U.S. government obligations directly. Each Fund will inform Shareholders
annually of the percentage of income and distributions derived from direct U.S.
government obligations. Shareholders should consult their tax advisers
regarding the state and local tax treatment of the dividends received from a
Fund.

Sale, exchange, or redemption of a Fund's shares by a Shareholder will
generally be a taxable event to such Shareholder.


                                       17
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                                       18


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                                       20


<PAGE>   276


   

Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081
    

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O.  Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

   
0050909.01
    

                                       21
<PAGE>   277
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996

             THE ONE GROUP(R) INSTITUTIONAL PRIME MONEY MARKET FUND

This Prospectus describes The One Group(R) Institutional Prime Money Market
Fund (the "Fund"). The Fund is a series of The One Group(R) (the "Trust"). Banc
One Investment Advisors Corporation ("Banc One Advisors") serves as investment
advisor to the Fund. Banc One Advisors currently manages more than $39 billion
in assets.

The Fund is offered only to certain institutional and accredited investors.

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR
INVESTMENT ADVISORY AND OTHER SERVICES.
    

THERE CAN BE NO ASSURANCE THAT THE ONE GROUP(R) INSTITUTIONAL PRIME MONEY
MARKET FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER
SHARE.

   
The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Fund that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

A Statement of Additional Information dated November 1, 1996 has been filed
with the SEC and is available without charge by calling or writing to the
Distributor, The One Group Services Company, 3435 Stelzer Road, Columbus, OH
43219 during business hours at the number and address listed above. The
Statement of Additional Information is incorporated into this Prospectus by
reference.
    

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.

   
                                   PROSPECTUS
    
<PAGE>   278
TABLE OF CONTENTS

SUMMARY
ABOUT THE FUND
  Expense Summary
  Financial Highlights
  The Fund
  Investment Objective and Permissible Investments
  Investment Policies
HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Alternative Sales Arrangements
  Exchanges
  Redemptions
FUND MANAGEMENT
  The Trustees
   
  The Advisor
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants
OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Description of Ratings
  Miscellaneous
  Performance
  Taxes

<PAGE>   279
SUMMARY

The Trust is an open-end management investment company that provides a
convenient way to invest in professionally managed portfolios of securities.
The following provides basic information about the Fund.

   
WHAT ARE THE FUND'S INVESTMENT OBJECTIVES? The Fund seeks high current income
consistent with the preservation of capital and maintenance of liquidity. A
more detailed discussion of the Fund's investment objectives and policies can
be found in the Prospectus under the heading "Investment Objective."

WHAT ARE THE PERMITTED INVESTMENTS? The Fund primarily invests in short-term
money market instruments, including securities of foreign issuers, which may
subject the Fund to special risks. The securities in which the Fund may invest
are described in more detail in "Description of Permitted Investments."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors") , an indirect subsidiary of BANC ONE CORPORATION, serves as the
Adviser of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors has volunteered to waive a
part of its fees. A more detailed discussion regarding Banc One Advisors, its
services and compensation can be found in the Prospectus under the heading,
"The Advisor" and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group Services Company serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the heading,
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust for which services it receives a fee. See "Transfer Agent and Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. No compensation is paid to the Distributor for distribution
services for shares of the Fund. The activities of the Distributor are
discussed in the Prospectus under the heading, "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days"). Purchase and redemption procedures are explained in
greater detail in "How to Invest in The One Group" and "Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month. Any capital gains are distributed at
least annually. Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash. For a more detailed
discussion of dividends, see "Dividends."
    

                                       3
<PAGE>   280
EXPENSE SUMMARY - THE ONE GROUP INSTITUTIONAL PRIME MONEY MARKET FUND

<TABLE>
<S>                                                                       <C>
SHAREHOLDER TRANSACTION EXPENSES(1)..................................     none
ANNUAL OPERATING EXPENSES(2)
   (as a percentage of average daily net assets)
Investment Advisory Fees (after fee waivers)(2)......................   [    ]%
Other Expenses.......................................................   [    ]%
Total Operating Expenses(2)..........................................   [    ]%
</TABLE>

(1)  A person who purchases shares through an account with a financial
     institution may be charged separate fees by the financial institution. In
     addition, a wire redemption charge, currently $7.00, is deducted from the
     amount of a wire redemption payment made at the request of a Shareholder.

   
(2)  Investment Advisory Fees and Total Operating Expenses have been revised to
     reflect fee waivers effective as of the date of this Prospectus. Other
     Expenses are based on the Fund's expenses during the most recent fiscal
     year. Banc One Advisors has voluntarily agreed to waive a part of its
     fees.  Absent this voluntary reduction, Investment Advisory Fee and Total
     Operating Expenses for the Fund would be [ ]% and [ ]%, respectively, of
     the average daily net assets of the Fund.
    

EXAMPLE: An investor would pay the following expenses on an investment of
$1,000 in the Fund assuming: (1) 5% annual return; and (2) redemption at the
end of each time period.

<TABLE>
<CAPTION>
                                                                  1 YEAR                3 YEARS
<S>                                                               <C>                   <C>
Institutional Prime Money Market Fund...........................  $[    ]               $[    ]
</TABLE>

Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

<TABLE>
<CAPTION>
                                                                  1 YEAR               3 YEARS
<S>                                                               <C>                  <C>
Institutional Prime Money Market Fund...........................  $[    ]              $[    ]
</TABLE>


   
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. "Other
Expenses" is based on estimated amounts for the current fiscal year. The above
table is designed to assist the investor in understanding the various costs and
expenses that may be directly or indirectly borne by investors in the Trust.
    
                                       4
<PAGE>   281
THE FUND

   
The Fund is part of the Trust which is an open-end management investment
company that offers shares in 40 separate funds, most of which offer three
classes of shares. This Prospectus relates to The One Group Institutional Prime
Money Market Fund (the "Fund"), which is not offered in separate classes. The
Fund, together with the Trust's Treasury Only Money Market, Government Money
Market, Treasury Money Market and Tax-Exempt Money Market Funds, none of which
are offered in separate classes, are collectively referred to herein as the
"Institutional Money Market Funds." The Fund is a diversified mutual fund.
Information regarding the Trust's 39 other funds and their classes is contained
in separate prospectuses which may be obtained from the Trust's Distributor,
The One Group Services Company, 3435 Stelzer Road, Columbus, OH 43219 or by
calling 1-800-480-4111.

INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

The investment objective of the Fund is "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information -- Voting
Rights" and "Investment Limitations." Unless expressly deemed to be
fundamental, the investment policies of the Fund are non-fundamental and may be
changed without a shareholder vote. You will be notified if a material change
is made in a non-fundamental policy. There is no assurance that the Fund will
meet its investment objectives or be able to maintain a net asset value of
$1.00 per share on a continuous basis.

The Fund intends to comply with the regulations of the Securities and Exchange
Commission ("SEC") applicable to money market funds using the amortized cost
method for calculating net asset value. These regulations impose certain
quality, maturity and diversification restraints on investments by the fund.
Under these regulations, the fund will invest only in U.S. dollar-denominated
securities, will maintain an average maturity on a dollar-weighted basis of 90
days or less, and will acquire only "eligible securities" that present minimal
credit risks and have a maturity of 397 days or less.

Below is a description of the Fund's investment objective and policies, as well
a summary of the types of securities in which the Fund will invest. For
additional information concerning the Fund's investments, see "Description of
Permitted Investments." The risks associated with investment in the Fund and
with certain investment techniques used by the Fund can be found in the
sections entitled "Risk Factors" and "Description of Permitted Investments."

Each of the following securities will be purchased by the Fund only if deemed
to present minimal credit risk to the Fund. In addition, unless a more specific
rating requirement is specified., all investments of the Fund must possess one
of the ratings described below in "Description of Ratings" at the time of
investment or, if unrated, determined by Banc One Advisors to be of comparable
quality.

The Fund seeks high current income consistent with the preservation of capital
and maintenance of liquidity.
    

The Fund will invest primarily in short-term money market instruments such as
certificates of deposit and bankers' acceptances issued by domestic banks,
foreign branches of domestic banks, and domestic and foreign branches of
foreign banks, U.S. dollar denominated time deposits, securities issued or
guaranteed by the U.S. government or its agencies or instrumentalities as to
the timely payment of principal and interest, repurchase agreements, reverse
repurchase agreements, high grade commercial paper, and other short-term
corporate obligations. Additionally, the Fund is permitted to lend portfolio
securities, provided that such loans are at least 102% collateralized and do
not exceed 30% of the Fund's total assets.

The Fund may invest more than 25% of its total assets in obligations issued by
banks, including foreign branches of U.S. banks and foreign banks.
Concentration in obligations issued by banks would involve a greater exposure
to economic, business, political, or regulatory changes that are generally
adverse to banks.  Such changes would include significant changes in interest
rates, general declines in bank asset quality, including real estate loans, and
the imposition of costly or otherwise burdensome government regulations or
restrictions. The Fund will not purchase securities issued by BANC ONE
CORPORATION or any of its affiliates.

The Fund may also invest in Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES"), shares
of other investment companies, receipts, which may include Treasury Receipts
("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and Certificates of
Accrual on Treasury Securities ("CATS"), zero coupon obligations, variable and
floating rate notes, guaranteed investment contracts ("GICs"), securities
purchased on a when-issued basis and forward commitments, puts, asset-backed
securities, repurchase agreements and reverse repurchase agreements. The Fund
will invest only in the securities of other money market funds which have
similar investment policies and objectives and which invest only in securities
with short-term ratings that are equal or higher than those in which the Fund
may invest.


                                       5
<PAGE>   282
For a further description of the Fund's permitted investments and ratings, see
the "Description of Permitted Investments," "Description of Ratings" and the
Statement of Additional Information.

   
Risks of Investing in Fixed Income Securities
    

The market value of the Fund's fixed income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under condition of
default, changes in the value of fixed income securities will not affect cash
income derived from these securities but will affect the Fund's net asset
value.

   
Risk of Foreign Securities

Foreign investments made by the Fund involve risks that are different from
investments in securities of U.S. banks. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls and exchange rates, interest
limitations or other governmental restrictions which might affect payment of
principal or interest, higher transaction costs, and delayed settlement of
transactions. Transaction costs are generally higher for investments in foreign
issuers. Additionally, there may be less public information available about
foreign banks and their branches. Foreign branches of foreign banks are not
regulated by U.S. banking authorities and generally are not bound by
accounting, auditing and financial reporting standards comparable to U.S.
banks. Although these factors will be considered carefully, the Fund does not
limit the amount of its assets which can be invested in any one type of
instrument or in any foreign country, except as required under regulations
applicable to money market funds and the Fund's investment objective, policies
and restrictions.
    

HOW TO DO BUSINESS WITH
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000,000, however, the
initial minimum investments may be waived at the Distributor's discretion.

Shares of the Fund may be purchased by commercial and retail institutional
investors, including affiliates of BANC ONE CORPORATION, who have opened an
account with State Street Bank and Trust Company (the Trust's Transfer Agent)
either directly or through a Shareholder Servicing Agent or by persons whose
individual net worth, or joint net worth with that person's spouse, at the time
of his or her purchase exceeds $1,000,000.

BY MAIL

   
Investors may purchase shares of the Fund by completing and signing an Account
Application Form and mailing it, along with a check (or other negotiable bank
instrument or money order) payable to "The One Group," to State Street Bank and
Trust Company (the Trust's Transfer Agent and Custodian), P.O. Box 8500,
Boston, MA 02266-8500. Subsequent purchases of shares may be made at any time
by mailing a check to the Transfer Agent. Account Application Forms are
available through the Distributor by calling 1-800-480-4111. All purchases made
by check should be in U.S. dollars. Third party checks will not be accepted.
When purchases are made by check or under the Systematic Investment Plan (see
below), redemptions will not be allowed until the investment being redeemed has
been in the Fund for 15 calendar days.
    

Purchases of shares of the Fund may also be made by an institutional investor
and/or other intermediary on behalf of an investor (each also a "Shareholder
Servicing Agent"). The Shareholder Servicing Agent may require an investor to
complete forms in addition to the Account Application Form and to follow
procedures established by the Shareholder Servicing Agent. Shareholders should


                                       6
<PAGE>   283
contact their Shareholder Servicing Agent regarding purchases, exchanges and
redemption of shares. See "Additional Information Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agent, if applicable. Shareholders may revoke their automatic
eligibility to make purchases and/or redemptions by telephone or by wire, by
sending a letter so stating to the Transfer Agent, State Street Bank and Trust
Company, P.O. Box 8500, Boston, MA 02266-8500.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor
and the Shareholder will be eligible to receive dividends declared the same day
if the Distributor receives the order before 2:00 p.m. Eastern time, and the
Custodian receives Federal funds before the close of business on such day.
Otherwise, the purchase order will be effective the next Business Day on which
Federal funds are received by the Custodian before the cut-off time. Federal
funds are monies credited to a bank's account with a Federal Reserve Bank.

The purchase price of shares of the Fund is the net asset value next determined
after a purchase order is effective. The net asset value per share of the Fund
is determined by dividing the total market value of the Fund's investments and
other assets, less any liabilities, by the total outstanding shares of the
Fund.  The net asset value per share is determined as of 11:00 a.m. and 4:00
p.m.  Eastern time, on each Business Day. For a further discussion of the
calculation of net asset value, see the Statement of Additional Information.
Purchases will be made in full and fractional shares of the Fund calculated to
three decimal places. The purchase price is expected to remain constant at
$1.00 per share.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

If shares of the Fund are held in the name of the Shareholder Servicing Agent
effecting the purchase on the Shareholder's behalf, it is that Shareholder
Servicing Agent's responsibility to transmit purchase orders to the
Distributor.  Shareholder Servicing Agents may impose an earlier cut-off time
for receipt of purchase orders directed through them to allow for processing
and transmittal of these orders to the Distributor for effectiveness the same
day. Shareholders should contact their Shareholder Servicing Agent for
information as to the Shareholder Servicing Agent's procedures for transmitting
purchase, exchange or redemption of shares to the Trust. Shareholders who
desire to transfer the registration of shares beneficially owned by them but
held of record by a Shareholder Servicing Agent should contact the Shareholder
Servicing Agent to accomplish such change. Other Shareholders who desire to
transfer the registration of their shares should contact the Transfer Agent.

No certificates representing the shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

EXCHANGES

Shareholders may exchange their shares of the Fund for shares of the Trust's
other Institutional Money Market Funds, but may not exchange shares of the Fund
for shares of any fund other than an Institutional Money Market Fund. The
exchange privilege may be exercised only in those states where the shares of
such other funds may be legally sold. All exchanges are made at net asset value
of the exchanged shares. The Trust does not impose a charge for processing
exchanges of shares.

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 12:30 p.m., Eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must have received a current
prospectus of the fund of the Trust in which he or she wishes to invest before
the exchange will be effected.


                                       7
<PAGE>   284
The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' notice. An exchange is considered a
sale of shares and usually results in a capital gain or loss for Federal income
tax purposes. Shareholders should consult their tax advisers for more complete
explanation of the Federal income tax consequences of an exchange of shares of
the fund.

A more detailed description of the above is set forth in the "Shareholder
Services" section of the Statement of Additional Information.

   
The Trust's exchange privilege is not intended to afford Shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Fund and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

REDEMPTIONS

Shareholders may redeem their shares without charge on any Business Day; shares
may ordinarily be redeemed by mail, by telephone or by wire. All redemption
orders are effected at the net asset value per share next determined after
receipt of a valid request for redemption. Payment to Shareholders for shares
redeemed will be made within seven days after receipt by the Transfer Agent of
the request for redemption. However, the Fund will attempt to honor requests
for next day payment on redemption if the request is received prior to 2:00
p.m.  Eastern time, and requests for payment in two Business Days if the
redemption request is received after such time, unless it would be
disadvantageous to the Trust or to the Shareholders of the Fund to sell or
liquidate portfolio securities in an amount sufficient to satisfy requests for
payment in this manner.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500. The Transfer Agent may require
that the signature on the written request be guaranteed by a commercial bank,
by a member firm of a domestic stock exchange or by a member of the Securities
Transfer Association Medallion Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (1) the redemption is for $5,000 worth of shares or less, (2)
the redemption check is payable to the Shareholder(s) of record, and (3) the
redemption check is mailed to the Shareholder(s) at the address of record. The
Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Distributor. There is no charge for having redemption requests mailed to
a designated bank account.

   
BY TELEPHONE AND BY WIRE
    

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent will reduce the amount of a wire redemption payment by its then current
wire redemption charge, currently $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, the Fund may be requested to redeem shares for which it had
not yet received good payment. In some circumstances, the forwarding of
proceeds may be delayed for 15 days or more until payment has been collected
for the purchase of such shares. The Fund intends to pay cash for all shares
redeemed.  See "How to Invest in The One Group by Mail."
    

                                       8
<PAGE>   285
Due to the relatively high cost of handling investments under $1,000,000, the
Fund reserves the right to redeem, at net asset value, the shares of any
Shareholder if, because of redemptions of shares by or on behalf of the
Shareholder, the account of such Shareholder in the Fund has a value of less
than $1,000,000, the minimum initial purchase amount. Accordingly, an investor
purchasing shares of the Fund in only the minimum investment amount may be
subject to such involuntary redemption if he or she thereafter redeems any of
these shares. Before the Fund exercises its right to redeem such shares and to
send the proceeds to the Shareholder, the Shareholder will be given notice that
the value of the shares in his or her account is less than the minimum amount
and will be allowed 60 days to make an additional investment in the Fund in an
amount which will increase the value of the account to at least $1,000,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

The redemption price is expected to remain constant at $1.00 per share,
although there is no assurance that this will be the case.

   
MANAGEMENT OF THE FUNDS

The Trustees

The Trustees oversee the management and administration of the Fund. Among their
other duties, the Trustees are responsible for making major decisions relating
to each Fund's investment objective and policies. The Trustees delegate the
day-to-day management of the Fund to the officers of the Trust and meet at
least quarterly to review the Fund's investment policies, performance, expenses
and other business affairs.

THE ADVISOR

The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Fund and
continuously reviews, supervises and administers the Fund's investment
programs. Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment adviser to the Fund in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE CORPORATION or its affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion as
of June 30, 1996.

The Fund pays Banc One Advisors an investment advisory fee of .08% which is
calculated daily and paid monthly. Banc One Advisors may voluntarily agree to
waive a part of its fees. See "About the Fund -- Expense Summary". These fee
waivers are voluntary and may be terminated at any time. Shareholders will be
notified in advance if and when these waivers are terminated.
    

THE DISTRIBUTOR

The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to a distribution agreement
("Distribution Agreement") under which shares of the Fund are sold on a
continuous basis. No compensation is paid to the Distributor for distribution
services for the Fund. The Fund may also execute brokerage or other agency
transactions through an affiliate of the Adviser or a sub-adviser to a fund of
the Trust or the Distributor for which the affiliate of the Distributor
receives compensation. Pursuant to guidelines adopted by the Board of Trustees
of the Trust, any such compensation will be reasonable and fair compared to
compensation received by other brokers in connection with comparable
transactions.


                                       9
<PAGE>   286
THE ADMINISTRATOR

The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to an administration
agreement relating to the Fund (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing the Trust with administrative services (other than investment
advisory services), including regulatory reporting and all necessary office
space, equipment, personnel and facilities.

   
Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
The One Group Treasury Only Money Market Fund, The One Group Government Money
Market Fund and The One Group Investor Funds), .18% of each fund's average
daily net assets to $2 billion in Trust assets (excluding The One Group
Treasury Only Money Market Fund, The One Group Government Money Market Fund and
The One Group Investor Funds), and .16% of each fund's average daily net assets
when Trust assets exceed $2 billion (excluding The One Group Treasury Only
Money Market Fund, The One Group Government Money Market Fund and The One Group
Investor Funds).
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P. serves as
the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses.

   
Banc One Advisors and the Administrator of the Fund each bears all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for the Fund.
    

VOTING RIGHTS

   
Each share held entitles the Shareholder of record to one vote. Therefore, the
number of votes a Shareholder is entitled to depends on the number of shares
owned by that Shareholder. The Fund will vote separately on matters relating
solely to the Fund. As a Massachusetts Business Trust, the Trust is not
required to hold annual meetings of Shareholders but approval will be sought
for certain changes in the operation of the Trust and for the election of
Trustees under certain circumstances. In addition, a Trustee may be elected or
removed by the remaining Trustees or by Shareholders at a special meeting
called upon written request of Shareholders owning at least 10% of the
outstanding shares of the Trust. In the event that such a meeting is requested
the Trust will provide appropriate assistance and information to the
Shareholders requesting the meeting.
    


                                       10
<PAGE>   287
DIVIDENDS

Substantially all of the net investment income (exclusive of capital gains) of
the Fund is determined and declared on each Business Day as a dividend for
Shareholders of record as of the close of business on that day. Currently,
capital gains of the Fund, if any, will be distributed at least annually.

Dividends are paid in additional shares of the Fund, unless the Shareholder has
elected to take such payment in cash. Reinvested dividends and distributions
receive the same tax treatment as dividends and distributions paid in cash.
Such election, or any revocation thereof, must be made in writing, at least 15
days prior to the distribution, to State Street Bank and Trust Company, the
Transfer Agent, at P.O. Box 8500, Boston, MA, 02266-8500 and will become
effective with respect to dividends and distributions having record dates after
its receipt by the Transfer Agent.

   
Dividends and distributions of the Fund are paid on a per share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
same portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.
    

SHAREHOLDER INQUIRES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. It is also a fundamental policy of the Fund
to use its best efforts to maintain a constant net asset value of $1.00 per
share although there can be no assurance that the Fund will be able to do so.

Fundamental policies cannot be changed with respect to the Fund without the
consent of the holders of a majority of the Fund's outstanding shares. The term
"majority of the outstanding shares" means the vote of (i) 67% or more of a
Fund's shares present at a meeting, if more than 50% of the outstanding shares
of the Fund are present or represented by proxy, or (ii) more than 50% of the
Fund's outstanding shares, whichever is less.

The Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities and, if consistent with
the Fund's investment objective and policies, repurchase agreements involving
such securities) if as a result more than 5% of the total assets of the Fund
would be invested in the securities of such issuer or the Fund would own more
than 10% of the outstanding voting securities of such issuer; provided,
however, that a Fund may invest up to 25% of its total assets without regard to
this restriction as permitted by applicable law. For purposes of these
limitations, a security is considered to be issued by the government entity
whose assets and revenues guarantee or back the security. With respect to
private activity bonds or industrial development bonds backed only by the
assets and revenues of a non-governmental user, such user would be considered
the issuer.

2. Invest more than 25% of its total assets in the securities of issuers in the
same industry, except that there is no limitation on investments in securities
issued by banks or on obligations issued or guaranteed by the U.S. government,
its agencies or instrumentalities; and provided, further, that utilities will
be divided according to their services. For example, gas, gas transmission,
electric, and telephone will each be considered a separate entity.

3. Borrow money or issue senior securities, or mortgage, pledge, or hypothecate
any assets, except that (i) the Fund may borrow from banks for temporary
purposes in amounts up to 10% of the value of its total assets at the time of
such borrowing; and (ii) the Fund


                                       11
<PAGE>   288
may mortgage, pledge, or hypothecate assets in connection with any such
borrowing in amounts not in excess of the lesser of the dollar amounts borrowed
or 10% of the value of the Fund's total assets at the time of its borrowing.

Additionally, though not a fundamental policy, the Fund may not purchase
securities while borrowings (including reverse repurchase agreements) exceed 5%
of the Fund's net assets.

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Fund:

U.S. GOVERNMENT AGENCIES--Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank are supported by the full
faith and credit of the U.S. Treasury, others, such as the Federal National
Mortgage Association ("Fannie Mae"), are supported by the credit of the
instrumentality and have the right to borrow from the U.S. Treasury, others are
supported by the authority of the U.S. government to purchase the agency's
obligations, while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

U.S. TREASURY OBLIGATIONS--The Fund may invest in U.S. Treasury obligations
which include bills, notes and bonds issued by the U.S. Treasury and separately
traded interest and principal component parts of such obligations that are
transferable through the Federal book-entry system known as Separately Traded
Registered Interest and Principal Securities ("STRIPS") and Coupon Under Book
Entry Safekeeping ("CUBES").

BANKERS' ACCEPTANCES--Bankers' acceptances are bills of exchange or time drafts
drawn on and accepted by (i.e., made an obligation of) a commercial bank. They
are used by corporations to finance the shipment and storage of goods and to
furnish dollar exchange. Maturities are generally six months or less.

   
CERTIFICATES OF DEPOSIT--Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity. The Fund may
invest in CDs of domestic and foreign branches of U.S. commercial banks and
domestic branches of savings and loan associations if FDIC insured and which
have total assets in excess of $1 billion. The Fund may also invest in U.S.
dollar-denominated CDs issued by foreign banks having total assets in excess of
$1 billion. Such instruments include Eurodollar CDs which are issued by
branches of foreign and domestic banks located outside the U.S. and Yankee CDs
which are issued by a U.S. branch of a foreign bank and held in the U.S.

TIME DEPOSITS--Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market. Time deposits with
a withdrawal penalty are considered to be illiquid securities; for the purpose
of the Fund's limitations on illiquid investments. The Fund may make time
deposits in commercial banks, savings banks, savings and loans, and in foreign
banks if the institution has total assets in excess of $1 billion. Such
instruments include Eurodollar TDs which are U.S. dollar denominated deposits
in a foreign branch of a U.S. or foreign bank and Canadian TDs which are issued
by major branches of Canadian banks.
    

The Fund may also make interest-bearing savings deposits in commercial and
savings banks and in savings and loan associations in amounts not in excess of
5% of the Fund's total assets.

COMMERCIAL PAPER--Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months. The Fund may
purchase Canadian Commercial Paper which is issued by a Canadian corporation or
a Canadian counterpart of a U.S. corporation, and Europaper which is U.S.
dollar denominated commercial paper of a foreign issuer. The Fund may also buy
bonds with remaining maturities of under thirteen months.


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RECEIPTS--The Fund may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. The custodian holds
the interest and principal payments for the benefit of the registered owners of
the certificates or receipts. The custodian arranges for the issuance of the
certificates or receipts evidencing ownership and maintains the register.
Receipts include Treasury Receipts ("TRS"), Treasury Investment Growth Receipts
("TIGRS"), and Certificates of Accrual on Treasury Securities ("CATS").

STRIPS, CUBES, TRS, TIGRS and CATS are sold as zero coupon securities which
means that they are sold at a substantial discount and redeemed at face value
at their maturity date without interim cash payments of interest or principal.
This discount is amortized over the life of the security, and such amortization
will constitute the income earned on the security for both accounting and tax
purposes. Because of these features, these securities may be subject to greater
interest rate volatility than interest-paying U.S. Treasury obligations. The
Fund may invest up to 20% of its total assets in STRIPS, CUBES, TRS, TIGRS and
CATS. See also "Taxes."

   
REPURCHASE AGREEMENTS--Repurchase Agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The Custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Fund bears a risk of loss in the event the other party
defaults on its obligations and the Fund is delayed or prevented from its right
to dispose of the collateral securities or if the Fund realizes a loss on the
sale of the collateral securities. The Adviser will enter into repurchase
agreements on behalf of the Fund only with financial institutions deemed to
present minimal risk of bankruptcy during the term of the agreement based on
guidelines established and periodically reviewed by the Trustees. Repurchase
agreements typically are short-term in nature, generally overnight, and
normally are used to invest temporary cash balances held in the Fund.
Repurchase agreements are considered by the SEC to be loans.
    

REVERSE REPURCHASE AGREEMENTS--The Fund may borrow funds for temporary purposes
by entering into reverse repurchase agreements. Pursuant to such agreements,
the Fund would sell portfolio securities to financial institutions such as
banks and broker-dealers and agree to repurchase them at a mutually agreed-upon
date and price. The Fund will enter into reverse repurchase agreements only to
avoid otherwise selling securities during unfavorable market conditions to meet
redemptions. At the time the Fund enters into a reverse repurchase agreement,
it would place in a segregated custodial account, assets such as liquid high
grade debt securities consistent with the Fund's investment restrictions and
having a value equal to the repurchase price (including accrued interest) and
monitor the account to ensure that such equivalent value was maintained.
Reverse repurchase agreements involve the risk that the market value of
securities sold by the Fund may decline below the price at which the Fund is
obligated to repurchase the securities. Reverse repurchase agreements are
considered by the SEC to be borrowings by the Fund.

VARIABLE AND FLOATING RATE INSTRUMENTS--Certain of the obligations purchased by
the Fund may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. A demand instrument with a demand notice period exceeding
seven days may be considered illiquid if there is no secondary market for such
security; therefore, the Fund will not invest more than 10% of its assets in
such instruments and other illiquid securities. The interest rates on these
securities may be reset daily, weekly, quarterly or some other reset period,
and the interest rates on these securities may be subject to a floor or
ceiling.  There is a risk that the current interest rate on such obligations
may not accurately reflect existing market interest rates. There is no limit on
the extent to which the Fund may purchase variable and floating rate
instruments which are not illiquid. The Fund will purchase variable and
floating rate instruments to facilitate portfolio liquidity and to achieve
favorable rates of return.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS--The Fund
may purchase securities on a when-issued basis when deemed by the Adviser to
present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. Although the purchase of securities
on a when-issued basis is not considered leveraging, it has the effect of
leveraging.  When the Adviser purchases a when-issued security, the Custodian
will set aside cash or liquid securities to satisfy the purchase commitment.
The Fund generally will not pay for such securities or earn interest on them
until received.  Commitments to purchase when-issued securities will not, under
normal market conditions, exceed 25% of the Fund's total assets, and a
commitment will not exceed 90 days. The Fund will only purchase when-issued
securities for the purpose of acquiring portfolio securities and not for
speculative purposes.

In a forward commitment transaction, the Fund contracts to purchase securities
for a fixed price at a future date beyond customary settlement time. The Fund
is required to hold and maintain in a segregated account until the settlement
date, cash, U.S. government securities or liquid high-grade debt obligations in
an amount sufficient to meet the purchase price. Alternatively, the Fund may
enter into offsetting contracts for the forward sale of other securities that
it owns.  The purchase of securities on a when-issued or forward


                                       13
<PAGE>   290
commitment basis involves a risk of loss if the value of the security to be
purchased declines prior to the settlement date. Although the Fund would
generally purchase securities on a when-issued or forward commitment basis with
the intention of actually acquiring securities for its portfolio, the Fund may
dispose of a when-issued security or forward commitment prior to settlement if
the Adviser deems it appropriate to do so.

   
INVESTMENT COMPANY SECURITIES--The Fund may invest up to 5% of its total assets
in the securities of any one investment company, but may not own more than 3%
of the securities of any one investment company or invest more than 10% of its
assets in the securities of other investment companies. In accordance with an
exemptive order issued to the Trust by the SEC, such other investment company
securities may include securities of a money market fund of the Trust, and such
companies may include companies of which the Adviser or a sub-adviser to a fund
of the Trust, or an affiliate of such Adviser or sub-adviser, serves as
investment adviser, administrator or distributor. Because other investment
companies employ an investment adviser, such investment by a Fund may cause
Shareholders to bear duplicative fees. The Adviser will waive its fee
attributable to the assets of the investing fund invested in a money market
fund of the Trust and in other funds advised by Banc One Advisers; and, to the
extent required by the laws of any state in which shares of the Trust are sold,
the Adviser will waive its fees attributable to the assets of a fund invested 
in any investment company.
    

PUTS--The Fund may acquire puts with respect to securities held in its
portfolios. Under a put, the Fund would have the right to sell a specified
security within a specified period of time at a specified price. A put would be
sold, transferred, or assigned only with the underlying security. The Fund will
acquire puts solely to either facilitate portfolio liquidity, shorten the
maturity of the underlying securities, or permit the investment of the Fund's
funds at a more favorable rate of return.

The Fund expects that it will generally acquire puts only where the puts are
available without the payment of any direct or indirect consideration. However,
if necessary or advisable, the Fund may pay for a put either separately in cash
or by paying a higher price for portfolio securities which are acquired subject
to the puts (thus reducing the yield to maturity otherwise available for the
same securities).

There is no limit to the percentage of portfolio securities that may be
purchased subject to a put. However, the Fund will not acquire a put which was
not an integral part of the security as originally issued if such acquisition
would cause the aggregate value of all such puts held in the Fund to exceed 1/2
of 1% of the value of the Fund's total assets.

SECURITIES LENDING--In order to generate additional income, the Fund may lend
up to 33% of the securities in which it is invested pursuant to agreements
requiring that the loan be continuously secured by cash, securities of the U.S.
government or its agencies, shares of an investment trust or mutual fund or any
combination of cash and such securities as collateral equal at all times to at
least 100% of the market value plus accrued interest on the securities lent.
The Fund will continue to receive interest on the securities lent while
simultaneously earning interest on the investment of cash collateral in U.S.
government securities, shares of an investment trust or mutual fund. Collateral
is marked to market daily to provide a level of collateral at least equal to
the value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by the Adviser to be of good standing under guidelines established by
the Trust's Board of Trustees and when, in the judgment of the Adviser, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The Fund will only enter into loan arrangements
with counterparties which the Adviser has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by a Fund or the borrower at any time and are, therefore, not
considered to be illiquid investments.

SHORT-TERM FUNDING AGREEMENTS--The Fund may, in order to enhance yield, make
limited investments in short-term funding agreements (sometimes referred to as
guaranteed investment contracts ("GICs")) issued by highly rated U.S. insurance
companies. Pursuant to such contracts, a Fund makes cash contributions to a
deposit fund of the insurance company's general account. The insurance company
then credits to the Fund on a monthly basis guaranteed interest at either a
fixed, variable or floating rate. A short-term funding agreement provides that
this guaranteed interest will not be less than a certain minimum rate.
Generally, a short-term funding agreement allows purchasers the option of
buying an annuity with the monies accumulated under the contract; however, the
Fund will not purchase any such annuities but will instead elect cash payments
in connection with the amounts payable to it under the contracts.

A short-term funding agreement is a general obligation of the issuing insurance
company and not a separate account. The purchase price paid for a short-term
funding agreement becomes part of the general assets of the issuer, and the
contract is paid at maturity from the general assets of the issuer. The Fund
will only purchase short-term funding agreements that have a remaining maturity
of 397 days or less at the time of purchase and that the Adviser determines to
be of comparable quality to commercial paper rated in the highest rating
category by two or more NRSROs. The Board must approve or ratify the purchase
of unrated short-term funding agreements by the Fund. In determining the Fund's
average weighted maturity, the maturity of a short-term funding agreement with
a rate of interest that readjusts upon stated intervals shall be equal to the
longer of the period of time until the readjustment or the period of time
remaining until the principal amount can be recovered from the issuer through
demand. The maturity of a short-term


                                       14
<PAGE>   291
funding agreement with a demand feature and a rate of interest that readjusts
automatically with changes in market interest rates shall be equal to the
period of time remaining until the principal amount can be recovered from the
issuer through demand. The Fund will only purchase short-term funding
agreements from issuers which, at the time of purchase, are rated "A" or better
by A.M. Best Company, have assets of $1 billion or more, and meet quality and
credit standards established by the Adviser under the supervision of the Board
of Trustees.

Generally, short-term funding agreements are not assignable or transferable
without the permission of the issuing insurance companies. For this reason, an
active secondary market in short-term funding agreements does not currently
exist. Therefore, short-term funding agreements are considered by the Fund to
be illiquid investments, and will be acquired by the Fund only if, at the time
of purchase, no more than 10% of the Fund's net assets will be invested in
short-term funding agreements and other illiquid securities.

   
SECURITIES OF FOREIGN ISSUERS--The Fund may invest in securities of foreign
issuers to achieve income or capital appreciation. Foreign investments involve
risks that are different from investments in securities of U.S. issuers. The
Funds also may invest in commercial paper of foreign issuers and obligations of
foreign branches of U.S. banks, U.S. and London branches of foreign banks, and
supranational entities which are established through the joint participation of
several governments (e.g., the Asian Development Bank and the Inter-American
Development Bank). Securities of foreign issuers may include sponsored and
unsponsored American Depository Receipts ("ADRs"), which are securities
typically issued by a U.S. financial institution that evidence ownership
interests in a pool of securities issued by a foreign issuer. ADRs include
American Depository Shares and New York shares. There may be less information
available on the foreign issuers of unsponsored ADRs than on the issuers of
sponsored ADRs. Foreign branches of foreign banks are not regulated by U.S.
banking authorities and generally are not bound by accounting, auditing and
financial reporting standards comparable to those applicable to U.S. banks.
    

ZERO COUPON OBLIGATIONS--The Fund may acquire zero coupon obligations which
have greater price volatility than coupon obligations and which will not result
in the payment of interest until maturity. The Fund will purchase these
obligations to permit investment of assets at a more favorable rate of return.

ASSET-BACKED SECURITIES--The Fund may invest in asset-backed securities which
consist of securities secured by company receivables, truck and auto loans,
leases, and credit card receivables. Unlike the collateral backing a
mortgage-backed security, the collateral on an asset backed security cannot be
foreclosed upon by the security holder. These issues are normally traded
over-the-counter and typically have a short-intermediate maturity structure
depending on the paydown characteristics of the underlying financial assets
which are passed through to the security holder. Asset backed securities
purchased by the Fund must possess one of the two highest ratings by an NRSRO.
There is no limit on the extent to which the Fund may invest in asset-backed
securities. Asset-backed securities may be purchased for the purpose of
enhancing yield.

SEC REGULATIONS REGARDING INVESTMENTS BY MONEY MARKET FUNDS--Investments by the
Fund are subject to limitations imposed under regulations adopted by the SEC.
Under these regulations, money market funds may acquire only obligations that
present minimal credit risks and that are "eligible securities" which means
they are (i) rated, at the time of investment, by at least two NRSROs (one if
it is the only organization rating such obligation) in the highest short-term
rating category or, if unrated, determined by the Adviser to be of comparable
quality (a "first tier security"), or (ii) rated according to the foregoing
criteria in the second highest short-term rating category or, if unrated,
determined to be of comparable quality ("second tier security"). A security is
not considered to be unrated if its issuer has outstanding obligations of
comparable priority and security that have a short-term rating. The Adviser
will determine that an obligation presents minimal credit risks or that unrated
instruments are of comparable quality in accordance with guidelines established
by the Trustees. In addition, investments in second tier securities by the Fund
are subject to the further constraints that (i) no more than 5% of the Fund's
assets may be invested in such securities in the aggregate, and (ii) any
investment in such securities of one issuer is limited to the greater of 1% of
the Fund's total assets or $1 million. In addition, the Fund may invest up to
25% of its assets in the first-tier securities of a single issuer for three
Business Days.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.


                                       15
<PAGE>   292
Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

DESCRIPTION OF MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

INVESTMENT GRADE

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

NON-INVESTMENT GRADE

Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rated category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial. or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or
BB-rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.


                                       16
<PAGE>   293
Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.

Moody's Investor Service, Inc.

INVESTMENT GRADE

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

NON-INVESTMENT GRADE

Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other
marked shortcomings. C is the lowest rating. Bonds in this category have
extremely poor prospects of ever attaining investment standing.

   
Unrated securities will be treated as non-investment grade securities unless
Banc One Advisors determines that such securities are the equivalent of
investment grade securities. Securities that have received different ratings
from more than one agency are considered investment grade if at least one
agency has rated the security investment grade.
    

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

       o      Amortization schedule (the larger the final maturity relative to
              other maturities the more likely it will be treated as a note).


                                       17
<PAGE>   294
       o      Source of Payment (the more dependent the issue is on the market
              for its refinancing, the more likely it will be treated as a
              note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

PERFORMANCE

From time to time, the Fund may advertise its "current yield" and "effective
yield." Both yield figures are based on historical earnings and are not
intended to indicate future performance. The "current yield" of the Fund refers
to the income generated by an investment in the Fund over a seven-day,
thirty-day or three-month period (which period will be stated in the
advertisement). This income is then "annualized." That is, the yield is
calculated by assuming that the income generated by the investment during that
period is generated over a one year period and is shown as a percentage of the
investment. The "effective yield" of the Fund refers to the income generated by
an investment in the Fund over a thirty-day, one-year or three-year period
(which period will be stated in the advertisement). The "effective yield" is
calculated the same way as current yield but, when annualized, the income
earned by an investment in the Fund is assumed to be reinvested. The "effective
yield" will be slightly higher than the "current yield" because of the
compounding effect of this assumed reinvestment.  For further information
regarding how current and effective yields are calculated, see the Statement of
Additional Information.

In addition, the Fund may periodically compare performance to other mutual
funds tracked by mutual fund rating services, to broad groups of comparable
mutual funds or to unmanaged indices which may assume investment of dividends
but generally do not reflect deductions for administrative and management
costs.

Further information about the performance of the Fund is contained in the
Trust's Annual Report to Shareholders for The One Group Institutional Prime
Money Market Fund, which may be obtained without charge by calling
1-800-480-4111.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.

TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal income
tax on that part of its net investment income and net capital gains (the excess
of net long-term capital gain over net short-term capital loss) which is
distributed to its Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gains) to Shareholders of
the Fund on a current basis. Dividends from net investment income will be
taxable to Shareholders as ordinary income whether received in cash or in
additional shares. Any net capital gains will be distributed at least annually
and will be taxed to Shareholders as long-term capital gains, regardless of how
long the Shareholder has held his or her shares. The Fund will make annual
reports to Shareholders of the Federal income tax status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received any interest
payments on such obligations during that period. Because the Fund distributes
all of its net investment income to its Shareholders (including such imputed
interest), the Fund may have to sell portfolio securities in order to generate
the cash necessary for the required distributions. Such sales may occur at a
time when the Adviser would not have chosen to sell such securities and may
result in a taxable gain or loss.


                                       18
<PAGE>   295
Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in that month will be deemed to
have been paid by the Fund and received by the Shareholders on December 31 of
that year, if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be allowable if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

The Fund may be subject to foreign withholding taxes on income derived by the
Fund from obligations of foreign issuers. The Fund will not be able to elect to
treat Shareholders as having paid their proportionate share of such foreign
taxes.

Sale, exchange, or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.


                                       19
<PAGE>   296



                      [THIS PAGE INTENTIONALLY LEFT BLANK]


                                       20


<PAGE>   297



                      [THIS PAGE INTENTIONALLY LEFT BLANK]


                                       21


<PAGE>   298



   
Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081
    

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

   

0050911.01
    


                                       22
<PAGE>   299
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996

THE ONE GROUP(R) TAX-EXEMPT                       THE ONE GROUP(R)
MONEY MARKET FUND                                 TREASURY MONEY MARKET FUND

This Prospectus describes The One Group(R) Tax-Exempt Money Market Fund and The
One Group(R) Treasury Money Fund (the "Funds"). The Funds are series of The One
Group(R) (the "Trust"). Banc One Investment Advisors Corporation ("Banc One
Advisors") serves as investment advisor to the Funds. Banc One Advisors
currently manages more than $39 billion in assets.

The Fund is offered only to certain institutional and accredited investors.

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR
INVESTMENT ADVISORY AND OTHER SERVICES.
    

THERE CAN BE NO ASSURANCE THAT THE ONE GROUP(R) INSTITUTIONAL PRIME MONEY
MARKET FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER
SHARE.

   
The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Funds that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

A Statement of Additional Information dated November 1, 1996 has been filed
with the SEC and is available without charge by calling or writing to the
Distributor, The One Group Services Company, at the number and address listed
above. The Statement of Additional Information is incorporated into this
Prospectus by reference.
    

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.

   
                                   PROSPECTUS
    


<PAGE>   300



TABLE OF CONTENTS

TABLE OF CONTENTS

SUMMARY
ABOUT THE FUND
  Expense Summary
  Financial Highlights
  The Fund
  Investment Objective and Permissible Investments
  Investment Policies

HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Alternative Sales Arrangements
  Exchanges
  Redemptions

FUND MANAGEMENT
  The Trustees
   
  The Advisor
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants

OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Description of Ratings
  Miscellaneous
  Performance
  Taxes


<PAGE>   301



SUMMARY

The Trust is an open-end management investment company that provides a
convenient way to invest in professionally managed portfolios of securities.
The following provides basic information about The One Group Treasury Money
Market Fund and The One Group Tax-Exempt Money Market Fund (the "Funds").

   
WHAT ARE THE FUND'S INVESTMENT OBJECTIVES? Below is a brief overview of the
Funds and their investment objectives. A more detailed discussion of the Funds'
investment objectives and policies can be found in the Prospectus under the
heading "Investment Objectives and Permissible Investments."
    

THE ONE GROUP TREASURY MONEY MARKET FUND ("Treasury Money Market Fund") seeks
high current income with liquidity and stability of principal.

THE ONE GROUP TAX-EXEMPT MONEY MARKET FUND ("Tax-Exempt Money Market Fund")
seeks as high a level of current interest income free of Federal income taxes
as is consistent with the preservation of capital and relative stability of
principal.

   
WHAT ARE THE PERMITTED INVESTMENTS? The Treasury Money Market invests
exclusively in U.S. Treasury bills, notes and other obligations issued or
guaranteed by the U.S. Treasury, some of which may be subject to repurchase
agreements, scheduled to mature within thirteen months from the date of
acquisition. The Tax Exempt Money Market Fund invests primarily in municipal
securities such as general obligation bonds, revenue bonds and notes. The
securities in which the Funds may invest are described in more detail in
"Description of Permitted Investments."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors"), an indirect subsidiary of BANC ONE CORPORATION, serves as the
advisor of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors may voluntarily agree to
waive a part of its fees. A more detailed discussion regarding Banc One
Advisors, its services and compensation can be found in the Prospectus under
the headings, "The Advisor" and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group Services Company serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the headings,
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust
Company serves as Transfer Agent and Custodian for the Trust, for which
services it receives a fee. Bank One Trust Company, N.A. serves as
Sub-Custodian for the Trust for which services it receives a fee. See "Transfer
Agent and Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. No compensation is paid to the Distributor for distribution
services for shares of these Funds. The activities of the Distributor are
discussed in the Prospectus under the heading, "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions of shares of the
Funds may be made through the Distributor on any day that the New York Stock
Exchange is open for trading ("Business Days"). Purchase and redemption
procedures are explained in greater detail in "How to Invest in The One Group"
and "Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of each Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month. Any capital gains are distributed at
least annually. Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash. For a more detailed
discussion of dividends, see "Dividends."
    

                                       3
<PAGE>   302



EXPENSE SUMMARY

<TABLE>
<CAPTION>
                                                                               The One
                                                             The One           Group
                                                             Group             Tax
                                                             Treasury           Exempt
                                                             Money             Money
                                                             Market            Market
                                                             Fund              Fund
                                                             ----              ----
<S>                                                           <C>            <C>
SHAREHOLDER TRANSACTION EXPENSES(1)........................     None           None
ANNUAL OPERATING EXPENSES
   (as a percentage of average daily net assets)

Investment Advisory Fees (after fee waivers)(2)............   [   %]         [   %]
Other Expenses.............................................   [   %]         [   %]

Total Operating Expenses (2)...............................   [   %]         [   %]
</TABLE>


(1)  A person who purchases shares through an account with a financial
     institution may be charged separate fees by the financial institution. In
     addition, a wire redemption charge, currently $7.00, is deducted from the
     amount of a wire redemption payment made at the request of a Shareholder.

   
(2)  Investment Advisory Fees and Total Operating Expenses have been revised to
     reflect fee waivers effective as of the date of this Prospectus. Other
     expenses are based on the Fund's expenses during the most recent fiscal
     year. Banc One Advisors has voluntarily agreed to waive a part of its
     fees.  Absent this voluntary reduction, Investment Advisory Fees and Total
     Operating Expenses for the Treasury Money Market Fund and the Tax Exempt
     Money Market Fund (as a percentage of average net assets) would be [ %]
     and [ %], respectively. See "The Adviser" and "The Administrator."
    

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
each Fund assuming (1) 5% annual return and (2) redemption at the end of each
time period.

<TABLE>
<CAPTION>
                                                                1 Year        3 Years
<S>                                                             <C>          <C>
Treasury Money Market Fund................................      [$  ]        [$  ]
Tax Exempt Money Market Fund..............................      [$  ]        [$  ]
</TABLE>

Absent the voluntary reduction of fees, the dollar amounts in the above
examples would be as follows:

<TABLE>
<CAPTION>
                                                                1 Year        3 Years
<S>                                                             <C>          <C>
Treasury Money Market Fund................................      [$  ]        [$  ]
Tax Exempt Money Market Fund..............................      [$  ]        [$  ]
</TABLE>

THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. "Other
Expenses" is based on estimated amounts for the current fiscal year. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.  Additional information may be found under "The Adviser," "The
Administrator" and "The Distributor."

THE FUNDS

   
The Funds are part of The One Group (the "Trust") which is an open-end
management investment company that offers units of beneficial interest
("shares") in 40 separate funds (the "funds"), most of which offer three
classes of shares. This Prospectus relates to the Treasury Money Market Fund
and the Tax Exempt Money Market Fund, neither of which are offered in separate
classes. The Funds, together with the Trust's Treasury Only Money Market,
Government Money Market and Institutional Prime Money Market Funds, none of
which are offered in separate classes, are collectively referred to herein as
the "Institutional Money Market Funds." Each of the Funds is a diversified
mutual fund and is not divided into classes. Information regarding the Trust's
other Funds and their classes is contained in separate prospectuses that may be
obtained from the Trust's Distributor, The One Group Services Company, 3435
Stelzer Road, Columbus, OH 43219 or by calling 1-800-480-4111.
    

                                       4


<PAGE>   303



INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

   
The investment objectives of the Funds are "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information -- Voting
Rights" and "Investment Limitations." Unless expressly deemed to be
fundamental, the investment policies of the Funds are non-fundamental and may
be changed without a shareholder vote. You will be notified if a material
change is made in a non-fundamental policy. There is no assurance that the
Funds will meet their investment objectives or be able to maintain a net asset
value of $1.00 per share on a continuous basis.

The Funds intend to comply with the regulations of the Securities and Exchange
Commission ("SEC") applicable to money market funds using the amortized cost
method for calculating net asset value. These regulations impose certain
quality, maturity and diversification restraints on investments by the Funds.
Under these regulations, the Funds will invest only in U.S. dollar-denominated
securities, will maintain an average maturity on a dollar-weighted basis of 90
days or less, and will acquire only "eligible securities" that present minimal
credit risks and have a maturity of 397 days or less.

Below is a description of each Funds' investment objective and policies, as
well a summary of the types of securities in which each Fund will invest. For
additional information concerning the Funds' investments, see "Description of
Permitted Investments." The risks associated with investment in the Funds and
with certain investment techniques used by the Funds can be found in the
sections entitled "Risk Factors" and "Description of Permitted Investments."

Each of the following securities will be purchased by the Funds only if deemed
to present minimal credit risk to the Funds. In addition, unless a more
specific rating requirement is specified., all investments of the Funds must
possess one of the ratings described below in "Description of Ratings" at the
time of investment or, if unrated, determined by Banc One Advisors to be of
comparable quality.
    

Although the Funds have similar investment objectives, their particular
portfolio securities and respective yields may differ due to differences in the
types of permitted investments, cash flow, and the availability of particular
portfolio investments.

THE TREASURY MONEY MARKET FUND seeks high current income with liquidity and
stability of principal. The Fund invests exclusively in U.S. Treasury bills,
notes, and other U.S. Treasury obligations issued or guaranteed as to timely
payment of principal and interest by the U.S. government. U.S. Treasury
obligations purchased by the Fund may be subject to repurchase agreements.
Additionally, the Treasury Money Market Fund is permitted to lend portfolio
securities, provided that such loans are at least 102% collateralized, and do
not exceed 30% of the Fund's total assets.

The Fund attempts to increase yields by trading to take advantage of short-term
market variations. This policy is expected to result in high portfolio turnover
but should not adversely affect the Fund since the Fund usually does not pay
brokerage commissions when purchasing U.S. government securities. The value of
the portfolio securities held by a Fund will vary inversely to changes in
prevailing interest rates. Thus, if interest rates have increased from the time
a security was purchased, such security, if sold, might be sold at a price less
than its cost. Similarly, if interest rates have declined from the time a
security was purchased, such security, if sold, might be sold at a price
greater than its purchase cost. In either instance, if the security were
purchased at face value and held to maturity, no gain or loss would be
realized.

   
THE TAX EXEMPT MONEY MARKET FUND seeks as high a level of current interest
income free of Federal income tax as is consistent with the preservation of
capital, maintenance of liquidity and relative stability of principal. The Fund
invests primarily in municipal obligations, such as general obligation bonds,
revenue bonds and notes issued by or on behalf of states, territories and
possessions of the United States, the District of Columbia and their respective
authorities, agencies, instrumentalities and political sub-divisions, the
interest on which is both exempt from Federal income tax and not treated as a
preference item for purposes of the Federal alternative minimum tax ("Municipal
Securities"), having remaining maturities of thirteen months or less. As a
matter of fundamental policy, under normal market conditions, at least 80% of
the Fund's total assets will be invested in Municipal Securities. The interest
on Municipal Securities will be included in the alternative minimum taxable
income of corporate shareholders. Additionally, the Fund is permitted to lend
portfolio securities, provided that such loans are at least 102%
collateralized, and do not exceed 30% of the Fund's total assets.
    

Under normal market conditions, the Fund may invest up to 20% of its total
assets in obligations the interest on which is either subject to Federal income
taxation or treated as a preference item for purposes of the Federal
alternative minimum tax ("Taxable Obligations"). If deemed appropriate for
temporary defensive purposes, the Fund may increase its holdings in Taxable
Obligations to over 20% of its total assets and may also hold uninvested cash
pending investment. Taxable Obligations may include obligations issued or
guaranteed by the U.S. government, its agencies or instrumentalities (some of
which may be subject to repurchase agreements), certificates of deposit and
bankers' acceptances of selected banks, private activity bonds the income on
which is treated

                                       5


<PAGE>   304



as a preference item for purposes of the Federal alternative minimum tax, and
commercial paper meeting the Fund's quality standards (as described below) for
tax-exempt commercial paper. These obligations are described herein or are
described in the Statement of Additional Information.

For a further description of each Fund's permitted investments and ratings, see
the "Description of Permitted Investments," "Description of Ratings" and the
Statement of Additional Information.

RISK FACTORS

Foreign investments made by the Tax Exempt Money Market Fund involve risks that
are different from investments in securities of U.S. banks. These risks may
include future unfavorable political and economic developments, possible
withholdings taxes, seizure of foreign deposits, currency controls, interest
limitations or other governmental restrictions which might affect payment of
principal or interest. Additionally, there may be less public information
available about foreign banks and their branches. Foreign branches of foreign
banks are not regulated by U.S. banking authorities and generally are not bound
by accounting, auditing and financial reporting standards comparable to U.S.
banks.

For additional information on each of the Fund's permitted investments and
associated risks, See "Description of Permitted Investments."

HOW TO DO BUSINESS WITH
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

   
Shares of the Funds are sold on a continuous basis and may be purchased
directly from the Trust's Distributor, The One Group Services Company, by mail,
by telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Funds may be made on any day that
the New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Funds are $1,000,000, however, the
initial minimum investment may be waived at the Distributor's discretion.

Shares of the Funds may be purchased by commercial and retail institutional
investors, including affiliates of BANC ONE CORPORATION, who have opened an
account with State Street Bank and Trust Company (the Trust's Transfer Agent)
either directly or through a Shareholder Servicing Agent or by persons whose
individual net worth, or joint net worth with that person's spouse, at the time
of his or her purchase exceeds $1,000,000.
    

BY MAIL

   
Investors may purchase shares of the Funds by completing and signing an Account
Application Form and mailing it, along with a check (or other negotiable bank
instrument or money order) payable to "The One Group," to State Street Bank and
Trust Company (the Trust's Transfer Agent and Custodian), P.O. Box 8500,
Boston, MA 02266-8500. Subsequent purchases of shares may be made at any time
by mailing a check to the Transfer Agent. Account Application Forms are
available through the Distributor by calling 1-800-480-4111. All purchases made
by check should be in U.S. dollars. Third party checks will not be accepted.
When purchases are made by check or under the Systematic Investment Plan (see
below), redemptions will not be allowed until the investment being redeemed has
been in a Fund for 15 calendar days.

Purchases of shares of the Funds may also be made by an institutional investor
and/or other intermediary on behalf of an investor (each also a "Shareholder
Servicing Agent"). The Shareholder Servicing Agent may require an investor to
complete forms in addition to the Account Application Form and to follow
procedures established by the Shareholder Servicing Agent. Shareholders should
contact their Shareholder Servicing Agent regarding purchases, exchanges and
redemption of shares. See "Additional Information Regarding Purchases."
    

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agent, if

                                       6


<PAGE>   305

   
applicable. Shareholders may revoke their automatic eligibility to make
purchases and/or redemptions by telephone or by wire, by sending a letter so
stating to the Transfer Agent, State Street Bank and Trust Company, P.O. Box
8500, Boston, MA 02266-8500.
    

ADDITIONAL INFORMATION REGARDING PURCHASES

   
A purchase order will be effective as of the day received by the Distributor
and the Shareholder will be eligible to receive dividends declared the same day
if the Distributor receives the order before 2:00 p.m. Eastern time, for the
Treasury Money Market Fund and 11:00 a.m., Eastern Time, for the Tax Exempt
Money Market Fund and the Custodian receives Federal funds before the close of
business on such day. Otherwise, the purchase order will be effective the next
Business Day on which Federal funds are received by the Custodian before the
cut-off time. Federal funds are monies credited to a bank's account with a
Federal Reserve Bank.

The purchase price of shares of the Funds is the net asset value next
determined after a purchase order is effective. The net asset value per share
of each Fund is determined by dividing the total market value of the Fund's
investments and other assets, less any liabilities, by the total outstanding
shares of the Funds. The net asset value per share is determined as of 11:00
a.m. and 4:00 p.m. Eastern time, on each Business Day. For a further discussion
of the calculation of net asset value, see the Statement of Additional
Information.  Purchases will be made in full and fractional shares of the Fund
calculated to three decimal places. The purchase price is expected to remain
constant at $1.00 per share.
    

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

   
If shares of the Funds are held in the name of the Shareholder Servicing Agent
effecting the purchase on the Shareholder's behalf, it is that Shareholder
Servicing Agent's responsibility to transmit purchase orders to the
Distributor.  Shareholder Servicing Agents may impose an earlier cut-off time
for receipt of purchase orders directed through them to allow for processing
and transmittal of these orders to the Distributor for effectiveness the same
day. Shareholders should contact their Shareholder Servicing Agent for
information as to the Shareholder Servicing Agent's procedures for transmitting
purchase, exchange or redemption of shares to the Trust. Shareholders who
desire to transfer the registration of shares beneficially owned by them but
held of record by a Shareholder Servicing Agent should contact the Shareholder
Servicing Agent to accomplish such change. Other Shareholders who desire to
transfer the registration of their shares should contact the Transfer Agent.

No certificates representing the shares of the Funds will be issued. In
communications to Shareholders, the Funds will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

EXCHANGES

Shareholders may exchange their shares of either Fund for shares of the Trust's
other Institutional Money Market Funds, but may not exchange shares of either
Fund for shares of any fund other than an Institutional Money Market Fund. The
exchange privilege may be exercised only in those states where the shares of
such other funds may be legally sold. All exchanges are made at net asset value
of the exchanged shares. The Trust does not impose a charge for processing
exchanges of shares.
    

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 12:30 p.m., Eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must have received a current
prospectus of the fund of the Trust in which he or she wishes to invest before
the exchange will be effected.

   
The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' notice. An exchange is considered a
sale of shares and usually results in a capital gain or loss for Federal income
tax purposes. Shareholders should consult their tax advisers for more complete
explanation of the Federal income tax consequences of an exchange of shares of
the Funds.
    

A more detailed description of the above is set forth in the "Shareholder
Services" section of the Statement of Additional Information.

                                       7
<PAGE>   306


   
The Trust's exchange privilege is not intended to afford Shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Funds and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

REDEMPTIONS

   
Shareholders may redeem their shares without charge on any Business Day; shares
may ordinarily be redeemed by mail, by telephone or by wire. All redemption
orders are effected at the net asset value per share next determined after
receipt of a valid request for redemption. Payment to Shareholders for shares
redeemed will be made within seven days after receipt by the Transfer Agent of
the request for redemption. However, the Funds will attempt to honor requests
for next day payment on redemption if the request is received prior to 2:00
p.m.  Eastern time, and requests for payment in two Business Days if the
redemption request is received after such time, unless it would be
disadvantageous to the Trust or to the Shareholders of the Funds to sell or
liquidate portfolio securities in an amount sufficient to satisfy requests for
payment in this manner.
    

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500. The Transfer Agent may require
that the signature on the written request be guaranteed by a commercial bank,
by a member firm of a domestic stock exchange or by a member of the Securities
Transfer Association Medallion Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (1) the redemption is for $5,000 worth of shares or less, (2)
the redemption check is payable to the Shareholder(s) of record, and (3) the
redemption check is mailed to the Shareholder(s) at the address of record. The
Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Distributor. There is no charge for having redemption requests mailed to
a designated bank account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent will reduce the amount of a wire redemption payment by its then current
wire redemption charge, currently $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, either Fund may be requested to redeem shares for which it
had not yet received good payment. In some circumstances, the forwarding of
proceeds may be delayed for 15 days or more until payment has been collected
for the purchase of such shares. The Fund intends to pay cash for all shares
redeemed.

Due to the relatively high cost of handling investments under $1,000,000, the
Funds reserve the right to redeem, at net asset value, the shares of any
Shareholder if, because of redemptions of shares by or on behalf of the
Shareholder, the account of such Shareholder in a Fund has a value of less than
$1,000,000, the minimum initial purchase amount. Accordingly, an investor
purchasing shares of a Fund in only the minimum investment amount may be
subject to such involuntary redemption if he or she thereafter redeems any of
these shares. Before a Fund exercises its right to redeem such shares and to
send the proceeds to the Shareholder, the Shareholder
    

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will be given notice that the value of the shares in his or her account is less
than the minimum amount and will be allowed 60 days to make an additional
investment in the Fund in an amount which will increase the value of the
account to at least $1,000,000.

See "Redemption of Shares" in the Statement of Additional Information for
examples of when the Trust may suspend the right of redemption or redeem shares
involuntarily if it appears appropriate to do so in light of the Trust's
responsibilities under the Investment Company Act of 1940.

The redemption price is expected to remain constant at $1.00 per share,
although there is no assurance that this will be the case.

   
MANAGEMENT OF THE FUNDS

The Trustees

The Trustees oversee the management and administration of the Funds. Among
their other duties, the Trustees are responsible for making major decisions
relating to each Fund's investment objective and policies. The Trustees
delegate the day-to-day management of the Fund to the officers of the Trust and
meet at least quarterly to review the fund's investment policies, performance,
expenses and other business affairs.

THE ADVISOR

The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Funds and
continuously reviews, supervises and administers the Funds' investment
programs.  Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment adviser to the Trust in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE CORPORATION or its bank or non-bank
affiliates. The Trust's shares are not insured or guaranteed by the Federal
Deposit Insurance Corporation ("FDIC") or by any other governmental agency or
government sponsored agency of the Federal government or any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion as
of June 30, 1996.

Each Fund pays Banc One Advisors an investment advisory fee of .08% which is
calculated daily and paid monthly. Banc One Advisors may voluntarily agree to
waive a part of its fees. See "About the Fund -- Expense Summary". These fee
waivers are voluntary and may be terminated at any time. Shareholders will be
notified in advance if and when these waivers are terminated.
    

THE DISTRIBUTOR

   
The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to a distribution agreement
("Distribution Agreement") under which shares of the Funds are sold on a
continuous basis. No compensation is paid to the Distributor for distribution
services for the Funds. The Funds may also execute brokerage or other agency
transactions through an affiliate of Banc One Advisors or a sub-adviser to a
fund of the Trust or through the Distributor for which the affiliate of the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.
    

THE ADMINISTRATOR

   
The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to an administration
agreement relating to the Funds (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing the Trust with administrative services (other than investment
advisory services), including regulatory reporting and all necessary office
space, equipment, personnel and facilities.
    

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<PAGE>   308


   
Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
The One Group Treasury Only Money Market Fund, The One Group Government Money
Market Fund and The One Group Investor Funds), .18% of each fund's average
daily net assets to $2 billion in Trust assets (excluding The One Group
Treasury Only Money Market Fund and The One Group Government Money Market Fund
and The One Group Investor Fund), and .16% of each fund's average daily net
assets when Trust assets exceed $2 billion (excluding The One Group Treasury
Only Money Market Fund, The One Group Government Money Market Fund and The One
Group Investor Funds).
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P.
serves as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

   
The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses. The total expenses for each Fund for the
most recent fiscal year are set forth in this Prospectus under the heading
"Expense Summary."

Banc One Advisors and the Administrator of the Funds each bear all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for the Funds.
    

VOTING RIGHTS

Each share held entitles the Shareholder of record to one vote. Each Fund will
vote separately on matters relating solely to that Fund. As a Massachusetts
Business Trust, the Trust is not required to hold annual meetings of
Shareholders but approval will be sought for certain changes in the operation
of the Trust and for the election of Trustees under certain circumstances. In
addition, a Trustee may be elected or removed by the remaining Trustees or by
Shareholders at a special meeting called upon written request of Shareholders
owning at least 10% of the outstanding shares of the Trust. In the event that
such a meeting is requested, the Trust will provide appropriate assistance and
information to the Shareholders requesting the meeting.

DIVIDENDS

Substantially all of the net investment income (exclusive of capital gain) of
each fund is determined and declared on each Business Day as a dividend for
Shareholders of record as of the close of business on that day. Currently,
capital gains of each fund, if any, will be distributed at least annually.

                                       10


<PAGE>   309



Dividends are paid in additional fund shares, unless the Shareholder has
elected to take such payment in cash. Reinvested dividends and distributions
receive the same tax treatment as dividends and distributions paid in cash.
Such election, or any revocation thereof, must be made in writing, at least 15
days prior to the distribution, to State Street Bank and Trust Company, the
Transfer Agent, at P.O. Box 8500, Boston, MA 02266-8500 and will become
effective with respect to dividends and distributions having record dates after
its receipt by the Transfer Agent.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

INVESTMENT LIMITATIONS

The investment objectives and the following investment limitations are
fundamental policies of the Funds. It is also a fundamental policy of each Fund
to use its best efforts to maintain a constant net asset value of $1.00 per
share although there can be no assurance a Fund will be able to do so.
Fundamental policies cannot be changed with respect to a Fund without the
consent of the holders of a majority of the Fund's outstanding shares. The term
"majority of the outstanding shares" means the vote of (i) 67% or more of a
Fund's shares present at a meeting, if more than 50% of the outstanding shares
of the Fund are present or represented by proxy, or (ii) more than 50% of a
Fund's outstanding shares, whichever is less.

The Treasury Money Market Fund may not:

     1. Purchase securities other than U.S. Treasury bills, notes, and other
obligations issued or guaranteed by the U.S. government, some of which may be
subject to repurchase agreements.

     2. Invest more than 5% of its total assets in the obligations of any
issuer, except that obligations issued or guaranteed by the U.S. government,
its agencies or instrumentalities may be purchased without regard to any such
limitation.

The Tax-Exempt Money Market Fund may not:

     1. Invest more than 5% of its total assets in the obligations of any
issuer, except that obligations issued or guaranteed by the U.S. government,
its agencies or instrumentalities may be purchased without regard to any such
limitation.

    2. Invest more than 25% of its total assets in the securities of issuers in
any industry, provided that there is no such limitation on investments in
Municipal Securities or in obligations issued or guaranteed by the U.S.
government, its agencies or instrumentalities; and provided, further, that for
the purpose of this limitation only, private activity bonds that are backed
only by the assets and revenues of a nongovernment user shall not be deemed to
be Municipal Securities; and provided, further, that utilities will be divided
according to their services. For example, gas, gas transmission, electric, and
telephone will each be considered a separate entity.

Each of the Funds may not:

    1. Borrow money or issue senior securities, except that each of the Funds
may borrow from banks for temporary purposes in amounts up to 10% of the value
of the Fund's total assets at the time of such borrowing; or mortgage, pledge
or hypothecate any assets, except in connection with any such borrowing and in
amounts not in excess of the lesser of the dollar amounts borrowed or 10% of
the value of the respective portfolio's total assets at the time of its
borrowing.

    2. Purchase securities while borrowings (including reverse repurchase
agreements) exceed 5% of the respective Fund's net assets.

    3. Purchase securities of any issuer (except securities issued or
guaranteed by the United States, its agencies or instrumentalities and, if
consistent with such Fund's investment objectives and policies, repurchase
agreements involving such securities) if as a result more than 5% of the total
assets of the Fund would be invested in the securities of such issuer or the
Fund would own more than 10%

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<PAGE>   310
of the outstanding voting securities of such issuer; provided, however, that a
Fund may invest up to 25% of its total assets without regard to this
restriction as permitted by applicable law. For purposes of these limitations,
a security is considered to be issued by the government entity whose assets and
revenues guarantee or back the security. With respect to private activity bonds
or industrial development bonds backed only by the assets and revenues of a
non-governmental user, such user would be considered the issuer.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Funds:

U.S. TREASURY OBLIGATIONS--The Funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS--The Funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

STRIPS, CUBES, TRS, TIGRS and CATS are sold as zero coupon securities which
means that they are sold at a substantial discount and redeemed at face value
at their maturity date without interim cash payments of interest or principal.
This discount is amortized over the life of the security, and such amortization
will constitute the income earned on the security for both accounting and tax
purposes. Because of these features, these securities may be subject to greater
interest rate volatility than interest-paying U.S. Treasury obligations. The
Funds may invest up to 20% of their total assets in STRIPS, CUBES, TRS, TIGRS
and CATS. See also "Taxes."

   
INVESTMENT COMPANY SECURITIES--The Funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of its assets in the securities of other investment companies. Other investment
company securities may include securities of a money market fund of the Trust,
and securities of other investment companies for which Banc One Advisors serves
as investment adviser or administrator. Because other investment companies
employ investment advisers, such investments by the Funds may cause
Shareholders to bear duplicative fees. Banc One Advisors will waive its fee
attributable to the assets of the investing fund invested in other money market
funds of the Trust and in other funds advised by Banc One Advisors; and, to the
extent required by the laws of any state in which shares of the Trust are sold,
Banc One Advisors will waive its fee attributable to the assets of each Fund
invested in any investment company.

U.S. GOVERNMENT AGENCIES--Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank are supported by the full
faith and credit of the U.S. Treasury, others, such as the Federal National
Mortgage Association ("Fannie Mae"), are supported by the credit of the
instrumentality and have the right to borrow from the U.S. Treasury, others are
supported by the authority of the U.S. government to purchase the agency's
obligations, while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

REPURCHASE AGREEMENTS--Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The Custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Funds bear a risk of loss in the event the other party
defaults on its obligations and the Funds are delayed or prevented from their
right to dispose of the collateral securities or if the Funds realize a loss on
the sale of the collateral securities. Repurchase agreements typically are
short-term in nature, generally overnight, and normally are used to invest
temporary cash balances held by the Funds. The SEC considers repurchase
agreements to be loans.

REVERSE REPURCHASE AGREEMENTS--The Funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Funds enter into a reverse
repurchase agreement, they will place liquid high grade debt securities having
a value equal to the
    
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<PAGE>   311
   
repurchase price (including accrued interest), in a segregated custodial
account, and subsequently monitor the account to ensure that such equivalent
value is maintained. Reverse repurchase agreements involve the risk that the
market value of securities sold by the Funds may decline below the price at
which the Funds are obligated to repurchase the securities. The SEC considers
reverse repurchase agreements to be borrowings by the Funds.

SECURITIES LENDING--In order to generate additional income, each Fund may lend
up to 33% of the securities in which it is invested pursuant to agreements
requiring that the loan be continuously secured by cash, securities of the U.S.
government or its agencies, shares of an investment trust or mutual fund or any
combination of cash and such securities as collateral equal at all times to at
least 100% of the market value plus accrued interest of the securities lent.
The Funds will continue to receive interest on the securities lent while
simultaneously seeking to earn interest on the investment of cash collateral in
U.S. government securities, shares of an investment trust or mutual fund or
other short-term, highly liquid investments. Collateral is marked to market
daily to provide a level of collateral at least equal to the market value of
the securities lent. There may be risks of delay in recovery of the securities
or even loss of rights in the collateral should the borrower of the securities
fail financially. However, loans will only be made to borrowers deemed by Banc
One Advisors to be of good standing under guidelines established by the Trust's
Board of Trustees and when, in the judgment of Banc One Advisors, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The Funds will only enter into loan arrangements
with counterparties which Banc One Advisors has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by a fund or the borrower at any time and are, therefore, not
considered to be illiquid investments.
    

ZERO COUPON OBLIGATIONS--Each of the Funds may invest up to 20% of that Fund's
total assets in zero coupon obligations when consistent with its investment
objectives and policies. Zero coupon obligations are debt securities that do
not bear any interest, but instead are issued at a deep discount from par. The
value of a zero coupon obligation increases over time to reflect the interest
accredited. Such obligations will not result in the payment of interest until
maturity, and have greater price volatility than similar securities which are
issued at par and pay interest periodically. Neither of the Funds will actively
trade zero coupon obligations. Each Fund will purchase zero coupon obligations
to permit investment of the Fund's assets at a more favorable rate of return.

   
       ONLY THE ONE GROUP TAX EXEMPT MONEY MARKET FUND MAY INVEST IN THE
                              FOLLOWING SECURITIES
    

MUNICIPAL SECURITIES--The Tax Exempt Money Market Fund will invest in Municipal
Securities. The two principal classifications of Municipal Securities which may
be held by the Tax Exempt Money Market Fund are "general obligation" securities
and "revenue" securities. General obligation securities are secured by the
issuer's pledge of its full faith, credit and taxing power for the payment of
principal and interest. Revenue securities are payable only from the revenues
derived from a particular facility or class of facilities or, in some cases,
from the proceeds of a special excise tax or other specific revenue source such
as the user of the facility being financed. Private activity bonds held by the
Fund are in most cases revenue securities and are not payable from the
unrestricted revenues of the issuer. Consequently, the credit quality of
private activity bonds is usually directly related to the credit standing of
the corporate user of the facility involved.

The Tax Exempt Money Market Fund may also purchase "moral obligation" bonds,
which are normally issued by special purpose public authorities. If the issuer
of moral obligation bonds is unable to meet its debt service obligations from
current revenues, it may draw on a reserve fund, the restoration of which is a
moral commitment but not a legal obligation of the state or municipality which
created the issuer.

Municipal Securities purchased by the Tax Exempt Money Market Fund may include
rated and unrated variable and floating rate tax-exempt notes, which may have a
stated maturity in excess of thirteen months but which will, in such event, be
subject to a demand feature that will permit the Fund to demand payment of the
principal of the note, either (i) at any time upon not more than thirty days
notice or (ii) at specified intervals not exceeding one year and upon no more
than thirty days notice.

Interest on private activity bonds is exempt from regular Federal income tax
only if the bonds fall within certain defined categories of qualified private
activity bonds and meet the requirements specified in those respective
categories. Regardless of whether they qualify for tax-exempt status, dividends
attributable to interest on private activity bonds may cause both individual
and corporate investors to be subject to (or result in an increased liability
under) the Federal alternative minimum tax. Accordingly, private activity bonds
will be considered Municipal Securities for purposes of this Prospectus only if
the interest thereon is not a preference item for individuals for purposes of
the alternative minimum tax. For additional information on the Federal
alternative minimum tax, see "Dividends" and "Taxes."

Opinions relating to the validity of Municipal Securities and to the exemption
of interest thereon from Federal income tax are rendered by bond counsel to the
respective issuers at the time of issuance. Neither the Tax Exempt Money Market
Fund nor its Adviser will review the proceedings relating to the issuance of
Municipal Securities or the basis for such opinions.

                                       13
<PAGE>   312
   
BANKERS' ACCEPTANCES--Bankers' acceptances are bills of exchange or time drafts
drawn on and accepted by (i.e., made an obligation of) a commercial bank.
Maturities are generally six months or less.
    

CERTIFICATES OF DEPOSIT AND TIME DEPOSITS--In accordance with its investment
objective and policies, the Tax Exempt Money Market Fund may invest in
certificates of deposit of domestic and foreign branches of U.S. commercial
banks and domestic branches of savings and loan associations, the deposits of
which are insured by the Federal Deposit Insurance Corporation if, at the time
of purchase, such banks or savings and loan associations have total assets in
excess of $1 billion (as of the date of each institution's most recently
published financial statements). In addition, the Tax Exempt Money Market Fund
may invest in certificates of deposit which are denominated in U.S. dollars and
issued by foreign banks having total assets at the time of purchase in excess
of $1 billion. (For purposes of the Fund's investment policies, the assets of a
bank will be determined on the basis of all domestic and foreign branches.)
Such instruments include Eurodollar Certificates of Deposit ("ECDs") which are
U.S.  dollar denominated certificates of deposit issued by branches of foreign
and domestic banks located outside the United States and Yankee Certificates of
Deposit ("Yankee CDs") which are certificates of deposit issued by a U.S.
branch of a foreign bank denominated in U.S. dollars and held in the United
States. The Tax Exempt Money Market Fund may only invest in certificates of
deposit to the limited extent such investment is consistent with its investment
objective and policies.

The Tax Exempt Money Market Fund may make time deposits in commercial banks,
savings banks, savings and loan associations, and in foreign banks provided
that the depository institution has total assets at the time of deposit in
excess of $1 billion. Such instruments include Eurodollar Time Deposits
("ETDs") which are U.S. dollar denominated deposits in a foreign branch of a
U.S. or a foreign bank and Canadian Time Deposits ("CTDs") which are
essentially the same as ETDs except they are issued by branches of major
Canadian banks.

The Tax Exempt Money Market Fund may also make interest-bearing savings
deposits in commercial and savings banks and in savings and loan associations
in amounts not in excess of 5% of the Fund's total assets.

COMMERCIAL PAPER--In accordance with its investment objective and policies, the
Tax Exempt Money Market Fund may invest in short-term promissory notes
(including variable amount master demand notes) generally referred to as
commercial paper. The Tax Exempt Money Market Fund generally will buy
commercial paper that qualifies as a Municipal Security. The Tax Exempt Money
Market Fund may also buy bonds with remaining maturities of under thirteen
months.

VARIABLE AND FLOATING RATE NOTES--Variable amount master demand notes in which
the Tax Exempt Money Market Fund may invest are unsecured demand notes that
permit the indebtedness thereunder to vary, and that provide for periodic
adjustments in the interest rate according to the terms of the instrument.

There may be no active secondary market with respect to a particular variable
or floating rate note. Nevertheless, the periodic readjustments of their
interest rates and any applicable demand features tend to assure that their
value to a fund will approximate their par value. While the notes are not
typically rated by credit rating organizations, issuers of variable and
floating rate notes must satisfy the ratings criteria set forth above for all
securities purchased by a fund. The Adviser will consider the earning power,
cash flow, and other liquidity ratios of the issuers of such notes and will
continuously monitor their financial status and ability to meet payment on
demand. Variable and floating rate notes for which no readily available market
exists will be purchased in an amount which, together with securities with
legal or contractual restrictions on resale or for which no readily available
market exists ("Illiquid Securities") (including repurchase agreements
providing for settlement more than seven days after notice), exceed 10% of a
fund's total assets only if such notes are subject to a demand feature that
will permit the fund to demand payment of the principal within seven days after
demand by the fund. There is no limit on the extent to which the Tax Exempt
Fund may purchase variable and floating rate notes which are not Illiquid
Securities. The Fund will purchase variable and floating rate notes to
facilitate portfolio liquidity or permit investment of the Fund's assets at a
more favorable rate of return.

Because variable amount master demand notes are direct lending arrangements
between the Tax Exempt Money Market Fund and the issuer, they are not normally
traded. Although there is no secondary market in the notes, the Tax Exempt
Money Market Funds may demand payment of principal and accrued interest at any
time.  For information concerning the determination of the average weighted
portfolio maturity of variable and floating rate notes, see the Statement of
Additional Information under "Variable and Floating Rate Notes".

WHEN-ISSUED SECURITIES--The Tax Exempt Money Market Fund may also purchase
municipal bonds on a "when-issued" basis, because new issues of municipal bonds
are usually offered on this basis. When-issued securities are securities
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained in the transaction
will be less than those available in the market when delivery takes place. When
the Tax Exempt Money Market Fund agrees to purchase a when-issued security, the
Fund's custodian will set aside cash or liquid portfolio securities to satisfy
the purchase commitment. The Fund will generally not pay for such securities or
start earning interest on them until they are received. Securities purchased

                                       14
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on a when-issued basis are recorded as an asset and are subject to changes in
value based upon changes in the general level of interest rates. The Tax Exempt
Money Market Fund expects that commitments to purchase when-issued securities
will not exceed 25% of the value of its total assets under normal market
conditions, and that a commitment by the Fund to purchase when-issued
securities will not exceed 60 days. In the event its commitments to purchase
when-issued securities ever exceeded 25% of the value of its assets, the Fund's
liquidity and the Adviser's ability to manage the Fund might be adversely
affected. The Tax Exempt Money Market Fund does not intend to purchase
when-issued securities for speculative purposes, but only for the purpose of
acquiring portfolio securities.

PUTS--The Tax Exempt Money Market Fund may acquire "puts" with respect to
Municipal Securities held in its portfolio. Under a put, the Fund would have
the right to sell a specified Municipal Security within a specified period of
time at a specified price. A put would be sold, transferred, or assigned only
with the underlying Municipal Security. The Tax Exempt Money Market Fund will
acquire puts solely to either facilitate portfolio liquidity, shorten the
maturity of the underlying Municipal Securities, or permit the investment of
the Fund's funds at a more favorable rate of return.

The Tax Exempt Money Market Fund expects that it will generally acquire puts
only where the puts are available without the payment of any direct or indirect
consideration. However, if necessary or advisable, the Fund may pay for a put
either separately in cash or by paying a higher price for portfolio securities
which are acquired subject to the puts (thus reducing the yield to maturity
otherwise available for the same securities).

SECURITIES OF FOREIGN ISSUERS--Foreign investments involve risks that are
different from investments in securities of U.S. issuers. These risks may
include future unfavorable political and economic developments, possible
withholding taxes, seizure of foreign deposits, currency controls, interest
limitations or other governmental restrictions which might affect payment of
principal or interest. Additionally, there may be less public information
available about foreign issuers. Foreign branches of foreign banks are not
regulated by U.S. banking authorities and generally are not bound by
accounting, auditing and financial reporting standards comparable to U.S.
banks. The Tax Exempt Money Market Fund may invest in certificates of deposit,
time deposits and savings deposits of domestic and foreign branches of U.S.
banks and U.S. and London branches of foreign banks.

   
SEC REGULATIONS REGARDING INVESTMENTS BY MONEY MARKET FUNDS--Investments by
the Funds are subject to limitations imposed under regulations adopted by the
SEC.  Under these regulations, money market funds may acquire only obligations
that present minimal credit risks and that are "eligible securities" which
means they are (i) rated, at the time of investment, by at least two NRSROs
(one if it is the only organization rating such obligation) in the highest
short-term rating category or, if unrated, determined by the Adviser to be of
comparable quality (a "First Tier Security"), or (ii) rated according to the
foregoing criteria in the second highest short-term rating category or, if
unrated, determined to be of comparable quality ("Second Tier Security"). A
security is not considered to be unrated if its issuer has outstanding
obligations of comparable priority and security that have a short-term rating.
Banc One Advisors will determine that an obligation presents minimal credit
risks or that unrated instruments are of comparable quality in accordance with
guidelines established by the Trustees.
    

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investor Service ("Fitch"), Duff and Phelps ("Duff") and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1, and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

                                       15


<PAGE>   314



The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1 + are
supported by the highest capacity for timely repayment. Obligations rated A2
are supported by a strong capacity for timely repayment, although such capacity
may be susceptible to adverse changes in business, economic or financial
conditions.

PERFORMANCE

   
From time to time, each Fund may advertise its "current yield" and "effective
yield." Both yield figures are based on historical earnings and are not
intended to indicate future performance. The "current yield" of a Fund refers
to the income generated by an investment in a Fund over a seven-day, thirty-day
or three-month period (which period will be stated in the advertisement). This
income is then "annualized." That is, the yield is calculated by assuming that
the income generated by the investment during that period is generated over a
one year period and is shown as a percentage of the investment. The "effective
yield" of a Fund refers to the income generated by an investment in a Fund over
a thirty-day, one-year or three-year period (which period will be stated in the
advertisement). The "effective yield" is calculated the same way as current
yield but, when annualized, the income earned by an investment in a Fund is
assumed to be reinvested. The "effective yield" will be slightly higher than
the "current yield" because of the compounding effect of this assumed
reinvestment.  For further information regarding how current and effective
yields are calculated, see the Statement of Additional Information.

The Tax Exempt Money Market Fund may also advertise its "taxable equivalent
yield" which is calculated by taking into account the investor's tax bracket.
This is the yield the investor would need to earn from a taxable investment in
order to realize an "after-tax" benefit equal to the tax-free yield provided by
the Fund.

Each Fund's performance may from time to time be compared to other mutual funds
tracked by mutual fund rating services, to broad groups of comparable mutual
funds or to unmanaged indices which may assume investment of dividends but
generally do not reflect deductions for administrative and management costs.

Further information about the performance of each Fund is contained in the
Trust's Annual Report to Shareholders for The One Group Treasury Money Market
and The One Group Tax Exempt Money Market Funds, which may be obtained without
charge by calling 1-800-480-4111.
    

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign income tax treatment of
either Fund or their Shareholders. Accordingly, Shareholders are urged to
consult their tax advisers regarding specific questions as to tax consequences
of investing a Fund.

TAX STATUS OF THE FUNDS

Each Fund is treated as a separate entity for Federal income tax purposes and
is not combined with the Trust's other funds. Each Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes, and to meet all
other requirements necessary for it to be relieved of Federal taxes on that
part of its net investment income and net capital gains (the excess of net long
term capital gain over net short-term capital loss) which is distributed to the
Shareholders.

TAX STATUS OF DISTRIBUTIONS

Each Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gains) to Shareholders of
each Fund on a current basis. Dividends from net investment income will be
taxable to Shareholders as ordinary income whether received in cash or in
additional shares. Any net capital gains will be distributed annually and will
be taxed to Shareholders as long-term capital gains, regardless of how long the
Shareholder has held his or her shares. Each Fund will make annual reports to
Shareholders of the Federal income tax status of all distributions.

Certain securities purchased by the Funds (such as STRIPS, CUBES, TRS, TIGRS
and CATS) as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
Each Fund will

                                       16


<PAGE>   315



be required to include as part of its current income the imputed interest on
such obligations even though the Fund has not received any interest payments on
such obligations during that period. Because a Fund distributes all of its net
investment income to its Shareholders (including such imputed interest), the
Fund may have to sell portfolio securities in order to generate the cash
necessary for the required distributions. Such sales may occur at a time when
the Adviser would not have chosen to sell such securities and may result in a
taxable gain or loss.

Dividends declared by either Fund in October, November or December of any year
and payable to Shareholders of record on a date in that month will be deemed to
have been paid by the Fund and received by the Shareholders on December 31 of
that year, if paid by the Fund any time during the following January.

Each Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from a Fund's investments
in U.S. government obligations may not be entitled to the exemptions from the
state and local income taxes that would be available if the Shareholder had
purchased U.S. government obligations directly. Each Fund will inform
Shareholders annually of the percentage of income and distributions derived
from direct U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from a Fund.

Each Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. Neither Fund will be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of either Fund's shares by a Shareholder will
generally be a taxable event to such Shareholder.

DISTRIBUTIONS BY THE TREASURY MONEY MARKET FUND

Shareholders of the Treasury Money Market Fund will be advised at least
annually as to the amount and Federal income tax character of distributions
made to them during the year. Since all of the Fund's net investment income is
expected to be derived from earned interest, it is anticipated that no part of
any distribution will be eligible for the corporate dividends received
deduction. Shareholders not subject to tax on their income generally will not
be required to pay Federal income tax on amounts distributed to them.

Distributions from the Treasury Money Market Fund, to the extent they consist
of interest from securities of the U.S. government and certain of its agencies
and instrumentalities ("U.S. government interest"), may be recognized by state
and local tax authorities as exempt from state and local income taxes. However,
distributions of income other than U.S. government interest (including, but not
limited to, net gains, and income from repurchase transactions and securities
lending) generally will not qualify for exemption from state and local income
taxes. Although there is no assurance that any such state and local tax
exemption for U.S. government interest will be available, each Fund will advise
its Shareholders annually regarding the portion of its distributions that
consist of U.S. government interest.

Shareholders are advised to consult their tax advisers concerning the
application of Federal, state, local and (if applicable) foreign taxes to
distributions from the Funds.

DISTRIBUTIONS BY THE TAX EXEMPT MONEY MARKET FUND

   
Exempt-interest dividends are attributable to the Tax Exempt Money Market
Fund's net exempt-interest income and designated by the Fund as exempt-interest
dividends. Exempt-interest dividends are treated by the Fund's Shareholders as
items of interest excludable from gross income for Federal income tax purposes.
However, such dividends may be taxable to Shareholders under state or local law
as ordinary income, even though all or a portion of the amounts may be derived
from interest which would be exempt from such taxes if the Shareholder had
purchased the underlying obligations directly. In addition, the receipt of
exempt-interest dividends may cause persons receiving Social Security or
Railroad Retirement benefits to be taxable on a portion of such benefits. Part
or all of the interest on indebtedness incurred by a Shareholder to purchase or
carry Fund shares is not deductible for Federal income tax purposes. If, at the
close of each quarter of the Tax-Exempt Money Market Fund's taxable year, at
least 50% of the value of its assets consists of obligations the interest on
which is excludable from gross income, the Fund will distribute exempt-interest
dividends.
    

Exempt-interest dividends that are attributable to interest earned on certain
private activity bonds ("industrial development bonds" under prior law) will be
taxable to any Shareholder that is a "substantial user" of a facility being
financed by such bonds or that is a "related person" of such substantial user.
Shareholders that may be substantial users or related persons should consult
their tax advisers with respect to the Federal income taxation of their
exempt-interest dividends.

                                       17


<PAGE>   316



An investment in the Tax Exempt Money Market Fund may cause both individual and
corporate Shareholders to be subject to (or result in an increased liability
under) the Federal alternative minimum tax. Interest income from certain
private activity bonds in which the Fund may invest may be treated as an "item
of tax preference" for purposes of calculating alternative minimum taxable
income and, accordingly, may subject investors to liability under the Federal
alternative minimum tax with respect to the portion of the Fund's distributions
derived from those securities. As noted above, as a matter of fundamental
policy, under normal market conditions, not more than 20% of the Tax Exempt
Money Market Fund's total assets will be invested in private activity bonds the
interest on which is treated as a preference item for purposes of the Federal
alternative minimum tax. In addition, for most corporate Shareholders of the
Tax Exempt Money Market Fund, exempt-interest dividends will be included in
"adjusted current earnings" for purposes of computing the alternative minimum
tax.

The Federal tax-exempt portion of dividends paid each year will be designated
within 60 days after the end of that year and will be based upon the ratio of
net tax-exempt income to total net income earned by the Tax Exempt Money Market
Fund during the entire year. That ratio may be substantially different from the
ratio of net tax-exempt income to total net income earned during any portion of
the year. Thus, a Shareholder who holds Shares for only a part of the year may
be allocated more or less tax-exempt dividends than would be the case if the
allocation were based on the ratio of net tax-exempt income to total net income
actually earned by the Fund while he or she was a Shareholder. Shareholders of
the Tax Exempt Money Market Fund will be advised at least annually as to the
amount and Federal income tax character of distributions made to them during
the year.

To the extent, if any, that dividends paid to Shareholders are derived from
taxable income, such dividends will be subject to Federal income tax. Since any
taxable net investment income of the Tax Exempt Money Market Fund is expected
to be derived from earned interest, it is anticipated that no part of any
distribution will be eligible for the corporate dividends received deduction.
Shareholders not subject to tax on their income generally will not be required
to pay tax on amounts distributed to them.

Shareholders are advised to consult their tax advisers concerning the
application of Federal, state, local and foreign taxes to distributions from
the Tax Exempt Money Market Fund.

                                       18


<PAGE>   317



                      [THIS PAGE INTENTIONALLY LEFT BLANK]



                                       19


<PAGE>   318



                      [THIS PAGE INTENTIONALLY LEFT BLANK]



                                       20


<PAGE>   319



   
Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081
    

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH  43219

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH  43219

Transfer Agent and Custodian
State Street Bank & Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215



                                       21
<PAGE>   320
   
                                THE ONE GROUP(R)
                            A FAMILY OF MUTUAL FUNDS

                               3435 Stelzer Road
                           Columbus, Ohio 43219-3035
                                 (800) 480-4111

                                November 1, 1996

                    THE ONE GROUP(R) TEXAS TAX-FREE BOND FUND

This Prospectus describes The One Group(R) Texas Tax-Free Bond Fund (the "Fund")
which seeks current income both consistent with the preservation of principal
and exempt from Federal income tax. The Fund is a series of The One Group(R) 
(the "Trust"). Banc One Investment Advisors Corporation ("Banc One Advisors") 
serves as investment advisor to the Fund. Banc One Advisors currently manages 
more than $39 billion in assets.

The following three classes of shares are available to investors:

         Class A and Class B shares are offered to the general public.

         Fiduciary Class shares are offered to institutional investors,
         including affiliates of BANC ONE CORPORATION and any bank, depository
         institution, insurance company, pension plan or other organization
         authorized to act in fiduciary, advisory, agency, custodial or similar
         capacities (each an "Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE
NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY
ANY OTHER GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL
GOVERNMENT OR ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES
INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
BANC ONE INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR
INVESTMENT ADVISORY AND OTHER SERVICES.

The Trust is registered with the Securities and Exchange Commission (the "SEC")
as an open-end management investment company. This Prospectus contains
information about the Trust and the Fund that a prospective investor should
know before investing. Please read this Prospectus carefully and retain it for
future reference.

A Statement of Additional Information dated November 1, 1996 has been filed
with the SEC and is available without charge by calling or writing to the
Distributor, The One Group Services Company, at the number and address listed
above. The Statement of Additional Information is incorporated into this
Prospectus by reference.
    

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.

   
                                   PROSPECTUS
    


<PAGE>   321



TABLE OF CONTENTS

SUMMARY
ABOUT THE FUND
  Expense Summary
  Financial Highlights
  The Fund
  Investment Objective and Permissible Investments
  Investment Policies

HOW TO DO BUSINESS WITH THE ONE GROUP
  How to Invest in The One Group
  Alternative Sales Arrangements
  Exchanges
  Redemptions

FUND MANAGEMENT
   
  The Advisor
    
  The Distributor
  The Administrator
  The Transfer Agent and Custodian
  Counsel and Independent Accountants

OTHER INFORMATION
  The Trust
  Other Investment Policies
  Description of Permitted Investments
  Description of Ratings
  Miscellaneous
  Performance
  Taxes


<PAGE>   322



SUMMARY

   
The One Group(the "Trust") is an open-end management investment company that
provides a convenient way to invest in professionally managed portfolios of
securities. The following provides basic information about various classes of
shares at The One Group Texas Tax-Free Bond Fund (the "Fund").
    

WHAT IS THE INVESTMENT OBJECTIVE? The Fund seeks current income both
consistent with the preservation of principal and exempt from Federal income
tax. See "Investment Objective."

   
WHAT ARE THE PERMITTED INVESTMENTS? The Fund will invest at least 80% of its
total assets in debt securities that are issued by or on behalf of Texas or its
respective authorities, agencies, instrumentalities and political subdivisions
and that produce interest that, in the opinion of counsel for the issuer, is
exempt from Federal income tax. The Fund's investments are subject to market
and interest rate fluctuations which may affect the value of the Fund's shares.
The Fund is a non-diversified mutual fund. The securities in which the Fund may
invest are described in more detail in "Description of Permitted Investment."

WHO IS THE ADVISOR? Banc One Investment Advisors Corporation ("Banc One
Advisors"), an indirect subsidiary of BANC ONE CORPORATION, serves as the
Advisor of the Trust. Banc One Advisors is entitled to a fee for advisory
services provided to the Trust. Banc One Advisors may voluntarily agree to
waive a part of its fees. A more detailed discussion regarding Banc One
Advisors, its services and compensation can be found in the Prospectus under
the heading, "The Adviser" and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group Services Company serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Advisors serves as the Sub-Administrator of the
Trust pursuant to an agreement with the Administrator for which Banc One
Advisors receives a fee paid by the Administrator. Additional information
regarding the Administrator can be found in the Prospectus under the headings,
"The Administrator" and "Expense Summary."
    

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust
Company serves as Transfer Agent and Custodian for the Trust, for which
services it receives a fee. Bank One Trust Company, N.A. serves as
Sub-Custodian for the Trust for which services it receives a fee. See "Transfer
Agent and Custodian."

   
WHO IS THE DISTRIBUTOR? The One Group Services Company acts as Distributor of
the Trust's shares. The Distributor is entitled to fees for distribution
services for Class A and Class B shares of the Fund. No compensation is paid to
the Distributor for distribution services for the Fiduciary Class shares of the
Fund. The activities of the Distributor are discussed in the Prospectus under
the heading, "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days"). Purchase and redemption procedures are explained in
greater detail in "How to Invest in The One Group" and "Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month. Any capital gains are distributed at
least annually. Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash. For a more detailed
discussion of dividends, see "Dividends."
    

                                       3


<PAGE>   323



EXPENSE SUMMARY--THE ONE GROUP TEXAS TAX-FREE BOND FUND

<TABLE>
<CAPTION>
                                                                                    CLASS A        CLASS B
<S>                                                                                   <C>            <C>
Shareholder Transaction Expenses(1)
Maximum Sales Charge Imposed on Purchases
  (as a percentage of offering price)...........................................      4.5%           none
Maximum Contingent Deferred Sales Charge .......................................      none           5.0%
  (as a percentage of original purchase price or redemption proceeds,
  as applicable)

Redemption Fees.................................................................      none           none
Exchange Fees...................................................................      none           none

ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)
Investment Advisory Fees (after fee waivers)(2).................................       [   %]        [   %]
12b-1 Fees(3)...................................................................       [   %]        [   %]
Other Expenses .................................................................       [   %]        [   %]

Total Operating Expenses(2).....................................................       [   %]        [   %]
</TABLE>

(1)     A person who purchases shares through an account with a financial
        institution may be charged separate fees by the financial institution.
        In addition, a wire redemption charge, currently $7.00, is deducted
        from the amount of a wire redemption payment made at the request of a
        Shareholder.

   
(2)     Investment Advisory fees and Total Operating Expenses have been revised
        to reflect fee waivers effective as of the date of this Prospectus.
        Banc One Advisors has voluntarily agreed to waive a part of its fees.
        Absent this voluntary reduction, Investment Advisory Fees would be [ %]
        for both Classes of shares, and Total Operating Expenses would be [ %]
        for Class A shares and [ %] for Class B shares, respectively.
    

(3)     Absent the voluntary waiver of fees under the Trust's Distribution and
        Shareholder Services Plan, 12b-1 fees (as a percentage of average daily
        net assets) would be .35% for Class A shares. There are no waivers for
        Class B shares.

                                       4


<PAGE>   324



EXAMPLE: An investor would pay the following expenses on an investment of
$1,000 in Class A shares of the Fund assuming: (1) imposition of the maximum
sales load; (2) 5% annual return; and (3) redemption at the end of each time
period.

                                       1 YEAR           3 YEARS

Class A.............................    [$    ]           [$    ]

Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

                                       1 YEAR           3 YEARS

Class A.............................   [$    ]            [$    ]

EXAMPLE: An investor would pay the following expense on a $1,000 investment in
Class B shares of the Fund: (1) deduction of the applicable maximum Contingent
Deferred Sales Charge; and (2) 5% annual return.

                                       1 YEAR           3 YEARS

Assuming a complete redemption
at end of period                        $____            $____
Assuming no redemption                  $____            $____

Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

                                       1 YEAR           3 YEARS

Assuming a complete redemption
at end of period                        $____            $____
Assuming no redemption                  $____            $____


The information set forth in the foregoing tables and examples relates only to
Class A and Class B shares. The Trust also offers Fiduciary Class shares of the
Fund which are subject to the same expenses except that there are no sales
charges nor distribution costs charged to Fiduciary Class shares. Additional
information may be found under "The Adviser," "The Administrator" and "The
Distributor."

                                       5


<PAGE>   325



EXPENSE SUMMARY-THE ONE GROUP TEXAS TAX-FREE BOND FUND

<TABLE>
<CAPTION>
                                                               FIDUCIARY CLASS
<S>                                                            <C>
SHAREHOLDER TRANSACTION EXPENSES (1)........................   none
ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)

Management Fees (after fee waivers)(2)......................      .40%
Other Expenses..............................................    [   ]%
Total Operating Expenses (2)................................    [   ]%
</TABLE>

(1)     A person who purchases shares through an account with a financial
        institution may be charged separate fees by the financial institution.
        In addition, a wire redemption charge, currently $7.00, is deducted
        from the amount of a wire redemption payment made at the request of a
        Shareholder.

(2)     Management Fees and Total Operating Expenses have been revised to
        reflect fee waivers effective as of the date of this Prospectus. The
        Adviser has voluntarily agreed to waive a part of its fees. Absent fee
        waivers, Management Fees and Total Operating Expenses would be [ ]%;
        and [ ]%, respectively.

EXAMPLE: An investor would pay the following expenses on an investment of
$1,000 in the Fund assuming: (1) 5% annual return and (2) redemption at the end
of each time period.

                                       1 YEAR                         3 YEARS

Fiduciary Class                        $[    ]                        $[    ]

Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

                                        1 YEAR                        3 YEARS

Fiduciary Class                        $[    ]                        $[    ]


The information set forth in the foregoing table and example relates only to
Fiduciary Class shares. The Trust also offers Class A and Class B shares of the
Fund, which are subject to the same expenses plus a sales load and certain
distribution costs. Additional information may be found under "The Adviser,"
"The Administrator," and "The Distributor."

   
The tables on pages ____ are designed to assist the investor in understanding
the various costs and expenses that may be directly or indirectly borne by
investors in the Trust.
    

THE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

   
The rules of the Securities and Exchange Commission require that the maximum
sales charge be reflected in the above tables. However, investors in the Funds
("Shareholders") may, under certain circumstances, qualify for reduced sales
charges. See "How to Invest in the One Group." Long-term Shareholders of Class
A and Class B shares may pay more than the equivalent of the maximum front-end
sales charges otherwise permitted by the National Association of Securities
Dealers' Rules.
    

THE FUND

   
The Fund is part of The One Group (the "Trust") which is an open-end management
investment company that offers shares in 40 separate funds, most of which offer
three classes of shares. This Prospectus relates to Class A, Class B, and
Fiduciary Class shares of the Fund . Each class of shares provide for
variations in distribution costs, voting rights, dividends and per share net
asset value.  Except for these differences among classes, each share of a Fund
represents an undivided, proportionate interest in the Fund. Information
regarding the Trust's 39 other funds and their classes is contained in separate
prospectuses which may be obtained from the Trust's Distributor, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219 or by calling
1-800-480-4111.
    

                                       6


<PAGE>   326


   
INVESTMENT OBJECTIVES AND PERMISSIBLE INVESTMENTS

The investment objective of the Fund is "fundamental" and may not be changed
without a Shareholder vote. For additional information on Shareholder voting,
see the sections of this Prospectus entitled "Other Information -- Voting
Rights" and "Investment Limitations." Unless expressly deemed to be
fundamental, the investment policies of the Fund are non-fundamental and may be
changed without a shareholder vote. You will be notified if a material change
is made in a non-fundamental policy. There is no assurance that the Fund will
meet its investment objective.

Below is a description of the Fund's investment objective and policies, as well
a summary of the types of securities in which the Fund will invest. For
additional information concerning the Fund's investments, see "Description of
Permitted Investments." The risks associated with investment in the Fund and
with certain investment techniques used by the Fund can be found in the
sections entitled "Risk Factors" and "Description of Permitted Investments."

The Fund seeks current income both consistent with the preservation of
principal and exempt from Federal income tax. As a matter of fundamental
policy, the Fund will invest at least 80% of its total assets in debt
securities that are issued by or on behalf of Texas or its respective
authorities, agencies, instrumentalities and political subdivisions and that
produce interest that, in the opinion of counsel for the issuer, is exempt from
Federal income tax ("Texas Municipal Securities"). At least 65% of the total
assets of the Fund will consist of Municipal Securities (as defined below) or
Texas Municipal Securities that are bonds with remaining maturities of from 7
to 30 years. The Fund's average weighted maturity will, under normal
conditions, be between 5 and 20 years.

The Fund may invest up to 20% of its total assets in bonds and notes issued by
or on behalf of states (other than Texas), territories and possessions of the
United States, the District of Columbia, and their respective authorities,
agencies, instrumentalities, and political subdivisions the interest on which
is exempt from Federal income tax ("Municipal Securities"). The Fund maintains
the ability under normal conditions to invest as much as 100% of its assets in
Municipal Securities issued to finance private activities, the interest on
which is a tax preference item for purposes of the Federal alternative minimum
tax.  More generally, the interest on Municipal Securities or Texas Municipal
Securities will be included in the alternative minimum taxable income of
corporate shareholders of the Fund. Thus, if you are subject to the Federal
alternative minimum tax, all or a portion of your income from the Fund may be
taxable. See "Tax Status of Distributions." The Fund will, as a matter of
fundamental policy, derive 80% or more of its income from Texas Municipal
Securities and Municipal Securities.

Texas Municipal Securities and Municipal Securities, if bonds, must be rated at
the time of investment in one of the four highest rating categories by at least
one nationally recognized statistical rating organization ("NRSRO") or, if
unrated, be of comparable quality, as determined by the Adviser. Other
securities in which the Fund may invest, such as tax-exempt commercial paper,
notes or variable rate demand obligations, must be rated at the time of
investment in the highest or second highest rating category by at least one
NRSRO or, if unrated, be of comparable quality as determined by Banc One
Advisors.

For a description of the Fund's permitted investments and ratings see
"Description of Permitted Investments" and "Description of Ratings." For a
description of permitted investments for temporary defensive purposes, see
"Temporary Defensive Position." In the event a security owned by the Fund is
downgraded below these rating categories, Banc One Advisors will review and
take appropriate action with regard to the security.
    

DIVERSIFICATION AND CONCENTRATION

The Fund is a non-diversified Fund under the Investment Company Act of 1940.
This means it may concentrate its investments in the securities of a limited
number of issuers. However, the Fund intends to qualify as a "regulated
investment company" for purposes of the Internal Revenue Code of 1986, as
amended (the "Code"). To so qualify, the Fund generally may not invest more
than 25% of its assets in securities of any one issuer (other than U.S.
government securities) and, with respect to 50% of its total assets, the Fund
may not invest more than 5% of its total assets in the securities of any one
issuer (other than U.S. government securities) and not more than 10% of the
outstanding voting securities of such issuer. Thus, the Fund generally may
invest up to 25% of its total assets in the securities of each of any two
issuers. Because of the relatively small number of issuers of Texas Municipal
Securities, the Fund is more likely to invest a higher percentage of its assets
in the securities of a single issuer than an investment company that invests in
a broad range of tax-exempt securities. This concentration involves an
increased risk of loss to the Fund if the issuer is unable to make interest or
principal payments or if the market value of such securities were to decline,
and consequently may cause greater fluctuation in the net asset value of the
Fund's shares.

As a matter of non-fundamental policy, the Fund will not concentrate in any
industry. However, the Fund may invest up to 25% of its assets in revenue
securities which are based, directly or indirectly, on the credit of private
entities in any one industry.

                                       7


<PAGE>   327



RISKS

The market value of the Fund's fixed income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of those investments. Changes in the value of
Fund securities will not affect cash income derived from these securities but
will affect the Fund's net asset value.

SPECIAL CONSIDERATIONS RELATED TO TEXAS MUNICIPAL SECURITIES

Because the Fund invests primarily in obligations issued by Texas entities, the
Fund's performance is partially dependent upon economic conditions within the
state of Texas generally and upon the economic condition of issuing governments
and their instrumentalities in particular. In the late 1980's, weakness in the
oil and gas related and agricultural sectors of the Texas economy adversely
affected consumer spending, financial institutions, utility demand, and real
estate values within the state. Consequently, the state and many of its local
governments had to increase sales, utilities, and ad valorem tax rates in order
to maintain revenue yields. In the past three years, however, in contrast to
the national economy, business activity in Texas has strengthened, with
employment growth occurring in most sectors. In addition, Texas' major
financial institutions have been recapitalized and bank failures have generally
ceased.

HOW TO DO BUSINESS WITH
THE ONE GROUP

HOW TO INVEST IN THE ONE GROUP

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor or through a broker-dealer that has
established a dealer agreement with the Distributor.

   
Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000 and $100,
respectively ($100 and $25, respectively, for employees of BANC ONE CORPORATION
and its affiliates). Initial and subsequent minimum investments may be waived
at the Distributor's discretion. Investors may purchase up to a maximum of
$250,000 of Class B shares per individual purchase order.
    

Class A and Class B shares are offered to the general public. Fiduciary Class
shares are offered to institutional investors, including affiliates of BANC ONE
CORPORATION and any bank, depository institution, insurance company, pension
plan or other organization authorized to act in fiduciary, advisory, agency,
custodial or similar capacities (each an "Authorized Financial Organization").
For additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

   
Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group," to
State Street Bank and Trust Company (the Trust's Transfer Agent and Custodian),
P.O.  Box 8500, Boston, MA 02266-8500. Subsequent purchases of shares may be
made at any time by mailing a check to the Transfer Agent. Account Application
Forms are available through the Distributor by calling 1-800-480-4111. All
purchases made by check should be in U.S. dollars. Third party checks will not
be accepted.  When purchases are made by check or under the Systematic
Investment Plan (see below), redemptions will not be allowed until the
investment being redeemed has been in a Fund for 15 calendar days.
    

Purchases of Fiduciary Class shares and Class A shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

                                       8


<PAGE>   328
BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agent, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

Class A and Class B investors may make automatic monthly investments in the
Fund from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which shares of the Fund
may be an appropriate investment. The Trust's retirement plan allows
participants to defer taxes while helping them build their retirement savings.

   
The One Group's Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.
    

ADDITIONAL INFORMATION REGARDING PURCHASES

   
A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Fund is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per shares
is determined by dividing the total market value of the Fund investments and
other assets allocable to a class, less any liabilities allocable to that
class, by the total number of outstanding shares of such class. Net asset value
per share is determined daily as of 4:00 p.m., eastern time, on each Business
Day. For a further discussion of the calculation of net asset value, see the
Statement of Additional Information. Shares also may be issued in transactions
involving the acquisition by the Fund of securities held by collective
investment funds sponsored and administered by affiliates of Banc One Advisors.
Purchases will be made in full and fractional shares of the Fund calculated to
three decimal places. Although the methodology and procedures are identical,
the net asset value per share of classes within the Fund may differ because the
distribution expenses charged to Class A shares and Class B shares are not
charged to Fiduciary Class shares.
    

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans and Class A shares that are being offered to investors
in certain retirement plans such as 401(k) and similar plans, other than
Individual Retirement Accounts, will normally be held in the name of the
Shareholder Servicing Agent effecting the purchase on the Shareholder's behalf,
and it is the Shareholder Servicing Agent's responsibility to transmit purchase
orders to the Distributor. A Shareholder Servicing Agent may impose an earlier
cut-off time for receipt of purchase orders directed through it to allow for
processing and transmittal of these orders to the Distributor for effectiveness
the same day. The Shareholder should contact his or her Shareholder Servicing
Agent for information as to the Shareholder Servicing Agent's procedures for
transmitting purchase, exchange or redemption orders to the Trust. A
Shareholder who desires to transfer the registration of shares beneficially
owned by him or her, but held of record by a Shareholder

                                       9
<PAGE>   329



Servicing Agent, should contact the Shareholder Servicing Agent to accomplish
such change. Other Shareholders who desire to transfer the registration of
their shares should contact the Transfer Agent.

No certificates representing the shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

   
The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the commission paid to
financial institutions and intermediaries (the "commission"):
    

   
<TABLE>
<CAPTION>
                                                                    SALES
                                              SALES CHARGE        CHARGE AS         COMMISSION
                                                  AS A           APPROPRIATE           AS A
                                               PERCENTAGE        PERCENTAGE         PERCENTAGE
                                                   OF                OF                 OF
                                                OFFERING         NET AMOUNT          OFFERING
AMOUNT OF PURCHASE                                PRICE           INVESTED             PRICE
- ------------------                                -----           --------             -----
<S>                                              <C>               <C>                 <C>
less than $100,000                                4.50%             4.71%              4.05%
$100,000 but less than $250,000                   3.50%             3.63%              3.05%
$250,000 but less than $500,000                   2.50%             2.56%              2.05%
$500,000 but less than $1,000,000                 2.00%             2.04%              1.60%
$1,000,000 or more                                0.00%             0.00%              0.00%
</TABLE>
    

   
The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 4.50% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of shares of the Fund, in the form of
payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Fund for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. An investor who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase price if such investor redeems any or all of the Class A shares prior
to the first anniversary of purchase. Under certain circumstances, commissions
up to the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.
    

RIGHT OF ACCUMULATION

   
In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Fund and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Fund may amend or
terminate this right of accumulation at any time as to subsequent purchases.
    

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
of the Trust that impose a comparable sales charge over the next 13 months, the
sales charge may be reduced by completing the Letter of Intent section of the
Account Application Form. The Letter of Intent includes a provision for a sales
charge adjustment depending on the amount actually purchased within the
13-month period. In addition, pursuant to a Letter of Intent, the Custodian
will hold in escrow the difference between the sales charge

                                       10


<PAGE>   330


applicable to the amount initially purchased and the sales charge paid at the
time of the investment, which is based on the amount covered by the Letter of
Intent.

   
For example, assume an investor signs a Letter of Intent to purchase $250,000
of Class A shares of one (or more) of the funds of the Trust that impose a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.50% (the sales charge applicable to purchases
of $250,000) and 1.00% of the investment (representing the difference between
the 3.50% sales charge applicable to purchases of $100,000 and the 2.50% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.
    

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

   
No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; or (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of the Fund, such as
mergers, asset acquisitions and exchange offers to which the Fund is a party.
    

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi) and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi) and (vii)
above will not be continued indefinitely and may be discontinued at any time
without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of the waiver policies
prior to initiating the procedures described in clauses (v), (vi) and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

   
Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan
    

                                       11


<PAGE>   331



(described below under "The Distributor"). This ongoing fee will cause Class B
shares to have a higher expense ratio and to pay lower dividends than Class A
shares. Class B shares convert automatically to Class A shares after eight
years, commencing from the end of the calendar month in which the purchase
order was accepted under the circumstances and subject to the qualifications
described in this Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                      CONTINGENT DEFERRED
                                       SALES CHARGE AS A
YEAR(S)                                  PERCENTAGE OF
SINCE                                    DOLLAR AMOUNT
PURCHASE                               SUBJECT TO CHARGE
- --------                               -----------------
<S>                                          <C>
0-1                                           5.00%
1-2                                           4.00%
2-3                                           3.00%
3-4                                           3.00%
4-5                                           2.00%
5-6                                           1.00%
6-7                                           None
7-8                                           None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code), of
a Shareholder or a participant or beneficiary of a qualifying retirement plan
if redemption is made within one year of such death or disability; or (iii) to
the extent that the redemption represents a minimum required distribution from
an Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such

                                       12


<PAGE>   332



circumstances exist and the Shareholder is eligible for this waiver. In
addition, the following circumstances are not deemed to result in a
"redemption" of Class B shares for purposes of the assessment of a Contingent
Deferred Sales Charge, which is therefore waived: (i) plans of reorganization
of the Fund, such as mergers, asset acquisitions and exchange offers to which
the Fund is a party; or (ii) exchanges for Class B shares of other funds of the
Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

   
Fiduciary Class Shareholders of a Fund may exchange their shares for Class A
shares of that Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders of a Fund may exchange their shares for Fiduciary Class
shares of that Fund or for Fiduciary Class shares or Class A shares of another
fund of the Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of a Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."
    

CLASS B

   
Class B Shareholders of the Fund may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.
    

                                       13


<PAGE>   333
ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms and conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

   
The Trust's exchange privilege is not intended to afford shareholders a way to
speculate on short-term movements in the market. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt
the management of the Funds and increase transaction costs, the Trust has
established a policy of limiting excessive exchange activity.

Exchange activity generally will not be deemed excessive if limited to TWO
SUBSTANTIVE EXCHANGE REDEMPTIONS (AT LEAST 30 DAYS APART) from the Fund during
any twelve month period. Notwithstanding these limitations, the Trust reserves
the right to reject any purchase request (including exchange purchases from
other funds of the Trust) that is reasonably deemed to be disruptive to
efficient portfolio management.
    

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable Contingent
Deferred Sales Charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group, c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

   
BY TELEPHONE AND WIRE
    

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

                                       14
<PAGE>   334



SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Fund. Purchases of
additional Class A shares while the Systematic Withdrawal Plan is in effect are
generally undesirable because a sales charge is incurred whenever purchases are
made.

   
Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date. In addition, Shareholders who have attained the age
of 70 1/2 may elect to receive distributions, to the extent that the redemption
represents a minimum required distribution from an Individual Retirement
Account or other qualifying retirement plan.
    

If the amount of the systematic withdrawal exceeds the income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

   
At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Fund intends to pay cash for all shares
redeemed.  See "How to Invest In The One Group - by Mail."

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercise their rights to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will be given notice that the
value of the shares in his or her account is less than the minimum amount and
will be allowed 60 days to make an additional investment in the Fund in an
amount which will increase the value of the account to at least $1,000.
    

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

   
MANAGEMENT OF THE FUND

The Trustees

The Trustees oversee the management and administration of the Fund. Among their
other duties, the Trustees are responsible for making major decisions relating
to the Fund's investment objectives and policies. The Trustees delegate the
day-to-day management of the Fund to the officers of the Trust and meet at
least quarterly to review the Fund's investment policies, performance, expenses
and other business affairs.
    

THE ADVISER

   
The Trust and Banc One Advisors have entered into an investment advisory
agreement (the "Advisory Agreement"). Under the Advisory Agreement, Banc One
Advisors makes the day-by-day investment decisions for the Fund and
continuously reviews, supervises and administers the Fund's investment
programs. Banc One Advisors discharges its responsibilities subject to the
supervision of, and policies established by, the Trustees of the Trust. Banc
One Advisors began serving as investment adviser to the funds in 1993 and
currently serves as investment adviser to all of the funds of the Trust, as
well as adviser to other mutual funds and individual, corporate, charitable and
retirement accounts. Banc One Advisors and its affiliates have considerable
investment management experience dating back to 1985.

Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION currently has affiliate banking organizations in Arizona, Colorado,
Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West
Virginia and Wisconsin. In addition, BANC ONE CORPORATION has several
affiliates that engage in data processing, venture capital, investment and
merchant banking, and other diversified services including trust management,
investment management, brokerage, equipment leasing, mortgage banking, consumer
finance and insurance. The Trust's shares are not deposits or obligations of,
or endorsed or guaranteed by BANC ONE
    

                                       15


<PAGE>   335

   
CORPORATION or its affiliates. The Trust's shares are not insured or guaranteed
by the Federal Deposit Insurance Corporation ("FDIC") or by any other
governmental agency or government sponsored agency of the Federal government or
any state.

On a consolidated basis, BANC ONE CORPORATION had assets of over $90 billion as
of June 30, 1996.

THE FUND MANAGERS

Gary J. Madich, CFA, is Senior Managing Director of Fixed Income
Securities. Mr. Madich joined Banc One Advisors in February, 1995. Prior to
joining Banc One Advisors, Mr. Madich was a Senior Vice President and Portfolio
Manager with Federated Investors. Mr. Madich has seventeen years of investment
management experience.

The Fund pays Banc One Advisors an investment advisory fee of [ %] which is
calculated daily and paid monthly. Banc One Advisors may voluntarily agree to
waive a part of its fees. See "About the Fund -- Expense Summary." These fee
waivers are voluntary and may be terminated at any time. Shareholders will be
notified in advance if and when these waivers are terminated.
    

THE DISTRIBUTOR

The One Group Services Company (the "Distributor"), a wholly-owned subsidiary
of The BISYS Group, Inc., and the Trust are parties to a distribution agreement
(the "Distribution Agreement") under which shares of the Fund are sold on a
continuous basis.

   
Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Fund. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of the Class A shares of the Fund. Up to .25%
of the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of Banc One
Advisors), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.
    

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of the Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of the Fund's average net
assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

   
The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
Banc One Advisors or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

During the fiscal year ended June 30, 1996, The One Group Services Company
received fees aggregating _____% of the average daily net assets of the Class A
shares of the Fund. In addition, The One Group Services Company received
annualized fees of 1.00% of the average daily net assets of the Class B shares
of the Fund.
    

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.

                                       16


<PAGE>   336
THE ADMINISTRATOR

The One Group Services Company (the "Administrator"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to an administration
agreement relating to the Fund (the "Administration Agreement"). Under the
terms of the Administration Agreement, the Administrator is responsible for
providing the Trust with administrative services (other than investment
advisory services), including regulatory reporting and all necessary office
space, equipment, personnel and facilities.

   
Banc One Advisors also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and Banc One Advisors.
Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
The One Group Treasury Only Money Market Fund, The One Group Government Money
Market Fund and The One Group Investor Funds), .18% of each fund's average
daily net assets to $2 billion in Trust assets (excluding The One Group
Treasury Only Money Market Fund, The One Group Government Money Market Fund and
The One Group Investor Funds), and .16% of each fund's average daily net assets
when Trust assets exceed $2 billion (excluding The One Group Treasury Only
Money Market Fund, The One Group Government Money Market Fund and The One Group
Investor Funds).
    

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company and Bank One Trust Company. Bank One Trust Company receives a fee paid
by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P.
serves as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses.

   
Banc One Advisors and the Administrator of the Fund each bears all expenses
incurred in connection with the performance of their services as investment
adviser and administrator, respectively, other than the cost of securities
(including brokerage commissions, if any) purchased for the Fund.

As a general matter, expenses are allocated to each class of shares of the Fund
on the basis of the net asset value of that class in relation to the net asset
value of the Fund. At present, the only expenses that are allocated to Class A
and Class B shares, other than in accordance with the relative net asset value
of the class, are the different distribution and Shareholder services costs.
See "Expense Summary." At present, no expenses are allocated to Fiduciary Class
shares as a class that are not also borne by the other classes of shares of the
Fund in proportion to the relative net asset values of the shares of such
classes.
    

VOTING RIGHTS

   
Each share held entitles the Shareholder of record to one vote. Therefore, the
number of votes a Shareholder is entitled to depends on the number of shares
owned by that Shareholder. Each fund of the Trust will vote separately on
matters relating solely to that fund. In addition, each class of a fund shall
have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
    

                                       17
<PAGE>   337



from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.

DIVIDENDS

   
Net investment income (exclusive of capital gains) is distributed in the form
of periodic dividends to Shareholders of the Fund on the first Business Day of
each month. Currently, capital gains of the Fund, if any, will be distributed
at least annually.

To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly
distributions level from the Fund may be fixed from time to time at rates
consistent with Banc One Advisor's long-term earnings expectations.

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B and Fiduciary Class shares at the
net asset value next determined following the record date, unless the
Shareholder has elected to take such payment in cash. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash. Such election, or any revocation thereof, must be made in
writing, at least 15 days prior to distribution, to the Shareholder Servicing
Agency who will communicate same to the Transfer Agent, and will become
effective with respect to dividends and distributions having record dates after
its receipt by the Transfer Agent.

Dividends and distributions of the Fund are paid on a per share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution.

The amount of dividends payable on Fiduciary Class sahres will be more than the
dividends payable on the Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.
    

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

TEMPORARY DEFENSIVE POSITION

   
For temporary defensive purposes when Banc One Advisors determines that market
conditions warrant such action, the Fund may invest up to 100% of its assets in
money market instruments and may hold a portion of its assets in cash for
liquidity purposes. The Fund may also invest more than 20% of its assets in
Municipal Securities (other than Texas Municipal Securities) if deemed
appropriate for temporary defensive purposes.
    

To the extent the Fund is engaged in a temporary defensive position, the Fund
will not be pursuing its investment objective.

PORTFOLIO TURNOVER

The portfolio turnover rate of the Fund will generally not exceed 100%.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed with
respect to the Fund without the consent of the holders of a majority of the
Fund's outstanding shares. The term "majority of the outstanding shares" means
the vote of (i) 67% or more of the Fund's shares present at a meeting, if more
than 50%

                                       18


<PAGE>   338



of the outstanding shares of the Fund are present or represented by proxy, or
(ii) more than 50% of the Fund's outstanding shares, whichever is less.

The Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities and repurchase agreements
involving such securities) if as a result more than 25% of the total assets of
the Fund would be invested in the securities of such issuer. This restriction
applies to 50% of the Fund's assets. For purposes of this limitation, a
security is considered to be issued by the government entity whose assets and
revenues guarantee or back the security. With respect to private activity bonds
or industrial development bonds backed only by the assets and revenues of a
non-governmental user, such user would be considered the issuer.

2. Purchase any securities which would cause more than 25% of the total assets
of the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, provided that (i)
this limitation does not apply to investments in obligations issued or
guaranteed by the U.S. government or its agencies and instrumentalities and
repurchase agreements involving such securities; and (ii) this limitation shall
not apply to Municipal Securities (including Texas Municipal Securities) or
governmental guarantees of Municipal Securities (including Texas Municipal
Securities). For purposes of this limitation (i) utilities will be divided
according to their services, for example, gas, gas transmission, electric and
telephone will each be considered a separate industry; and (ii) wholly-owned
finance companies will be considered to be in the industries of their parents
if their activities are primarily related to financing the activities of their
parents. In addition, for purposes of this limitation only, private activity
bonds that are backed only by the assets and revenues of a non-governmental
issuer shall not be deemed to be Municipal Securities or Texas Municipal
Securities.

3. Make loans except that the Fund may (i) purchase or hold debt instruments in
accordance with its investment objectives and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.

DESCRIPTION OF PERMITTED INVESTMENTS

   
Listed below is a more complete description of some of the types of securities
and other instruments in which the Fund may invest. For a more detailed
description, see the Statement of Additional Information.

U.S. TREASURY OBLIGATIONS -- The Fund may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The Fund may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

STRIPS, CUBES, TRS, TIGRS and CATS are sold as zero coupon securities, which
means that they are sold at a substantial discount and redeemed at face value
at their maturity date without interim cash payments of interest or principal.
This discount is amortized over the life of the security, and such amortization
will constitute the income earned on the security for both accounting and tax
purposes. Because of these features, these securities may be subject to greater
interest rate volatility than interest-paying U.S.

Treasury obligations.

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market. Time deposits with
a withdrawal penalty are considered to be illiquid for purposes of the Fund's
limitations on illiquid investments.
    

                                       19


<PAGE>   339



BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

   
REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Fund bears a risk of loss in the event the other party
defaults on its obligations and the Fund is delayed or prevented from their
right to dispose of the collateral securities or if the Funds realize a loss on
the sale of the collateral securities. Repurchase agreements typically are
short-term in nature, generally overnight, and normally are used to invest
temporary cash balances held by the Funds. The SEC considers repurchase
agreements to be loans.

REVERSE REPURCHASE AGREEMENTS -- The Fund may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Fund would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Fund will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Fund enters into a reverse
repurchase agreement, they will place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and will subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the Fund may
decline below the price at which the Fund is obligated to repurchase the
securities. The SEC considers reverse repurchase agreements to be borrowings by
the Fund.

SECURITIES LENDING -- In order to generate additional income, the Fund may lend
up to 33% of the securities in which they are invested pursuant to agreements
requiring that the loan be continuously secured by cash, securities of the U.S.
government or its agencies, shares of an investment trust or mutual fund or any
combination of cash and such securities as collateral equal at all times to at
least 100% of the market value plus accrued interest on the securities lent.
The Fund will continue to receive interest on the securities lent while
simultaneously seeking to earn interest on the investment of cash collateral in
U.S. government securities, shares of an investment trust or mutual fund, or
other short-term, highly liquid investments. Collateral is marked to market
daily to provide a level of collateral at least equal to the market value of
the securities lent. There may be risks of delay in recovery of the securities
or even loss of rights in the collateral should the borrower of the securities
fail financially. However, loans will only be made to borrowers deemed by Banc
One Advisors to be of good standing under guidelines established by the Trust's
Board of Trustees and when, in the judgment of Banc One Advisors, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The Fund will enter into loan arrangements only
with counter parties which Banc One Advisors has deemed to be creditworthy
under guidelines established by the Board of Trustees. Loans are subject to
termination by the Fund or the borrower at any time, and are therefore, not
considered to be illiquid investments.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The Fund
may purchase securities on a when-issued basis when deemed by Banc One Advisors
to present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. When Banc One Advisors purchases a
when-issued security, the Custodian will set aside cash or liquid securities to
satisfy the purchase commitment. Although the purchase of securities on a
when-issued basis is not considered to be leveraging, it has the effect of
leveraging. The Fund generally will not pay for such securities or earn
interest on them until received. In a forward commitment transaction, the Fund
contract to purchase securities for a fixed price at a future date beyond
customary settlement time. The Fund is required to hold and maintain in a
segregated account until the settlement date, cash, U.S. government securities
or liquid high-grade debt obligations in an amount sufficient to meet the
purchase price.  Alternatively, the Fund may enter into offsetting contracts
for the forward sale of other securities that they own. The purchase of
securities on a
    

                                       20


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when-issued or forward commitment basis involves a risk of loss if the value of
the security to be purchased declines prior to the settlement date.

INVESTMENT COMPANY SECURITIES -- The Fund may invest up to 5% of its total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies. Other
investment company securities may include securities of a money market fund of
the Trust, and securities of other investment companies for which Banc One
Advisors serves as investment adviser or administrator. Because other
investment companies employ an investment adviser, such investments by the
Funds may cause Shareholders to bear duplicative fees. Banc One Advisors will
waive its fee attributable to the assets of the investing fund invested in a
money market fund of the Trust; and in other funds advised by Banc One
Advisors, and, to the extent required by the laws of any state in which shares
of the Trust are sold, Banc One Advisors will waive its fees attributable to
the assets of any Fund invested in any investment company.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the Fund may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. A demand instrument with a demand notice period
exceeding seven days will be considered illiquid. There is a risk that the
current interest rate on such obligations may not accurately reflect existing
market interest rates.

OPTIONS -- The Fund may purchase call and put options, and write (i.e., sell)
covered call options and secured put options on securities and indices. A call
option gives the purchaser the right to buy, and obligates the writer of the
option to sell, the underlying security at the agreed upon exercise (or
"strike") price during the option period. A put option gives the purchaser the
right to sell, and obligates the writer to buy, the underlying security at the
strike price during the option period. The Fund may invest in options to either
hedge or increase yield. There are risks associated with options transactions,
including the following: (i) the success of a hedging strategy may depend on
the ability of Banc One Advisors to predict movements in the prices of the
individual securities, fluctuations in markets and movements in interest rates;
(ii) there may be an imperfect or no correlation between the changes in market
value of the securities held by the Fund and the prices of options; (iii) there
may not be a liquid secondary market for options; and (iv) while the Fund will
receive a premium when it writes covered call options, it may not participate
fully in a rise in the market value of the underlying security. It is expected
that the Fund will only engage in option transactions with respect to permitted
investments and related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- The Fund may enter into futures
contracts, options on futures contracts, index futures and options thereon that
are traded on an exchange regulated by the Commodities Futures Trading
Commission ("CFTC") if, to the extent that such futures and options are not for
"bona fide hedging purposes" (as defined by the CFTC), the aggregate initial
margin and premiums on such positions (excluding the amount by which options
are in the money) do not exceed 5% of each Fund's total assets at current
value. The Fund, however, may invest more than such amount for bona fide
hedging purposes.  Options and futures can be volatile instruments, and involve
certain risks. If Banc One Advisors applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
Fund's return. The Fund could also experience losses if the prices of its
options and futures positions were poorly correlated with their other
instruments, or if it can not close out its positions because of an illiquid
secondary market. The Fund also may engage in options transactions referred to
as straddles and spreads. Certain provisions of the Internal Revenue Code may
limit the extent to which the Fund invests in futures contracts and related
options.

STRUCTURED INSTRUMENTS -- Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as the Student Loan
Marketing Association ("Sallie Mae"), Ginnie Mae, Fannie Mae, and Freddie Mac),
banks, municipalities, corporations, and other business entities whose interest
and/or principal payments are indexed to certain specific foreign currency
exchange rates, interest rates, or one or more other reference indices. As a
result, interest and/or principal payments may vary widely depending on a
variety of factors, including the volatility of the referenced index and the
effect of changes in the reference index or principal and/or interest payments.
Structured instruments frequently are assembled in the form of medium-term
notes, but a variety of forms are available. Structured instruments are
commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by Banc One Advisors,
principal and/or interest payments on the structured instrument may be
substantially less than expected. In addition, although structured instruments
may be sold in the form of a corporate debt obligation, they may not have some
of the protection against counterparty default that may be available with
respect to publicly traded debt securities (i.e., the existence of a trust
indenture).

SWAPS, CAPS AND FLOORS -- In order to protect the value of the Fund from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the Fund's investments are traded, the Fund may enter into
swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other
    

                                       21


<PAGE>   341


   
financial instruments or indexes, for both hedging and non-hedging purposes.
The Fund may enter into these transactions to manage its exposure to changing
interest rates and other factors. Some transactions may reduce the Fund's
exposure to market fluctuations while others will tend to increase market
exposure. Swap contracts typically involve an exchange of obligations by two
sophisticated parties. For example, in an interest rate swap, a fund may
exchange with another party their respective rights to receive interest, such
as an exchange of fixed rate payments for floating rate payments. Currency
swaps involve the exchange of respective rights to make or receive payments in
specified currencies. Mortgage swaps are similar to interest rate swaps in that
they represent commitments to pay and receive interest. The notional principal
amount, however, is tied to a reference pool or pools of mortgages.
    

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

   
Because swap contracts are individually negotiated, they remain the obligations
of the respective counterparties, and there is a risk that a counterparty will
be unable to meet its obligations under a particular swap contract. If a
counterparty defaults, a Fund may suffer a loss. In addition, because swap
contracts are individually negotiated and ordinarily non-transferable, there
also may be circumstances in which it would be impossible for a Fund to close
out its obligations under the swap contract prior to its maturity. Under such
circumstances, a Fund might be able to negotiate another swap contract with a
different counterpart to offset the risk associated with the first swap
contract. Unless the Fund is able to negotiate such an offsetting swap
contract, however, the Fund could be subject to continued adverse developments,
even after Banc One Advisors has determined that it would be prudent to close
out or offset the first swap contract.

The use of swaps involves investment techniques and risks different from and
potentially greater than those associated with ordinary portfolio securities
transactions. If Banc One Advisors is incorrect in its expectations of market
values or interest rates, the investment performance of a Fund would be less
favorable than it would have been if this investment technique were not used.
    

The Funds generally will limit their investments in swaps, caps and floors to
25% of their total assets.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
Fund may invest in any such options, contracts and products as may be developed
to the extent consistent with their investment objective, policies and
restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the Fund's portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the Fund would be less favorable than it would
have been if these products were not used. In addition, losses may occur if
counterparties involved in transactions do not perform as promised. These
products may expose the Fund to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments. The Fund will generally limit its investments in new financial
products to 25% of its total assets.

   
MUNICIPAL SECURITIES -- Municipal securities are issued by a state or political
subdivision to obtain funds for various public purposes. In addition, Municipal
Securities also may consist of certain debt obligations known as private
activity bonds and industrial development bonds may be issued to finance
certain public and privately operated facilities. Municipal securities are
generally classified as "general obligation" bonds and "revenue" bonds. General
obligation bonds are obligations involving the credit of an issuer possessing
taxing power and are payable from the issuer's general unrestricted revenues.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise or other specific revenue source. Revenue bonds are not payable
from the issuer's general revenues. Private activity bonds and industrial
developments bonds are categorized as revenue bonds. The Funds also may
purchase short-term tax-exempt General Obligation Notes, Tax Anticipation
Notes, Bond Anticipation Notes, Revenue Anticipation Notes, Project Notes, and
other forms of short-term tax-exempt obligations. Such notes are issued with a
short-term maturity in anticipation of the receipt of tax funds, the proceeds
of bond placements, or other revenues. Municipal securities may include
municipal leases which may be considered illiquid for purposes of the Funds'
limitation on illiquid investments.
    

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially

                                       22


<PAGE>   342


   
affect the credit risk with respect to particular bonds or notes. Adverse
economic, business, legal or political developments might affect all or a
substantial portion of a Fund's municipal securities in the same manner. The
payment of principal and interest on private activity bonds and industrial
development bonds generally is dependent solely on the ability of the
facilities user to meet its financial obligations and the pledge, if any, of
real and personal property as financed as security for such payment. In
addition, the Code imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance. Municipal securities may
include obligations of municipal housing authorities and single family revenue
bonds.  Weaknesses in Federal housing subsidy programs may result in a decrease
of subsidies available for payment of principal and interest on housing
authority bonds.
    

DEMAND FEATURES -- The Fund may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the Fund. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the Fund to meet redemption requests and remain as fully
invested as possible.

PARTICIPATION INTERESTS -- The Fund may purchase interests in municipal
securities, including municipal leases, from financial institutions such as
commercial and investment banks, savings and loan associations and insurance
companies. These interests may take the form of participations, beneficial
interests in a trust, partnership interests, or any other form of indirect
ownership that allows the Fund to treat the income from the investment as
exempt from Federal income tax. The Fund invests in these participation
interests in order to obtain credit enhancement or demand features that would
not be available through direct ownership of the underlying municipal
securities.

ZERO COUPON OBLIGATIONS -- The Fund may acquire zero coupon obligations, which
have greater price volatility than coupon obligations and which will not result
in the payment of interest until maturity. The Fund will purchase these
obligations to permit investment of assets at a more favorable rate of return.

   
RESTRICTED SECURITIES -- The Fund may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the Fund, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution. Any resale by
the purchaser must be in an exempt transaction. Section 4(2) commercial paper
is normally resold to other institutional investors like the Fund through or
with the assistance of the issuer or investment dealers who make a market in
Section 4(2) commercial paper, thus providing liquidity. The Fund believes that
Section 4(2) commercial paper and possibly certain other restricted securities
that meet the criteria for liquidity established by the Trustees (such as Rule
144A securities and private placements) are quite liquid. The Fund intends,
therefore, to treat the restricted securities that meet the criteria for
liquidity established by the Trustees, including Section 4(2) commercial paper
and Rule 144A securities, as determined by Banc One Advisors, as liquid and not
subject to the investment limitation applicable to illiquid securities.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The Fund may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac or other U.S.
government agencies or instrumentalities. Mortgage-backed securities may also
be issued by non-governmental entities and may or may not have private insurer
guarantees of timely payments. The Fund may invest in Collateralized Mortgage
Obligations ("CMOs") and Real Estate Mortgage Investment Conduits ("REMICs").
CMOs and REMICs are structures providing for redistribution of the cash flows
of mortgage-related products to different bond classes (commonly referred to as
tranches). This redistribution is achieved through specific rules for the
monthly distribution of coupon interest and principal. This reallocation of
interest and principal results in the redistribution of prepayment risk across
the different bond classes. This allows for the creation of bonds with more or
less prepayment risk than the underlying collateral exhibits.
    

Mortgage-backed securities are in most cases "pass-through" instruments,
through which the holder receives a share of all interest and principal
payments from the mortgages underlying the certificate. Because the prepayment
characteristics of the underlying mortgages vary, it is not possible to predict
accurately the average life or realized yield of a particular issue of
pass-through certificates. During periods of declining interest rates,
prepayment of mortgages underlying mortgage-backed securities can be expected
to accelerate.  When the mortgage obligations are prepaid, the Fund may have to
reinvest in securities with a lower yield. Moreover, prepayment of mortgages
which underlie securities purchased at a premium could result in capital
losses.

MORTGAGE DOLLAR ROLLS--The Fund may enter into mortgage "dollar rolls" in which
the Fund sells securities for delivery in the current month and simultaneously
contract with the same counterparty to repurchase similar (same type, coupon
and maturity) but not identical securities on a specified future date. The Fund
benefits to the extent of any difference between the price received for the
securities sold and the lower forward price for the future purchase (often
referred to as the "drop") or fee income plus the interest earned on the cash
proceeds of the securities sold until the settlement date of the forward
purchase. Unless such benefits exceed the

                                       23


<PAGE>   343



income, capital appreciation and gain or loss due to mortgage prepayments that
would have been realized on the securities sold as part of the mortgage dollar
roll, the use of this technique will diminish the investment performance of the
Fund compared with what such performance would have been without the use of
mortgage dollar rolls.

   
REGULATION OF MORTGAGE LOANS -- Mortgage loans are subject to a variety of state
and Federal regulations designed to protect borrowers which may impair the
ability of the mortgage lender to enforce its rights under the mortgage
documents. These regulations include legal restraints on foreclosures,
homeowner rights of redemption after foreclosure, Federal and state bankruptcy
and debtor relief laws, restrictions on enforcement of mortgage loan "due on
sale" clauses and state usury laws. Even when the Fund will invest in
mortgage-backed securities issued or guaranteed by the U.S. government, its
agencies or instrumentalities, these regulations may adversely affect the
Fund's investments by delaying the Fund's receipt of payments derived from
principal or interest on mortgage loans affected by such regulations.

INVERSE FLOATING RATE INSTRUMENTS -- The Municipal Income Fund may seek to
increase yield by investing in leveraged inverse floating rate debt instruments
("inverse floaters"). The interest rate on an inverse floater resets in the
opposite direction from the market rate of interest to which the inverse
floater is indexed. An inverse floater may be considered to be leveraged to the
extent that its interest rate varies by a magnitude that exceeds the magnitude
of the change in the index rate of interest. The higher degree of leverage
inherent in inverse floaters is associated with greater volatility in their
market values.  Accordingly, the duration of an inverse floater may exceed its
stated final maturity.
    

The Fund generally will limit its investments in inverse floating rate
instruments to 15% of its total assets.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investor Service ("Fitch"), Duff and Phelps ("Duff") and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1 + are
supported by the highest capacity for timely repayment. Obligations rated A2
are supported by a strong capacity for timely repayment, although such capacity
may be susceptible to adverse changes in business, economic or financial
conditions.

   
DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS
    

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

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<PAGE>   344



Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in small degree. Debt rated A has a strong capacity
to pay interest and repay principal although it is somewhat more susceptible to
the adverse effects of changes in circumstances and economic conditions than
debt in higher rated categories.

Bonds which are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues.

Bonds rated Aa by Moody's are judged by Moody's to be of high quality by all
standards. Together with bonds rated Aaa, they comprise what are generally
known as high-grade bonds. They are rated lower than the best bonds because
margins of protection may not be as large as in Aaa securities or fluctuation
of protective elements may be of greater amplitude or there may be other
elements present which make the long-term risks appear somewhat larger in Aaa
securities.

Bonds which are rated A possess many favorable investment attributes and are to
be considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Debt rated BBB is regarded as having an adequate capacity to pay interest and
repay principal. Whereas it normally exhibits adequate protection parameters,
adverse economic conditions or changing circumstances are more likely to lead
to a weakened capacity to pay interest and repay principal for debt in this
category than in higher rated categories.

Bonds which are rated Baa are considered as medium-grade obligations (i.e.,
they are neither highly protected nor poorly secured). Interest payments and
principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state and municipal and other short-term notes is
MIG-1 and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of
the best quality. They have strong protection from established cash flows of
Fund for their servicing or from established and broad-based access to the
market for refinancing or both. Short-term municipal securities rated MIG-2 and
VMIG-2 are of high quality. Margins of protection are ample although not so
large as in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

         - Amortization schedule (the larger the final maturity relative to
other maturities the more likely it will be treated as a note).

         - Source of Payment (the more dependent the issue is on the market for
         its refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

         SP-1 Very strong or strong capacity to pay principal and interest.
         Those issues determined to possess overwhelming safety characteristics
         will be given a plus (+) designation.

         SP-2 Satisfactory capacity to pay principal and interest.

   
SHORT-TERM DEBT RATINGS

Thomson Bank Watch, Inc. ("TBW") ratings are based upon a qualitative and
quantitative analysis of all segments of the organization including, where
applicable, holding company and operating subsidiaries.

BankWatch(TM) Ratings do not constitute a recommendation to buy or sell
securities of any of these companies. Further, BankWatch does not suggest
specific investment criteria for individual clients.
    

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<PAGE>   345


   
The TBW Short-Term Ratings apply to commercial paper, other senior short-term
obligations and deposit obligations of the entities to which the rating has
been assigned.

The TBW Short-Term Ratings apply only to unsecured instruments that have a
maturity of one year or less.

The TBW Short-Term Ratings specifically assess the likelihood of an untimely
payment of principal or interest.

                  TBW-1             The highest category; indicates a very high
                                    degree of likelihood that principal and
                                    interest will be paid on a timely basis.

                  TBW-2             The second highest category; while the
                                    degree of safety regarding timely repayment
                                    of principal and interest is strong, the
                                    relative degree of safety is not as high as
                                    for issues rated "TBW-1."

                  TBW-3             The lowest investment grade category;
                                    indicates that while more susceptible to
                                    adverse developments (both internal and
                                    external) than obligations with higher
                                    ratings, capacity to service principal and
                                    interest in a timely fashion is considered
                                    adequate.

                  TBW-4             The lowest rating category; this rating is
                                    regarded as non-investment grade and
                                    therefore speculative.

PERFORMANCE

From time to time, the Fund may advertise yield, total return and distribution
rate. These figures will be based on historical earnings and are not intended
to indicate future performance. The yield of the Fund refers to the annualized
income generated by an investment in the Fund over a specified 30 day period.
The yield is calculated by assuming that the income generated by the investment
during that period is generated over a one-year period and is shown as a
percentage of the investment.

The total return of the Fund refers to the average compounded rate of return to
a hypothetical investment, net of any sales charge imposed, for designated time
periods (including, but not limited to, the period form which the Fund
commenced operations through the specified date), assuming that the entire
investment is redeemed at the end of each period and assuming the reinvestment
of all dividend and capital gain distributions.

The distribution rate measures the dividends paid by the Fund as a percentage
of the offering price of the Fund over a stated period which is then
annualized.  See the Statement of Additional Information.

The Fund may also advertise a "taxable equivalent yield" which is calculated by
taking to account the investor's current tax bracket. This is the yield the
investor would need to earn from a taxable investment in order to realize an
"after-tax" benefit equal to the tax-free yield provided by the Fund.

The Trust will include information on all classes of the Fund in any
advertisement or information including performance data for the Fund. The
performance on Class A and Class B shares may be lower than for Fiduciary Class
shares because of differences in the distribution or Transfer Agent costs and
because of the sales charge to the Class A and Class B shares.

In addition, the performance of each class of the Fund may from time to time be
compared to that of other mutual funds tracked by mutual fund rating services,
to that of broad groups of comparable mutual funds or to that of unmanaged
indices which may assume investment of dividends but not reflect deductions for
administrative and management costs. The performance of each class of the fund
may be compared to other funds or to relevant indices which may calculate total
return without reflecting sales charges in which case the Fund may advertise
its total return in the same manner. If reflected, sales charges would reduce
these total return calculations.

Further information about the performance of each class of the Fund is
contained in the Trust's Annual Report to Shareholders for The One Group Texas
Tax-Free Bond Fund, which may be obtained without charge by calling
1-800-480-4111.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial, or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.
    

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<PAGE>   346


   
TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal income
tax on that part of its net investment income and net capital gains (the excess
of net long-term capital gain over net short-term capital loss) which it
distributes to Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including net short-term capital gain) to Shareholders of each class of shares
of the Fund on a current basis. If, at the close of each quarter of its taxable
year, at least 50% of the value of the Fund's assets consists of obligations
the interest on which is excludable from gross income, the Fund may pay
"exempt-interest dividends" to its Shareholders. Those dividends constitute the
portion of the aggregate dividends by the Fund, equal to the excess of the
excludable interest over certain amounts disallowed as deductions.
Exempt-interest dividends are generally excludable from a Shareholder's gross
income for regular Federal income tax purposes. However, the receipt of
exempt-interest dividends may cause persons receiving Social Security or
Railroad Retirement benefits to be taxable on a portion of such benefits. In
addition, the receipt of exempt-interest dividends may result in liability for
Federal alternative minimum tax and for state and local taxes, both for
individual and corporate Shareholders. See the Statement of Additional
Information.

Current Federal law limits the types and volume of bonds qualifying for Federal
income tax exemption of interest, which may have an affect on the ability of
the Fund to purchase sufficient amounts of tax-exempt securities to satisfy the
Internal Revenue Code's requirements for the payment of "exempt-interest
dividends."

Any dividends attributable to the Fund's taxable investment income (if any)
will be taxable to Shareholders as ordinary income (whether received in cash or
additional shares) to the extent of the Fund's earnings and profits and will
not qualify for the corporate dividends-received deduction. Any distributions
of net long-term capital gains will be taxable to Shareholders as such
regardless of how long the Shareholder has held shares. The Fund will make
annual reports to Shareholders of the Federal income tax status of
distributions.

Interest on indebtedness incurred or continued by a Shareholder in order to
purchase shares is not deductible. Furthermore, entities or persons who are
"substantial users" (or persons related to "substantial users") of facilities
financed by "private activity bonds" or certain industrial development bonds
should consult their tax advisers before purchasing shares. See the Statement
of Additional Information.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS and CATS),
as defined in the "Description of Permitted Investments," are sold at original
issue discount and thus do not make periodic cash interest payments. The Fund
will be required to include as part of its current income the imputed interest
on such obligations even though the Fund has not received any interest payments
on such obligations during that period. Because the Fund distributes all of its
net investment income to its Shareholders (including such imputed interest),
the Fund may have to sell portfolio securities in order to generate the cash
necessary for the required distributions. Such sales may occur at a time when
Banc One Advisors would not have chosen to sell such securities and may result
in a taxable gain or loss.

Dividends declared by the Fund in October, November, or December of any year
and payable to Shareholders of record on a date in such a month will be deemed
to have been paid by the Fund and received by Shareholders on December 31 of
that year if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

Sale, exchange, or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.
    

                                       27


<PAGE>   347



                      [THIS PAGE INTENTIONALLY LEFT BLANK]





                                       28


<PAGE>   348



                      [THIS PAGE INTENTIONALLY LEFT BLANK]





                                       29


<PAGE>   349



   
Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081
    

Administrator
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Distributor
The One Group Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

   

0050912.02
    


                                       30
<PAGE>   350
The One Group(R) Investor Growth Fund
                                                                      PROSPECTUS

Investment Adviser:   BANC ONE INVESTMENT ADVISORS CORPORATION

The One Group(R) (the "Trust") is a mutual fund seeking to provide a convenient
and economical means of investing in one or more professionally managed
portfolios of securities. This Prospectus relates to The One Group(R) Investor
Growth Fund Class A, Class B and Fiduciary Class shares.

THE ONE GROUP(R) INVESTOR GROWTH FUND (THE "FUND") SEEKS LONG-TERM CAPITAL
APPRECIATION BY INVESTING PRIMARILY IN A DIVERSIFIED GROUP OF ONE GROUP MUTUAL
FUNDS WHICH INVEST PRIMARILY IN EQUITY SECURITIES. CURRENT INCOME IS A
SECONDARY OBJECTIVE.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans, as well as to other long-term 
investors.

Fiduciary Class shares are offered to institutional investors, including
affiliates of BANC ONE CORPORATION and any bank, depository institution,
insurance company, pension plan or other organization authorized to act in
fiduciary, advisory, agency, custodian or similar capacities (each an
"Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL GOVERNMENT OR
ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES INVESTMENT RISKS,
INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. BANC ONE
INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR INVESTMENT
ADVISORY AND OTHER SERVICES.

   
This Prospectus sets forth concisely the information about the Trust that a
prospective investor should know before investing. Investors are advised to
read this Prospectus and retain it for future reference. A Statement of
Additional Information dated November 1, 1996 has been filed with the
Securities and Exchange Commission and is available without charge through the
Distributor, The One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111 during business hours. The Statement of
Additional Information is incorporated into this Prospectus by reference.
    

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.

   
November 1, 1996
    


<PAGE>   351



TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                                                                                 PAGE
<S>                                                                                                              <C>
SUMMARY...........................................................................................................3

ABOUT THE FUND....................................................................................................4
   EXPENSE SUMMARY................................................................................................4

THE FUND..........................................................................................................5
   INVESTMENT OBJECTIVE...........................................................................................6
   INVESTMENT POLICIES............................................................................................6

HOW TO DO BUSINESS WITH THE ONE GROUP(R).........................................................................12
   HOW TO INVEST IN THE ONE GROUP(R).............................................................................12
   ALTERNATIVE SALES ARRANGEMENTS................................................................................16
   EXCHANGES      ...............................................................................................17
   REDEMPTIONS    ...............................................................................................18

FUND MANAGEMENT..................................................................................................19
   THE ADVISER    ...............................................................................................19
   THE DISTRIBUTOR...............................................................................................21
   THE ADMINISTRATOR.............................................................................................21
   THE TRANSFER AGENT AND CUSTODIAN..............................................................................21
   COUNSEL AND INDEPENDENT ACCOUNTANTS...........................................................................22

OTHER INFORMATION................................................................................................22
   THE TRUST      ...............................................................................................22
   OTHER INVESTMENT POLICIES.....................................................................................23
   DESCRIPTION OF PERMITTED INVESTMENTS..........................................................................24
   DESCRIPTION OF MUNICIPAL NOTE RATINGS.........................................................................28
   MISCELLANEOUS  ...............................................................................................29
   PERFORMANCE    ...............................................................................................29
   TAXES          ...............................................................................................29
</TABLE>





<PAGE>   352



SUMMARY

THE ONE GROUP(R) (the "Trust") is an open-end management investment company
that provides a convenient way to invest in professionally managed portfolios
of securities. The following provides basic information about the Class A,
Class B and Fiduciary Class shares of The One Group(R) Investor Growth Fund.

WHAT IS THE INVESTMENT OBJECTIVE? The Fund seeks long-term capital appreciation
by investing primarily in a diversified group of One Group mutual funds which
invest primarily in equity securities. Current income is a secondary objective.
See "Investment Objective." Shares of the Fund are available to tax advantaged
retirement accounts and other persons investing for long-term investment
purposes. The Fund should not be used for short-term trading purposes. There is
no assurance that the Fund will achieve its investment objective.

WHAT ARE THE PERMITTED INVESTMENTS? The Fund offers Shareholders a
professionally-managed investment program by purchasing shares of existing
mutual funds of The One Group(R) (the "Underlying Funds"), which are managed by
Banc One Investment Advisors Corporation (the "Adviser"). The Fund will invest
80% to 100% of its assets in Underlying Funds which invest primarily in equity
securities, up to 20% in Underlying Funds which invest primarily in
fixed-income securities, and up to 10% in Money Market Funds. The Fund will
normally allocate its assets among the Underlying Funds according to the
Adviser's outlook for the economy, financial markets and relative market
valuation of the Underlying Funds. The Adviser may vary the allocation within
the above ranges. There is no assurance that the Fund will achieve its stated
objective.

WHAT ARE THE CHARACTERISTICS OF THE UNDERLYING FUNDS? The Underlying Funds in
which the Fund will invest have the following characteristics:

<TABLE>
<CAPTION>
               Underlying Fund                                          Type of Investments
         --------------------------------------------                   -------------------
         <S>                                                            <C>
         The One Group(R) Prime Money Market Fund                       Money Market
         The One Group(R) Limited Volatility Bond Fund                  Fixed Income
         The One Group(R) Intermediate Bond Fund                        Fixed Income
         The One Group(R) Income Bond Fund                              Fixed Income
         The One Group(R) Government Bond Fund                          Fixed Income
         The One Group(R) Ultra Short-Term Income Fund                  Fixed Income
         The One Group(R) Disciplined Value Fund                        Equity
         The One Group(R) International Equity Index Fund               Equity
         The One Group(R) Large Company Growth Fund                     Equity
         The One Group(R) Large Company Value Fund                      Equity
         The One Group(R) Growth Opportunities Fund                     Equity
         The One Group(R) Value Growth Fund                             Equity
         The One Group(R) Gulf South Growth Fund                        Equity
         The One Group(R) Income Equity Fund                            Equity
         The One Group(R) Equity Index Fund                             Equity
</TABLE>

The Fund's net asset value will fluctuate with changes in the equity markets
and the value of the Underlying Funds in which it invests. The Fund's
investment return is diversified by its investment in the Underlying Funds
which invest in growth and income stocks, foreign securities, debt securities,
and cash and cash equivalents. See page 6 for a complete description of the
Underlying Funds and page 23 for other investment policies.

WHO IS THE ADVISER? Banc One Investment Advisors Corporation, an indirect
subsidiary of BANC ONE CORPORATION, serves as the Adviser of the Trust.  The
Adviser is entitled to a fee for advisory services provided to the Trust.  The
Adviser may voluntarily agree to waive a part of its fees.  See "The Adviser"
and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group(R) Services Company serves as the
Administrator of the Trust.  The Administrator is entitled to a fee for
services provided to the Trust.  Banc One Investment Advisors Corporation
serves as the Sub-Administrator of the Trust, pursuant to an agreement with the
Administrator for which Banc One Investment Advisors Corporation receives a fee
paid by the Administrator.  See "The Administrator" and "Expense Summary."

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee.  Bank One Trust Company, N.A.  serves as Sub-Custodian for the
Trust, for which services it receives a fee.  See "The Transfer Agent and
Custodian."


                                                                               3

<PAGE>   353



WHO IS THE DISTRIBUTOR? The One Group(R) Services Company acts as Distributor
of the Trust's shares.  The Distributor is entitled to fees for distribution
services for the Class A and Class B shares.  No compensation is paid to the
Distributor for the distribution services for the Fiduciary Class shares of the
Fund.  See "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days").  See "How to Invest in The One Group(R)" and
"Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month.  Any capital gains are distributed at
least annually.  Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash.  See "Dividends."


ABOUT THE FUND

EXPENSE SUMMARY -- THE ONE GROUP(R) INVESTOR GROWTH FUND
   
<TABLE>
<CAPTION>
                                                                                                       FIDUCIARY
                                                                     CLASS A          CLASS B            CLASS
                                                                     -------          -------          ---------
<S>                                                                  <C>               <C>               <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                            4.50%             None              None
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge(2)                           None             5.00%             None
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)                        None             None              None
Redemption Fees                                                       None             None              None
Exchange Fees                                                         None             None              None
ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)
Investment Advisory Fees(3)                                           .01%             .01%              .01%
12b-1 Fees (after fee waiver)(4)                                      .25%            1.00%              None
Other Expenses(5)                                                     .19%             .19%              .19%
TOTAL OPERATING EXPENSES(6)                                           .45%            1.20%              .20%
</TABLE>
    

(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first
         anniversary of purchase.
   
(3)      Investment Advisory fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Absent this voluntary
         reduction, Investment Advisory Fees would be .05% for all classes
         of shares.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plan, 12b-1 fees (as a percentage of average
         daily net assets) would be .35% for Class A shares. The 12b-1 fees
         include a shareholder servicing fee of .25% of the average daily net
         assets of the Fund's Class B shares and may include a shareholder
         servicing fee of .25% of the average daily net assets of the Fund's
         Class A shares.  See "The Distribution."

(5)      Other Expenses have been revised to reflect fee waivers and
         reimbursements effective as of the date of this Prospectus. Absent
         this voluntary waiver and reimbursement, Other Expenses would be .29%.

(6)      Absent the voluntary reduction of fees, Total Operating Expenses would
         be .69% for Class A Shares, 1.34% for Class B Shares, and .34% for 
         Fiduciary Class Shares.
    


The Fund will indirectly bear its pro rata share of fees and expenses incurred
by the Underlying Funds, and the investment returns of the Fund will be net of
the expenses of the Underlying Funds. The following chart provides the expense
ratio for each of the Underlying Funds in which the Fund invests (based on
the current Underlying Fund prospectus). Certain of these expense ratios may 
include a voluntary reduction of investment advisory fees.
   
<TABLE>
<CAPTION>

Name of Underlying Fund                             Expense Ratio     
         
- -----------------------                             -------------              
<S>                                                      <C>                   
The One Group(R)Prime Money Market Fund                  .50%          
The One Group(R)Limited Volatility Bond Fund             .62%                  
The One Group(R)Intermediate Bond Fund                   .67%                  
The One Group(R)Income Bond Fund                         .61%                  
</TABLE>
    

                                                                               4

<PAGE>   354
   
<TABLE>
<S>                                                      <C>   
The One Group(R) Government Bond Fund                     .69% 
The One Group(R) Ultra Short-Term Income Fund             .91% 
The One Group(R) Disciplined Value Fund                  1.00% 
The One Group(R) International Equity Index Fund         1.36% 
The One Group(R) Large Company Growth Fund                .99% 
The One Group(R) Large Company Value Fund                 .98%
The One Group(R) Growth Opportunities Fund               1.00% 
The One Group(R) Value Growth Fund                       1.05% 
The One Group(R) Gulf South Growth Fund                  1.06% 
The One Group(R) Income Equity Fund                      1.01% 
The One Group(R) Equity Index Fund                        .39% 
</TABLE>
    

   
After combining the total operating expenses of the Fund with those of the
Underlying Funds, the estimated average weighted expense ratio for Class A
shares is 1.38%, for Class B shares is 2.13%, and for Fiduciary Class shares is
1.13%.
    

On the basis of these estimated expenses, the following example illustrates the 
expenses an investor would pay on a $1,000 investment in Class A and Fiduciary 
class shares of the Fund, assuming: (1) imposition of the maximum sales charge 
for Class A shares; (2) 5% annual return; and (3) redemption at the end of 
each time period.

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Class A                                                $58              $87             $117              $203
Fiduciary Class                                        $18              $36             $ 62              $137
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Class A                                                $61              $95             $131              $233
Fiduciary Class                                        $13              $42             $ 72              $158
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
    

On the basis of the estimated expenses set forth above, the following example
illustrates the expenses an investor would pay on a $1,000 investment in Class
B shares, assuming: (1) deduction of the applicable maximum Contingent Deferred
Sales Charge; and (2) 5% annual return.

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Assuming a complete redemption at end of period        $72              $ 97            $134              $227
Assuming no redemption                                 $22              $ 67            $114              $227
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Assuming a complete redemption at end of period        $73              $102            $144              $248
Assuming no redemption                                 $23              $ 72            $124              $248
</TABLE>
    

Class B shares automatically convert to Class A shares after eight (8) years. 
Therefore, the "10 Years" examples above reflect the effect of such conversion.

THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.

THE FUND
   
The One Group(R) Investor Growth Fund ( the "Fund") is part of The One Group(R)
(the "Trust"), which is an open-end management investment company that offers
shares in 40 separate funds and different classes of certain of the funds. The
Trust was organized as a Massachusetts Business Trust on May 23, 1985. This
Prospectus relates to Class A, Class B, and Fiduciary Class shares of The One
Group(R) Investor Growth Fund. Each class of shares provides for variations in
distribution costs, voting rights, dividends and per share net asset value
pursuant to a multiple class plan (the "Multiple Class Plan") adopted by the
Board of Trustees of the Trust. Except for these differences between classes,
each share of the Fund represents an undivided, proportionate interest in the
Fund. The Fund is a non-diversified mutual fund because it invests in the
securities of a limited number of Underlying Funds. However, the Underlying
Funds are diversified investment companies. The Information regarding the
Trust's other funds and their classes is contained in separate prospectuses
which may be obtained from the Trust's Distributor, The One Group(R) Services
Company, 3435 Stelzer Road, Columbus, OH 43219, or by calling 1-800-480-4111.
    

                                                                               5
<PAGE>   355



INVESTMENT OBJECTIVE

The Fund seeks long-term capital appreciation by investing primarily in a
diversified group of One Group mutual funds which invest primarily in equity
securities. Current income is a secondary objective.

The investment objective of the Fund is fundamental and may not be changed
without a vote of the holders of a majority of the Fund's outstanding shares
(as defined in the Statement of Additional Information).

There is no assurance that the Fund will meet its investment objective.

INVESTMENT POLICIES OF THE FUND

The investment policies of the Fund may be changed without an affirmative vote
of the holders of a majority of the Fund's outstanding shares unless a policy
is expressly deemed to be fundamental. Shareholders will be notified of any
material change in the Fund's investment policies.

Permissible Investments

The Fund will invest 80% to 100% of its assets in nine Underlying Funds of The
One Group(R)which invest primarily in equity securities, up to 20% of its
assets in five Underlying Funds of The One Group(R)which invest primarily in
fixed income securities, and up to 10% of its assets in one money market fund
of The One Group. The Fund will invest its assets in the Underlying Funds,
within the ranges indicated below.

<TABLE>
<CAPTION>
                                                           Investment Range
                 Investor Growth Fund                   (Percent of Fund Assets)
         ---------------------------------------------  ------------------------
         <S>                                                   <C>
         The One Group(R) Prime Money Market Fund               0 - 10%
         The One Group(R) Limited Volatility Bond Fund          0 - 20%
         The One Group(R) Intermediate Bond Fund                0 - 20%
         The One Group(R) Income Bond Fund                      0 - 20%
         The One Group(R) Government Bond Fund                  0 - 20%
         The One Group(R) Ultra Short-Term Income Fund          0 - 20%
         The One Group(R) Disciplined Value Fund                0 - 30%
         The One Group(R) International Equity Index Fun        0 - 30%
         The One Group(R) Large Company Growth Fund             0 - 48%
         The One Group(R) Large Company Value Fund              0 - 55%
         The One Group(R) Growth Opportunities Fund             0 - 30%
         The One Group(R) Value Growth Fund                     0 - 50%
         The One Group(R) Gulf South Growth Fund                0 - 30%
         The One Group(R) Income Equity Fund                    0 - 50%
         The One Group(R) Equity Index Fund                     0 - 50%
</TABLE>


The allocation of the Fund's assets among the Underlying Funds will be made by
the Adviser under the supervision of the Trust's Board of Trustees, within the
percentage ranges set forth in the table above.

The Fund and the Underlying Funds are permitted for temporary defensive
purposes to invest up to 100% of their assets in short-term fixed income
securities. Such securities include obligations of the U.S. Government and is
agencies and instrumentalities, commercial paper, bank certificates of deposit,
repurchase agreements, bankers acceptances, variable amount master demand note
and bank money market deposit accounts. The Fund the Underlying Funds may also
hold cash for liquidity purposes.

To the extent the Fund or the Underlying Funds are engaged in a temporary 
defensive position, they will not be pursuing their investment objective.

DESCRIPTION OF THE UNDERLYING FUNDS

The following is a brief description of the principal investment policies of
the Underlying Funds. Additional investment practices are described in
"Investment Policies of the Underlying Funds," the Statement of Additional
Information and the prospectus for each of the Underlying Funds.


                                                                               6

<PAGE>   356



The One Group(R) International Equity Index Fund

The One Group(R) International Equity Index Fund is an equity fund. The
objective of the fund is to provide investment results that correspond to the
aggregate price and dividend performance of the securities in the Gross
Domestic Product Weighted Morgan Stanley Capital International Europe,
Australia and Far East Index ("MSCI EAFE GDP Index" or "EAFE GDP Index").(1)
Under normal conditions, the fund will invest substantially all of its assets
in foreign securities and at least 65% of the value of its total assets in
foreign equity securities, consisting of common stocks (including sponsored and
unsponsored American Depository Receipts ("ADRs")) and preferred stocks,
securities convertible into common stocks (only if they are listed on
registered exchanges or actively traded in the over-the-counter market),
warrants and depository receipts for such securities of issuers located in at
least three different countries. In attempting to duplicate the capital
performance and dividend income of the MSCI EAFE GDP Index, the fund will
normally invest in the stocks which comprise the Index and secondarily in stock
index futures. It is expected that cash reserve items normally will not exceed
10% of the fund's net assets.  The Fund may invest up to 10% of its net assets
in securities of emerging international markets such as Mexico, Brazil and
Chile. A substantial portion of the fund's assets will be denominated in
foreign currencies.

The One Group(R) Large Company Growth Fund

The One Group(R) Large Company Growth Fund seeks long-term capital appreciation
and growth of income by investing primarily in equity securities. To achieve
its objective, the fund will, under normal market conditions, invest
substantially all, but in no event less than 65%, of the value of its total
assets in equity securities consisting of common stocks, warrants and any
rights to purchase common stocks. The weighted average capitalization of the
companies in which the fund invests will under normal market conditions always
be in excess of the market median capitalization of the Standard & Poor's 500
Composite Stock Price Index ("S&P 500 Index").(2) The fund may invest the
remainder of its assets in any combination of nonconvertible fixed income
securities, repurchase agreements, options and futures contracts.

The One Group(R) Large Company Value Fund

The One Group(R) Large Company Value Fund is an equity fund that seeks capital
appreciation with the incidental goal of achieving current income by investing
primarily in equity securities. The fund will invest in equity securities of
companies that are believed to be selling below their long-term intrinsic
investment values. Companies held will typically be large capitalization
issuers with current price/earnings and/or price/book ratios which are lower
than that of the general market as measured by the S&P 500 Index. In addition,
the fund may invest in stock of companies which have been analyzed to have
breakup values well in excess of current market values or which have uniquely
undervalued corporate assets. The general approach to purchasing stocks will
emphasize individual security selection. Macroeconomic data and industry profit
forecasts will be utilized to gauge the best sectors of the economy in which to
be positioned.

Under normal market conditions, the fund will invest at least 80% of the value
of its total assets in equity securities consisting of common stocks and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The remainder of the
fund's assets will be held in cash equivalents

The One Group(R) Growth Opportunities Fund

The One Group(R) Growth Opportunities Fund seeks growth of capital and,
secondarily, current income by investing primarily in equity securities. The
fund will invest in issues which are identified and selected based on the
potential to produce above-average earnings growth per share over a
one-to-three year period. It is expected that issuers will generally include
established companies with a history of above-average growth or companies that
are expected to enter periods of above-average growth, and smaller companies
which are positioned in emerging growth industries. The fund may invest in
securities listed on a stock exchange as well as those traded over-the-counter.
At least 80% of the value of the fund's total assets will, under normal
conditions, be invested in equity securities consisting of common stocks and
debt securities and preferred stocks that are convertible into common stocks.
The fund also may enter into options and futures transactions. The remainder of
the fund's assets will be held in cash equivalents.

- --------
    (1)   "MSCI EAFE GDP Index" is a registered service mark of Morgan Stanley
          Capital International, which does not sponsor and is in no way
          affiliated with the fund.

    (2)   "Standard & Poor's 500" is a registered trademark of Standard & Poor's
          Corporation, which does not sponsor and is in no way affiliated with
          the fund.

                                                                               7

<PAGE>   357



The One Group(R) Value Growth Fund

The One Group(R) Value Growth Fund seeks long-term capital growth and growth of
income while, as a secondary objective providing a moderate level of current
income. The fund pursues its objectives by investing primarily in a portfolio
of common stocks, debt securities, preferred stocks, convertible securities,
warrants, and other equity securities of companies that show the potential for
growth of earnings over time. Stock selection is guided by current valuation
relative to a stock's historical valuation and relative to the Adviser's
estimates of future growth of earnings and dividends. Accordingly, the fund may
emphasize securities of companies that the Adviser believes are overlooked or
undervalued by investors, which fact should contribute to an increase in the
market value of the security over time.

The fund will ordinarily invest at least 65% of the value of its total assets
in securities with the characteristics described above. Although the fund
intends to invest all of its assets in such securities, up to 35% of its total
assets may be held in cash or invested in U.S. Government Securities, other
investment grade fixed-income securities and cash equivalents.

The One Group(R) Gulf South Growth Fund

The One Group(R) Gulf South Growth Fund seeks long-term capital growth by
investing in a portfolio of equity securities of small-capitalization ,
emerging growth and medium capitalization companies, which are either
headquartered in or whose primary market is in the southeastern region of the
United States. The fund invests primarily in a portfolio of common stocks, debt
securities, preferred stocks, convertible securities, warrants and other equity
securities of such companies. The Adviser anticipates that the fund's portfolio
will normally consist of securities of approximately twenty-five to sixty
emerging growth companies from Virginia, North Carolina, South Carolina,
Florida, Georgia, Tennessee, Alabama, Mississippi, Arkansas, Louisiana,
Kentucky and Texas. It is expected that companies selected would generally have
market capitalizations ranging from $50,000,000 to $2,000,000,000, although the
fund may occasionally hold securities of companies whose market capitalizations
are considerably larger if doing so contributes to the fund's investment
objective.

The fund will normally invest at least 65% of the value of its total assets in
securities with the characteristics described above. Although the fund intends
to invest all of its assets in such securities, up to 35% of its total assets
may be held in cash or invested in U.S. Government Securities, other investment
grade fixed-income securities and cash equivalents, when the Adviser's
assessment of the attractiveness of the entire stock market and individual
market sectors changes.

Because the fund is non-diversified, its share price may be subject to greater
fluctuations as a result of changes in an issuer's financial condition or the
market's assessment of an individual issuer. In addition, smaller, less
seasoned companies may be subject to greater business risk than larger,
established companies.

The One Group(R) Income Equity Fund

The One Group(R) Income Equity Fund seeks current income through regular
payment of dividends with the secondary goal of achieving capital appreciation
by investing primarily in equity securities. The fund will make investments in
an attempt to keep its yield above the S&P 500 Index. Achieving such a yield
will be the primary consideration in selecting securities. Investments will be
made in common stocks of corporations which regularly pay dividends, although
continued payment of dividends cannot be assured. The fund will invest
primarily in stocks with favorable, long-term fundamental characteristics, but
stocks of companies that are out of favor in the financial community may also
be purchased.

The fund will under normal conditions invest at least 80% of the value of its
total assets in equity securities consisting of common stocks, and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Equity Index Fund

The One Group(R) Equity Index Fund seeks investment results that correspond to
the aggregate price and dividend performance of the securities on the S&P 500
Index. The fund will, in attempting to duplicate the capital performance and
dividend income of the S&P 500 Index, normally invest in many of the stocks
which comprise the S&P 500 Index and secondarily in stock index futures. Cash
reserves will not normally exceed 10% of the fund's net assets.

The Adviser generally selects stocks for the fund in the order of their
weightings in the S&P 500 Index beginning with the heaviest weighted stocks.
The percentage of the fund's assets to be invested in each stock is
approximately the same as the percentage it represents in the S&P 500 Index.
From time to time, administrative adjustments may be made in the fund because
of changes in the composition of the S&P 500 Index, but such changes should be
infrequent. The fund will attempt to achieve a correlation between the
performance of its portfolio and that of the S&P 500 Index of at least 0.95,
without taking into account expenses. A correlation

                                                                               8

<PAGE>   358

of 1.00 would indicate perfect correlation, which would be achieved when the
fund's net asset value, including the value of its dividend and capital gains
distributions, increases or decreases in exact proportion to changes in the S&P
500 Index.

The One Group(R) Prime Money Market Fund

The One Group(R) Prime Money Market Fund seeks current income with liquidity
and stability of principal. The fund intends to comply with the regulations of
the Securities and Exchange Commission applicable to money market funds using
the amortized cost method for calculating net asset value. These regulations
impose certain quality, maturity and diversification restraints on investments
by the fund. Under these regulations, the fund will invest only in U.S.
dollar-denominated securities, will maintain an average maturity on a
dollar-weighted basis of 90 days or less, and will acquire only "eligible
securities" that present minimal credit risks and have a maturity of 397 days
or less.

The One Group(R) Disciplined Value Fund

The One Group(R) Disciplined Value Fund seeks capital appreciation with the
secondary goal of achieving current income by investing primarily in equity
securities. The fund will invest in equity securities with below-market average
price-to-earnings and price-to-book value ratios. The issuer's soundness and
earnings prospects will also be considered. Although capital appreciation is
the primary purpose for investing in the security, all common stocks must be
paying a current dividend to shareholders to be eligible for purchase. While
the Adviser may sell fund securities in its discretion at any time, it is
unlikely to move toward elimination of the fund's holdings of a stock when the
Adviser determines that there is a fundamental change that impairs a company's
ability to pay dividends, or if the company's 12-month earnings per share
comparison is declining.

The fund will, under normal conditions, invest at least 80% of the value of its
total assets in equity securities consisting of common stocks and debt
securities and preferred stocks that are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Limited Volatility Bond Fund

The One Group(R) Limited Volatility Bond Fund seeks current income consistent
with preservation of capital through investment in high and medium-grade
fixed-income securities. The fund will normally invest at least 80% of total
assets in debt securities of all types with short to intermediate maturities.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between one and five years. At least 65% of the
fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one nationally recognized statistical rating
organization ("NRSRO") at the time of investment, or, if unrated, determined by
the Adviser to be of comparable quality. In addition, at least 65% of total
assets will consist of obligations issued by the U.S. government or its
agencies and instrumentalities, some of which may be subject to repurchase
agreements.  The fund also may purchase taxable or tax-exempt municipal
securities. Up to 20% of the fund's total assets may be invested in preferred
stocks.

The One Group(R) Intermediate Bond Fund

The One Group(R) Intermediate Bond Fund seeks current income consistent with
the preservation of capital through investments in high and medium-grade
fixed-income securities with intermediate maturities. The fund will normally
invest at least 80% of total assets in debt securities of all types. Under
normal market conditions, it is anticipated that the fund's average weighted
maturity will range between three and ten years. At least 65% of the fund's
total assets will consist of bonds rated in one of the three highest rating
categories by at least one NRSRO at the time of investment, or, if unrated,
determined by the Adviser to be of comparable quality. However, the Adviser
reserves the right to invest in more speculative debt securities if they
present attractive opportunities and are rated in the fourth highest rating
category by at least one NRSRO at the time of investment or, if unrated,
determined by the Adviser to be of comparable quality. In addition, at least
50% of total assets will consist of obligations issued by the U.S. government
or its agencies and instrumentalities, some of which may be subject to
repurchase agreements. The fund may also purchase taxable and tax-exempt
municipal securities. Up to 20% of the fund's total assets may be invested in
preferred stocks.

The One Group(R) Income Bond Fund

The One Group(R) Income Bond Fund seeks current income by investing in a
portfolio of high and medium-grade fixed-income securities. The fund will
normally invest at least 80% of total assets in debt securities of all types.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between five and fifteen years. At least 65% of
the fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one NRSRO at the time of investment, or, if
unrated, determined by the Adviser to be of comparable quality. However, the
Adviser reserves the right to invest in more speculative debt securities if
they present attractive opportunities and are rated in the fourth highest
rating category by at least one

                                                                               9

<PAGE>   359



NRSRO at the time of investment or, if unrated, determined by the Adviser to be
of comparable quality. The fund may also purchase taxable or tax-exempt
municipal securities. Up to 20% of the fund's total assets may be invested in
preferred stocks.

The One Group(R) Government Bond Fund

The One Group(R) Government Bond Fund seeks a high level of current income with
liquidity and safety of principal. The fund seeks to achieve its objective
principally through investment in securities issued by the U.S. government and
its agencies and instrumentalities. At least 65% of the total assets of the
fund will be invested in obligations guaranteed as to principal and interest by
the U.S. government or its agencies and instrumentalities, some of which may be
subject to repurchase agreements, and other securities representing an interest
in or collateralized by mortgages that are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. The balance of the fund's assets
may be invested in debt securities and taxable or tax-exempt municipal
securities. The average weighted remaining maturity of the fund is expected to
be between three and fifteen years.

The One Group(R) Ultra Short-Term Income Fund

The One Group(R) Ultra Short-Term Income Fund seeks a high level of current
income consistent with low volatility of principal by investing in a
diversified portfolio of short-term investment grade securities. The fund will
normally invest at least 80% of its total assets in debt securities of all
types, including money market instruments. In addition, up to 20% of the fund's
total assets may be invested in other securities, including preferred stock.
The fund will invest in adjustable rate mortgage pass-through securities and
other securities representing an interest in or collateralized by mortgages
with periodic interest rate resets, some of which may be subject to repurchase
agreements. These securities often are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. However, the fund also may
purchase mortgage-backed securities that are issued by non-governmental
entities. Such securities may or may not have private insurer guarantees as to
timely payments. The fund also may purchase mortgage and interest rate swaps
and interest rate floors and caps. The fund also may employ other investment
techniques to enhance returns, such as loans of fund securities, mortgage
dollar rolls, repurchase agreements, options contracts and reverse repurchase
agreements.

The Fund will maintain a maximum duration of approximately two years. Under
normal interest rate conditions, the Fund's actual duration is expected to be
in a range of approximately six months to one year.

RISK FACTORS

The investments of the Fund are concentrated in the Underlying Funds, so the
Fund's investment performance is directly related to the performance of the
Underlying Funds. In addition, as a matter of fundamental policy, the Fund must
allocate its investments among the Underlying Funds within certain ranges. As a
result, the Fund does not have the same flexibility to invest as a mutual fund
without such constraints.

The Fund may invest in Underlying Funds which invest in medium or lower grade
bonds. If these bonds are downgraded, the Adviser will consider whether to
increase or decrease the Fund's investment in the affected Underlying Fund.
Further, the Fund may invest in Underlying Funds which concentrate their assets
in certain industries. Under certain circumstances, this could result in the
Fund being concentrated in those industries. If this were to occur, the Adviser
would consider whether to maintain or change the Fund's investments in such
Underlying Funds.

Special Risks of Investing in Equity Funds

Changes in the value of an equity fund's portfolio securities will not affect
cash income, if any, derived from these securities but will affect the fund's
net asset value. Because equity funds invest primarily in equity securities,
which fluctuate in value, the funds' shares also will fluctuate in value. In
addition, certain investment management techniques that the funds may use, such
as the purchase and sale of futures, options and forward commitments, could
expose the funds to potentially greater risk of loss than more traditional
equity investments.

Special Risks of Investing in Fixed-Income Funds

The market value of a fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under condition of
default, changes in the value of fixed-income securities will not affect cash
income derived from these securities but will affect the funds' net asset
value.


                                                                              10

<PAGE>   360



Special Risks of Investing in Index Funds

Because of the funds' investment objectives, securities may be purchased,
retained and sold by the funds when such transactions would not be consistent
with traditional investment criteria. Accordingly, an investor is exposed to a
greater risk of loss (and a correspondingly greater prospect of gain) from
fluctuations in the value of such securities than would be the case if the
funds were not fully invested in such securities. In addition, the Adviser may
eliminate one or more securities or elect not to increase the funds' position
in such securities notwithstanding the continued listing of such securities on
the relevant index in the following circumstances: (i) the stock is no longer
publicly traded; or (ii) an unexpected adverse development occurs with respect
to a company such as bankruptcy or insolvency. As a result of these risk
factors, the share price of an index fund is expected to be volatile, and
investors should be able to sustain sudden, sometimes substantial, fluctuations
in the value of their investment.

Special Risks of Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls, higher transaction costs, and
delayed settlements of transactions. Securities of some foreign companies are
less liquid, and their prices more volatile, than securities of comparable U.S.
companies. Additionally, there may be less public information available about
foreign issuers. Finally, since the funds may invest in securities denominated
in foreign currencies, changes in exchange rates may affect the value of
investments in the funds.

Special Risks of Small Capitalization Companies

Smaller, less seasoned companies may be subject to greater business risk than
larger, established companies. They may be more vulnerable to changes in
economic conditions, specific industry conditions, market fluctuations and
other factors affecting the profitability of companies. Therefore, the stock
price of smaller capitalization companies may be subject to greater price
fluctuations than that of larger, established companies. Due to these and other
risk factors, the price movement of the securities held by the funds may be
volatile and the net asset value of shares of the funds may fluctuate.

Special Risks of Mortgage Related Securities

Some of the funds invest in mortgage-related securities, such as
mortgage-backed securities, adjustable rate mortgage loans ("ARMs"), fixed rate
mortgage loans, and mortgage dollar rolls. The investment characteristics of
mortgage-related securities differ from traditional debt securities. These
differences can result in significantly greater price and yield volatility than
is the case with traditional fixed-income securities. The major differences
typically include more frequent interest and principal payments, usually
monthly, the adjustability of interest rates, and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social, and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment rate scenarios, a fund may fail to recoup fully its
investment in mortgage-related securities notwithstanding a direct or indirect
governmental or agency guarantee. The funds intend to use hedging techniques to
control this risk. In general, changes in the rate of prepayments on a
mortgage-related security will change that security's market value and its
yield to maturity. When interest rates fall, high prepayments could force a
fund to reinvest principal at a time when investment opportunities are not
attractive. Thus, mortgage-related securities may not be an affective means for
a fund to lock in long-term interest rates. Conversely, during periods when
interest rates rise, slow prepayments could cause the average life of the
security to lengthen and the value to decline more than anticipated.


HOW TO DO BUSINESS WITH
THE ONE GROUP(R)

HOW TO INVEST IN THE ONE GROUP(R)

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group(R) Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000 and $100 respectively
($100 and $25, respectively, for employees of BANC ONE CORPORATION and its
affiliates). Initial and subsequent investment minimums may

                                                                              11

<PAGE>   361



be waived at the Distributor's discretion.  Investors may purchase up to a
maximum of $250,000 of Class B shares per individual purchase order.

CLASS A SHARES ARE OFFERED TO IRA ACCOUNT PARTICIPANTS AND OTHER LONG-TERM
INVESTORS. CLASS B SHARES ARE OFFERED TO INVESTORS IN CERTAIN RETIREMENT PLANS
SUCH AS 401(K) AND SIMILAR QUALIFIED PLANS. Fiduciary Class shares are offered
to institutional investors, including affiliates of BANC ONE CORPORATION and
any bank, depository institution, insurance company, pension plan or other
organization authorized to act in fiduciary, advisory, agency, custodial or
similar capacities (each an "Authorized Financial Organization"). For
additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group(R),"
to State Street Bank and Trust Company (the Trust's Transfer Agent and
Custodian), P.O.  Box 8500, Boston, MA 02266-8500. Subsequent purchases of
shares may be made at any time by mailing a check to the Transfer Agent.
Account Application Forms are available through the Distributor by calling
1-800-480-4111.

Purchases of Fiduciary Class shares, and Class B shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

Class A and Class B investors may make automatic monthly investments in the
Fund from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which the Fund may be an
appropriate investment. The Trust's retirement plan allows participants to
defer taxes while helping them build their retirement savings.

The One Group(R)Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Fund is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of the Fund is determined by dividing the total market value of the Fund's
investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of

                                                                              12

<PAGE>   362



4:00 p.m., eastern time, on each Business Day. For a further discussion of the
calculation of net asset value, see the Statement of Additional Information.
Shares may also be issued in transactions involving the acquisition by the Fund
of securities held by collective investment funds sponsored and administered by
affiliates of the Adviser. Purchases will be made in full and fractional shares
of the Fund calculated to three decimal places. Although the methodology and
procedures are identical, the net asset value per share of classes within the
Fund may differ because the distribution expenses charged to Class A shares and
Class B shares are not charged to Fiduciary Class shares.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans, Class A shares offered to IRA account participants
and Class B shares that are offered to investors in certain retirement plans
such as 401(k) and similar plans, other than Individual Retirement Accounts,
will normally be held in the name of the Shareholder Servicing Agent effecting
the purchase on the Shareholder's behalf, and it is the Shareholder Servicing
Agent's responsibility to transmit purchase orders to the Distributor. A
Shareholder Servicing Agent may impose an earlier cut-off time for receipt of
purchase orders directed through it to allow for processing and transmittal of
these orders to the Distributor for effectiveness the same day. The Shareholder
should contact his or her Shareholder Servicing Agent for information as to the
Shareholder Servicing Agent's procedures for transmitting purchase, exchange or
redemption orders to the Trust. A Shareholder who desires to transfer the
registration of shares beneficially owned by him or her, but held of record by
a Shareholder Servicing Agent, should contact the Shareholder Servicing Agent
to accomplish such change. Other Shareholders who desire to transfer the
registration of their shares should contact the Transfer Agent.

No certificates representing shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the sales charge reallowed to
financial institutions and intermediaries (the "commission"):

<TABLE>
<CAPTION>
                                                                       SALES CHARGE
                                              SALES CHARGE            AS APPROPRIATE             COMMISSION
                                                  AS A                 PERCENTAGE OF                AS A
                                              PERCENTAGE OF             NET AMOUNT              PERCENTAGE OF
AMOUNT OF PURCHASE                           OFFERING PRICE              INVESTED              OFFERING PRICE
- ------------------                           --------------           --------------           --------------
<S>                                             <C>                      <C>                      <C>
less than $100,000                              4.50%                    4.71%                    4.05%
$100,000 but less than $250,000                 3.50%                    3.53%                    3.05%
$250,000 but less than $500,000                 2.50%                    2.36%                    2.05%
$500,000 but less than $1,000,000               2.00%                    2.04%                    1.60%
$1,000,000 or more                              0.00%                    0.00%                    0.00%
</TABLE>

The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 3.00% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of the shares of the Fund in the form
of payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Fund for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. A Shareholder who purchases $1
million or more of Class A shares and is not assessed a sales charge the time
of purchase, will be assessed a sales charge equivalent to 1% of the purchase
price if such Shareholder redeems any or all of the Class A shares prior to the
first anniversary of purchase. Under certain circumstances, commissions up to
the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.


                                                                              13

<PAGE>   363



RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Fund and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Fund may amend or
terminate this right of accumulation at any time as to subsequent purchases.

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
that impose a comparable sales charge over the next 13 months, the sales charge
may be reduced by completing the Letter of Intent section of the Account
Application Form. The Letter of Intent includes a provision for a sales charge
adjustment depending on the amount actually purchased within the 13-month
period. In addition, pursuant to a Letter of Intent, the Custodian will hold in
escrow the difference between the sales charge applicable to the amount
initially purchased and the sales charge paid at the time of investment, which
is based on the amount covered by the Letter of Intent.

For example, assume an investor signs a Letter of Intent to purchase $250,000
in Class A shares of one (or more) of the funds of the Trust that imposes a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.00% (the sales charge applicable to purchases
of $250,000) and .50% of the investment (representing the difference between
the 2.50% sales charge applicable to purchases of $100,000 and the 2.00% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of the Fund, such as
mergers, asset acquisitions and exchange offers to which the Fund is a party.

                                                                              14

<PAGE>   364



An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi), and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi), and
(vii) above will not be continued indefinitely and may be discontinued at any
time without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of these waiver policies
prior to initiating the procedures described in clauses (v), (vi), and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). This ongoing fee will cause Class B shares to
have a higher expense ratio and to pay lower dividends than Class A shares.
Class B shares convert automatically to Class A shares after eight years,
commencing from the end of the calendar month in which the purchase order was
accepted under the circumstances and subject to the qualifications described in
this Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.
<TABLE>
<CAPTION>
                                                 CONTINGENT DEFERRED
                                                  SALES CHARGE AS A
          YEAR(S)                                   PERCENTAGE OF
          SINCE                                     DOLLAR AMOUNT
          PURCHASE                                SUBJECT TO CHARGE
          --------                               -------------------
          <S>                                       <C>
          0-1                                       5.00%
          1-2                                       4.00%
          2-3                                       3.00%
          3-4                                       3.00%
          4-5                                       2.00%
          5-6                                       1.00%
          6-7                                       None
          7-8                                       None
</TABLE>


In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first)

                                                                              15

<PAGE>   365



or shares representing capital appreciation, next of shares acquired pursuant
to reinvestment of dividends and capital gain distributions, and finally of
other shares held by the Shareholder for the longest period of time. This
method should result in the lowest possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code) of a
Shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of the Fund, such as mergers, asset acquisitions
and exchange offers to which the Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of the Fund may exchange their shares for Class A
shares of the Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders may exchange their shares for Fiduciary Class shares of
the Fund or for Fiduciary Class shares or Class A shares of another fund of the
Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of the Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other

                                                                              16

<PAGE>   366



Circumstances").  The exchange of Fiduciary Class shares for Class A shares
also will require payment of the sales charge unless the sales charge is
waived, as provided in "Other Circumstances."

CLASS B

Class B Shareholders of the Fund may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms or conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable contingent
deferred sales charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group(R), c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange, or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.


                                                                              17

<PAGE>   367



BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Fund. Purchases of
additional Class A or Class B shares while the Systematic Withdrawal Plan is in
effect are generally undesirable because a sales charge is incurred whenever
purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date.

In addition, Shareholders who have attained the age of 70 1/2 may elect to
receive distributions, to the extent that the redemption represents a minimum
required distribution from an Individual Retirement Account or other qualifying
retirement plan.

If the amount of systematic withdrawal exceeds income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares.  The Fund intends to pay cash for all shares
redeemed.

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercises its right to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will be given notice that the
value of the shares in his or her account is less than the minimum amount and
will be allowed 60 days to make an additional investment in the Fund in an
amount which will increase the value of the account to at least $1,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

FUND MANAGEMENT

THE ADVISER

The Trust and Banc One Investment Advisors Corporation (the "Adviser") have
entered into an investment advisory agreement (the "Advisory Agreement"). Under
the Advisory Agreement, the Adviser makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program. The Adviser discharges its responsibilities subject
to the supervision of, and policies established by, the Trustees of the Trust.
The Trust's shares are not deposits or obligations of, or endorsed or
guaranteed by BANC ONE CORPORATION or its bank or non-bank affiliates. The
Trust's shares are not insured or

                                                                              18

<PAGE>   368



guaranteed by the Federal Deposit Insurance Corporation ("FDIC") or by any
other governmental agency or government sponsored agency of the Federal
government or any state.

The Adviser is an indirect, wholly-owned subsidiary of BANC ONE CORPORATION, a
bank holding company incorporated in the state of Ohio. BANC ONE CORPORATION
currently has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance and insurance.

   
On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion
as of June 30, 1996.
    

The Adviser represents a consolidation of the investment advisory staffs of a
number of bank affiliates of BANC ONE CORPORATION, which have considerable
experience in the management of open-end management investment company
portfolios, including The One Group(R) since 1985 (then known as "The Helmsman
Fund").

No single person is responsible for managing the assets of the Fund. Rather,
investment decisions for the Fund are made by committee.

   
The Adviser is entitled to a fee which is calculated daily and paid monthly, at
an annual rate of .05% of the average daily net assets of the Fund. The Advisor 
may voluntarily waive all or part of its fee.
    

The Adviser also serves as investment adviser to each of the Underlying Funds.
As a shareholder of each of the Underlying Funds, the Fund will indirectly bear
is proportionate share of investment advisory fees paid by those funds. The
Underlying Funds pay the Adviser an advisory fee at the following rates:

   
<TABLE>
         <S>                                                            <C>
         The One Group(R) Prime Money Market Fund                       .30%
         The One Group(R) Limited Volatility Bond Fund                  .40%
         The One Group(R) Intermediate Bond Fund                        .40%
         The One Group(R) Income Bond Fund                              .40%
         The One Group(R) Government Bond Fund                          .45%
         The One Group(R) Ultra Short-Term Income Fund                  .40%
         The One Group(R) Disciplined Value Fund                        .74%
         The One Group(R) International Equity Index Fund               .55%
         The One Group(R) Large Company Growth Fund                     .74%
         The One Group(R) Large Company Value Fund                      .74%
         The One Group(R) Growth Opportunities Fund                     .74%
         The One Group(R) Value Growth Fund                             .65%
         The One Group(R) Gulf South Growth Fund                        .65%
         The One Group(R) Income Equity Fund                            .74%
         The One Group(R) Equity Index Fund                             .10%
</TABLE>
    

THE DISTRIBUTOR

The One Group(R) Services Company (the "Distributor"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to a
distribution agreement (the "Distribution Agreement") under which shares of the
Fund are sold on a continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Fund. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of Class A shares of the Fund. Up to .25% of
the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of the
Adviser), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B

                                                                              19

<PAGE>   369



distribution and Shareholder services plan (the "Class B Plan") at an annual
rate of 1.00% of the Fund's average daily net assets, which includes
Shareholder servicing fees of .25% of the Fund's average daily net assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
the Adviser or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.

THE ADMINISTRATOR

The One Group(R) Services Company, (the "Administrator"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to an
administration agreement relating to the Fund (the "Administration Agreement").
Under the terms of the Administration Agreement, the Administrator is
responsible for providing the Trust with administrative services (other than
investment advisory services), including regulatory reporting and all necessary
office space, equipment, personnel and facilities.

The Adviser also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and the Adviser. Pursuant to
this agreement, the Adviser performs many of the Administrator's duties, for
which the Adviser receives a fee paid by the Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .10% of the Fund's
average daily net assets on the first $500,000,000 in Fund assets, .075% of the
Fund's average daily net assets between $500,000,000 and $1 billion, and .05%
of the Fund's average daily net assets when Fund assets exceed $1 billion.

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company. Bank One Trust Company receives a fee paid by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust.  Coopers & Lybrand L.L.P.  serves
as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state

                                                                              20

<PAGE>   370



securities laws, pricing, insurance expenses, litigation and other
extraordinary expenses, brokerage costs, interest charges, taxes and
organizational expenses.

The Adviser and the Administrator of the Fund each bears all expenses incurred
in connection with the performance of their services as investment adviser and
administrator, respectively, other than the cost of securities (including
brokerage commissions, if any) purchased for the Fund.

As a general matter, as set forth in the Multiple Class Plan, expenses are
allocated to each class of shares of the Fund on the basis of the net asset
value of that class in relation to the net asset value of the Fund. At present,
the only expenses that are allocated to Class A and Class B shares, other than
in accordance with the relative net asset value of the class, are the
distribution and Shareholder services costs. See "Expense Summary." At present,
no expenses are allocated to Fiduciary Class shares as a class that are not
also borne by the other classes of shares of the Fund in proportion to the
relative net asset value of the shares of such classes.

The organizational expenses of the Fund have been capitalized and are being
amortized in the first five years of the Fund's operations. Such amortization
will reduce the amount of income available for payment as dividends.

TRUSTEES OF THE TRUST

The management and affairs of the Trust are supervised by the Trustees under
the laws governing business trusts in the Commonwealth of Massachusetts. The
Trustees have approved contracts under which, as described above, certain
companies provide essential management services to the Trust.

VOTING RIGHTS

As set forth in the Multiple Class Plan, each share held entitles the
Shareholder of record to one vote. Each fund of the Trust will vote separately
on matters relating solely to that fund. In addition, each class of a fund
shall have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.

DIVIDENDS

Net investment income (exclusive of capital gains) is declared daily, and is
determined and distributed in the form of monthly dividends to Shareholders of
Record on the first Business Day of each month. Capital gains of the Fund, if
any, will be distributed at least annually.

To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly
distributions level from the Fund may be fixed from time to time at rates
consistent with the Adviser's long-term earnings expectations.

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at the net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro rata portion of the Class B
shares in the sub-account will also convert to Class A shares. See "Conversion
Feature."

Dividends and distributions of the Fund are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.

                                                                              21

<PAGE>   371



The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group(R)
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

PORTFOLIO TURNOVER

Portfolio turnover may vary greatly from year to year as well as within a
particular year. It is presently estimated that the annual portfolio turnover
rate for the Fund will not exceed 180%. Higher portfolio turnover rates will
likely result in higher transaction costs to the Fund and may result in
additional tax consequences to the Fund's Shareholders.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of the Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

The Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, and securities issued by
regulated investment companies, and if consistent with the Fund's investment
objective and policies, repurchase agreements involving such securities) if as
a result more than 25% of the total assets of the Fund would be invested in the
securities of such issuer. This restriction applies to 50% of the Fund's total
assets. With respect to the remaining 50% of its total assets, the Fund may not
purchase the securities of any issuer if as a result more than 5% of the total
assets of the Fund would be invested in the securities of such issuer.  For
purposes of this limitation, a security is considered to be issued by the
government entity whose assets and revenues guarantee or back the security.
With respect to private activity bonds or industrial development bonds backed
only by the assets and revenues of a non-governmental user, such user would
be considered the issuer.

2. Purchase any securities that would cause more than 25% of the total assets of
the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, except for investments
in funds of the One Group(R), provided that this limitation does not apply
to investments in obligations issued or guaranteed by the U.S. government or its
agencies and instrumentalities and repurchase agreements involving such
securities. For purposes of this limitation (i) utilities will be divided
according to their services (for example, gas, gas transmission, electric and
telephone will each be considered a separate industry); and (ii) wholly-owned
finance companies will be considered to be in the industries of their parents if
their activities are primarily related to financing the activities of their
parents.

3. Make loans, except that the Fund may (i) purchase or hold debt instruments
in accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of the purchase of a security.
As described above in "Investment Policies of the Fund - Permissible
Investments," the Fund may also invest directly in certain of the following
instruments for temporary defensive purposes. Additional investment limitations
are set forth in the Statement of Additional Information. For the investment
limitations of the Underlying Funds, see the applicable prospectuses.


                                                                              22

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DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Underlying Funds. As described above in "Investment Policies of the Fund -
Permissible Investments," the Fund may also invest directly in certain of the
following instruments for temporary defensive purposes. For a more detailed
description, see the Statement of Additional Information or the prospectuses of
the Underlying Funds.

U.S. TREASURY OBLIGATIONS -- The funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market.

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stocks, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.

WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period
of years or indefinitely.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

INVESTMENT COMPANY SECURITIES -- The funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase

                                                                              23

<PAGE>   373
agreement. Collateral must be maintained at a value at least equal to 100% of
the repurchase price. The funds bear a risk of loss in the event the other
party defaults on its obligations and the funds are delayed or prevented from
their right to dispose of the collateral securities or if the funds realize a
loss on the sale of the collateral securities.

REVERSE REPURCHASE AGREEMENTS - The funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the funds enter into a reverse
repurchase agreement, they would place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and would subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the funds may
decline below the price at which the funds are obligated to repurchase the
securities.

DEMAND FEATURES - The funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the funds to meet redemption requests and remain as fully
invested as possible.

ASSET-BACKED SECURITIES - Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
will be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to
reinvest the proceeds from the securities at a lower rate. Potential market
gains on a security subject to prepayment risk may be more limited than
potential market gains on a comparable security that is not subject to
prepayment risk. Under certain interest rate and prepayment rate scenarios, the
funds may fail to recoup fully their investment in asset-backed securities.
Asset-backed securities are commonly considered to be derivatives.

SHORT-TERM FUNDING AGREEMENTS - The funds may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated insurance companies. Short-term funding agreements issued by insurance
companies are sometimes referred to as Guaranteed Investment Contracts
("GICs"), while those issued by banks are referred to as Bank Investment
Contracts ("BICs"). Pursuant to such agreements, the funds make cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the funds on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company and are paid from
the general assets of the issuing entity. The funds will purchase short-term
funding agreements only from banks and insurance companies which, at the time
of purchase, are rated "A" or the equivalent by at least one NRSRO and have
assets of $1 billion or more.  Generally, there is no active secondary market
in short-term funding agreements.

SECURITIES OF FOREIGN ISSUERS -- The funds may invest in securities of foreign
issuers to achieve income or capital appreciation. The funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests in a pool of securities
issued by a foreign issuer. ADRs include American Depository Shares and New
York Shares. There may be less information available on the foreign issuers of
unsponsored ADRs than on the issuers of sponsored ADRs.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac. Mortgage-backed
securities may also be issued by non-governmental entities and may or may not
have private insurer guarantees of timely payments. The funds also may invest
in mortgage-backed securities issued by non-government entities, which consist
of Collateralized Mortgage Obligations ("CMOs") and Real Estate Mortgage
Investment Conduits ("REMICs"). Mortgage-backed securities are in most cases
"pass-through" instruments, through which the holder receives a share of all
interest and principal payments from the mortgages underlying the certificate.
Because the prepayment characteristics of the underlying mortgages vary, it is
not possible to predict accurately the average life or realized yield of a
particular issue of pass-through certificates. During periods of declining
interest rates, prepayment of mortgages underlying mortgage-backed securities
can be expected to accelerate. When the mortgage obligations are prepaid, the
funds may have to reinvest in securities with a lower yield. Moreover,
prepayment of mortgages which underlie securities purchased at a premium could
result in capital losses.

                                                                              24

<PAGE>   374
STRIPPED MORTGAGE-BACKED SECURITIES--The funds may, to enhance revenues or
hedge against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multi-class mortgage securities. The funds may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool
of mortgage assets. A common type of SMBS will have one class receiving all of
the interest from the mortgage assets ("IOs"), while the other class will
receive all of the principal ("POs"). If the underlying mortgage assets
experience greater than anticipated prepayments of principal, the funds may
fail to fully recoup their initial investment in these securities. Although the
market for such securities is increasingly liquid, certain SMBS may not be
readily marketable and will be considered illiquid for purposes of the funds'
limitations on investments in illiquid securities. The market value of the
class consisting entirely of principal payments generally is unusually volatile
in response to changes in interest rates.

MORTGAGE DOLLAR ROLLS--The funds may enter into mortgage "dollar rolls" in
which the funds sell securities for delivery in the current month and
simultaneously contract with the same counterparty to repurchase similar (same
type, coupon and maturity) but not identical securities on a specified future
date. The funds benefit to the extent of any difference between the price
received for the securities sold and the lower forward price for the future
purchase (often referred to as the "drop") or fee income plus the interest
earned on the cash proceeds of the securities sold until the settlement date of
the forward purchase. Unless such benefits exceed the income, capital
appreciation and gain or loss due to mortgage prepayments that would have been
realized on the securities sold as part of the mortgage dollar roll, the use of
this technique will diminish the investment performance of the funds compared
with what such performance would have been without the use of mortgage dollar
rolls.

FIXED RATE MORTGAGE LOANS--Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates
and have original terms to maturity ranging from 5 to 40 years. The funds may
invest in fixed rate mortgage loans that are privately issued and are not
issued or guaranteed by the U.S. government.

SECURITIES LENDING -- In order to generate additional income, the funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S.  government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by the Adviser to be of good standing under guidelines established by
the Trust's Board of Trustees and when, in the judgment of the Adviser, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The funds will enter into loan arrangements only
with counterparties which the Adviser has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by the funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

RESTRICTED SECURITIES -- The funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. There is a risk that the current interest rate on
such obligations may not accurately reflect existing market interest rates.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
funds may purchase securities on a when-issued basis when deemed by the Adviser
to present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. When the Adviser purchases a
when-issued security, the Custodian will set aside cash or liquid securities to
satisfy the purchase commitment. The funds generally will not pay for such
securities or earn interest on them until received. In a forward commitment
transaction, the funds contract to purchase securities for a fixed price at a
future date beyond customary settlement time. The funds are required to hold
and maintain in a segregated account until the settlement date, cash, U.S.
government securities or liquid high-grade debt obligations in an amount
sufficient to meet the purchase price. Alternatively, the funds may enter into
offsetting contracts for the forward sale of other securities that they own.
The purchase of securities on a when-issued or forward commitment basis
involves a risk of loss if the value of the security to be purchased declines
prior to the settlement date.
                                                                              25

<PAGE>   375



OPTIONS -- The funds may purchase and write (i.e., sell) call options and put
options on securities and indices, which options are traded on national
securities exchanges. A call option gives the purchaser the right to buy, and
obligates the writer of the option to sell, the underlying security at the
agreed upon exercise (or "strike") price during the option period. A put option
gives the purchaser the right to sell, and obligates the writer to buy, the
underlying security at the strike price during the option period. There are
risks associated with options transactions, including the following: (i) the
success of a hedging strategy may depend on the ability of the Adviser to
predict movements in the prices of the individual securities, fluctuations in
markets and movements in interest rates; (ii) there may be an imperfect or no
correlation between the changes in market value of the securities held by the
funds and the prices of options; (iii) there may not be a liquid secondary
market for options; and (iv) while the funds will receive a premium when they
write covered call options, they may not participate fully in a rise in the
market value of the underlying security. It is expected that the funds will
only engage in option transactions with respect to permitted investments and
related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- Certain of the funds may enter into
futures contracts, options on futures contracts, index futures and options
thereon that are traded on an exchange regulated by the Commodities Futures
Trading Commission ("CFTC") if, to the extent that such futures and options are
not for "bona fide hedging purposes" (as defined by the CFTC), the aggregate
initial margin and premiums on such positions (excluding the amount by which
options are in the money) do not exceed 5% of the funds' total assets at
current value. Options and futures can be volatile instruments, and involve
certain risks. If the Adviser applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
fund's return. The funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out their positions because of an
illiquid secondary market.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the funds from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the funds' investments are traded, the funds may enter
into swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate
swap, a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate
payments.  Currency swaps involve the exchange of respective rights to make or
receive payments in specified currencies. Mortgage swaps are similar to
interest rate swaps in that they represent commitments to pay and receive
interest. The notional principal amount, however, is tied to a reference pool
or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
funds may invest in any such options, contracts and products as may be
developed to the extent consistent with their investment objective, policies
and restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the funds' portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the funds would be less favorable than it
would have been if these products were not used. In addition, losses may occur
if counterparties involved in transactions do not perform as promised. These
products may expose the funds to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments.

STRUCTURED INSTRUMENTS - Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as Sallie Mae,
Ginnie Mae, Fannie Mae, and Freddie Mac), banks, municipalities, corporations,
and other business entities whose interest and/or principal payments are
indexed to certain specific foreign currency exchange rates, interest rates, or
one or more other reference indices. Structured instruments frequently are
assembled in the form of medium-term notes, but a variety of forms are
available. Structured instruments are commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by the Adviser, principal
and/or interest payments on the structured instrument may be substantially less
than expected.  In addition, although structured instruments may be sold in the
form of a corporate debt obligation, they may not have some of the protection
against counterparty default that may be available with respect to publicly
traded debt securities (i.e., the existence of a trust indenture).


                                                                              26

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MUNICIPAL SECURITIES - Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. Municipal securities
are generally classified as "general obligation" bonds and "revenue" bonds.
General obligation bonds are obligations involving the credit of an issuer
possessing taxing power and are payable from the issuer's general unrestricted
revenues. Revenue bonds are payable only from the revenues derived from a
particular facility or class of facilities or, in some cases, from the proceeds
of a special excise or other specific revenue source. Revenue bonds are not
payable from the issuer's general revenues. The funds also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations. Such notes are issued with a short-term
maturity in anticipation of the receipt of tax funds, the proceeds of bond
placements, or other revenues.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a fund's municipal
securities in the same manner. In addition, the Internal Revenue Code of 1986,
as amended (the "Code") imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance.

INVERSE FLOATING RATE INSTRUMENTS -- The funds may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent
that its interest rate varies by a magnitude that exceeds the magnitude of the
change in the index rate of interest. The higher degree of leverage inherent in
inverse floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity.


DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong

                                                                              27

<PAGE>   377
capacity for timely repayment, although such capacity may be susceptible to
adverse changes in business, economic or financial conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

Investment Grade
- ----------------

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher categories.

Non-Investment Grade
- --------------------

Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rated category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or
BB-rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.

Moody's Investor Service, Inc.

Investment Grade
- ----------------

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or an exceptionally
stable, margin and principal is

                                                                              28
<PAGE>   378

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 issues. Bonds rated Aa by Moody's are judged by Moody's
to be of high quality by all standards. Together with bonds rated Aaa, they
comprise what are generally known as high-grade bonds. They are rated lower
than the best bonds because margins of protection may not be as large as in Aaa
securities or fluctuation of protective elements may be of greater amplitude or
there may be other elements present that make the long-term risks appear
somewhat larger than in Aaa securities. Bonds that are rated A possess many
favorable investment attributes and are to be considered as upper-medium grade
obligations. Factors giving security to principal and interest are considered
adequate, but elements may be present which suggest a susceptibility to
impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

Non-Investment Grade
- --------------------
Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other
marked shortcomings. C is the lowest rating. Bonds in this category have
extremely poor prospects of ever attaining investment standing.

Unrated securities will be treated as non-investment grade securities unless
the Adviser determines that such securities are the equivalent of investment
grade securities. Securities that have received different ratings from more
than one agency are considered investment grade if at least one agency has
rated the security investment grade.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

- - Amortization schedule (the larger the final maturity relative to other
maturities the more likely it will be treated as a note).

- - Source of Payment (the more dependent the issue is on the market for its
refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

MISCELLANEOUS

PERFORMANCE

From time to time, the Funds may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of the Funds refers to
the annualized income generated by an investment in the Funds over a specified
30-day period. The yield is calculated by assuming that the income generated by
the

                                                                              29

<PAGE>   379



investment during that period is generated over a one-year period and is shown
as a percentage of the investment.

Total return is the change in value of an investment in the Funds over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of the Funds. This figure is
then "annualized" (multiplied by 365 days and divided by the applicable number
of days in the period). Funds with a front-end sales charge would incorporate
the offering price into the distribution yield in place of month-end net asset
value.

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

The Trust will include information on all classes of shares of the Funds in any
advertisement or information including performance data for the Fund. The
performance for Fiduciary Class shares may be higher than for Class A shares
and Class B shares because Fiduciary Class shares are not subject to sales
charges and distribution expenses.

The performance of each class of the Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of the Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, the
Fund may advertise its total return in the same manner. If reflected, sales
charges would reduce these total return calculations.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.

TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

Distributions by the Fund to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a retirement plan that ceases to qualify for tax-exempt
treatment under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Fund's distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Fund and qualified retirement plan trusts considering purchasing such
shares, should consult their tax

                                                                              30

<PAGE>   380



advisers for a more complete explanation of the Federal tax consequences, and
for an explanation of the state, local and (if applicable) foreign tax
consequences of making such an investment.

The Fund will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received any interest
payments on such obligations during that period. Because the Fund distributes
substantially all of its net investment income to its Shareholders (including
such imputed interest), the Fund may have to sell portfolio securities in order
to generate the cash necessary for the required distributions. Such sales may
occur at a time when the Adviser would not have chosen to sell such securities
and may result in a taxable gain or loss.

Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by the Fund and received by Shareholders on December 31 of that
year, if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

The Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. The Fund will not be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.



                                                                              31

<PAGE>   381





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                                                                              32

<PAGE>   382





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                                                                              33

<PAGE>   383





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                                                                              34

<PAGE>   384


Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Distributor
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

TOG-F-119


                                                                              35
<PAGE>   385
The One Group(R) Investor Growth & Income Fund
                                                                      PROSPECTUS

Investment Adviser:   BANC ONE INVESTMENT ADVISORS CORPORATION

The One Group(R) (the "Trust") is a mutual fund seeking to provide a convenient
and economical means of investing in one or more professionally managed
portfolios of securities. This Prospectus relates to The One Group(R) Investor
Growth & Income Fund Class A, Class B and Fiduciary Class shares.

THE ONE GROUP(R) INVESTOR GROWTH & INCOME FUND (THE "FUND") SEEKS LONG-TERM
CAPITAL APPRECIATION AND GROWTH OF INCOME BY INVESTING PRIMARILY IN A
DIVERSIFIED GROUP OF ONE GROUP MUTUAL FUNDS WHICH INVEST PRIMARILY IN EQUITY
SECURITIES.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans, as well as to other long-term
investors.

Fiduciary Class shares are offered to institutional investors, including
affiliates of BANC ONE CORPORATION and any bank, depository institution,
insurance company, pension plan or other organization authorized to act in
fiduciary, advisory, agency, custodian or similar capacities (each an
"Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL GOVERNMENT OR
ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES INVESTMENT RISKS,
INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. BANC ONE
INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR INVESTMENT
ADVISORY AND OTHER SERVICES.

   
This Prospectus sets forth concisely the information about the Trust that a
prospective investor should know before investing. Investors are advised to
read this Prospectus and retain it for future reference. A Statement of
Additional Information dated November 1, 1996 has been filed with the Securities
and Exchange Commission and is available without charge through the
Distributor, The One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111 during business hours. The Statement of
Additional Information is incorporated into this Prospectus by reference.
    

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.

   
November 1, 1996
    


<PAGE>   386



TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                                                                         PAGE
<S>                                                                                                       <C>
SUMMARY                                                                                                   3
ABOUT THE FUND                                                                                            4
 Expense Summary                                                                                          4
 The Fund                                                                                                 5
 Investment Objective                                                                                     6
 Investment Policies                                                                                      6
HOW TO DO BUSINESS WITH THE ONE GROUP(R)                                                                  11
  How to Invest in The One Group(R)                                                                       11
  Alternative Sales Arrangements                                                                          15
  Exchanges                                                                                               16
  Redemptions                                                                                             17
FUND MANAGEMENT                                                                                           18
  The Adviser                                                                                             18
  The Distributor                                                                                         19
  The Administrator                                                                                       20
  The Transfer Agent and Custodian                                                                        20
  Counsel and Independent Accountants                                                                     20
OTHER INFORMATION                                                                                         21
  The Trust                                                                                               21
  Other Investment Policies                                                                               22
  Description of Permitted Investments                                                                    23
  Description of Ratings                                                                                  27
  Miscellaneous                                                                                           29
  Performance                                                                                             29
  Taxes                                                                                                   30
</TABLE>




<PAGE>   387



SUMMARY

THE ONE GROUP(R) (the "Trust") is an open-end management investment company
that provides a convenient way to invest in professionally managed portfolios
of securities. The following provides basic information about the Class A,
Class B and Fiduciary Class shares of The One Group(R) Investor Growth & Income
Fund.

WHAT IS THE INVESTMENT OBJECTIVE? The Fund seeks long-term capital appreciation
and growth of income by investing primarily in a diversified group of One Group
mutual funds which invest primarily in equity securities. See "Investment
Objective." Shares of the Fund are available to tax advantaged retirement
accounts and other persons investing for long-term investment purposes. The
Fund should not be used for short-term trading purposes. There is no assurance
that the Fund will achieve its investment objective.

WHAT ARE THE PERMITTED INVESTMENTS? The Fund offers Shareholders a
professionally-managed investment program by purchasing shares of existing
mutual funds of The One Group(R) (the "Underlying Funds"), which are managed by
Banc One Investment Advisors Corporation (the "Adviser"). The Fund will invest
60% to 80% of its assets in Underlying Funds which invest primarily in equity
securities, 20% to 40% in Underlying Funds which invest primarily in
fixed-income securities, and up to 10% in Money Market Funds. The Fund will
normally allocate its assets among the Underlying Funds according to the
Adviser's outlook for the economy, financial markets and relative market
valuation of the Underlying Funds. The Adviser may vary the allocation within
the above ranges. There is no assurance that the Fund will achieve its stated
objective.

WHAT ARE THE CHARACTERISTICS OF THE UNDERLYING FUNDS? The Underlying Funds in
which the Fund will invest have the following characteristics:

<TABLE>
<CAPTION>
                           UNDERLYING FUND                              TYPE OF INVESTMENTS
         ---------------------------------------------                  -------------------
         <S>                                                            <C>
         The One Group(R) Prime Money Market Fund                       Money Market
         The One Group(R) Limited Volatility Bond Fund                  Fixed Income
         The One Group(R) Intermediate Bond Fund                        Fixed Income
         The One Group(R) Income Bond Fund                              Fixed Income
         The One Group(R) Government Bond Fund                          Fixed Income
         The One Group(R) Ultra Short-Term Income Fund                  Fixed Income
         The One Group(R) Disciplined Value Fund                        Equity
         The One Group(R) International Equity Index Fund               Equity
         The One Group(R) Large Company Growth Fund                     Equity
         The One Group(R) Large Company Value Fund                      Equity
         The One Group(R) Growth Opportunities Fund                     Equity
         The One Group(R) Value Growth Fund                             Equity
         The One Group(R) Gulf South Growth Fund                        Equity
         The One Group(R) Income Equity Fund                            Equity
         The One Group(R) Equity Index Fund                             Equity
</TABLE>

The Fund's net asset value will fluctuate with changes in the equity markets
and the value of the Underlying Funds in which it invests. The Fund's
investment return is diversified by its investment in the Underlying Funds
which invest in growth and income stocks, foreign securities, debt securities,
and cash and cash equivalents. See page 6 for a complete description of the
Underlying Funds and page 23 for other investment policies.

WHO IS THE ADVISER? Banc One Investment Advisors Corporation, an indirect
subsidiary of BANC ONE CORPORATION, serves as the Adviser of the Trust.  The
Adviser is entitled to a fee for advisory services provided to the Trust.  The
Adviser may voluntarily agree to waive a part of its fees.  See "The Adviser"
and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group(R) Services Company serves as the
Administrator of the Trust.  The Administrator is entitled to a fee for
services provided to the Trust.  Banc One Investment Advisors Corporation
serves as the Sub-Administrator of the Trust, pursuant to an agreement with the
Administrator for which Banc One Investment Advisors Corporation receives a fee
paid by the Administrator.  See "The Administrator" and "Expense Summary."

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee.  Bank One Trust Company, N.A.  serves as Sub-Custodian for the
Trust, for which services it receives a fee.  See "The Transfer Agent and
Custodian."


                                                                               3

<PAGE>   388

WHO IS THE DISTRIBUTOR? The One Group(R) Services Company acts as Distributor
of the Trust's shares.  The Distributor is entitled to fees for distribution
services for the Class A and Class B shares.  No compensation is paid to the
Distributor for the distribution services for the Fiduciary Class shares of the
Fund.  See "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days").  See "How to Invest in The One Group(R)" and
"Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month.  Any capital gains are distributed at
least annually.  Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash.  See "Dividends."


ABOUT THE FUND

EXPENSE SUMMARY -- THE ONE GROUP(R) INVESTOR GROWTH & INCOME FUND

   
<TABLE>
<CAPTION>
                                                                                                      FIDUCIARY
                                                                    CLASS A          CLASS B            CLASS
                                                                    -------          -------          ---------
<S>                                                                  <C>              <C>                <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                            4.50%             None              None
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge (2)                          None            5.00%              None
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)                        None             None              None
Redemption Fees                                                       None             None              None
Exchange Fees                                                         None             None              None
ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)
Investment Advisory Fees(3)                                           .01%              .01%             .01%
12b-1 Fees (after fee waiver)(4)                                      .25%             1.00%             None
Other Expenses(5)                                                     .19%              .19%             .19%
TOTAL OPERATING EXPENSES(6)                                           .45%             1.20%             .20%
</TABLE>

(1)  A person who purchases shares through an account with a financial
     institution or broker/dealer may be charged separate transaction fees by
     the financial institution or broker/dealer. In addition, a wire redemption
     charge, currently $7.00, is deducted from the amount of a wire redemption
     payment made at the request of a Shareholder.

(2)  A person who purchases $1 million or more of Class A shares and is not
     assessed a sales charge at the time of purchase, will be assessed a sales
     charge equivalent to 1% of the purchase price if the purchaser redeems any
     or all Class A shares prior to the first anniversary of purchase.

(3)  Investment Advisory fees have been revised to reflect fee waivers
     effective as of the date of this Prospectus. Absent this voluntary
     reduction, Investment Advisory fees would be .05% for all classes
     of shares.

(4)  Absent the voluntary waiver of fees under the Trust's Distribution and
     Shareholder Services Plan, 12b-1 fees (as a percentage of average daily
     net assets) would be .35% for Class A. The 12b-1 fees include a
     Shareholder servicing fee of .25% of average daily net assets of the
     Fund's Class B shares and may include a Shareholder servicing fee of .25%
     of the average daily net assets of the Fund's Class A shares. See "The
     Distributor".

(5)  Other Expenses have been revised to reflect fee waivers and reimbursements
     effective as of the date of this Prospectus. Absent this voluntary waiver
     and reimbursement, Other Expenses would be .29%.

(6)  Absent the voluntary reduction of fees, Total Operating Expenses would
     be .69% for Class A Shares, 1.34% for Class B Shares, and .34% for 
     Fiduciary Class Shares.
    

The Fund will indirectly bear its pro rata share of fees and expenses incurred
by the Underlying Funds, and the investment returns of the Fund will be net of
the expenses of the Underlying Funds. The following chart provides the expense
ratio for each of the Underlying Funds in which the Fund invests (based on the
current Underlying Fund prospectus). Certain of these expense ratios may
include a voluntary reduction of investment advisory fees.

   
<TABLE>
<CAPTION>
                                                                               
                                                                               
Name of Underlying Fund                             Expense Ratio              
- -----------------------                             -------------              
<S>                                                    <C>                     
The One Group(R)Prime Money Market Fund                .50%                    
The One Group(R)Limited Volatility Bond Fund           .62%                    
The One Group(R)Intermediate Bond Fund                 .67%                    
</TABLE>
    

                                                                               4

<PAGE>   389

   
<TABLE>
<S>                                                    <C>
The One Group(R) Income Bond Fund                       .61%
The One Group(R) Government Bond Fund                   .69%
The One Group(R) Ultra Short-Term Income Fund           .91%
The One Group(R) Disciplined Value Fund                1.00%
The One Group(R) International Equity Index Fund       1.36%
The One Group(R) Large Company Growth Fund              .99%
The One Group(R) Large Company Value Fund               .98%
The One Group(R) Growth Opportunities Fund             1.00%
The One Group(R) Value Growth Fund                     1.05%
The One Group(R) Gulf South Growth Fund                1.06%
The One Group(R) Income Equity Fund                    1.01%
The One Group(R) Equity Index Fund                      .39%
</TABLE>
    

   
After combining the total operating expenses of the Fund with those of the
Underlying Funds, the estimated average weighted expense ratio for Class A
shares is 1.32%, for Class B shares is 2.07% and for Fiduciary shares Class is
1.07%.
    

On the basis of these estimated expenses, the following example illustrates the
expenses an investor would pay on a $1,000 investment in Class A and Fiduciary
Class shares of the Fund, assuming: (1) imposition of the maximum sales charge
for Class A shares; (2) 5% annual return; and (3) redemption at the end of each
time period.

   
<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                    <C>             <C>              <C>             <C>
Class A                                                 $58             $85              $114            $197
Fiduciary Class                                         $12             $38               $66            $147
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                    <C>             <C>              <C>             <C>
Class A                                                 $61             $94              $129            $229   
Fiduciary Class                                         $13             $41               $71            $156
</TABLE>
    

On the basis of the estimated expenses above, the following example
illustrates the expenses an investor would pay on a $1,000 investment in Class
B shares, assuming: (1) deduction of the applicable maximum Contingent Deferred
Sales Charge; and (2) 5% annual return.

   
<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                    <C>             <C>              <C>             <C>
Assuming a complete redemption at end of period         $71             $95              $131            $221
Assuming no redemption                                  $21             $65              $111            $221
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                    <C>             <C>              <C>             <C>
Assuming a complete redemption at end of the period     $73             $101             $142            $244
Assuming no redemption                                  $23              $71             $122            $244
</TABLE>
    

Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.


THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.

THE FUND

   
The One Group(R) Investor Growth & Income Fund ( the "Fund") is part of The One
Group(R) (the "Trust"), which is an open-end management investment company that
offers shares in 40 separate funds and different classes of certain of the
funds. The Trust was organized as a Massachusetts Business Trust on May 23,
1985. This Prospectus relates to Class A, Class B, and Fiduciary Class shares
of The One Group(R) Investor Growth & Income Fund. Each class of shares
provides for variations in distribution costs, voting rights, dividends and per
share net asset value pursuant to a multiple class plan (the "Multiple Class
Plan") adopted by the Board of Trustees of the Trust. Except for these
differences between classes, each share of the Fund represents an undivided,
proportionate interest in the Fund. The Fund is a non-diversified mutual fund
because it invests in the securities of a limited number of Underlying Funds.
However, the Underlying Funds are diversified investment companies. The
Information regarding the Trust's other funds and their classes is contained in
separate prospectuses which may be obtained from the Trust's Distributor, The
One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH 43219, or by
calling 1-800-480-4111.
    


                                                                               5

<PAGE>   390



INVESTMENT OBJECTIVE

The Fund seeks long-term capital appreciation and growth of income by investing
primarily in a diversified group of One Group mutual funds which invest
primarily in equity securities.

The investment objective of the Fund is fundamental and may not be changed
without a vote of a majority of the holders of the Fund's outstanding shares
(as defined in the Statement of Additional Information).

There is no assurance that the Fund will meet its investment objective.

INVESTMENT POLICIES OF THE FUND

The investment policies of the Fund may be changed without an affirmative vote
of the holders of a majority of the Fund's outstanding shares unless a policy
is expressly deemed to be fundamental. Shareholders will be notified of any
material change in the Fund's investment policies.

Permissible Investments

The Fund will invest 60% to 80% of its assets in nine Underlying Funds of The
One Group which invest primarily in equity securities, 20% to 40% of its assets
in five Underlying Funds of The One Group which invest primarily in fixed
income securities, and up to 10% of its assets in one money market fund of The
One Group. The Fund will invest its assets in the Underlying Funds, within the
ranges indicated below.

<TABLE>
<CAPTION>
                                                              Investment Range
               Investor Growth and Income Fund            (Percent of Fund Assets)
         --------------------------------------------     ------------------------
         <S>                                                       <C>
         The One Group(R) Prime Money Market Fund                  0 - 10%
         The One Group(R) Limited Volatility Bond Fund             0 - 30%
         The One Group(R) Intermediate Bond Fund                   0 - 30%
         The One Group(R) Income Bond Fund                         0 - 30%
         The One Group(R) Government Bond Fund                     0 - 30%
         The One Group(R) Ultra Short-Term Income Fund             0 - 30%
         The One Group(R) Disciplined Value Fund                   0 - 30%
         The One Group(R) International Equity Index Fund          0 - 30%
         The One Group(R) Large Company Growth Fund                0 - 50%
         The One Group(R) Large Company Value Fund                 0 - 60%
         The One Group(R) Growth Opportunities Fund                0 - 30%
         The One Group(R) Value Growth Fund                        0 - 60%
         The One Group(R) Gulf South Growth Fund                   0 - 30%
         The One Group(R) Income Equity Fund                       0 - 60%
         The One Group(R) Equity Index Fund                        0 - 60%
</TABLE>


The allocation of the Fund's assets among the Underlying Funds will be made by
the Adviser under the supervision of the Trust's Board of Trustees, within the
percentage ranges set forth in the table above.

The Fund and the Underlying Funds are permitted for temporary defensive
purposes to invest up to 100% of their assets in short-term fixed income
securities. Such securities include obligations of the U.S. Government and its
agencies and instrumentalities; commercial paper, bank certificates of deposit,
repurchase agreements, bankers acceptances, variable amount master demand notes
and bank money market deposit accounts. The Fund and the Underlying Funds may
also hold cash for liquidity purposes.

To the extent the Fund or the Underlying Funds are engaged in a temporary
defensive position, they will not be pursuing their investment objective.

DESCRIPTION OF THE UNDERLYING FUNDS

The following is a brief description of the principal investment policies of
the Underlying Funds. Additional investment practices are described in
"Investment Policies of the Underlying Funds," the Statement of Additional
Information and the prospectus for each of the Underlying Funds.



                                                                               6

<PAGE>   391



The One Group(R) International Equity Index Fund

The One Group(R) International Equity Index Fund is an equity fund. The
objective of the fund is to provide investment results that correspond to the
aggregate price and dividend performance of the securities in the Gross
Domestic Product Weighted Morgan Stanley Capital International Europe,
Australia and Far East Index ("MSCI EAFE GDP Index" or "EAFE GDP Index").(1)
Under normal conditions, the fund will invest substantially all of its assets
in foreign securities and at least 65% of the value of its total assets in
foreign equity securities, consisting of common stocks (including sponsored and
unsponsored American Depository Receipts ("ADRs")) and preferred stocks,
securities convertible into common stocks (only if they are listed on
registered exchanges or actively traded in the over-the-counter market),
warrants and depository receipts for such securities of issuers located in at
least three different countries. In attempting to duplicate the capital
performance and dividend income of the MSCI EAFE GDP Index, the fund will
normally invest in the stocks which comprise the Index and secondarily in stock
index futures. It is expected that cash reserve items normally will not exceed
10% of the fund's net assets.  The fund may invest up to 10% of its net assets
in securities of emerging international markets such as Mexico, Brazil and
Chile. A substantial portion of the fund's assets will be denominated in
foreign currencies.

The One Group(R) Large Company Growth Fund

The One Group(R) Large Company Growth Fund seeks long-term capital appreciation
and growth of income by investing primarily in equity securities. To achieve
its objective, the fund will, under normal market conditions, invest
substantially all, but in no event less than 65%, of the value of its total
assets in equity securities consisting of common stocks, warrants and any
rights to purchase common stocks. The weighted average capitalization of the
companies in which the fund invests will under normal market conditions always
be in excess of the market median capitalization of the Standard & Poor's 500
Composite Stock Price Index ("S&P 500 Index").(2) The fund may invest the
remainder of its assets in any combination of nonconvertible fixed income
securities, repurchase agreements, options and futures contracts.

The One Group(R) Large Company Value Fund

The One Group(R) Large Company Value Fund is an equity fund that seeks capital
appreciation with the incidental goal of achieving current income by investing
primarily in equity securities. The fund will invest in equity securities of
companies that are believed to be selling below their long-term intrinsic
investment values. Companies held will typically be large capitalization
issuers with current price/earnings and/or price/book ratios which are lower
than that of the general market as measured by the S&P 500 Index. In addition,
the fund may invest in stock of companies which have been analyzed to have
breakup values well in excess of current market values or which have uniquely
undervalued corporate assets. The general approach to purchasing stocks will
emphasize individual security selection. Macroeconomic data and industry profit
forecasts will be utilized to gauge the best sectors of the economy in which to
be positioned.

Under normal market conditions, the fund will invest at least 80% of the value
of its total assets in equity securities consisting of common stocks and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The remainder of the
fund's assets will be held in cash equivalents

The One Group(R) Growth Opportunities Fund

The One Group(R) Growth Opportunities Fund seeks growth of capital and,
secondarily, current income by investing primarily in equity securities. The
fund will invest in issues which are identified and selected based on the
potential to produce above-average earnings growth per share over a
one-to-three year period. It is expected that issuers will generally include
established companies with a history of above-average growth or companies that
are expected to enter periods of above-average growth, and smaller companies
which are positioned in emerging growth industries. The fund may invest in
securities listed on a stock exchange as well as those traded over-the-counter.
At least 80% of the value of the fund's total assets will, under normal
conditions, be invested in equity securities consisting of common stocks and
debt securities and preferred stocks that are convertible into common stocks.
The fund also may enter into options and futures transactions. The remainder of
the fund's assets will be held in cash equivalents.

- -------- 

(1)  "MSCI EAFE GDP Index" is a registered service mark of Morgan
     Stanley Capital International, which does not sponsor and is in no way
     affiliated with the fund.

(2)  "Standard & Poor's 500" is a registered trademark of Standard & Poor's
     Corporation, which does not sponsor and is in no way affiliated with the
     fund.
           
                                                                               7

<PAGE>   392



The One Group(R) Value Growth Fund

The One Group(R) Value Growth Fund seeks long-term capital growth and growth of
income while, as a secondary objective providing a moderate level of current
income. The fund pursues its objectives by investing primarily in a portfolio
of common stocks, debt securities, preferred stocks, convertible securities,
warrants, and other equity securities of companies that show the potential for
growth of earnings over time. Stock selection is guided by current valuation
relative to a stock's historical valuation and relative to the Adviser's
estimates of future growth of earnings and dividends. Accordingly, the Fund may
emphasize securities of companies that the Adviser believes are overlooked or
undervalued by investors, which fact should contribute to an increase in the
market value of the security over time.

The fund will ordinarily invest at least 65% of the value of its total assets
in securities with the characteristics described above. Although the fund
intends to invest all of its assets in such securities, up to 35% of its total
assets may be held in cash or invested in U.S. Government Securities, other
investment grade fixed-income securities and cash equivalents.

The One Group(R) Gulf South Growth Fund

The One Group(R) Gulf South Growth Fund seeks long-term capital growth by
investing in a portfolio of equity securities of small-capitalization ,
emerging growth and medium capitalization companies, which are either
headquartered in or whose primary market is in the southeastern region of the
United States. The fund invests primarily in a portfolio of common stocks, debt
securities, preferred stocks, convertible securities, warrants and other equity
securities of such companies. The Adviser anticipates that the fund's portfolio
will normally consist of securities of approximately twenty-five to sixty
emerging growth companies from Virginia, North Carolina, South Carolina,
Florida, Georgia, Tennessee, Alabama, Mississippi, Arkansas, Louisiana,
Kentucky and Texas. It is expected that companies selected would generally have
market capitalizations ranging from $50,000,000 to $2,000,000,000, although the
fund may occasionally hold securities of companies whose market capitalizations
are considerably larger if doing so contributes to the fund's investment
objective.

The fund will normally invest at least 65% of the value of its total assets in
securities with the characteristics described above. Although the fund intends
to invest all of its assets in such securities, up to 35% of its total assets
may be held in cash or invested in U.S. Government Securities, other investment
grade fixed-income securities and cash equivalents, when the Adviser's
assessment of the attractiveness of the entire stock market and individual
market sectors changes.

Because the fund is non-diversified, its share price may be subject to greater
fluctuations as a result of changes in an issuer's financial condition or the
market's assessment of an individual issuer. In addition, smaller, less
seasoned companies may be subject to greater business risk than larger,
established companies.

The One Group(R) Income Equity Fund

The One Group(R) Income Equity Fund seeks current income through regular
payment of dividends with the secondary goal of achieving capital appreciation
by investing primarily in equity securities. The fund will make investments in
an attempt to keep its yield above the S&P 500 Index. Achieving such a yield
will be the primary consideration in selecting securities. Investments will be
made in common stocks of corporations which regularly pay dividends, although
continued payment of dividends cannot be assured. The fund will invest
primarily in stocks with favorable, long-term fundamental characteristics, but
stocks of companies that are out of favor in the financial community may also
be purchased.

The fund will under normal conditions invest at least 80% of the value of its
total assets in equity securities consisting of common stocks, and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Equity Index Fund

The One Group(R) Equity Index Fund seeks investment results that correspond to
the aggregate price and dividend performance of the securities on the S&P 500
Index. The fund will, in attempting to duplicate the capital performance and
dividend income of the S&P 500 Index, normally invest in many of the stocks
which comprise the S&P 500 Index and secondarily in stock index futures. Cash
reserves will not normally exceed 10% of the fund's net assets.

The Adviser generally selects stocks for the fund in the order of their
weightings in the S&P 500 Index beginning with the heaviest weighted stocks.
The percentage of the fund's assets to be invested in each stock is
approximately the same as the percentage it represents in the S&P 500 Index.
From time to time, administrative adjustments may be made in the fund because
of changes in the composition of the S&P 500 Index, but such changes should be
infrequent. The fund will attempt to achieve a correlation between the
performance of its portfolio and that of the S&P 500 Index of at least 0.95,
without taking into account expenses. A correlation

                                                                               8

<PAGE>   393



of 1.00 would indicate perfect correlation, which would be achieved when the
fund's net asset value, including the value of its dividend and capital gains
distributions, increases or decreases in exact proportion to changes in the S&P
500 Index.

The One Group(R) Prime Money Market Fund

The One Group(R) Prime Money Market Fund seeks current income with liquidity
and stability of principal. The fund intends to comply with the regulations of
the Securities and Exchange Commission applicable to money market funds using
the amortized cost method for calculating net asset value. These regulations
impose certain quality, maturity and diversification restraints on investments
by the fund. Under these regulations, the fund will invest only in U.S.
dollar-denominated securities, will maintain an average maturity on a
dollar-weighted basis of 90 days or less, and will acquire only "eligible
securities" that present minimal credit risks and have a maturity of 397 days
or less.

The One Group(R) Disciplined Value Fund

The One Group(R) Disciplined Value Fund seeks capital appreciation with the
secondary goal of achieving current income by investing primarily in equity
securities. The fund will invest in equity securities with below-market average
price-to-earnings and price-to-book value ratios. The issuer's soundness and
earnings prospects will also be considered. Although capital appreciation is
the primary purpose for investing in the security, all common stocks must be
paying a current dividend to shareholders to be eligible for purchase. While
the Adviser may sell fund securities in its discretion at any time, it is
unlikely to move toward elimination of the fund's holdings of a stock when the
Adviser determines that there is a fundamental change that impairs a company's
ability to pay dividends, or if the company's 12-month earnings per share
comparison is declining.

The fund will, under normal conditions, invest at least 80% of the value of its
total assets in equity securities consisting of common stocks and debt
securities and preferred stocks that are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Limited Volatility Bond Fund

The One Group(R) Limited Volatility Bond Fund seeks current income consistent
with preservation of capital through investment in high and medium-grade
fixed-income securities. The fund will normally invest at least 80% of total
assets in debt securities of all types with short to intermediate maturities.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between one and five years. At least 65% of the
fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one nationally recognized statistical rating
organization ("NRSRO") at the time of investment, or, if unrated, determined by
the Adviser to be of comparable quality. In addition, at least 65% of total
assets will consist of obligations issued by the U.S. government or its
agencies and instrumentalities, some of which may be subject to repurchase
agreements.  The fund may also purchase taxable or tax-exempt municipal
securities. Up to 20% of the fund's total assets may be invested in preferred
stocks.

The One Group(R) Intermediate Bond Fund

The One Group(R) Intermediate Bond Fund seeks current income consistent with
the preservation of capital through investments in high and medium-grade
fixed-income securities with intermediate maturities. The fund will normally
invest at least 80% of total assets in debt securities of all types. Under
normal market conditions, it is anticipated that the fund's average weighted
maturity will range between three and ten years. At least 65% of the fund's
total assets will consist of bonds rated in one of the three highest rating
categories by at least one NRSRO at the time of investment or, if unrated,
determined by the Adviser to be of comparable quality. However, the Adviser
reserves the right to invest in more speculative debt securities if they
present attractive opportunities and are rated in the fourth highest rating
category by at least one NRSRO at the time of investment or, if unrated,
determined by the Adviser to be of comparable quality. In addition, at least
50% of total assets will consist of obligations issued by the U.S. government
or its agencies and instrumentalities, some of which may be subject to
repurchase agreements. The fund may also purchase taxable or tax-exempt
municipal securities. Up to 20% of the fund's total assets may be invested in
preferred stocks.

The One Group(R) Income Bond Fund

The One Group(R) Income Bond Fund seeks current income by investing in a
portfolio of high and medium-grade fixed-income securities. The fund will
normally invest at least 80% of total assets in debt securities of all types.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between five and fifteen years. At least 65% of
the fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one NRSRO at the time of investment or, if
unrated, determined by the Adviser to be of comparable quality. However, the
Adviser reserves the right to invest in more speculative debt securities if
they present attractive opportunities and are rated in the fourth highest
rating category by at least one

                                                                               9

<PAGE>   394



NRSRO at the time of investment or, if unrated, determined by the Adviser to be
of comparable quality. The fund may also purchase taxable or tax-exempt
municipal securities. Up to 20% of the fund's total assets may be invested in
preferred stocks.

The One Group(R) Government Bond Fund

The One Group(R) Government Bond Fund seeks a high level of current income with
liquidity and safety of principal. The fund seeks to achieve its objective
principally through investment in securities issued by the U.S. government and
its agencies and instrumentalities. At least 65% of the total assets of the
fund will be invested in obligations guaranteed as to principal and interest by
the U.S. Government or its agencies and instrumentalities, some of which may be
subject to repurchase agreements, and other securities representing an interest
in or collateralized by mortgages that are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. The balance of the fund's assets
may be invested in debt securities and taxable or tax-exempt municipal
securities. The average weighted remaining maturity of the fund is expected to
be between three and fifteen years.

The One Group(R) Ultra Short-Term Income Fund

The One Group(R) Ultra Short-Term Income Fund seeks a high level of current
income consistent with low volatility of principal by investing in a
diversified portfolio of short-term investment grade securities. The fund will
normally invest at least 80% of its total assets in debt securities of all
types, including money market instruments. In addition, up to 20% of the fund's
total assets may be invested in other securities, including preferred stock.
The fund will invest in adjustable rate mortgage pass-through securities and
other securities representing an interest in or collateralized by mortgages
with periodic interest rate resets, some of which may be subject to repurchase
agreements. These securities often are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. However, the fund also may
purchase mortgage-backed securities that are issued by non-governmental
entities. Such securities may or may not have private insurer guarantees as to
timely payments. The fund also may purchase mortgage and interest rate swaps
and interest rate floors and caps. The fund also may employ other investment
techniques to enhance returns, such as loans of fund securities, mortgage
dollar rolls, repurchase agreements, options contracts and reverse repurchase
agreements.

The Fund will maintain a maximum duration of approximately two years. Under
normal interest rate conditions, the Fund's actual duration is expected to be
in a range of approximately six months to one year.

RISK FACTORS

The investments of the Fund are concentrated in the Underlying Funds, so the
Fund's investment performance is directly related to the performance of the
Underlying Funds. In addition, as a matter of fundamental policy, the Fund must
allocate its investments among the Underlying Funds within certain ranges. As a
result, the Fund does not have the same flexibility to invest as a mutual fund
without such constraints.

The Fund may invest in Underlying Funds which invest in medium or lower grade
bonds. If these bonds are downgraded, the Adviser will consider whether to
increase or decrease the Fund's investment in the affected Underlying Fund.
Further, the Fund may invest in Underlying Funds which concentrate their assets
in certain industries. Under certain circumstances, this could result in the
Fund being concentrated in those industries. If this were to occur, the Adviser
would consider whether to maintain or change the Fund's investments in such
Underlying Funds.

Special Risks of Investing in Equity Funds

Changes in the value of an equity fund's portfolio securities will not affect
cash income, if any, derived from these securities but will affect the fund's
net asset value. Because equity funds invest primarily in equity securities,
which fluctuate in value, the funds' shares will fluctuate in value. In
addition, certain investment management techniques that the funds may use, such
as the purchase and sale of futures, options and forward commitments, could
expose the funds to potentially greater risk of loss than more traditional
equity investments.

Special Risks of Investing in Fixed-Income Funds

The market value of a fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under condition of
default, changes in the value of fixed-income securities will not affect cash
income derived from these securities but will affect the funds' net asset
value.


                                                                              10

<PAGE>   395



Special Risks of Investing in Index Funds

Because of the funds' investment objectives, securities may be purchased,
retained and sold by the funds when such transactions would not be consistent
with traditional investment criteria. Accordingly, an investor is exposed to a
greater risk of loss (and a correspondingly greater prospect of gain) from
fluctuations in the value of such securities than would be the case if the
funds were not fully invested in such securities. In addition, the Adviser may
eliminate one or more securities or elect not to increase the funds' position
in such securities notwithstanding the continued listing of such securities on
the relevant index in the following circumstances: (i) the stock is no longer
publicly traded; or (ii) an unexpected adverse development occurs with respect
to a company such as bankruptcy or insolvency. As a result of these risk
factors, the share price of an index fund is expected to be volatile, and
investors should be able to sustain sudden, sometimes substantial, fluctuations
in the value of their investment.

Special Risks of Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls, higher transaction costs, and
delayed settlements of transactions. Securities of some foreign companies are
less liquid, and their prices more volatile, than securities of comparable U.S.
companies. Additionally, there may be less public information available about
foreign issuers. Finally, since the funds may invest in securities denominated
in foreign currencies, changes in exchange rates may affect the value of
investments in the funds.

Special Risks of Small Capitalization Companies

Smaller, less seasoned companies may be subject to greater business risk than
larger, established companies. They may be more vulnerable to changes in
economic conditions, specific industry conditions, market fluctuations and
other factors affecting the profitability of companies. Therefore, the stock
price of smaller capitalization companies may be subject to greater price
fluctuations than that of larger, established companies. Due to these and other
risk factors, the price movement of the securities held by the funds may be
volatile and the net asset value of shares of the funds may fluctuate.

Special Risks of Mortgage Related Securities

Some of the funds invest in mortgage-related securities, such as
mortgage-backed securities, adjustable rate mortgage loans ("ARMs"), fixed rate
mortgage loans, and mortgage dollar rolls. The investment characteristics of
mortgage-related securities differ from traditional debt securities. These
differences can result in significantly greater price and yield volatility than
is the case with traditional fixed-income securities. The major differences
typically include more frequent interest and principal payments, usually
monthly, the adjustability of interest rates, and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social, and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment rate scenarios, a fund may fail to recoup fully its
investment in mortgage-related securities notwithstanding a direct or indirect
governmental or agency guarantee. The funds intend to use hedging techniques to
control this risk. In general, changes in the rate of prepayments on a
mortgage-related security will change that security's market value and its
yield to maturity. When interest rates fall, high prepayments could force a
fund to reinvest principal at a time when investment opportunities are not
attractive. Thus, mortgage-related securities may not be an effective means for
a fund to lock in long-term interest rates. Conversely, during periods when
interest rates rise, slow prepayments could cause the average life of the
security to lengthen and the value to decline more than anticipated.


HOW TO DO BUSINESS WITH
THE ONE GROUP(R)

HOW TO INVEST IN THE ONE GROUP(R)

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group(R) Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000 and $100 respectively
($100 and $25, respectively, for employees of BANC ONE CORPORATION and its
affiliates). Initial and subsequent investment minimums

                                                                              11

<PAGE>   396



may be waived at the Distributor's discretion.  Investors may purchase up to a
maximum of $250,000 of Class B shares per individual purchase order.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans. Fiduciary Class shares are offered
to institutional investors, including affiliates of BANC ONE CORPORATION and
any bank, depository institution, insurance company, pension plan or other
organization authorized to act in fiduciary, advisory, agency, custodial or
similar capacities (each an "Authorized Financial Organization"). For
additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group(R),"
to State Street Bank and Trust Company (the Trust's Transfer Agent and
Custodian), P.O.  Box 8500, Boston, MA 02266-8500. Subsequent purchases of
shares may be made at any time by mailing a check to the Transfer Agent.
Account Application Forms are available through the Distributor by calling
1-800-480-4111.

Purchases of Fiduciary Class shares, and Class B shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

Class A and Class B investors may make automatic monthly investments in the
Fund from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which the Fund may be an
appropriate investment. The Trust's retirement plan allows participants to
defer taxes while helping them build their retirement savings.

The One Group Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Fund is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of the Fund

                                                                              12

<PAGE>   397



is determined by dividing the total market value of the Fund's investments and
other assets allocable to a class, less any liabilities allocable to that
class, by the total number of outstanding shares of such class. Net asset value
per share is determined daily as of 4:00 p.m., eastern time, on each Business
Day.  For a further discussion of the calculation of net asset value, see the
Statement of Additional Information. Shares may also be issued in transactions
involving the acquisition by the Fund of securities held by collective
investment funds sponsored and administered by affiliates of the Adviser.
Purchases will be made in full and fractional shares of the Fund calculated to
three decimal places. Although the methodology and procedures are identical,
the net asset value per share of classes within the Fund may differ because the
distribution expenses charged to Class A shares and Class B shares are not
charged to Fiduciary Class shares.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans, Class A shares offered to IRA account participants
and Class B shares that are offered to investors in certain retirement plans
such as 401(k) and similar plans, other than Individual Retirement Accounts,
will normally be held in the name of the Shareholder Servicing Agent effecting
the purchase on the Shareholder's behalf, and it is the Shareholder Servicing
Agent's responsibility to transmit purchase orders to the Distributor. A
Shareholder Servicing Agent may impose an earlier cut-off time for receipt of
purchase orders directed through it to allow for processing and transmittal of
these orders to the Distributor for effectiveness the same day. The Shareholder
should contact his or her Shareholder Servicing Agent for information as to the
Shareholder Servicing Agent's procedures for transmitting purchase, exchange or
redemption orders to the Trust. A Shareholder who desires to transfer the
registration of shares beneficially owned by him or her, but held of record by
a Shareholder Servicing Agent, should contact the Shareholder Servicing Agent
to accomplish such change. Other Shareholders who desire to transfer the
registration of their shares should contact the Transfer Agent.

No certificates representing shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the sales charge reallowed to
financial institutions and intermediaries (the "commission"):

<TABLE>
<CAPTION>
                                                                       SALES CHARGE
                                              SALES CHARGE            AS APPROPRIATE             COMMISSION
                                                  AS A                 PERCENTAGE OF                AS A
                                              PERCENTAGE OF             NET AMOUNT              PERCENTAGE OF
AMOUNT OF PURCHASE                           OFFERING PRICE              INVESTED              OFFERING PRICE
- ------------------                           --------------           --------------           --------------
<S>                                             <C>                       <C>                      <C>
less than $100,000                              4.50%                     4.71%                    4.05%
$100,000 but less than $250,000                 3.50%                     3.53%                    3.05%
$250,000 but less than $500,000                 2.50%                     2.36%                    2.05%
$500,000 but less than $1,000,000               2.00%                     2.04%                    1.60%
$1,000,000 or more                              0.00%                     0.00%                    0.00%
</TABLE>

The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 3.00% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of the shares of the Fund in the form
of payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Fund for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. A Shareholder who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase

                                                                              13

<PAGE>   398



price if such Shareholder redeems any or all of the Class A shares prior to the
first anniversary of purchase. Under certain circumstances, commissions up to
the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.

RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Fund and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Fund may amend or
terminate this right of accumulation at any time as to subsequent purchases.

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
that impose a comparable sales charge over the next 13 months, the sales charge
may be reduced by completing the Letter of Intent section of the Account
Application Form. The Letter of Intent includes a provision for a sales charge
adjustment depending on the amount actually purchased within the 13-month
period. In addition, pursuant to a Letter of Intent, the Custodian will hold in
escrow the difference between the sales charge applicable to the amount
initially purchased and the sales charge paid at the time of investment, which
is based on the amount covered by the Letter of Intent.

For example, assume an investor signs a Letter of Intent to purchase $250,000
in Class A shares of one (or more) of the funds of the Trust that imposes a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 1.50% (the sales charge applicable to purchases
of $250,000) and .50% of the investment (representing the difference between
the 2.00% sales charge applicable to purchases of $100,000 and the 1.50% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation

                                                                              14

<PAGE>   399



fee, provided the bank or broker-dealer has an agreement with the Distributor;
(x) directly purchased with the proceeds of a distribution on a bond for which
a BANC ONE CORPORATION affiliate bank or trust company is the Trustee or Paying
Agent; or (xi) purchased in connection with plans of reorganization of the
Fund, such as mergers, asset acquisitions and exchange offers to which the Fund
is a party.

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi), and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi), and
(vii) above will not be continued indefinitely and may be discontinued at any
time without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of these waiver policies
prior to initiating the procedures described in clauses (v), (vi), and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). This ongoing fee will cause Class B shares to
have a higher expense ratio and to pay lower dividends than Class A shares.
Class B shares convert automatically to Class A shares after eight years,
commencing from the end of the calendar month in which the purchase order was
accepted under the circumstances and subject to the qualifications described in
this Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                                         CONTINGENT DEFERRED
                                                          SALES CHARGE AS A
       YEAR(S)                                              PERCENTAGE OF
       SINCE                                                DOLLAR AMOUNT
      PURCHASE                                            SUBJECT TO CHARGE
      --------                                            -----------------
         <S>                                                   <C>
         0-1                                                   5.00%
         1-2                                                   4.00%
         2-3                                                   3.00%
         3-4                                                   3.00%
         4-5                                                   2.00%
         5-6                                                   1.00%
</TABLE>

                                                                              15

<PAGE>   400



<TABLE>
         <S>                                                   <C>
         6-7                                                   None
         7-8                                                   None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code) of a
Shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of the Fund, such as mergers, asset acquisitions
and exchange offers to which the Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of the Fund may exchange their shares for Class A
shares of the Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders may exchange their shares for Fiduciary Class shares of
the Fund or for Fiduciary Class shares or Class A shares of another fund of the
Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of the Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below.

                                                                              16

<PAGE>   401



The Trust does not impose a charge for processing exchanges of shares. If a
Shareholder seeks to exchange Class A shares of a fund that does not impose a
sales charge for Class A shares of a fund that does or the fund being exchanged
into has a higher sales charge, the Shareholder will be required to pay a sales
charge in the amount equal to the difference between the sales charge
applicable to the fund into which the shares are being exchanged and any sales
charges previously paid for the exchanged shares, including any sales charges
incurred on any earlier exchanges of the shares (unless such sales charge is
otherwise waived, as provided in "Other Circumstances"). The exchange of
Fiduciary Class shares for Class A shares also will require payment of the
sales charge unless the sales charge is waived, as provided in "Other
Circumstances."

CLASS B

Class B Shareholders of the Fund may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms or conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable contingent
deferred sales charge for Class B shares after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group(R), c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange, or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.


                                                                              17

<PAGE>   402



The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Fund. Purchases of
additional Class A or Class B shares while the Systematic Withdrawal Plan is in
effect are generally undesirable because a sales charge is incurred whenever
purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date.

In addition, Shareholders who have attained the age of 70 1/2 may elect to
receive distributions, to the extent that the redemption represents a minimum
required distribution from an Individual Retirement Account or other qualifying
retirement plan.

If the amount of systematic withdrawal exceeds income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Fund intends to pay cash for all shares
redeemed.

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercises its right to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will be given notice that the
value of the shares in his or her account is less than the minimum amount and
will be allowed 60 days to make an additional investment in the Fund in an
amount which will increase the value of the account to at least $1,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.


                                                                              18

<PAGE>   403

FUND MANAGEMENT

THE ADVISER

The Trust and Banc One Investment Advisors Corporation (the "Adviser") have
entered into an investment advisory agreement (the "Advisory Agreement"). Under
the Advisory Agreement, the Adviser makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program. The Adviser discharges its responsibilities subject
to the supervision of, and policies established by, the Trustees of the Trust.
The Trust's shares are not deposits or obligations of, or endorsed or
guaranteed by BANC ONE CORPORATION or its bank or non-bank affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

The Adviser is an indirect, wholly-owned subsidiary of BANC ONE CORPORATION, a
bank holding company incorporated in the state of Ohio. BANC ONE CORPORATION
currently has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance and insurance.

   
On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion
as of June 30, 1996.
    

The Adviser represents a consolidation of the investment advisory staffs of a
number of bank affiliates of BANC ONE CORPORATION, which have considerable
experience in the management of open-end management investment company
portfolios, including The One Group(R) since 1985 (then known as "The Helmsman
Fund").

No single person is responsible for managing the assets of the Fund. Rather,
investment decisions for the Fund are made by committee.

   
The Adviser is entitled to a fee which is calculated daily and paid monthly, at
an annual rate of .05% of the average daily net assets of the Fund. The Adviser 
may voluntarily waive all or part of this fee.
    

The Adviser also serves as investment adviser to each of the Underlying Funds.
As a shareholder of each of the Underlying Funds, the Fund will indirectly bear
its proportionate share of investment advisory fees paid by those funds. The
Underlying Funds pay the Adviser an advisory fee at the following rates:

   
<TABLE>
         <S>                                                             <C>
         The One Group(R) Prime Money Market Fund                        .32%
         The One Group(R) Limited Volatility Bond Fund                   .40%
         The One Group(R) Intermediate Bond Fund                         .40%
         The One Group(R) Income Bond Fund                               .40%
         The One Group(R) Government Bond Fund                           .45%
         The One Group(R) Ultra Short-Term Income Fund                   .40%
         The One Group(R) Disciplined Value Fund                         .74%
         The One Group(R) International Equity Index Fund                .55%
         The One Group(R) Large Company Growth Fund                      .74%
         The One Group(R) Large Company Value Fund                       .74%
         The One Group(R) Growth Opportunities Fund                      .74%
         The One Group(R) Value Growth Fund                              .65%
         The One Group(R) Gulf South Growth Fund                         .65%
         The One Group(R) Income Equity Fund                             .74%
         The One Group(R) Equity Index Fund                              .10%
</TABLE>
    

THE DISTRIBUTOR

The One Group(R) Services Company (the "Distributor"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to a
distribution agreement (the "Distribution Agreement") under which shares of the
Fund are sold on a continuous basis.


                                                                              19

<PAGE>   404



Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Fund. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of Class A shares of the Fund. Up to .25% of
the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of the
Adviser), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of the Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of the Fund's average daily
net assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
the Adviser or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.

THE ADMINISTRATOR

The One Group(R) Services Company, (the "Administrator"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to an
administration agreement relating to the Fund (the "Administration Agreement").
Under the terms of the Administration Agreement, the Administrator is
responsible for providing the Trust with administrative services (other than
investment advisory services), including regulatory reporting and all necessary
office space, equipment, personnel and facilities.

The Adviser also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and the Adviser. Pursuant to
this agreement, the Adviser performs many of the Administrator's duties, for
which the Adviser receives a fee paid by the Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .10% of the Fund's
average daily net assets on the first $500,000,000 in Fund assets, .075% of the
Fund's average daily net assets between $500,000,000 and $1 billion,
and .05% of the Fund's average daily net assets when Fund assets exceed $1
billion.

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company. Bank One Trust Company receives a fee paid by the Trust.



                                                                              20

<PAGE>   405



COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust.  Coopers & Lybrand L.L.P.  serves
as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses.

The Adviser and the Administrator of the Fund each bears all expenses incurred
in connection with the performance of their services as investment adviser and
administrator, respectively, other than the cost of securities (including
brokerage commissions, if any) purchased for the Fund.

As a general matter, as set forth in the Multiple Class Plan, expenses are
allocated to each class of shares of the Fund on the basis of the net asset
value of that class in relation to the net asset value of the Fund. At present,
the only expenses that are allocated to Class A and Class B shares, other than
in accordance with the relative net asset value of the class, are the
distribution and Shareholder services costs. See "Expense Summary." At present,
no expenses are allocated to Fiduciary Class shares as a class that are not
also borne by the other classes of shares of the Fund in proportion to the
relative net asset value of the shares of such classes.

The organizational expenses of the Fund have been capitalized and are being
amortized in the first five years of the Fund's operations. Such amortization
will reduce the amount of income available for payment as dividends.

TRUSTEES OF THE TRUST

The management and affairs of the Trust are supervised by the Trustees under
the laws governing business trusts in the Commonwealth of Massachusetts. The
Trustees have approved contracts under which, as described above, certain
companies provide essential management services to the Trust.

VOTING RIGHTS

As set forth in the Multiple Class Plan, each share held entitles the
Shareholder of record to one vote. Each fund of the Trust will vote separately
on matters relating solely to that fund. In addition, each class of a fund
shall have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.

DIVIDENDS

Net investment income (exclusive of capital gains) is declared daily, and is
determined and distributed in the form of monthly dividends to Shareholders of
Record on the first Business Day of each month. Capital gains of the Fund, if
any, will be distributed at least annually.

To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly
distributions level from the Fund may be fixed from time to time at rates
consistent with the Adviser's long-term earnings expectations.


                                                                              21

<PAGE>   406



Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. See "Conversion
Feature."

Dividends and distributions of the Fund are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group(R)
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

PORTFOLIO TURNOVER

Portfolio turnover may vary greatly from year to year as well as within a
particular year. It is presently estimated that the annual portfolio turnover
rate for the Fund will not exceed 160%. Higher portfolio turnover rates will
likely result in higher transaction costs to the Fund and may result in
additional tax consequences to the Fund's Shareholders.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of the Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more that 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

The Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, securities issued by
regulated investment companies, and if consistent with the Fund's investment
objective and policies, repurchase agreements involving such securities) if as
a result more than 25% of the total assets of the Fund would be invested in the
securities of such issuer. This restriction applies to 50% of the Fund's total
assets. With respect to the remaining 50% of its total assets, the fund may not
purchase the securities of any issuer if as a result more than 5% of the total
assets of the Fund would be invested in the securities of such issuer. For
purposes of this limitation, a security is considered to be issued by the
government entity whose assets and revenues guarantee or back the security.
With respect to private activity bonds or industrial development bonds backed
only by the assets and revenues of a non-governmental user, such user would
be considered the issuer.

2. Purchase any securities that would cause more than 25% of the total assets
of the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, except for
investments in funds of the One Group(R), provided that this
limitation does not apply to investments in obligations issued or guaranteed by
the U.S. government or its agencies and instrumentalities and repurchase
agreements involving such securities. For purposes of this limitation (i)
utilities will be divided according to their services (for example, gas, gas
transmission, electric and telephone will each be considered a separate
industry); and (ii) wholly-owned finance companies will be considered to be in
the industries of their parents if their activities are primarily related to
financing the activities of their parents.

                                                                              22

<PAGE>   407




3. Make loans, except that the Fund may (i) purchase or hold debt instruments
in accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information. For the investment limitations of the Underlying Funds, see the
applicable prospectuses.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Underlying Funds. As described above in "Investment Policies of the Fund -
Permissible Investments," the Fund may also invest directly in certain of the
following instruments for temporary defensive purposes. For a more detailed
description, see the Statement of Additional Information or the prospectuses of
the Underlying Funds.

U.S. TREASURY OBLIGATIONS -- The funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market.

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stocks, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.

WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period
of years or indefinitely.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

                                                                              23

<PAGE>   408





INVESTMENT COMPANY SECURITIES -- The funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The funds bear a risk of loss in the event the other party
defaults on its obligations and the funds are delayed or prevented from their
right to dispose of the collateral securities or if the funds realize a loss on
the sale of the collateral securities.

REVERSE REPURCHASE AGREEMENTS - The funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the funds enter into a reverse
repurchase agreement, they would place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and would subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the funds may
decline below the price at which the funds are obligated to repurchase the
securities.

DEMAND FEATURES - The funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the funds to meet redemption requests and remain as fully
invested as possible.

ASSET-BACKED SECURITIES - Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
will be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to
reinvest the proceeds from the securities at a lower rate. Potential market
gains on a security subject to prepayment risk may be more limited than
potential market gains on a comparable security that is not subject to
prepayment risk. Under certain interest rate and prepayment rate scenarios, the
funds may fail to recoup fully their investment in asset-backed securities.
Asset-backed securities are commonly considered to be derivatives.

SHORT-TERM FUNDING AGREEMENTS - The funds may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated insurance companies. Short-term funding agreements issued by insurance
companies are sometimes referred to as Guaranteed Investment Contracts
("GICs"), while those issued by banks are referred to as Bank Investment
Contracts ("BICs"). Pursuant to such agreements, the funds make cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the funds on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company and are paid from
the general assets of the issuing entity. The funds will purchase short-term
funding agreements only from banks and insurance companies which, at the time
of purchase, are rated "A" or the equivalent by at least one NRSRO and have
assets of $1 billion or more.  Generally, there is no active secondary market
in short-term funding agreements.

SECURITIES OF FOREIGN ISSUERS -- The funds may invest in securities of foreign
issuers to achieve income or capital appreciation. The funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests in a pool of securities
issued by a foreign issuer. ADRs include American Depository Shares and New
York Shares. There may be less information available on the foreign issuers of
unsponsored ADRs than on the issuers of sponsored ADRs.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac. Mortgage-backed
securities may also be issued by non-governmental entities and may or may not
have private insurer guarantees of timely payments. The funds also may invest
in mortgage-backed securities issued by non-government entities, which consist
of Collateralized Mortgage Obligations ("CMOs") and Real Estate Mortgage
Investment Conduits ("REMICs"). Mortgage-backed securities are in most cases
"pass-through" instruments, through which the holder receives a share

                                                                              24

<PAGE>   409



of all interest and principal payments from the mortgages underlying the
certificate. Because the prepayment characteristics of the underlying mortgages
vary, it is not possible to predict accurately the average life or realized
yield of a particular issue of pass-through certificates. During periods of
declining interest rates, prepayment of mortgages underlying mortgage-backed
securities can be expected to accelerate. When the mortgage obligations are
prepaid, the funds may have to reinvest in securities with a lower yield.
Moreover, prepayment of mortgages which underlie securities purchased at a
premium could result in capital losses.

STRIPPED MORTGAGE-BACKED SECURITIES--The funds may, to enhance revenues or
hedge against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multiclass mortgage securities. The funds may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool
of mortgage assets. A common type of SMBS will have one class receiving all of
the interest from the mortgage assets ("IOs"), while the other class will
receive all of the principal ("POs"). If the underlying mortgage assets
experience greater than anticipated prepayments of principal, the funds may
fail to fully recoup their initial investments in these securities. Although
the market for such securities is increasingly liquid, certain SMBS may not be
readily marketable and will be considered illiquid for purposes of the funds'
limitations on investments in illiquid securities. The market value of the
Class A consisting entirely of principal payments generally is unusually
volatile in response to changes in interest rates.

MORTGAGE DOLLAR ROLLS--The funds may enter into mortgage "dollar rolls" in
which the funds sell securities for delivery in the current month and
simultaneously contract with the same counterpart to repurchase similar (same
type, coupon and maturity) but not identical securities on a specified future
date. The funds benefit to the extent of any difference between the price
received for the securities sold and the lower forward price for the future
purchase (often referred to as the "drop") or fee income plus the interest
earned on the cash proceeds of the securities sold until the settlement date of
the forward purchase. Unless such benefits exceed the income, capital
appreciation and gain or loss due to mortgage prepayments that would have been
realized on the securities sold as part of the mortgage dollar roll, the use of
this technique will diminish the investment performance of the funds compared
with what such performance would have been without the use of mortgage dollar
rolls.

FIXED RATE MORTGAGE LOANS--Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates
and have original terms to maturity ranging from 5 to 40 years. The funds may
invest in fixed rate mortgage loans that are privately issued and are not
issued or guaranteed by the U.S. government.

SECURITIES LENDING -- In order to generate additional income, the funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S.  government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by the Adviser to be of good standing under guidelines established by
the Trust's Board of Trustees and when, in the judgment of the Adviser, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The funds will enter into loan arrangements only
with counterparties which the Adviser has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by the funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

RESTRICTED SECURITIES -- The funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. There is a risk that the current interest rate on
such obligations may not accurately reflect existing market interest rates.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
funds may purchase securities on a when-issued basis when deemed by the Adviser
to present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. When the Adviser purchases a
when-issued security, the Custodian will set aside cash or liquid securities to
satisfy the purchase commitment. The funds generally will not pay for such
securities or earn interest on them until

                                                                              25

<PAGE>   410



received. In a forward commitment transaction, the funds contract to purchase
securities for a fixed price at a future date beyond customary settlement time.
The funds are required to hold and maintain in a segregated account until the
settlement date, cash, U.S. government securities or liquid high-grade debt
obligations in an amount sufficient to meet the purchase price. Alternatively,
the funds may enter into offsetting contracts for the forward sale of other
securities that they own. The purchase of securities on a when-issued or
forward commitment basis involves a risk of loss if the value of the security
to be purchased declines prior to the settlement date

OPTIONS -- The funds may purchase and write (i.e., sell) call options and put
options on securities and indices, which options are traded on national
securities exchanges. A call option gives the purchaser the right to buy, and
obligates the writer of the option to sell, the underlying security at the
agreed upon exercise (or "strike") price during the option period. A put option
gives the purchaser the right to sell, and obligates the writer to buy, the
underlying security at the strike price during the option period. There are
risks associated with options transactions, including the following: (i) the
success of a hedging strategy may depend on the ability of the Adviser to
predict movements in the prices of the individual securities, fluctuations in
markets and movements in interest rates; (ii) there may be an imperfect or no
correlation between the changes in market value of the securities held by the
funds and the prices of options; (iii) there may not be a liquid secondary
market for options; and (iv) while the funds will receive a premium when they
write covered call options, they may not participate fully in a rise in the
market value of the underlying security. It is expected that the funds will
only engage in option transactions with respect to permitted investments and
related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- Certain of the funds may enter into
futures contracts, options on futures contracts, index futures and options
thereon that are traded on an exchange regulated by the Commodities Futures
Trading Commission ("CFTC") if, to the extent that such futures and options are
not for "bona fide hedging purposes" (as defined by the CFTC), the aggregate
initial margin and premiums on such positions (excluding the amount by which
options are in the money) do not exceed 5% of the funds' total assets at
current value. Options and futures can be volatile instruments, and involve
certain risks. If the Adviser applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
fund's return. The funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out its positions because of an
illiquid secondary market.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the funds from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the funds' investments are traded, the funds may enter
into swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate
swap, a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate
payments.  Currency swaps involve the exchange of respective rights to make or
receive payments in specified currencies. Mortgage swaps are similar to
interest rate swaps in that they represent commitments to pay and receive
interest. The notional principal amount, however, is tied to a reference pool
or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
funds may invest in any such options, contracts and products as may be
developed to the extent consistent with their investment objective, policies
and restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the funds' portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the funds would be less favorable than it
would have been if these products were not used. In addition, losses may occur
if counterparties involved in transactions do not perform as promised. These
products may expose the funds to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments.

STRUCTURED INSTRUMENTS - Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as Sallie Mae,
Ginnie Mae, Fannie Mae, and Freddie Mac), banks, municipalities, corporations,
and other business entities whose interest and/or principal payments are
indexed to certain specific foreign currency exchange rates, interest rates, or
one or more other reference indices. Structured instruments frequently are
assembled in the form of medium-term notes, but a variety of forms are
available. Structured instruments are commonly considered to be derivatives.


                                                                              26

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While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by the Adviser, principal
and/or interest payments on the structured instrument may be substantially less
than expected.  In addition, although structured instruments may be sold in the
form of a corporate debt obligation, they may not have some of the protection
against counterparty default that may be available with respect to publicly
traded debt securities (i.e., the existence of a trust indenture).

MUNICIPAL SECURITIES - Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. Municipal securities
are generally classified as "general obligation" bonds and "revenue" bonds.
General obligation bonds are obligations involving the credit of an issuer
possessing taxing power and are payable from the issuer's general unrestricted
revenues. Revenue bonds are payable only from the revenues derived from a
particular facility or class of facilities or, in some cases, from the proceeds
of a special excise or other specific revenue source. Revenue bonds are not
payable from the issuer's general revenues. The funds also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations. Such notes are issued with a short-term
maturity in anticipation of the receipt of tax funds, the proceeds of bond
placements, or other revenues.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a fund's municipal
securities in the same manner. In addition, the Internal Revenue Code of 1986,
as amended (the "Code") imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance.

INVERSE FLOATING RATE INSTRUMENTS -- The funds may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent
that its interest rate varies by a magnitude that exceeds the magnitude of the
change in the index rate of interest. The higher degree of leverage inherent in
inverse floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor.

                                                                              27
<PAGE>   412



Paper rated Duff-2 is regarded as having good certainty of timely payment, good
access to capital markets and sound liquidity factors and company fundamentals.
Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

Investment Grade
- ----------------
Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Non-Investment Grade
- --------------------
Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rated category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or
BB-rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.



                                                                              28

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Moody's Investor Service, Inc.

Investment Grade
- ----------------
Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

Non-Investment Grade
- --------------------
Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other
marked shortcomings. C is the lowest rating. Bonds in this category have
extremely poor prospects of ever attaining investment standing.

Unrated securities will be treated as non-investment grade securities unless
the Adviser determines that such securities are the equivalent of investment
grade securities. Securities that have received different ratings from more
than one agency are considered investment grade if at least one agency has
rated the security investment grade.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

o        Amortization schedule (the larger the final maturity relative to other
         maturities the more likely it will be treated as a note).

o        Source of Payment (the more dependent the issue is on the market for
         its refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.


                                                                              29

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MISCELLANEOUS

PERFORMANCE

From time to time, the Fund may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of the Fund refers to
the annualized income generated by an investment in the Fund over a specified
30-day period. The yield is calculated by assuming that the income generated by
the investment during that period is generated over a one-year period and is
shown as a percentage of the investment.

Total return is the change in value of an investment in the Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of the Fund. This figure is
then "annualized" (multiplied by 365 days and divided by the applicable number
of days in the period). Funds with a front-end sales charge would incorporate
the offering price into the distribution yield in place of month-end net asset
value.

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

The Trust will include information on all classes of shares of the Fund in any
advertisement or information including performance data for the Fund. The
performance for Fiduciary Class shares may be higher than for Class A shares
and Class B shares because Fiduciary Class shares are not subject to sales
charges and distribution expenses.

The performance of each class of the Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of the Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, the
Fund may advertise its total return in the same manner. If reflected, sales
charges would reduce these total return calculations.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.

TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.


                                                                              30

<PAGE>   415



Distributions by the Fund to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a retirement plan that ceases to qualify for tax-exempt
treatment under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Fund's distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Fund and qualified retirement plan trusts considering purchasing such
shares, should consult their tax advisers for a more complete explanation of
the Federal tax consequences, and for an explanation of the state, local and
(if applicable) foreign tax consequences of making such an investment.

The Fund will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received any interest
payments on such obligations during that period. Because the Fund distributes
substantially all of its net investment income to its Shareholders (including
such imputed interest), the Fund may have to sell portfolio securities in order
to generate the cash necessary for the required distributions. Such sales may
occur at a time when the Adviser would not have chosen to sell such securities
and may result in a taxable gain or loss.

Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by the Fund and received by Shareholders on December 31 of that
year, if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

The Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. The Fund will not be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.



                                                                              31

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Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Distributor
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215


TOG-F-119


                                                                              35
<PAGE>   420
The One Group(R) Investor Aggressive Growth Fund
                                                                    PROSPECTUS

Investment Adviser: BANC ONE INVESTMENT ADVISORS CORPORATION

The One Group(R) (the "Trust") is a mutual fund seeking to provide a convenient
and economical means of investing in one or more professionally managed
portfolios of securities. This Prospectus relates to The One Group(R) Investor
Aggressive Growth Fund Class A, Class B and Fiduciary Class shares.

THE ONE GROUP(R) INVESTOR AGGRESSIVE GROWTH FUND (THE "FUND") SEEKS CAPITAL
APPRECIATION BY INVESTING PRIMARILY IN A DIVERSIFIED GROUP OF ONE GROUP MUTUAL
FUNDS WHICH INVEST PRIMARILY IN EQUITY SECURITIES.

Class A shares are offered to IRA account participants and other long-term
investors . Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans, as well as to other long-term
investors. 

Fiduciary Class shares are offered to institutional investors, including
affiliates of BANC ONE CORPORATION and any bank, depository institution,
insurance company, pension plan or other organization authorized to act in
fiduciary, advisory, agency, custodian or similar capacities (each an
"Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL GOVERNMENT OR
ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES INVESTMENT RISKS,
INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. BANC ONE
INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR INVESTMENT
ADVISORY AND OTHER SERVICES.

   
This Prospectus sets forth concisely the information about the Trust that a
prospective investor should know before investing. Investors are advised to
read this Prospectus and retain it for future reference. A Statement of
Additional Information dated November 1, 1996 has been filed with the Securities
and Exchange Commission and is available without charge through the
Distributor, The One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111 during business hours. The Statement of
Additional Information is incorporated into this Prospectus by reference.
    

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.

   
November 1, 1996
    


<PAGE>   421



TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                                                                             PAGE #
                                                                                                             ------
<S>                                                                                                           <C>
SUMMARY                                                                                                        3

ABOUT THE FUND                                                                                                 4
  Expense Summary                                                                                              4
  The Fund                                                                                                     5
  Investment Objective                                                                                         5
  Investment Policies                                                                                          6

HOW TO DO BUSINESS WITH THE ONE GROUP(R)                                                                      10
  How to Invest in The One Group(R)                                                                           10
  Alternative Sales Arrangements                                                                              13
  Exchanges                                                                                                   15
  Redemptions                                                                                                 16

FUND MANAGEMENT                                                                                               17
  The Adviser                                                                                                 17
  The Distributor                                                                                             18
  The Administrator                                                                                           18
  The Transfer Agent and Custodian                                                                            19
  Counsel and Independent Accountants                                                                         19

OTHER INFORMATION                                                                                             19
  The Trust                                                                                                   19
  Other Investment Policies                                                                                   20
  Description of Permitted Investments                                                                        21
  Miscellaneous                                                                                               28
  Performance                                                                                                 28
  Taxes                                                                                                       29
</TABLE>





<PAGE>   422



SUMMARY

THE ONE GROUP(R) (the "Trust") is an open-end management investment company
that provides a convenient way to invest in professionally managed portfolios
of securities. The following provides basic information about the Class A,
Class B and Fiduciary Class shares of The One Group(R) Investor Aggressive
Growth Fund.

WHAT IS THE INVESTMENT OBJECTIVE? The Fund seeks capital appreciation by
investing primarily in a diversified group of One Group mutual funds which
invest primarily in equity securities. See "Investment Objective." Shares of
the Fund are available to tax advantaged retirement accounts and other persons
investing for long-term investment purposes. The Fund should not be used for
short-term trading purposes. There is no assurance that the Fund will achieve
its investment objective.

WHAT ARE THE PERMITTED INVESTMENTS? The Fund offers Shareholders a
professionally-managed investment program by purchasing shares of existing
mutual funds of The One Group(R) (the "Underlying Funds"), which are managed by
Banc One Investment Advisors Corporation (the "Adviser"). The Fund will invest
90% to 100% of its assets in Underlying Funds which invest primarily in equity
securities and up to 10% in Money Market Funds. The Fund will normally allocate
its assets among the Underlying Funds according to the Adviser's outlook for
the economy, financial markets and relative market valuation of the Underlying
Funds. The Adviser may vary the allocation within the above ranges. There is no
assurance that the Fund will achieve its stated objective.

WHAT ARE THE CHARACTERISTICS OF THE UNDERLYING FUNDS? The Underlying Funds in
which the Fund will invest have the following characteristics:

<TABLE>
<CAPTION>
                     Underlying Fund                                            Characteristic
           -----------------------------------------------                      --------------
           <S>                                                                  <C>
           The One Group(R) Prime Money Market Fund                             Money Market
           The One Group(R) Disciplined Value Fund                              Equity
           The One Group(R) International Equity Index Fund                     Equity
           The One Group(R) Large Company Growth Fund                           Equity
           The One Group(R) Large Company Value Fund                            Equity
           The One Group(R) Growth Opportunities Fund                           Equity
           The One Group(R) Value Growth Fund                                   Equity
           The One Group(R) Gulf South Growth Fund                              Equity
           The One Group(R) Income Equity Fund                                  Equity
           The One Group(R) Equity Index Fund                                   Equity
</TABLE>

The Fund's net asset value will fluctuate with changes in the equity markets
and the value of the Underlying Funds in which it invests. The Fund's
investment return is diversified by its investment in the Underlying Funds
which invest in growth and income stocks, foreign securities, debt securities,
and cash and cash equivalents. See page 6 for a complete description of the
Underlying Funds and page 21 for other investment policies.

WHO IS THE ADVISER?  Banc One Investment Advisors Corporation, an indirect
subsidiary of BANC ONE CORPORATION, serves as the Adviser of the Trust.  The
Adviser is entitled to a fee for advisory services provided to the Trust.  The
Adviser may voluntarily agree to waive a part of its fees.  See "The Adviser"
and "Expense Summary."

WHO IS THE ADMINISTRATOR?  The One Group(R) Services Company serves as the
Administrator of the Trust.  The Administrator is entitled to a fee for
services provided to the Trust.  Banc One Investment Advisors Corporation
serves as the Sub-Administrator of the Trust, pursuant to an agreement with the
Administrator for which Banc One Investment Advisors Corporation receives a fee
paid by the Administrator.  See "The Administrator" and "Expense Summary."

WHO IS THE TRANSFER AGENT AND CUSTODIAN?  State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee.  Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee.  See "The Transfer Agent and
Custodian."

WHO IS THE DISTRIBUTOR?  The One Group(R) Services Company acts as Distributor
of the Trust's shares.  The Distributor is entitled to fees for distribution
services for the Class A and Class B shares.  No compensation is paid to the
Distributor for the distribution services for the Fiduciary Class shares of the
Fund.  See "The Distributor."




                                                                               3

<PAGE>   423

HOW DO I PURCHASE AND REDEEM SHARES?  Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days").  See "How to Invest in The One Group(R)," and
"Redemptions."

HOW ARE DIVIDENDS PAID?  Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month.  Any capital gains are distributed at
least annually.  Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash.  See "Dividends."

ABOUT THE FUND

EXPENSE SUMMARY - THE ONE GROUP(R) AGGRESSIVE GROWTH FUND

   
<TABLE>
<CAPTION>
                                                                                                          FIDUCIARY
                                                                      CLASS A          CLASS B            CLASS
                                                                      -------          -------            ---------
<S>                                                                     <C>              <C>                <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                               4.50%             None              None
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge(2)                              None            5.00%              None
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)                           None             None              None
Redemption Fees                                                          None             None              None
Exchange Fees                                                            None             None              None
ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)
Investment Advisory Fees(3)                                              .01%             .01%              .01%
12b-1 Fees (after fee waiver)(4)                                         .25%            1.00%              None
Other Expenses(5)                                                        .19%             .19%              .19%
TOTAL OPERATING EXPENSES(6)                                              .45%            1.20%              .20%
</TABLE>
    

(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first
         anniversary of purchase.
   
(3)      Investment Advisory fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Absent this voluntary
         reduction, Investment Advisory fees would be .05% for all classes
         of shares.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plan, 12b-1 fees (as a percentage of average daily
         net assets) would be .35% for Class A shares. The 12b-1 fees include a
         Shareholder servicing fee of .25% of average daily net assets of the
         Fund's Class B shares and may include a Shareholder servicing fee of
         .25% of the average daily net assets of the Fund's Class A shares. See
         "The Distributor."

(5)      Other Expenses have been revised to reflect fee waivers and
         reimbursements effective as of the effective date of this Prospectus.
         Absent this voluntary waiver and reimbursement, Other Expenses would
         be .29%.

(6)      Absent the voluntary reduction of fees, Total Operating Expenses would
         be .69% for Class A Shares, 1.34% for Class B Shares, and .34% for 
         Fiduciary Class Shares.
    

The Fund will indirectly bear its pro rata share of fees and expenses incurred
by the Underlying Funds and the investment returns of the Fund will be net of
the expenses of the Underlying Funds. The following chart provides the expense
ratio for each of the Underlying Funds in which the Fund invests (based on the
current Underlying Fund Prospectus). Certain of these expense ratios may
include a voluntary reduction in investment advisory fees.

   
<TABLE>
<CAPTION>
Name of Underlying Fund                             Expense Ratio              
- -----------------------                             -------------              
<S>                                                    <C>                     
The One Group(R) Prime Money Market Fund                .50%                   
The One Group(R) Disciplined Value Fund                1.00%                   
The One Group(R) International Equity Index Fund       1.36%                    
The One Group(R) Large Company Growth Fund              .97%
The One Group(R) Large Company Value Fund               .98%
The One Group(R) Growth Opportunities Fund             1.00%
The One Group(R) Value Growth Fund                     1.05%
The One Group(R) Gulf South Growth Fund                1.06%
The One Group(R) Income Equity Fund                    1.01%
The One Group(R) Equity Index Fund                      .39%
</TABLE>
    

   
After combining the total operating expenses of the Fund with those of the
Underlying Funds, the estimated average weighted expense ratio for Class A 
shares is 1.39%, for Class B shares is 2.14% and for Fiduciary Class shares is 
1.14%. 
    

                                                                               4

<PAGE>   424



On the basis of these estimated expenses, the following example illustrates the
expenses an investor would pay on a $1,000 investment in Class A and Fiduciary
Class shares of the Fund, assuming: (1) imposition of the maximum sales charge
for Class A shares; (2) 5% annual return; and (3) redemption at the end of each
time period.

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Class A                                                $59              $87             $118              $204
Fiduciary Class                                         12               36               63               139
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Class A                                                $61              $95             $131              $233
Fiduciary Class                                         13               42               72               158
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
    

On the basis of the estimated expenses above, the following example illustrates
the expenses an investor would pay on a $1,000 investment in Class B shares,
assuming: (1) deduction of the applicable maximum Contingent Deferred Sales
Charge; and (2) 5% annual return. 

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Assuming a complete redemption at end of period        $72              $97             $135              $228
Assuming no redemption                                  22               67              115               228
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------======----------=======----------=======---------========---
<S>                                                    <C>              <C>             <C>               <C>
Assuming a complete redemption at end of period        $73              $102            $144              $248
Assuming no redemption                                  23                72             124               248
</TABLE>
    

Class B shares automatically convert to Class A shares after eight (8) years. 
Therefore, the "10 Years" examples above reflect the effect of such conversion.

THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.


THE FUND

   
The One Group(R) Investor Aggressive Growth Fund ( the "Fund") is part of The
One Group(R) (the "Trust"), which is an open-end management investment company
that offers shares in 40 separate funds and different classes of certain of the
funds. The Trust was organized as a Massachusetts Business Trust on May 23,
1985. This Prospectus relates to Class A, Class B, and Fiduciary Class shares
of The One Group(R) Investor Aggressive Growth Fund. Each class of shares
provides for variations in distribution costs, voting rights, dividends and per
share net asset value pursuant to a multiple class plan (the "Multiple Class
Plan") adopted by the Board of Trustees of the Trust. Except for these
differences between classes, each share of the Fund represents an undivided,
proportionate interest in the Fund. The Fund is a non-diversified mutual fund
because it invests in the securities of a limited number of Underlying Funds.
However, the Underlying Funds are diversified investment companies. The
Information regarding the Trust's other funds and their classes is contained in
separate prospectuses which may be obtained from the Trust's Distributor, The
One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH 43219, or by
calling 1-800-480-4111.
    

INVESTMENT OBJECTIVE

The Fund seeks capital appreciation by investing primarily in a diversified
group of One Group mutual funds which invest primarily in equity securities.


The investment objective of the Fund is fundamental and may not be changed
without a vote of the holders of a majority of the Fund's outstanding shares
(as defined in the Statement of Additional Information).

There is no assurance that the Fund will meet its investment objective.


                                                                               5

<PAGE>   425



INVESTMENT POLICIES OF THE FUND

The investment policies of the Fund may be changed without an affirmative vote
of the holders of a majority of the Fund's outstanding shares unless a policy
is expressly deemed to be fundamental. Shareholders will be notified of any
material change in the Fund's investment policies.

Permissible Investments

The Fund will invest 90 to 100% of its assets in nine Underlying Funds of The
One Group which invest primarily in equity securities and up to 10% of its
assets in one money market fund of The One Group. The Fund will invest its
assets in the Underlying Funds, within the ranges indicated below.

<TABLE>
<CAPTION>
                                                                                  Investment Range
         Investor Aggressive Growth Fund                                      (Percent of Fund Assets)
         -------------------------------                                      ------------------------
         <S>                                                                      <C>
         The One Group Prime Money Market Fund                                    0 - 10%
         The One Group Disciplined Value Fund                                     0 - 30%
         The One Group International Equity Index Fund                            0 - 30%
         The One Group Large Company Growth Fund                                  0 - 48%
         The One Group Large Company Value Fund                                   0 - 55%
         The One Group Growth Opportunities Fund                                  0 - 30%
         The One Group Value Growth Fund                                          0 - 50%
         The One Group Gulf South Growth Fund                                     0 - 30%
         The One Group Income Equity Fund                                         0 - 50%
         The One Group Equity Index Fund                                          0 - 50%
</TABLE>


The allocation of the Fund's assets among the Underlying Funds will be made by
the Adviser under the supervision of the Trust's Board of Trustees, within the
percentage ranges set forth in the table above.

The Fund and the Underlying Funds are permitted for temporary defensive
purposes to invest up to 100% of their assets in short-term fixed income
securities. Such securities include obligations of the U.S. government and its
agencies and instrumentalities; commercial paper, bank certificates of deposit,
repurchase agreements, bankers acceptances, variable amount master demand notes
and bank money market deposit accounts. The Fund and the Underlying Funds may
also hold cash for liquidity purposes.

To the extent the Fund or the Underlying Funds are engaged in a temporary 
defensive position, they will not be pursuing their investment objective.

DESCRIPTION OF THE UNDERLYING FUNDS

The following is a brief description of the principal investment policies of
the Underlying Funds. Additional investment practices are described in
"Investment Policies of the Underlying Funds," the Statement of Additional
Information and the prospectus for each of the Underlying Funds.

The One Group(R) International Equity Index Fund

The One Group(R) International Equity Index Fund is an equity fund. The
objective of the fund is to provide investment results that correspond to the
aggregate price and dividend performance of the securities in the Gross
Domestic Product Weighted Morgan Stanley Capital International Europe,
Australia and Far East Index ("MSCI EAFE GDP Index" or "EAFE GDP Index")(1)
Under normal conditions, the fund will invest substantially all of its assets
in foreign securities and at least 65% of the value of its total assets in
foreign equity securities, consisting of common stocks (including sponsored and
unsponsored American Depository Receipts ("ADRs")) and preferred stocks,
securities convertible into common stocks (only if they are listed on
registered exchanges or actively traded in the over-the-counter market),
warrants and depository receipts for such securities of issuers located in at
least three different countries. In attempting to duplicate the capital
performance and dividend income of the MSCI EAFE GDP Index, the fund will
normally invest in the stocks which comprise the Index and secondarily in stock
index futures. It is expected that cash reserve items normally will not exceed
10% of the fund's net assets.  The fund may invest up to 10% of its net assets
in

- --------------
1       "MSCI EAFE GDP Index" is a registered service mark of Morgan Stanley 
        Capital International, which does not sponsor and is in no way
        affiliated with the fund.

                                                                               6

<PAGE>   426



securities of emerging international markets such as Mexico, Brazil and Chile.
A substantial portion of the fund's assets will be denominated in foreign
currencies.

The One Group(R) Large Company Growth Fund

The One Group(R) Large Company Growth Fund seeks long-term capital appreciation
and growth of income by investing primarily in equity securities. To achieve
its objective, the fund will, under normal market conditions, invest
substantially all, but in no event less than 65%, of the value of its total
assets in equity securities consisting of common stocks, warrants and any
rights to purchase common stocks. The weighted average capitalization of the
companies in which the fund invests will under normal market conditions always
be in excess of the market median capitalization of the Standard & Poor's 500
Composite Stock Price Index ("S&P 500 Index")(2) The fund may invest the
remainder of its assets in any combination of nonconvertible fixed income
securities, repurchase agreements, options and futures contracts.

The One Group(R) Large Company Value Fund

The One Group(R) Large Company Value Fund is an equity fund that seeks capital
appreciation with the incidental goal of achieving current income by investing
primarily in equity securities. The fund will invest in equity securities of
companies that are believed to be selling below their long-term intrinsic
investment values. Companies held will typically be large capitalization
issuers with current price/earnings and/or price/book ratios which are lower
than that of the general market as measured by the S&P 500 Index. In addition,
the fund may invest in stock of companies which have been analyzed to have
breakup values well in excess of current market values or which have uniquely
undervalued corporate assets. The general approach to purchasing stocks will
emphasize individual security selection. Macroeconomic data and industry profit
forecasts will be utilized to gauge the best sectors of the economy in which to
be positioned.

Under normal market conditions, the fund will invest at least 80% of the value
of its total assets in equity securities consisting of common stocks and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The remainder of the
fund's assets will be held in cash equivalents.

The One Group(R) Growth Opportunities Fund

The One Group(R) Growth Opportunities Fund seeks growth of capital and,
secondarily, current income by investing primarily in equity securities. The
fund will invest in issues which are identified and selected based on the
potential to produce above-average earnings growth per share over a
one-to-three year period. It is expected that issuers will generally include
established companies with a history of above-average growth or companies that
are expected to enter periods of above-average growth, and smaller companies
which are positioned in emerging growth industries. The fund may invest in
securities listed on a stock exchange as well as those traded over-the-counter.
At least 80% of the value of the fund's total assets will, under normal
conditions, be invested in equity securities consisting of common stocks and
debt securities and preferred stocks that are convertible into common stocks.
The fund also may enter into options and futures transactions. The remainder of
the fund's assets will be held in cash equivalents.

The One Group(R) Value Growth Fund

The One Group(R) Value Growth Fund seeks long-term capital growth and growth of
income while, as a secondary objective providing a moderate level of current
income. The fund pursues its objectives by investing primarily in a portfolio
of common stocks, debt securities, preferred stocks, convertible securities,
warrants, and other equity securities of companies that show the potential for
growth of earnings over time. Stock selection is guided by current valuation
relative to a stock's historical valuation and relative to the Adviser's
estimates of future growth of earnings and dividends. Accordingly, the fund may
emphasize securities of companies that the Adviser believes are overlooked or
undervalued by investors, which fact should contribute to an increase in the
market value of the security over time.

The fund will ordinarily invest at least 65% of the value of its total assets
in securities with the characteristics described above. Although the fund
intends to invest all of its assets in such securities, up to 35% of its total
assets may be held in cash or invested in U.S. Government Securities, other
investment grade fixed-income securities and cash equivalents.

- --------------
2       "Standard & Poor's 500" is a registered trademark of Standard & Poor's
        Corporation, which does not sponsor and is in no way affiliated with 
        the fund.

                                                                               7

<PAGE>   427



The One Group(R) Gulf South Growth Fund

The One Group(R) Gulf South Growth Fund seeks long-term capital growth by
investing in a portfolio of equity securities of small capitalization, emerging
growth and medium capitalization companies, which are either headquartered in
or whose primary market is in the southeastern region of the United States. The
fund invests primarily in a portfolio of common stocks, debt securities,
preferred stocks, convertible securities, warrants and other equity securities
of such companies. The Adviser anticipates that the fund's portfolio will
normally consist of securities of approximately twenty-five to sixty emerging
growth companies from Virginia, North Carolina, South Carolina, Florida,
Georgia, Tennessee, Alabama, Mississippi, Arkansas, Louisiana, Kentucky and
Texas. It is expected that companies selected would generally have market
capitalizations ranging from $50,000,000 to $2,000,000,000, although the fund
may occasionally hold securities of companies whose market capitalizations are
considerably larger if doing so contributes to the fund's investment objective.

The fund will normally invest at least 65% of the value of its total assets in
securities with the characteristics described above. Although the fund intends
to invest all of its assets in such securities, up to 35% of its total assets
may be held in cash or invested in U.S. Government Securities, other investment
grade fixed-income securities and cash equivalents, when the Adviser's
assessment of the attractiveness of the entire stock market and individual
market sectors changes.

Because the fund is non-diversified, its share price may be subject to greater
fluctuations as a result of changes in an issuer's financial condition or the
market's assessment of an individual issuer. In addition, smaller, less
seasoned companies may be subject to greater business risk than larger,
established companies.

The One Group(R) Income Equity Fund

The One Group(R) Income Equity Fund seeks current income through regular
payment of dividends with the secondary goal of achieving capital appreciation
by investing primarily in equity securities. The fund will make investments in
an attempt to keep its yield above the S&P 500 Index. Achieving such a yield
will be the primary consideration in selecting securities. Investments will be
made in common stocks of corporations which regularly pay dividends, although
continued payment of dividends cannot be assured. The fund will invest
primarily in stocks with favorable, long-term fundamental characteristics, but
stocks of companies that are out of favor in the financial community may also
be purchased.

The fund will under normal conditions invest at least 80% of the value of its
total assets in equity securities consisting of common stocks, and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Equity Index Fund

The One Group(R) Equity Index Fund seeks investment results that correspond to
the aggregate price and dividend performance of the securities on the S&P 500
Index. The fund will, in attempting to duplicate the capital performance and
dividend income of the S&P 500 Index, normally invest in many of the stocks
which comprise the S&P 500 Index and secondarily in stock index futures. Cash
reserves will not normally exceed 10% of the fund's net assets.

The Adviser generally selects stocks for the fund in the order of their
weightings in the S&P 500 Index beginning with the heaviest weighted stocks.
The percentage of the fund's assets to be invested in each stock is
approximately the same as the percentage it represents in the S&P 500 Index.
From time to time, administrative adjustments may be made in the fund because
of changes in the composition of the S&P 500 Index, but such changes should be
infrequent. The fund will attempt to achieve a correlation between the
performance of its portfolio and that of the S&P 500 Index of at least 0.95,
without taking into account expenses. A correlation of 1.00 would indicate
perfect correlation, which would be achieved when the fund's net asset value,
including the value of its dividend and capital gains distributions, increases
or decreases in exact proportion to changes in the S&P 500 Index.

The One Group(R) Prime Money Market Fund

The One Group(R) Prime Money Market Fund seeks current income with liquidity
and stability of principal. The fund intends to comply with the regulations of
the Securities and Exchange Commission applicable to money market funds using
the amortized cost method for calculating net asset value. These regulations
impose certain quality, maturity and diversification restraints on investments
by the fund. Under these regulations, the fund will invest only in U.S.
dollar-denominated securities, will maintain an average maturity on a
dollar-weighted basis of 90 days or less, and will acquire only "eligible
securities" that present minimal credit risks and have a maturity of 397 days
or less.

                                                                               8

<PAGE>   428



RISK FACTORS

The investments of the Fund are concentrated in the Underlying Funds, so the
Fund's investment performance is directly related to the performance of the
Underlying Funds. In addition, as a matter of fundamental policy, the Fund must
allocate its investments among the Underlying Funds within certain ranges. As a
result, the Fund does not have the same flexibility to invest as a mutual fund
without such constraints.

The Fund may invest in Underlying Funds which invest in medium or lower grade
bonds. If these bonds are downgraded, the Adviser will consider whether to
increase or decrease the Fund's investment in the affected Underlying Fund.
Further, the Fund may invest in Underlying Funds which concentrate their assets
in certain industries. Under certain circumstances, this could result in the
Fund being concentrated in those industries. If this were to occur, the Adviser
would consider whether to maintain or change the Fund's investments in such
Underlying Funds.

Special Risks of Investing in Equity Funds

Changes in the value of an equity fund's portfolio securities will not affect
cash income, if any, derived from these securities but will affect the fund's
net asset value. Because equity funds invest primarily in equity securities,
which fluctuate in value, the funds' shares will fluctuate in value. In
addition, certain investment management techniques that the funds may use, such
as the purchase and sale of futures, options and forward commitments, could
expose the funds to potentially greater risk of loss than more traditional
equity investments.

Special Risks of Investing in Index Funds

Because of the funds' investment objectives, securities may be purchased,
retained and sold by the funds when such transactions would not be consistent
with traditional investment criteria. Accordingly, an investor is exposed to a
greater risk of loss (and a correspondingly greater prospect of gain) from
fluctuations in the value of such securities than would be the case if the
funds were not fully invested in such securities. In addition, the Adviser may
eliminate one or more securities or elect not to increase the funds' position
in such securities notwithstanding the continued listing of such securities on
the relevant index in the following circumstances: (i) the stock is no longer
publicly traded; or (ii) an unexpected adverse development occurs with respect
to a company such as bankruptcy or insolvency. As a result of these risk
factors, the share price of an index fund is expected to be volatile, and
investors should be able to sustain sudden, sometimes substantial, fluctuations
in the value of their investment.

Special Risks of Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls, higher transaction costs, and
delayed settlements of transactions. Securities of some foreign companies are
less liquid, and their prices more volatile, than securities of comparable U.S.
companies. Additionally, there may be less public information available about
foreign issuers. Finally, since the funds may invest in securities denominated
in foreign currencies, changes in exchange rates may affect the value of
investments in the funds.

Special Risks of Small Capitalization Companies

Smaller, less seasoned companies may be subject to greater business risk than
larger, established companies. They may be more vulnerable to changes in
economic conditions, specific industry conditions, market fluctuations and
other factors affecting the profitability of companies. Therefore, the stock
price of smaller capitalization companies may be subject to greater price
fluctuations than that of larger, established companies. Due to these and other
risk factors, the price movement of the securities held by the funds may be
volatile and the net asset value of shares of the funds may fluctuate.

Special Risks of Mortgage Related Securities

Some of the funds invest in mortgage-related securities, such as
mortgage-backed securities, adjustable rate mortgage loans ("ARMs"), fixed rate
mortgage loans, and mortgage dollar rolls. The investment characteristics of
mortgage related securities differ from traditional debt securities. These
differences can result in significantly greater price and yield volatility than
is the case with traditional fixed-income securities. The major differences
typically include more frequent interest and principal payments, usually
monthly, the adjustability of interest rates, and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social, and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment rate scenarios, a fund may fail to recoup fully its
investment in mortgage-related securities notwithstanding

                                                                               9

<PAGE>   429



a direct or indirect governmental or agency guarantee. The funds intend to use
hedging techniques to control this risk. In general, changes in the rate of
prepayments on a mortgage-related security will change that security's market
value and its yield to maturity. When interest rates fall, high prepayments
could force a fund to reinvest principal at a time when investment
opportunities are not attractive. Thus, mortgage-related securities may not be
an effective means for a fund to lock in long-term interest rates. Conversely,
during periods when interest rates rise, slow prepayments could cause the
average life of the security to lengthen and the value to decline more than
anticipated.


HOW TO DO BUSINESS WITH
THE ONE GROUP(R)

HOW TO INVEST IN THE ONE GROUP(R)

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group(R) Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $ 1,000 and $100
respectively ($100 and $25, respectively, for employees of BANC ONE CORPORATION
and its affiliates). Initial and subsequent investment minimums may be waived
at the Distributor's discretion. Investors may purchase up to a maximum of
$250,000 of Class B shares per individual purchase order.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans. Fiduciary Class shares are offered
to institutional investors, including affiliates of BANC ONE CORPORATION and
any bank, depository institution, insurance company, pension plan or other
organization authorized to act in fiduciary, advisory, agency, custodial or
similar capacities (each an "Authorized Financial Organization"). For
additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group(R),"
to State Street Bank and Trust Company (the Trust's Transfer Agent and
Custodian), P.O. Box 8500, Boston, MA 02266-8500. Subsequent purchases of
shares may be made at any time by mailing a check to the Transfer Agent.
Account Application Forms are available through the Distributor by calling
1-800-480-4111.

Purchases of Fiduciary Class shares, and Class B shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN


                                                                              10

<PAGE>   430



Class A and Class B investors may make automatic monthly investments in the
Fund from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which the Fund may be an
appropriate investment. The Trust's retirement plan allows participants to
defer taxes while helping them build their retirement savings.

The One Group Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Fund is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of the Fund is determined by dividing the total market value of the Fund's
investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of 4:00 p.m., eastern
time, on each Business Day.  For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares may also be
issued in transactions involving the acquisition by the Fund of securities held
by collective investment funds sponsored and administered by affiliates of the
Adviser.  Purchases will be made in full and fractional shares of the Fund
calculated to three decimal places. Although the methodology and procedures are
identical, the net asset value per share of classes within the Fund may differ
because the distribution expenses charged to Class A shares and Class B shares
are not charged to Fiduciary Class shares.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans, Class A shares offered to IRA account participants
and Class B shares that are offered to investors in certain retirement plans
such as 401(k) and similar plans, other than Individual Retirement Accounts,
will normally be held in the name of the Shareholder Servicing Agent effecting
the purchase on the Shareholder's behalf, and it is the Shareholder Servicing
Agent's responsibility to transmit purchase orders to the Distributor. A
Shareholder Servicing Agent may impose an earlier cut-off time for receipt of
purchase orders directed through it to allow for processing and transmittal of
these orders to the Distributor for effectiveness the same day. The Shareholder
should contact his or her Shareholder Servicing Agent for information as to the
Shareholder Servicing Agents procedures for transmitting purchase, exchange or
redemption orders to the Trust. A Shareholder who desires to transfer the
registration of shares beneficially owned by him or her, but held of record by
a Shareholder Servicing Agent, should contact the Shareholder Servicing Agent
to accomplish such change. Other Shareholders who desire to transfer the
registration of their shares should contact the Transfer Agent.

No certificates representing shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the sales charge reallowed to
financial institutions and intermediaries (the "commission"):

                                                                              11

<PAGE>   431




<TABLE>
<CAPTION>
                                                                       SALES CHARGE
                                              SALES CHARGE            AS APPROPRIATE             COMMISSION
                                                  AS A                 PERCENTAGE OF                AS A
                                              PERCENTAGE OF             NET AMOUNT              PERCENTAGE OF
AMOUNT OF PURCHASE                           OFFERING PRICE              INVESTED              OFFERING PRICE
- ------------------                           --------------           --------------           --------------
<S>                                             <C>                       <C>                     <C>
less than $100,000                              4.50%                     4.71%                   4.05%
$100,000 but less than $250,000                 3.50%                     3.53%                   3.05%
$250,000 but less than $500,000                 2.50%                     2.36%                   2.05%
$500,000 but less than $1,000,000               2.00%                     2.04%                   1.60%
$1,000,000 or more                              0.00%                     0.00%                   0.00%
</TABLE>

The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 3.00% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of the shares of the Fund in the form
of payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Fund for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. A Shareholder who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase price if such Shareholder redeems any or all of the Class A shares
prior to the first anniversary of purchase. Under certain circumstances,
commissions up to the amount of the entire sales charge will be reallowed to
financial institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.

RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Fund and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Fund may amend or
terminate this right of accumulation at any time as to subsequent purchases.

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
that impose a comparable sales charge over the next 13 months, the sales charge
may be reduced by completing the Letter of Intent section of the Account
Application Form. The Letter of Intent includes a provision for a sales charge
adjustment depending on the amount actually purchased within the 13- month
period. In addition, pursuant to a Letter of Intent, the Custodian will hold in
escrow the difference between the sales charge applicable to the amount
initially purchased and the sales charge paid at the time of investment, which
is based on the amount covered by the Letter of Intent.

For example, assume an investor signs a Letter of Intent to purchase $250,000
in Class A shares of one (or more) of the funds of the Trust that imposes a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.00% (the sales charge applicable to purchases
of $250,000) and .50% of the investment (representing the difference between
the 2.50% sales charge applicable to purchases of $100,000 and the 2.50% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.


                                                                              12

<PAGE>   432



The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of the Fund, such as
mergers, asset acquisitions and exchange offers to which the Fund is a party.

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi), and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi), and
(vii) above will not be continued indefinitely and may be discontinued at any
time without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of these waiver policies
prior to initiating the procedures described in clauses (v), (vi), and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). This ongoing fee will cause Class B shares to
have a higher expense ratio and to pay lower dividends than Class A shares.
Class B shares convert automatically to Class A shares after eight years,
commencing from the end of the calendar month in which the purchase order was
accepted under the circumstances and subject to the qualifications described in
this Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares,

                                                                              13

<PAGE>   433



such as the payment of compensation to dealers and agents for selling Class B
shares. A dealer reallowance of 4.00% of the original purchase price of the
Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                                                              CONTINGENT DEFERRED
                                                                                SALES CHARGE AS A
                      YEAR(S)                                                    PERCENTAGE OF
                      SINCE                                                      DOLLAR AMOUNT
                      PURCHASE                                                  SUBJECT-TO CHARGE
                       <S>                                                           <C>
                       0-1                                                           5.00%
                       1-2                                                           4.00%
                       2-3                                                           3.00%
                       3-4                                                           3.00%
                       4-5                                                           2.00%
                       5-6                                                           1.00%
                       6-7                                                           None
                       7-8                                                           None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholders Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $ 1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code) of a
Shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of the Fund, such as mergers, asset acquisitions
and exchange offers to which the Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."



                                                                              14

<PAGE>   434



CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholdees Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of the Fund may exchange their shares for Class A
shares of the Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders may exchange their shares for Fiduciary Class shares of
the Fund or for Fiduciary Class shares or Class A shares of another fund of the
Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of the Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."

CLASS B

Class B Shareholders of the Fund may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.



                                                                              15

<PAGE>   435



ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms or conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

REDEMPTIONS

Shareholders may redeem their shares (except Class B shares, as provided above)
without charge on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable contingent
deferred sales charge for Class B shares after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group(R), c/o State Street Bank and Trust
Company, P.O. Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange, or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Fund. Purchases of

                                                                              16

<PAGE>   436



additional Class A or Class B shares while the Systematic Withdrawal Plan is in
effect are generally undesirable because a sales charge is incurred whenever
purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date of the redemption request is
received by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date.

In addition, Shareholders who have attained the age of 70 1/2 may elect to
receive distributions, to the extent that the redemption represents a minimum
required distribution from an Individual Retirement Account or other qualifying
retirement plan.

If the amount of systematic withdrawal exceeds income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Fund intends to pay cash for all shares
redeemed.

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercises its right to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will be given notice that the
value of the shares in his or her account is less than the minimum amount and
will be allowed 60 days to make an additional investment in the Fund in an
amount which will increase the value of the account to at least $1,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

FUND MANAGEMENT

THE ADVISER

The Trust and Banc One Investment Advisors Corporation (the "Adviser") have
entered into an investment advisory agreement (the "Advisory Agreement"). Under
the Advisory Agreement, the Adviser makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program. The Adviser discharges its responsibilities subject
to the supervision of, and policies established by, the Trustees of the Trust.
The Trust's shares are not deposits or obligations of, or endorsed or
guaranteed by BANC ONE CORPORATION or its bank or non-bank affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

The Adviser is an indirect, wholly-owned subsidiary of BANC ONE CORPORATION, a
bank holding company incorporated in the state of Ohio. BANC ONE CORPORATION
currently has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance and insurance.

On a consolidated basis, BANC ONE CORPORATION had assets of over $90.5 billion
as of December 31, 1995.

The Adviser represents a consolidation of the investment advisory staffs of a
number of bank affiliates of BANC ONE CORPORATION, which have considerable
experience in the management of open-end management investment company
portfolios, including The One Group(R) since 1985 (then known as "The Helmsman
Fund").


                                                                              17

<PAGE>   437



No single person is responsible for managing the assets of the Fund. Rather,
investment decisions for the Fund are made by committee.

   
The Adviser is entitled to a fee which is calculated daily and paid monthly, at
an annual rate of .05% of the average daily net assets of the Fund. The Adviser 
may voluntarily waive all or part of this fee.
    

The Adviser also serves as investment adviser to each of the Underlying Funds.
As a shareholder of each of the Underlying Funds, the Fund will indirectly bear
its proportional share of investment advisory fees paid by those funds. The
Underlying Funds pay the Advisor an advisory fee at the following rates:

   
<TABLE>
         <S>                                                           <C>
         The One Group Prime Money Market Fund                         .30%
         The One Group Disciplined Value Fund                          .74%
         The One Group International Equity Index Fund                 .55%
         The One Group Large Company Growth Fund                       .74%
         The One Group Large Company Value Fund                        .74%
         The One Group Growth Opportunities Fund                       .74%
         The One Group Value Growth Fund                               .65%
         The One Group Gulf South Growth Fund                          .65%
         The One Group Income Equity Fund                              .74%
         The One Group Equity Index Fund                               .10%
</TABLE>
    

THE DISTRIBUTOR

The One Group(R) Services Company (the "Distributor"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to a
distribution agreement (the "Distribution Agreement") under which shares of the
Fund are sold on a continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Fund. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of Class A shares of the Fund. UP to .25% of
the fees payable under the Plan may be used as compensation for Shareholder
services by the Distribution and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (1) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of the
Adviser), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of the Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of the Fund's average daily
net assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and the
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fee facilitate the ability of the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
the Adviser or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different

                                                                              18

<PAGE>   438



compensation with respect to different classes of shares. In addition, a
financial institution that is the record owner of shares for the account of its
customers may impose separate fees for account services to its customers.

THE ADMINISTRATOR

The One Group(R) Services Company, (the "Administrator"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to an
administration agreement relating to the Fund (the "Administration Agreement").
Under the terms of the Administration Agreement, the Administrator is
responsible for providing the Trust with administrative services (other than
investment advisory services), including regulatory reporting and all necessary
office space, equipment, personnel and facilities.

The Adviser also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and the Adviser. Pursuant to
this agreement, the Adviser performs many of the Administrator's duties, for
which the Adviser receives a fee paid by the Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .10% of the Fund's
average daily net assets on the first $500,000,000 in Fund assets, .075% of the
Fund's average daily net assets between $500,000,000 and $1 billion, and .05%
of the Fund's average daily net assets when Fund assets exceed $1 billion.

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company. Bank One Trust Company receives a fee paid by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust.  Coopers & Lybrand L.L.P. serves
as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses.

The Adviser and the Administrator of the Fund each bears all expenses incurred
in connection with the performance of their services as investment adviser and
administrator, respectively, other than the cost of securities (including
brokerage commissions, if any) purchased for the Fund.

As a general matter, as set forth in the Multiple Class Plan, expenses are
allocated to each class of shares of the Fund on the basis of the net asset
value of that class in relation to the net asset value of the Fund. At present,
the only expenses that are allocated to Class A and Class B shares, other than
in accordance with the relative net asset value of the class, are the
distribution and Shareholder services costs. See "Expense Summary." At present,
no expenses are allocated to Fiduciary Class shares as a class that are not
also borne by the other classes of shares of the Fund in proportion to the
relative net asset value of the shares of such classes.

The organizational expenses of the Fund have been capitalized and are being
amortized in the first five years of the Fund's operations. Such amortization
will reduce the amount of income available for payment as dividends.



                                                                              19

<PAGE>   439



TRUSTEES OF THE TRUST

The management and affairs of the Trust are supervised by the Trustees under
the laws governing business trusts in the Commonwealth of Massachusetts. The
Trustees have approved contracts under which, as described above, certain
companies provide essential management services to the Trust.

VOTING RIGHTS

As set forth in the Multiple Class Plan, each share held entitles the
Shareholder of record to one vote. Each fund of the Trust will vote separately
on matters relating solely to that fund. In addition, each class of a fund
shall have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.

DIVIDENDS

Net investment income (exclusive of capital gains) is declared daily, and is
determined and distributed in the form of monthly dividends to Shareholders of
Record on the first Business Day of each month. Capital gains of the Fund, if
any, will be distributed at least annually.

To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly
distributions level from the Fund may be fixed from time to time at rates
consistent with the Adviser's long-term earnings expectations.

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares(other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. See "Conversion
Feature."

Dividends and distributions of the Fund are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group(R)
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.


                                                                              20

<PAGE>   440



OTHER INVESTMENT POLICIES

PORTFOLIO TURNOVER

Portfolio turnover may vary greatly from year to year as well as within a
particular year. It is presently estimated that the annual portfolio turnover
rate for the Fund will not exceed 200%. Higher portfolio turnover rates will
likely result in higher transaction costs to the Fund and may result in
additional tax consequences to the Fund's Shareholders.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of the Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

The Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, securities issued by
regulated investment companies, and if consistent with the Fund's investment
objective and policies, repurchase agreements involving such securities) if as
a result more than 25% of the total assets of the Fund would be invested in the
securities of such issuer. This restriction applies to 50% of the Fund's total
assets. With respect to the remaining 50% of its total assets, the Fund may not
purchase the securities of any issuer if as a result more than 5% of the total
assets of the Fund would be invested in the securities of such issuer. For
purposes of this limitation, a security is considered to be issued by the
government entity whose assets and revenues guarantee or back the security.
With respect to private activity bonds or industrial development bonds backed
only by the assets and revenues of a non-governmental user, such user would be
considered the issuer.
        
2. Purchase any securities that would cause more than 25% of the total assets of
the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, except for investments
in funds of The One Group(R), provided that this limitation does not apply to
investments in obligations issued or guaranteed by the U.S. government or its
agencies and instrumentalities and repurchase agreements involving such
securities. For purposes of this limitation (i) utilities will be divided
according to their services (for example, gas, gas transmission, electric and
telephone will each be considered a separate industry); and (ii) wholly-owned
finance companies will be considered to be in the industries of their parents if
their activities are primarily related to financing the activities of their
parents.

3. Make loans, except that the Fund may (i) purchase or hold debt instruments
in accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information. For the investment limitations of the Underlying Funds, see the
applicable prospectuses.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Underlying Funds. As described above in "Investment Policies of the Fund -
Permissible Investments," the Fund may also invest directly in certain of the
following instruments for temporary defensive purposes. For a more detailed
description, see the Statement of Additional Information or the prospectuses of
the Underlying Funds.

U.S. TREASURY OBLIGATIONS -- The funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").


                                                                              21

<PAGE>   441



CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDS") are negotiable
interest bearing instruments with a specific maturity. CDS are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market.

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S.  government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S.  government agencies include debt issues and
mortgage-backed securities issued or guaranteed by select agencies.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stocks, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.

WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period
of years or indefinitely.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

INVESTMENT COMPANY SECURITIES -- The funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The funds bear a risk of loss in the event the other party
defaults on its obligations and the funds are delayed or prevented from their
right to dispose of the collateral securities or if the funds realize a loss on
the sale of the collateral securities.

REVERSE REPURCHASE AGREEMENTS - The funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the funds enter into a reverse
repurchase agreement, they would place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and would subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the funds may
decline below the price at which the funds are obligated to repurchase the
securities.


                                                                              22

<PAGE>   442



DEMAND FEATURES - The funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the funds to meet redemption requests and remain as fully
invested as possible.

ASSET-BACKED SECURITIES - Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
will be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to
reinvest the proceeds from the securities at a lower rate. Potential market
gains on a security subject to prepayment risk may be more limited than
potential market gains on a comparable security that is not subject to
prepayment risk. Under certain interest rate and prepayment rate scenarios, the
funds may fail to recoup fully their investment in asset-backed securities.
Asset-backed securities are commonly considered to be derivatives.

SHORT-TERM FUNDING AGREEMENTS - The funds may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated insurance companies. Short-term funding agreements issued by insurance
companies are sometimes referred to as Guaranteed Investment Contracts
("GICs"), while those issued by banks are referred to as Bank Investment
Contracts ("BICs"). Pursuant to such agreements, the funds make cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the funds on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company and are paid from
the general assets of the issuing entity. The funds will purchase short-term
funding agreements only from banks and insurance companies which, at the time
of purchase, are rated "A" or the equivalent by at least one NRSRO and have
assets of $1 billion or more.  Generally, there is no active secondary market
in short-term funding agreements.

SECURITIES OF FOREIGN ISSUERS -- The funds may invest in securities of foreign
issuers to achieve income or capital appreciation. The funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests in a pool of securities
issued by a foreign issuer. ADRs include American Depository Shares and New
York Shares. There may be less information available on the foreign issuers of
unsponsored ADRs than on the issuers of sponsored ADRS.

MORTGAGE-BACKED SECURITIES --Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac. Mortgage-backed
securities may also be issued by nongovernmental entities and may or may not
have private insurer guarantees of timely payments. The funds also may invest
in mortgage-backed securities issued by non-government entities, which consist
of Collateralized Mortgage Obligations ("CMOs") and Real Estate Mortgage
Investment Conduits ("REMICs"). Mortgage-backed securities are in most cases
"pass-through" instruments, through which the holder receives a share of all
interest and principal payments from the mortgages underlying the certificate.
Because the prepayment characteristics of the underlying mortgages vary, it is
not possible to predict accurately the average life or realized yield of a
particular issue of pass-through certificates. During periods of declining
interest rates, prepayment of mortgages underlying mortgage-backed securities
can be expected to accelerate. When the mortgage obligations are prepaid, the
funds may have to reinvest in securities with a lower yield. Moreover,
prepayment of mortgages which underlie securities purchased at a premium could
result in capital losses.

STRIPPED MORTGAGE-BACKED SECURITIES--The funds may, to enhance revenues or
hedge against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multi-class mortgage securities. The funds may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool
of mortgage assets. A common type of SMBS will have one class receiving all of
the interest from the mortgage assets ("I0s"), while the other class will
receive all of the principal ("POs"). If the underlying mortgage assets
experience greater than anticipated prepayments of principal, the funds may
fail to fully recoup their initial investment in these securities. Although the
market for such securities is increasingly liquid, certain SMBS may not be
readily marketable and will be considered illiquid for purposes of the funds'
limitations on investments in illiquid securities. The market value of the
class consisting entirely of principal payments generally is unusually volatile
in response to changes in interest rates.


                                                                              23

<PAGE>   443
MORTGAGE DOLLAR ROLLS--The funds may enter into mortgage "dollar rolls" in
which the funds sell securities for delivery in the current month and
simultaneously contract with the same counterparty to repurchase similar (same
type, coupon and maturity) but not identical securities on a specified future
date. The funds benefit to the extent of any difference between the price
received for the securities sold and the lower forward price for the future
purchase (often referred to as the "drop") or fee income plus the interest
earned on the cash proceeds of the securities sold until the settlement date of
the forward purchase. Unless such benefits exceed the income, capital
appreciation and gain or loss due to mortgage prepayments that would have been
realized on the securities sold as part of the mortgage dollar roll, the use of
this technique will diminish the investment performance of the funds compared
with what such performance would have been without the use of mortgage dollar
rolls.

FIXED RATE MORTGAGE LOANS--Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates
and have original terms to maturity ranging from 5 to 40 years. The funds may
invest in fixed rate mortgage loans that are privately issued and are not
issued or guaranteed by the U.S. government.

SECURITIES LENDING -- In order to generate additional income, the funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S.  government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by the Adviser to be of good standing under guidelines established by
the Trust's Board of Trustees and when, in the judgment of the Adviser, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The funds will enter into loan arrangements only
with counterparties which the Adviser has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by the funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

RESTRICTED SECURITIES -- The funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. There is a risk that the current interest rate on
such obligations may not accurately reflect existing market interest rates.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS --The funds
may purchase securities on a when-issued basis when deemed by the Adviser to
present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. When the Adviser purchases a
when-issued security, the Custodian will set aside cash or liquid securities to
satisfy the purchase commitment. The funds generally will not pay for such
securities or earn interest on them until received. In a forward commitment
transaction, the funds contract to purchase securities for a fixed price at a
future date beyond customary settlement time. The funds are required to hold
and maintain in a segregated account until the settlement date, cash, U.S.
government securities or liquid high-grade debt obligations in an amount
sufficient to meet the purchase price. Alternatively, the funds may enter into
offsetting contracts for the forward sale of other securities that they own.
The purchase of securities on a when-issued or forward commitment basis
involves a risk of loss if the value of the security to be purchased declines
prior to the settlement date.

OPTIONS -- The funds may purchase and write (i.e., sell) call options and put
options on securities and indices, which options are traded on national
securities exchanges. A call option gives the purchaser the right to buy, and
obligates the writer of the option to sell, the underlying security at the
agreed upon exercise (or "strike") price during the option period. A put option
gives the purchaser the right to sell, and obligates the writer to buy, the
underlying security at the strike price during the option period. There are
risks associated with options transactions, including the following: (i) the
success of a hedging strategy may depend on the ability of the Adviser to
predict movements in the prices of the individual securities, fluctuations in
markets and movements in interest rates; (ii) there may be an imperfect or no
correlation between the changes in market value of the securities held by the
funds and the prices of options; (iii) there may not be a liquid secondary
market for options; and (iv) while the funds will receive a premium when they
write covered call options, they may not participate fully in a rise in the
market value of the
                                                                              24

<PAGE>   444
underlying security. It is expected that the funds will only engage in option
transactions with respect to permitted investments and related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- Certain of the funds may enter into
futures contracts, options on futures contracts, index futures and options
thereon that are traded on an exchange regulated by the Commodities Futures
Trading Commission ("CFTC") if, to the extent that such futures and options are
not for "bona fide hedging purposes" (as defined by the CFTC), the aggregate
initial margin and premiums on such positions (excluding the amount by which
options are in the money) do not exceed 5% of the funds' total assets at
current value. Options and futures can be volatile instruments, and involve
certain risks. If the Adviser applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
fund's return. The funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out their positions because of an
illiquid secondary market.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the funds from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the funds' investments are traded, the funds may enter
into swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate
swap, a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate
payments.  Currency swaps involve the exchange of respective rights to make or
receive payments in specified currencies. Mortgage swaps are similar to
interest rate swaps in that they represent commitments to pay and receive
interest. The notional principal amount, however, is tied to a reference pool
or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
funds may invest in any such options, contracts and products as may be
developed to the extent consistent with their investment objective, policies
and restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the funds' portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the funds would be less favorable than it
would have been if these products were not used. In addition, losses may occur
if counterparties involved in transactions do not perform as promised. These
products may expose the funds to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments.

STRUCTURED INSTRUMENTS -- Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as Sallie Mae,
Ginnie Mae, Fannie Mae, and Freddie Mac), banks, municipalities, corporations,
and other business entities whose interest and/or principal payments are
indexed to certain specific foreign currency exchange rates, interest rates, or
one or more other reference indices. Structured instruments frequently are
assembled in the form of medium-term notes, but a variety of forms are
available. Structured instruments are commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by the Adviser, principal
and/or interest payments on the structured instrument may be substantially less
than expected.  In addition, although structured instruments may be sold in the
form of a corporate debt obligation, they may not have some of the protection
against counterparty default that may be available with respect to publicly
traded debt securities (i.e., the existence of a trust indenture).

MUNICIPAL SECURITIES -- Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. Municipal securities
are generally classified as "general obligation" bonds and "revenue" bonds.
General obligation bonds are obligations involving the credit of an issuer
possessing taxing power and are payable from the issuer's general unrestricted
revenues. Revenue bonds are payable only from the revenues derived from a
particular facility or class of facilities or, in some cases, from the proceeds
of a special excise or other specific revenue source. Revenue bonds are not
payable from the issuer's general revenues. The funds also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations.

                                                                              25

<PAGE>   445



Such notes are issued with a short-term maturity in anticipation of the
receipt of tax funds, the proceeds of bond placements, or other revenues.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a fund's municipal
securities in the same manner. In addition, the Internal Revenue Code of 1986,
as amended (the "Code") imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance.

INVERSE FLOATING RATE INSTRUMENTS -- The funds may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent
that its interest rate varies by a magnitude that exceeds the magnitude of the
change in the index rate of interest. The higher degree of leverage inherent in
inverse floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.


                                                                              26

<PAGE>   446

Standard & Poor's Rating Services

Investment Grade
- ----------------
Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Non-Investment Grade
- --------------------
Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rated category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or
BB-rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.

Moody's Investor Service, Inc.

Investment Grade
- ----------------
Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

                                                                              27

<PAGE>   447



Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

Non-Investment Grade
- --------------------
Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other
marked shortcomings. C is the lowest rating. Bonds in this category have
extremely poor prospects of ever attaining investment standing.

Unrated securities will be treated as non-investment grade securities unless
the Adviser determines that such securities are the equivalent of investment
grade securities. Securities that have received different ratings from more
than one agency are considered investment grade if at least one agency has
rated the security investment grade.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

o Amortization schedule (the larger the final maturity relative to other
maturities the more likely it will be treated as a note).

o    Source of Payment (the more dependent the issue is on the market for its
refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

MISCELLANEOUS

PERFORMANCE

From time to time, the Fund may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of the Fund refers to
the annualized income generated by an investment in the Fund over a specified
30-day period. The yield is calculated by assuming that the income generated by
the investment during that period is generated over a one-year period and is
shown as a percentage of the investment.

Total return is the change in value of an investment in the Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.


                                                                              28

<PAGE>   448



The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of the Fund. This figure is
then "annualized" (multiplied by 365 days and divided by the applicable number
of days in the period). Funds with a front-end sales charge would incorporate
the offering price into the distribution yield in place of month-end net asset
value.

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

The Trust will include information on all classes of shares of the Fund in any
advertisement or information including performance data for the Fund. The
performance for Fiduciary Class shares may be higher than for Class A shares
and Class B shares because Fiduciary Class shares are not subject to sales
charges and distribution expenses.

The performance of each class of the Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of the Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, the
Fund may advertise its total return in the same manner. If reflected, sales
charges would reduce these total return calculations.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.

TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

Distributions by the Fund to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a retirement plan that ceases to qualify for tax-exempt
treatment under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Fund's distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Fund and qualified retirement plan trusts considering purchasing such
shares, should consult their tax advisers for a more complete explanation of
the Federal tax consequences, and for an explanation of the state, local and
(if applicable) foreign tax consequences of making such an investment.

The Fund will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received

                                                                              29

<PAGE>   449



any interest payments on such obligations during that period. Because the Fund
distributes substantially all of its net investment income to its Shareholders
(including such imputed interest), the Fund may have to sell portfolio
securities in order to generate the cash necessary for the required
distributions. Such sales may occur at a time when the Adviser would not have
chosen to sell such securities and may result in a taxable gain or loss.

Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by the Fund and received by Shareholders on December 31 of that
year, if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

The Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. The Fund will not be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.




                                                                              30

<PAGE>   450





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                                                                              31

<PAGE>   451





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                                                                              32

<PAGE>   452





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                                                                              33

<PAGE>   453


Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Distributor
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group(R) Services Company
343 5 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C. 20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215



TOG-F-119





                                                                              34
<PAGE>   454
The One Group(R) Investor Conservative Growth Fund                   PROSPECTUS

Investment Adviser:   BANC ONE INVESTMENT ADVISORS CORPORATION

The One Group(R) (the "Trust") is a mutual fund seeking to provide a convenient
and economical means of investing in one or more professionally managed
portfolios of securities. This Prospectus relates to The One Group(R) Investor
Conservative Growth Fund Class A, Class B and Fiduciary Class shares.

THE ONE Group(R) INVESTOR CONSERVATIVE GROWTH FUND (THE "FUND") SEEKS CAPITAL
APPRECIATION AND INCOME BY INVESTING PRIMARILY IN A DIVERSIFIED GROUP OF ONE
GROUP MUTUAL FUNDS WHICH INVEST PRIMARILY IN EQUITY AND FIXED INCOME SECURITIES.
CURRENT INCOME IS A SECONDARY OBJECTIVE.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans, as well as to other long-term
investors.

Fiduciary Class shares are offered to institutional investors, including
affiliates of BANC ONE CORPORATION and any bank, depository institution,
insurance company, pension plan or other organization authorized to act in
fiduciary, advisory, agency, custodian or similar capacities (each an
"Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL GOVERNMENT OR
ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES INVESTMENT RISKS,
INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. BANC ONE
INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR INVESTMENT
ADVISORY AND OTHER SERVICES.

   
This Prospectus sets forth concisely the information about the Trust that a
prospective investor should know before investing. Investors are advised to read
this Prospectus and retain it for future reference. A Statement of Additional
Information dated November 1, 1996 has been filed with the Securities and
Exchange Commission and is available without charge through the Distributor, The
One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH 43219 or by
calling 1-800-480-4111 during business hours. The Statement of Additional
Information is incorporated into this Prospectus by reference.
    

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.

   
November 1, 1996
    


<PAGE>   455



TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                           PAGE
                                                           ----
<S>                                                      <C>
SUMMARY                                                      3
ABOUT THE FUND                                               4
  Expense Summary                                            4
  The Fund                                                   5
  Investment Objective                                       6
  Investment Policies                                        6
HOW TO DO BUSINESS WITH THE ONE Group(R)                    11
  How to Invest in The One Group(R)                         11
  Alternative Sales Arrangements                            15
  Exchanges                                                 16
  Redemptions                                               17
FUND MANAGEMENT                                             18
  The Adviser                                               18
  The Distributor                                           19
  The Administrator                                         20
  The Transfer Agent and Custodian                          20
  Counsel and Independent Accountants                       20
OTHER INFORMATION                                           20
  The Trust                                                 20
  Other Investment Policies                                 22
  Description of Permitted Investments                      22
  Description of Ratings                                    27
  Miscellaneous                                             29
  Performance                                               29
  Taxes                                                     29
</TABLE>




<PAGE>   456



SUMMARY

THE ONE Group(R) (the "Trust") is an open-end management investment company that
provides a convenient way to invest in professionally managed portfolios of
securities. The following provides basic information about the Class A, Class B
and Fiduciary Class shares of The One Group(R) Investor Conservative Growth 
Fund.

WHAT IS THE INVESTMENT OBJECTIVE? The Fund seeks capital appreciation and income
by investing primarily in a diversified group of One Group mutual funds which
invest primarily in equity and fixed income securities. Current income is a
secondary objective. See "Investment Objective." Shares of the Fund are
available to tax advantaged retirement accounts and other persons investing for
long-term investment purposes. The Fund should not be used for short-term
trading purposes. There is no assurance that the Fund will achieve its
investment objective.

WHAT ARE THE PERMITTED INVESTMENTS? The Fund offers Shareholders a
professionally-managed investment program by purchasing shares of existing
mutual funds of The One Group(R) (the "Underlying Funds"), which are managed by
Banc One Investment Advisors Corporation (the "Adviser"). The Fund will invest
20% to 40% of its assets in Underlying Funds which invest primarily in equity
securities, 60% to 80% in Underlying Funds which invest primarily in
fixed-income securities, and up to 10% in Money Market Funds. The Fund will
normally allocate its assets among the Underlying Funds according to the
Adviser's outlook for the economy, financial markets and relative market
valuation of the Underlying Funds. The Adviser may vary the allocation within
the above ranges. There is no assurance that the Fund will achieve its stated
objective

WHAT ARE THE CHARACTERISTICS OF THE UNDERLYING FUNDS? The Underlying Funds in
which the Fund will invest have the following characteristics:

<TABLE>
<CAPTION>
                          Underlying Fund                               Type of Investments
         -----------------------------------------------                -------------------
         <S>                                                            <C>
         The One Group(R) Prime Money Market Fund                       Money Market
         The One Group(R) Limited Volatility Bond Fund                  Fixed Income
         The One Group(R) Intermediate Bond Fund                        Fixed Income
         The One Group(R) Income Bond Fund                              Fixed Income
         The One Group(R) Government Bond Fund                          Fixed Income
         The One Group(R) Ultra Short-Term Income Fund                  Fixed Income
         The One Group(R) Disciplined Value Fund                        Equity
         The One Group(R) International Equity Index Fund               Equity
         The One Group(R) Large Company Growth Fund                     Equity
         The One Group(R) Large Company Value Fund                      Equity
         The One Group(R) Growth Opportunities Fund                     Equity
         The One Group(R) Value Growth Fund                             Equity
         The One Group(R) Gulf South Growth Fund                        Equity
         The One Group(R) Income Equity Fund                            Equity
         The One Group(R) Equity Index Fund                             Equity
</TABLE>

The Fund's net asset value will fluctuate with changes in the equity markets and
the value of the Underlying Funds in which it invests. The Fund's investment
return is diversified by its investment in the Underlying Funds which invest in
growth and income stocks, foreign securities, debt securities, and cash and cash
equivalents. See page 6 for a complete description of the Underlying Funds
and page 22 for other investment policies.

WHO IS THE ADVISER? Banc One Investment Advisors Corporation, an indirect
subsidiary of BANC ONE CORPORATION, serves as the Adviser of the Trust. The
Adviser is entitled to a fee for advisory services provided to the Trust. The
Adviser may voluntarily agree to waive a part of its fees. See "The Adviser" and
"Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group(R) Services Company serves as the
Administrator of the Trust. The Administrator is entitled to a fee for services
provided to the Trust. Banc One Investment Advisors Corporation serves as the
Sub-Administrator of the Trust, pursuant to an agreement with the Administrator
for which Banc One Investment Advisors Corporation receives a fee paid by the
Administrator. See "The Administrator" and "Expense Summary."

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee. See "The Transfer Agent and
Custodian."




                                                                               3

<PAGE>   457


WHO IS THE DISTRIBUTOR? The One Group(R) Services Company acts as Distributor of
the Trust's shares. The Distributor is entitled to fees for distribution
services for the Class A and Class B shares. No compensation is paid to the
Distributor for the distribution services for the Fiduciary Class shares of the
Fund. See "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days"). See "How to Invest in The One Group(R)" and
"Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month. Any capital gains are distributed at least
annually. Distributions are paid in additional shares of the same class unless
the Shareholder elects to take the payment in cash. See "Dividends."


ABOUT THE FUND

EXPENSE SUMMARY -- THE ONE Group(R) INVESTOR CONSERVATIVE GROWTH FUND

   
<TABLE>
<CAPTION>

                                                                                                      FIDUCIARY
                                                                     CLASS A           CLASS B          CLASS
                                                                     --------          -------         -------

<S>                                                                  <C>               <C>             <C> 
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                            4.50%             None              None
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge (2)                          None             5.00%             None
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)                        None             None              None
Redemption Fees                                                       None             None              None
Exchange Fees                                                         None             None              None
ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)
Investment Advisory Fees(3)                                           .01%             .01%              .01%
12b-1 Fees (after fee waiver)(4)                                      .25%            1.00%              None
Other Expenses(5)                                                     .19%             .19%              .19%
TOTAL OPERATING EXPENSES(6)                                           .45%            1.20%              .20%
</TABLE>
    

(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first anniversary
         of purchase.

   
(3)      Investment Advisory fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Absent this voluntary
         reduction, Investment Advisory fees would be .05% for all classes
         of shares.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plan, 12b-1 fees (as a percentage of average daily
         net assets) would be .35% for Class A shares. The 12b-1 fees include a
         Shareholder servicing fee of .25% of average daily net assets of the
         Fund's Class B shares and may include a Shareholder servicing fee of
         .25% of the average daily net assets of the Fund's Class A shares. See
         "The Distributor".

(5)      Other Expenses have been revised to reflect fee waivers and
         reimbursements effective as of the date of this Prospectus. Absent
         this voluntary waiver and reimbursement, Other Expenses would be .29%.

(6)      Absent the voluntary reduction of fees, Total Operating Expenses would
         be .69% for Class A Shares, 1.34% for Class B Shares, and .34% for 
         Fiduciary Class Shares.
    

The Fund will indirectly bear its pro rata share of fees and expenses incurred
by the Underlying Funds, and the investment returns of the Fund will be net of
the expenses of the Underlying Funds. The following chart provides the expense
ratio for each of the Underlying Funds in which the Fund invests (based on the
current Underlying Fund prospectus). Certain of these expense ratios may 
include a voluntary reduction of investment advisory fees.

   
<TABLE>
<CAPTION>
                                                                               
Name of Underlying Fund                             Expense Ratio              
- -----------------------                             -------------              
<S>                                                    <C>                      
The One Group Prime Money Market Fund                  .50%                     
The One Group Limited Volatility Bond Fund             .62%                     
The One Group Intermediate Bond Fund                   .67%                     
The One Group Income Bond Fund                         .61%                     
</TABLE>
    

                                                                               4

<PAGE>   458
   
<TABLE>
<S>                                                    <C> 
The One Group Government Bond Fund                     .69%
The One Group Ultra Short-Term Income Fund             .91%
The One Group Disciplined Value Fund                  1.00%
The One Group International Equity Index Fund         1.36%
The One Group Large Company Growth Fund                .99%
The One Group Large Company Value Fund                 .98%
The One Group Growth Opportunities Fund               1.00%
The One Group Value Growth Fund                       1.05%
The One Group Gulf South Growth Fund                  1.06%
The One Group Income Equity Fund                      1.01%
The One Group Equity Index Fund                        .39%
</TABLE>
    

   
After combining the total operating expenses of the Fund with those of the
Underlying Funds, the estimated average weighted expense ratio for Class A
Shares is 1.22%, for  Class B Shares is 1.97% and for Fiduciary Class shares is
 .97%.
    

On the basis of these estimated expenses, the following example illustrates the 
expenses an investor would pay on a $1,000 investment in Class A and Fiduciary 
Class shares of the Fund, assuming: (1) imposition of the maximum sales charge 
for Class A shares; (2) 5% annual return; and (3) redemption at the end of each
time period.

   
<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                    <C>              <C>             <C>             <C>
Class A                                                $57              $82             $109            $186
Fiduciary Class                                        $10              $31             $ 54            $119
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                    <C>             <C>              <C>             <C>
Class A                                                $60             $92              $127            $223
Fiduciary Class                                        $12             $39              $ 67            $148
</TABLE>
    

On the basis of the estimated expenses above, the following example illustrates
the expenses an investor would pay on a $1,000 investment in Class B shares,
assuming: (1) deduction of the applicable maximum Contingent Deferred Sales
Charge; and (2) 5% annual return.


   
<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                    <C>             <C>              <C>             <C>
Assuming a complete redemption at end of period        $70             $92              $126            $210
Assuming no redemption                                 $20             $62              $106            $210
</TABLE>
    


Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
                                                       1 YEAR         3 YEARS          5 YEARS          10 YEARS
                                                       ------         -------          -------          --------
<S>                                                    <C>             <C>              <C>             <C>
Assuming a complete redemption at end of period        $73             $99              $139            $239
Assuming no redemption                                 $23             $69              $119            $239
</TABLE>
    


Class B shares automatically convert to Class A shares after eight (8) years. 
Therefore, the "10 Years" examples above reflect the effect of such conversion.

THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.

THE FUND

   
The One Group(R) Investor Conservative Growth Fund ( the "Fund") is part of The
One Group(R) (the "Trust"), which is an open-end management investment company
that offers shares in 40 separate funds and different classes of certain of the
funds. The Trust was organized as a Massachusetts Business Trust on May 23,
1985. This Prospectus relates to Class A, Class B, and Fiduciary Class shares of
The One Group(R) Investor Conservative Growth Fund. Each class of shares
provides for variations in distribution costs, voting rights, dividends and per
share net asset value pursuant to a multiple class plan (the "Multiple Class
Plan") adopted by the Board of Trustees of the Trust. Except for these
differences between classes, each share of the Fund represents an undivided,
proportionate interest in the Fund. The Fund is a non-diversified mutual fund
because it invests in the securities of a limited number of Underlying Funds.
However, the Underlying Funds are diversified investment companies. The
Information regarding the Trust's other funds and their classes is contained in
separate prospectuses which may be obtained from the Trust's Distributor, The
One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH 43219, or by
calling 1-800-480-4111.
    

INVESTMENT OBJECTIVE

The Fund seeks capital appreciation and income by investing primarily in a
diversified group of One Group mutual funds which invest primarily in equity and
fixed income securities. Current income is a secondary objective.

                                                                               5
<PAGE>   459



The investment objective of the Fund is fundamental and may not be changed
without a vote of the holders of a majority of the Fund's outstanding shares (as
defined in the Statement of Additional Information).

There is no assurance that the Fund will meet its investment objective.

INVESTMENT POLICIES OF THE FUND

The investment policies of the Fund may be changed without an affirmative vote
of the holders of a majority of the Fund's outstanding shares unless a policy is
expressly deemed to be fundamental. Shareholders will be notified of any
material change in the Fund's investment policies.

Permissible Investments

The Fund will invest 20% to 40% of its assets in nine Underlying Funds of The
One Group which invest primarily in equity securities, 60% to 80% of its assets
in five Underlying Funds of The One Group which invest primarily in fixed income
securities, and up to 10% of its assets in one money market fund of The One
Group. The Fund will invest its assets in the Underlying Funds, within the
ranges indicated below.
<TABLE>
<CAPTION>
                                                                 Investment Range
         Investor Conservative Growth Fund                   (Percent of Fund Assets)
         ---------------------------------                   ------------------------
         <S>                                                      <C>
         The One Group(R) Prime Money Market Fund                       0 - 10%
         The One Group(R) Limited Volatility Bond Fund                  0 - 70%
         The One Group(R) Intermediate Bond Fund                        0 - 70%
         The One Group(R) Income Bond Fund                              0 - 70%
         The One Group(R) Government Bond Fund                          0 - 70%
         The One Group(R) Ultra Short-Term Income Fund                  0 - 70%
         The One Group(R) Disciplined Value Fund                        0 - 10%
         The One Group(R) International Equity Index Fund               0 - 10%
         The One Group(R) Large Company Growth Fund                     0 - 20%
         The One Group(R) Large Company Value Fund                      0 - 20%
         The One Group(R) Growth Opportunities Fund                     0 - 10%
         The One Group(R) Value Growth Fund                             0 - 20%
         The One Group(R) Gulf South Growth Fund                        0 - 10%
         The One Group(R) Income Equity Fund                            0 - 20%
         The One Group(R) Equity Index Fund                             0 - 20%
</TABLE>

The allocation of the Fund's assets among the Underlying Funds will be made by
the Adviser under the supervision of the Trust's Board of Trustees, within the
percentage ranges set forth in the table above.

The Fund and the Underlying Funds are permitted for temporary defensive purposes
to invest up to 100% of their assets in short-term fixed income securities. Such
securities include obligations of the U.S. Government and its agencies and
instrumentalities; commercial paper, bank certificates of deposit, repurchase
agreements, bankers acceptances, variable amount master demand notes and bank
money market deposit accounts. The Fund and the Underlying Funds may also hold
cash for liquidity purposes.

To the extent the Fund or the Underlying Funds are engaged in a temporary
defensive position, they will not be pursuing their investment objective.

DESCRIPTION OF THE UNDERLYING FUNDS

The following is a brief description of the principal investment policies of the
Underlying Funds. Additional investment practices are described in "Investment
Policies of the Underlying Funds," the Statement of Additional Information and
the prospectus for each of the Underlying Funds.

The One Group(R) International Equity Index Fund

The One Group(R) International Equity Index Fund is an equity fund. The
objective of the fund is to provide investment results that correspond to the
aggregate price and dividend performance of the securities in the Gross
Domestic Product Weighted Morgan Stanley Capital International Europe,
Australia and Far East Index ("MSCI EAFE GDP Index" or "EAFE GDP Index").(1)
Under 

- --------
(1)  "MSCI EAFE GDP Index" is a registered service mark of Morgan
     Stanley Capital International, which does not sponsor and is in no way
     affiliated with the fund.

                                                                               6

<PAGE>   460



normal conditions, the fund will invest substantially all of its assets in
foreign securities and at least 65% of the value of its total assets in foreign
equity securities, consisting of common stocks (including sponsored and
unsponsored American Depository Receipts ("ADRs")) and preferred stocks,
securities convertible into common stocks (only if they are listed on registered
exchanges or actively traded in the over-the-counter market), warrants and
depository receipts for such securities of issuers located in at least three
different countries. In attempting to duplicate the capital performance and
dividend income of the MSCI EAFE GDP Index, the fund will normally invest in the
stocks which comprise the Index and secondarily in stock index futures. It is
expected that cash reserve items normally will not exceed 10% of the fund's net
assets. The Fund may invest up to 10% of its net assets in securities of
emerging international markets such as Mexico, Brazil and Chile. A substantial
portion of the fund's assets will be denominated in foreign currencies.

The One Group(R) Large Company Growth Fund

The One Group(R) Large Company Growth Fund seeks long-term capital appreciation
and growth of income by investing primarily in equity securities. To achieve its
objective, the fund will, under normal market conditions, invest substantially
all, but in no event less than 65%, of the value of its total assets in equity
securities consisting of common stocks, warrants and any rights to purchase
common stocks. The weighted average capitalization of the companies in which the
fund invests will under normal market conditions always be in excess of the
market median capitalization of the Standard & Poor's 500 Composite Stock Price
Index ("S&P 500 Index").(2) The fund may invest the remainder of its assets 
in any combination of nonconvertible fixed income securities, repurchase 
agreements, options and futures contracts.

The One Group(R) Large Company Value Fund

The One Group(R) Large Company Value Fund is an equity fund that seeks capital
appreciation with the incidental goal of achieving current income by investing
primarily in equity securities. The fund will invest in equity securities of
companies that are believed to be selling below their long-term intrinsic
investment values. Companies held will typically be large capitalization issuers
with current price/earnings and/or price/book ratios which are lower than that
of the general market as measured by the S&P 500 Index. In addition, the fund
may invest in stock of companies which have been analyzed to have breakup values
well in excess of current market values or which have uniquely undervalued
corporate assets. The general approach to purchasing stocks will emphasize
individual security selection. Macroeconomic data and industry profit forecasts
will be utilized to gauge the best sectors of the economy in which to be
positioned.

Under normal market conditions, the fund will invest at least 80% of the value
of its total assets in equity securities consisting of common stocks and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The remainder of the
fund's assets will be held in cash equivalents

The One Group(R) Growth Opportunities Fund

The One Group(R) Growth Opportunities Fund seeks growth of capital and,
secondarily, current income by investing primarily in equity securities. The
fund will invest in issues which are identified and selected based on the
potential to produce above-average earnings growth per share over a one-to-three
year period. It is expected that issuers will generally include established
companies with a history of above-average growth or companies that are expected
to enter periods of above-average growth, and smaller companies which are
positioned in emerging growth industries. The fund may invest in securities
listed on a stock exchange as well as those traded over-the-counter. At least
80% of the value of the fund's total assets will, under normal conditions, be
invested in equity securities consisting of common stocks and debt securities
and preferred stocks that are convertible into common stocks. The fund also may
enter into options and futures transactions. The remainder of the fund's assets
will be held in cash equivalents.

The One Group(R) Value Growth Fund

The One Group(R) Value Growth Fund seeks long-term capital growth and growth of
income while, as a secondary objective providing a moderate level of current
income. The fund pursues its objectives by investing primarily in a portfolio of
common stocks, debt securities, preferred stocks, convertible securities,
warrants, and other equity securities of companies that show the potential for
growth of earnings over time. Stock selection is guided by current valuation
relative to a stock's historical valuation and relative to the Adviser's
estimates of future growth of earnings and dividends. Accordingly, the Fund may
emphasize securities of companies that the Adviser believes are overlooked or
undervalued by investors, which fact should contribute to an increase in the
market value of the security over time.

- --------
   (2)  "Standard & Poor's 500" is a registered trademark of Standard & Poor's 
        Corporation, which does not sponsor and is in no way affiliated with 
        the fund.

                                                                               7

<PAGE>   461



The fund will ordinarily invest at least 65% of the value of its total assets in
securities with the characteristics described above. Although the fund intends
to invest all of its assets in such securities, up to 35% of its total assets
may be held in cash or invested in U.S. Government Securities, other investment
grade fixed-income securities and cash equivalents.

The One Group(R) Gulf South Growth Fund

The One Group(R) Gulf South Growth Fund seeks long-term capital growth by
investing in a portfolio of equity securities of small-capitalization ,
emerging growth and medium capitalization companies, which are either
headquartered in or whose primary market is in the southeastern region of the
United States. The fund invests primarily in a portfolio of common stocks, debt
securities, preferred stocks, convertible securities, warrants and other equity
securities of such companies. The Adviser anticipates that the fund's portfolio
will normally consist of securities of approximately twenty-five to sixty
emerging growth companies from Virginia, North Carolina, South Carolina,
Florida, Georgia, Tennessee, Alabama, Mississippi, Arkansas, Louisiana, Kentucky
and Texas. It is expected that companies selected would generally have market
capitalizations ranging from $50,000,000 to $2,000,000,000, although the fund
may occasionally hold securities of companies whose market capitalizations are
considerably larger if doing so contributes to the fund's investment objective.

The fund will normally invest at least 65% of the value of its total assets in
securities with the characteristics described above. Although the fund intends
to invest all of its assets in such securities, up to 35% of its total assets
may be held in cash or invested in U.S. Government Securities, other investment
grade fixed-income securities and cash equivalents, when the Adviser's
assessment of the attractiveness of the entire stock market and individual
market sectors changes.

Because the fund is non-diversified, its share price may be subject to greater
fluctuations as a result of changes in an issuer's financial condition or the
market's assessment of an individual issuer. In addition, smaller, less seasoned
companies may be subject to greater business risk than larger, established
companies.

The One Group(R) Income Equity Fund

The One Group(R) Income Equity Fund seeks current income through regular payment
of dividends with the secondary goal of achieving capital appreciation by
investing primarily in equity securities. The fund will make investments in an
attempt to keep its yield above the S&P 500 Index. Achieving such a yield will
be the primary consideration in selecting securities. Investments will be made
in common stocks of corporations which regularly pay dividends, although
continued payment of dividends cannot be assured. The fund will invest primarily
in stocks with favorable, long-term fundamental characteristics, but stocks of
companies that are out of favor in the financial community may also be
purchased.

The fund will under normal conditions invest at least 80% of the value of its
total assets in equity securities consisting of common stocks, and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Equity Index Fund

The One Group(R) Equity Index Fund seeks investment results that correspond to
the aggregate price and dividend performance of the securities on the S&P 500
Index. The fund will, in attempting to duplicate the capital performance and
dividend income of the S&P 500 Index, normally invest in many of the stocks
which comprise the S&P 500 Index and secondarily in stock index futures. Cash
reserves will not normally exceed 10% of the fund's net assets.

The Adviser generally selects stocks for the fund in the order of their
weightings in the S&P 500 Index beginning with the heaviest weighted stocks. The
percentage of the fund's assets to be invested in each stock is approximately
the same as the percentage it represents in the S&P 500 Index. From time to
time, administrative adjustments may be made in the fund because of changes in
the composition of the S&P 500 Index, but such changes should be infrequent. The
fund will attempt to achieve a correlation between the performance of its
portfolio and that of the S&P 500 Index of at least 0.95, without taking into
account expenses. A correlation of 1.00 would indicate perfect correlation,
which would be achieved when the fund's net asset value, including the value of
its dividend and capital gains distributions, increases or decreases in exact
proportion to changes in the S&P 500 Index.



                                                                               8

<PAGE>   462



The One Group(R) Prime Money Market Fund

The One Group(R) Prime Money Market Fund seeks current income with liquidity and
stability of principal. The fund intends to comply with the regulations of the
Securities and Exchange Commission applicable to money market funds using the
amortized cost method for calculating net asset value. These regulations impose
certain quality, maturity and diversification restraints on investments by the
fund. Under these regulations, the fund will invest only in U.S.
dollar-denominated securities, will maintain an average maturity on a
dollar-weighted basis of 90 days or less, and will acquire only "eligible
securities" that present minimal credit risks and have a maturity of 397 days or
less.

The One Group(R) Disciplined Value Fund

The One Group(R) Disciplined Value Fund seeks capital appreciation with the
secondary goal of achieving current income by investing primarily in equity
securities. The fund will invest in equity securities with below-market average
price-to-earnings and price-to-book value ratios. The issuer's soundness and
earnings prospects will also be considered. Although capital appreciation is the
primary purpose for investing in the security, all common stocks must be paying
a current dividend to shareholders to be eligible for purchase. While the
Adviser may sell fund securities in its discretion at any time, it is unlikely
to move toward elimination of the fund's holdings of a stock when the Adviser
determines that there is a fundamental change that impairs a company's ability
to pay dividends, or if the company's 12-month earnings per share comparison is
declining.

The fund will, under normal conditions, invest at least 80% of the value of its
total assets in equity securities consisting of common stocks and debt
securities and preferred stocks that are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Limited Volatility Bond Fund

The One Group(R) Limited Volatility Bond Fund seeks current income consistent
with preservation of capital through investment in high and medium-grade
fixed-income securities. The fund will normally invest at least 80% of total
assets in debt securities of all types with short to intermediate maturities.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between one and five years. At least 65% of the
fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one nationally recognized statistical rating
organization ("NRSRO") at the time of investment, or, if unrated, determined by
the Adviser to be of comparable quality. In addition, at least 65% of total
assets will consist of obligations issued by the U.S. government or its agencies
and instrumentalities, some of which may be subject to repurchase agreements.
The fund also may purchase taxable or tax-exempt municipal securities. Up to 20%
of the fund's total assets may be invested in preferred stocks.

The One Group(R) Intermediate Bond Fund

The One Group(R) Intermediate Bond Fund seeks current income consistent with the
preservation of capital through investments in high and medium-grade
fixed-income securities with intermediate maturities. The fund will normally
invest at least 80% of total assets in debt securities of all types. Under
normal market conditions, it is anticipated that the fund's average weighted
maturity will range between three and ten years. At least 65% of the fund's
total assets will consist of bonds rated in one of the three highest rating
categories by at least one NRSRO at the time of investment or, if unrated,
determined by the Adviser to be of comparable quality. However, the Adviser
reserves the right to invest in more speculative debt securities if they present
attractive opportunities and are rated in the fourth highest rating category by
at least one NRSRO at the time of investment or, if unrated, determined by the
Adviser to be of comparable quality. In addition, at least 50% of total assets
will consist of obligations issued by the U.S. government or its agencies and
instrumentalities, some of which may be subject to repurchase agreements. The
fund also may purchase taxable or tax-exempt municipal securities. Up to 20% of
the fund's total assets may be invested in preferred stocks.

The One Group(R) Income Bond Fund

The One Group(R) Income Bond Fund seeks current income by investing in a
portfolio of high and medium-grade fixed-income securities. The fund will
normally invest at least 80% of total assets in debt securities of all types.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between five and fifteen years. At least 65% of the
fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one NRSRO at the time of investment, or, if
unrated, determined by the Adviser to be of comparable quality. However, the
Adviser reserves the right to invest in more speculative debt securities if they
present attractive opportunities and are rated in the fourth highest rating
category by at least one NRSRO at the time of investment, or, if unrated,
determined by the Adviser to be of comparable quality. The fund also may
purchase taxable or tax-exempt municipal securities. Up to 20% of the fund's
total assets may be invested in preferred stocks.



                                                                               9

<PAGE>   463



The One Group(R) Government Bond Fund

The One Group(R) Government Bond Fund seeks a high level of current income with
liquidity and safety of principal. The fund seeks to achieve its objective
principally through investment in securities issued by the U.S. government and
its agencies and instrumentalities. At least 65% of the total assets of the fund
will be invested in obligations guaranteed as to principal and interest by the
U.S. government or its agencies and instrumentalities, some of which may be
subject to repurchase agreements, and other securities representing an interest
in or collateralized by mortgages that are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. The balance of the fund's assets
may be invested in debt securities and taxable or tax-exempt municipal
securities. The average weighted remaining maturity of the fund is expected to
be between three and fifteen years.

The One Group(R) Ultra Short-Term Income Fund

The One Group(R) Ultra-Short Term Income Fund seeks a high level of current
income consistent with low volatility of principal by investing in a diversified
portfolio of short-term investment grade securities. The fund will normally
invest at least 80% of its total assets in debt securities of all types,
including money market instruments. In addition, up to 20% of the fund's total
assets may be invested in other securities, including preferred stock. The fund
will invest in adjustable rate mortgage pass-through securities and other
securities representing an interest in or collateralized by mortgages with
periodic interest rate resets, some of which may be subject to repurchase
agreements. These securities often are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. However, the fund also may
purchase mortgage-backed securities that are issued by non-governmental
entities. Such securities may or may not have private insurer guarantees as to
timely payments. The fund also may purchase mortgage and interest rate swaps and
interest rate floors and caps. The fund also may employ other investment
techniques to enhance returns, such as loans of fund securities, mortgage dollar
rolls, repurchase agreements, options contracts and reverse repurchase
agreements.

The Fund will maintain a maximum duration of approximately two years. Under
normal interest rate conditions, the Fund's actual duration is expected to be in
a range of approximately six months to one year.

RISK FACTORS

The investments of the Fund are concentrated in the Underlying Fund, so the
Fund's investment performance is directly related to the performance of the
Underlying Funds. In addition, as a matter of fundamental policy, the Fund must
allocate its investments among the Underlying Funds within certain ranges. As a
result, the Fund does not have the same flexibility to invest as a mutual fund
without such constraints.

The Fund may invest in Underlying Funds which invest in medium or lower grade
bonds. If these bonds are downgraded, the Adviser will consider whether to
increase or decrease the Fund's investment in the affected Underlying Fund.
Further, the Fund may invest in Underlying Funds which concentrate their assets
in certain industries. Under certain circumstances, this could result in the
Fund being concentrated in those industries. If this were to occur, the Adviser
would consider whether to maintain or change the Fund's investments in such
Underlying Funds.

Special Risks of Investing in Equity Funds

Changes in the value of an equity fund's portfolio securities will not affect
cash income, if any, derived from these securities but will affect the fund's
net asset value. Because equity funds invest primarily in equity securities,
which fluctuate in value, the funds' shares also will fluctuate in value. In
addition, certain investment management techniques that the funds may use, such
as the purchase and sale of futures, options and forward commitments, could
expose the funds to potentially greater risk of loss than more traditional
equity investments.

Special Risks of Investing in Fixed-Income Funds

The market value of a fund's fixed-income investments will change in response to
interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are also
subject to greater market fluctuations as a result of changes in interest rates.
Changes by recognized agencies in the rating of any fixed-income security and in
the ability of an issuer to make payments of interest and principal also affect
the value of these investments. Except under condition of default, changes in
the value of fixed-income securities will not affect cash income derived from
these securities but will affect the funds' net asset value.



                                                                              10

<PAGE>   464



Special Risks of Investing in Index Funds

Because of the funds' investment objectives, securities may be purchased,
retained and sold by the funds when such transactions would not be consistent
with traditional investment criteria. Accordingly, an investor is exposed to a
greater risk of loss (and a correspondingly greater prospect of gain) from
fluctuations in the value of such securities than would be the case if the funds
were not fully invested in such securities. In addition, the Adviser may
eliminate one or more securities or elect not to increase the funds' position in
such securities notwithstanding the continued listing of such securities on the
relevant index in the following circumstances: (i) the stock is no longer
publicly traded; or (ii) an unexpected adverse development occurs with respect
to a company such as bankruptcy or insolvency. As a result of these risk
factors, the share price of an index fund is expected to be volatile, and
investors should be able to sustain sudden, sometimes substantial, fluctuations
in the value of their investment.

Special Risks of Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls, higher transaction costs, and
delayed settlements of transactions. Securities of some foreign companies are
less liquid, and their prices more volatile, than securities of comparable U.S.
companies. Additionally, there may be less public information available about
foreign issuers. Finally, since the funds may invest in securities denominated
in foreign currencies, changes in exchange rates may affect the value of
investments in the funds.

Special Risks of Small Capitalization Companies

Smaller, less seasoned companies may be subject to greater business risk than
larger, established companies. They may be more vulnerable to changes in
economic conditions, specific industry conditions, market fluctuations and other
factors affecting the profitability of companies. Therefore, the stock price of
smaller capitalization companies may be subject to greater price fluctuations
than that of larger, established companies. Due to these and other risk factors,
the price movement of the securities held by the funds may be volatile and the
net asset value of shares of the funds may fluctuate.

Special Risks of Mortgage-Related Securities

Some of the funds invest in mortgage-related securities, such as mortgage-backed
securities, adjustable rate mortgage loans ("ARMs"), fixed rate mortgage loans,
and mortgage dollar rolls. The investment characteristics of mortgage-related
securities differ from traditional debt securities. These differences can result
in significantly greater price and yield volatility than is the case with
traditional fixed-income securities. The major differences typically include
more frequent interest and principal payments, usually monthly, the
adjustability of interest rates, and the possibility that prepayments of
principal may be made at any time. Prepayment rates are influenced by changes in
current interest rates and a variety of economic, geographic, social, and other
factors. During periods of declining interest rates, prepayment rates can be
expected to accelerate. Under certain interest rate and prepayment rate
scenarios, a fund may fail to recoup fully its investment in mortgage-related
securities notwithstanding a direct or indirect governmental or agency
guarantee. The funds intend to use hedging techniques to control this risk. In
general, changes in the rate of prepayments on a mortgage-related security will
change that security's market value and its yield to maturity. When interest
rates fall, high prepayments could force a fund to reinvest principal at a time
when investment opportunities are not attractive. Thus, mortgage-related
securities may not be an effective means for a fund to lock in long-term
interest rates. Conversely, during periods when interest rates rise, slow
prepayments could cause the average life of the security to lengthen and the
value to decline more than anticipated.


HOW TO DO BUSINESS WITH
THE ONE GROUP(R)

HOW TO INVEST IN THE ONE GROUP(R)

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group(R) Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000 and $100 respectively
($100 and $25, respectively, for employees of BANC ONE CORPORATION and its
affiliates). Initial and subsequent investment minimums may

                                                                              11

<PAGE>   465



be waived at the Distributor's discretion.  Investors may purchase up to a 
maximum of $250,000 of Class B shares per individual purchase order.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans. Fiduciary Class shares are offered
to institutional investors, including affiliates of BANC ONE CORPORATION and any
bank, depository institution, insurance company, pension plan or other
organization authorized to act in fiduciary, advisory, agency, custodial or
similar capacities (each an "Authorized Financial Organization"). For additional
details regarding eligibility, call the Distributor at 1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or other
negotiable bank instrument or money order) payable to "The One Group(R)," to
State Street Bank and Trust Company (the Trust's Transfer Agent and Custodian),
P.O. Box 8500, Boston, MA 02266-8500. Subsequent purchases of shares may be made
at any time by mailing a check to the Transfer Agent. Account Application Forms
are available through the Distributor by calling 1-800-480-4111.

Purchases of Fiduciary Class shares, and Class B shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans, other
than Individual Retirement Accounts, are made by an institutional investor
and/or other intermediary on behalf of an investor (each also a "Shareholder
Servicing Agent"). The Shareholder Servicing Agent may require an investor to
complete forms in addition to the Account Application Form and to follow
procedures established by the Shareholder Servicing Agent. Such Shareholders
should contact their Shareholder Servicing Agents regarding purchases, exchanges
and redemptions of shares. See "Additional Information Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible to
make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

Class A and Class B investors may make automatic monthly investments in the Fund
from their bank, savings and loan or other depository institution accounts. The
minimum initial and subsequent investments must be $25 under the Systematic
Investment Plan, which minimum may be waived at the discretion of the
Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which the Fund may be an
appropriate investment. The Trust's retirement plan allows participants to defer
taxes while helping them build their retirement savings.

The One Group Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and Class
B shares, and the investor could be liable for any fees or expenses incurred by
the Trust. Federal funds are monies credited to a bank's account with a Federal
Reserve Bank. The purchase price of shares of the Fund is the net asset value
next determined after a purchase order is effected plus any applicable sales
charge (the "offering price"). The net asset value per share of the Fund is
determined by dividing the total market value of the Fund's investments and
other assets allocable to a class, less any liabilities allocable to that class,
by the total number of outstanding shares of such class. Net asset value per
share is determined daily as of

                                                                              12

<PAGE>   466



4:00 p.m., eastern time, on each Business Day. For a further discussion of the
calculation of net asset value, see the Statement of Additional Information.
Shares may also be issued in transactions involving the acquisition by the Fund
of securities held by collective investment funds sponsored and administered by
affiliates of the Adviser. Purchases will be made in full and fractional shares
of the Fund calculated to three decimal places. Although the methodology and
procedures are identical, the net asset value per share of classes within the
Fund may differ because the distribution expenses charged to Class A shares and
Class B shares are not charged to Fiduciary Class shares.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the Trust's
Transfer Agent nor the Trust will be responsible for any loss, liability, cost
or expense for acting upon telephone or wire instructions, and the investor will
bear all risk of loss. The Trust will employ reasonable procedures to confirm
that instructions communicated by telephone are genuine, including requiring a
form of personal identification prior to acting upon instructions received by
telephone and recording telephone instructions. If such procedures are not
employed, the Trust may be liable for any losses due to unauthorized or
fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans, Class A shares offered to IRA account participants and
Class B shares that are offered to investors in certain retirement plans such as
401(k) and similar plans, other than Individual Retirement Accounts, will
normally be held in the name of the Shareholder Servicing Agent effecting the
purchase on the Shareholder's behalf, and it is the Shareholder Servicing
Agent's responsibility to transmit purchase orders to the Distributor. A
Shareholder Servicing Agent may impose an earlier cut-off time for receipt of
purchase orders directed through it to allow for processing and transmittal of
these orders to the Distributor for effectiveness the same day. The Shareholder
should contact his or her Shareholder Servicing Agent for information as to the
Shareholder Servicing Agent's procedures for transmitting purchase, exchange or
redemption orders to the Trust. A Shareholder who desires to transfer the
registration of shares beneficially owned by him or her, but held of record by a
Shareholder Servicing Agent, should contact the Shareholder Servicing Agent to
accomplish such change. Other Shareholders who desire to transfer the
registration of their shares should contact the Transfer Agent.

No certificates representing shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the sales charge reallowed to
financial institutions and intermediaries (the "commission"):

<TABLE>
<CAPTION>
                                                                       SALES CHARGE
                                              SALES CHARGE            AS APPROPRIATE             COMMISSION
                                                  AS A                 PERCENTAGE OF                AS A
                                              PERCENTAGE OF             NET AMOUNT              PERCENTAGE OF
AMOUNT OF PURCHASE                           OFFERING PRICE              INVESTED              OFFERING PRICE
- ------------------                           --------------              --------              --------------

<S>                                          <C>                      <C>                      <C>  
less than $100,000                              4.50%                    4.71%                    4.05%
$100,000 but less than $250,000                 3.50%                    3.53%                    3.05%
$250,000 but less than $500,000                 2.50%                    2.36%                    2.05%
$500,000 but less than $1,000,000               2.00%                    2.04%                    1.60%
$1,000,000 or more                              0.00%                    0.00%                    0.00%
</TABLE>

The commissions shown in the table apply to sales through financial institutions
and intermediaries. Under certain circumstances, the Distributor will use its
own funds to compensate financial institutions and intermediaries in amounts
that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 3.00% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of the shares of the Fund in the form
of payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or outside
the United States, and additional compensation in an amount up to 1.00% of the
offering price of Class A shares of the Fund for sales of $1 million to $5
million, and 0.50% for sales over $5 million. A Shareholder who purchases $1
million or more of Class A shares and is not assessed a sales charge at the time
of purchase, will be assessed a sales charge equivalent to 1% of the purchase
price if such Shareholder redeems any or all of the Class A shares prior to the
first anniversary of purchase. Under certain circumstances, commissions up to
the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be "underwriters"
under the Securities Act of 1933.


                                                                              13

<PAGE>   467



RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class A
shares, a "single purchaser" is entitled to cumulate current purchases with the
current value at the offering price of previously purchased Class A and Class B
shares of the Fund and other eligible funds of the Trust, other than the Trust's
money market funds, that are sold subject to a comparable sales charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing for
any one trust, estate or fiduciary account, including employee benefit plans
created under Sections 401 or 457 of the Internal Revenue Code of 1986, as
amended (the "Code"), and including related plans of the same employer. To be
entitled to a reduced sales charge based upon shares already owned, the investor
must ask the Distributor for such reduction at the time of purchase and provide
the account number(s) of the investor, the investor and spouse, and their minor
children, and give the age of such children. The Fund may amend or terminate
this right of accumulation at any time as to subsequent purchases.

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
that impose a comparable sales charge over the next 13 months, the sales charge
may be reduced by completing the Letter of Intent section of the Account
Application Form. The Letter of Intent includes a provision for a sales charge
adjustment depending on the amount actually purchased within the 13-month
period. In addition, pursuant to a Letter of Intent, the Custodian will hold in
escrow the difference between the sales charge applicable to the amount
initially purchased and the sales charge paid at the time of investment, which
is based on the amount covered by the Letter of Intent.

For example, assume an investor signs a Letter of Intent to purchase $250,000 in
Class A shares of one (or more) of the funds of the Trust that imposes a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.00% (the sales charge applicable to purchases
of $250,000) and .50% of the investment (representing the difference between the
2.50% sales charge applicable to purchases of $100,000 and the 2.00% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired through
the exercise of exchange privileges where a comparable sales charge has been
paid for exchanged shares; (iii) purchased by officers, directors or trustees,
retirees and employees (and their spouses and immediate family members) of the
Trust, of BANC ONE CORPORATION and its subsidiaries and affiliates, of the
Distributor and its subsidiaries and affiliates, or of an investment sub-adviser
of a fund of the Trust and such sub-adviser's subsidiaries and affiliates; (iv)
sold to affiliates of BANC ONE CORPORATION and certain accounts (other than
Individual Retirement Accounts) for which Authorized Financial Organizations act
in fiduciary, advisory, agency, custodial or similar capacities, or purchased by
investment advisers, financial planners or other intermediaries who have a
dealer arrangement with the Distributor, who place trades for their own accounts
or for the accounts of their clients and who charge a management, consulting or
other fee for their services, as well as clients of such investment advisers,
financial planners or other intermediaries who place trades for their own
accounts if the accounts are linked to the master account of such investment
adviser, financial planner or other intermediary; (v) purchased with proceeds
from the recent redemption of Fiduciary Class shares of a fund of the Trust or
acquired in an exchange of Fiduciary Class shares of a fund for Class A shares
of the same fund; (vi) purchased with proceeds from the recent redemption of
shares of a mutual fund (other than a fund of the Trust) for which a sales
charge was paid; (vii) purchased in an Individual Retirement Account with the
proceeds of a distribution from an employee benefit plan, provided that, at the
time of distribution, the employee benefit plan had plan assets invested in a
fund of the Trust; (viii) purchased with Trust assets; (ix) purchased in
accounts as to which a bank or broker-dealer charges an asset allocation fee,
provided the bank or broker-dealer has an agreement with the Distributor; (x)
directly purchased with the proceeds of a distribution on a bond for which a
BANC ONE CORPORATION affiliate bank or trust company is the Trustee or Paying
Agent; or (xi) purchased in connection with plans of reorganization of the Fund,
such as mergers, asset acquisitions and exchange offers to which the Fund is a
party.

                                                                              14

<PAGE>   468



An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi), and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from a
recent redemption or distribution as described in clauses (v), (vi), and (vii)
above will not be continued indefinitely and may be discontinued at any time
without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of these waiver policies
prior to initiating the procedures described in clauses (v), (vi), and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan (described below
under "The Distributor"). This ongoing fee will cause Class B shares to have a
higher expense ratio and to pay lower dividends than Class A shares. Class B
shares convert automatically to Class A shares after eight years, commencing
from the end of the calendar month in which the purchase order was accepted
under the circumstances and subject to the qualifications described in this
Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares, all
payments during a month are aggregated and deemed to have been made on the first
day of the month.

<TABLE>
<CAPTION>
                                                 CONTINGENT DEFERRED
                                                  SALES CHARGE AS A
          YEAR(S)                                   PERCENTAGE OF
          SINCE                                     DOLLAR AMOUNT
          PURCHASE                                SUBJECT TO CHARGE
          --------                                -----------------

         <S>                                       <C>  
          0-1                                       5.00%
          1-2                                       4.00%
          2-3                                       3.00%
          3-4                                       3.00%
          4-5                                       2.00%
          5-6                                       1.00%
          6-7                                       None
          7-8                                       None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class A
shares in the Shareholder's Fund account (unless the Shareholder elects to have
Class B shares redeemed first)

                                                                              15

<PAGE>   469



or shares representing capital appreciation, next of shares acquired pursuant to
reinvestment of dividends and capital gain distributions, and finally of other
shares held by the Shareholder for the longest period of time. This method
should result in the lowest possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a total
cost of $1,000) and prior to the second anniversary after purchase, the net
asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and not
to the increase in net asset value of $2 per share. Therefore, $400 of the $600
redemption proceeds is subject to a Contingent Deferred Sales Charge at a rate
of 4.00% (the applicable rate prior to the second anniversary after purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code) of a
Shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived: (i)
plans of reorganization of the Fund, such as mergers, asset acquisitions and
exchange offers to which the Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge, fee
or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B shares
in a Shareholder's Fund account (other than those in the sub-account) convert to
Class A shares, a pro-rata portion of the Class B shares in the sub-account will
also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the funds
of the Trust during the eight-year period, the Trust will aggregate the holding
periods for the shares of each fund of the Trust for purposes of calculating
that eight-year period. Because the per share net asset value of the Class A
shares may be higher than that of the Class B shares at the time of conversion,
a Shareholder may receive fewer Class A shares than the number of Class B shares
converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of the Fund may exchange their shares for Class A
shares of the Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders may exchange their shares for Fiduciary Class shares of the
Fund or for Fiduciary Class shares or Class A shares of another fund of the
Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares of
the Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares, except
as provided below. The Trust does not impose a charge for processing exchanges
of shares. If a Shareholder seeks to exchange Class A shares of a fund that does
not impose a sales charge for Class A shares of a fund that does or the fund
being exchanged into has a higher sales charge, the Shareholder will be required
to pay a sales charge in the amount equal to the difference between the sales
charge applicable to the fund into which the shares are being exchanged and any
sales charges previously paid for the exchanged shares, including any sales
charges incurred on any earlier exchanges of the shares (unless such sales
charge is otherwise waived, as provided in "Other

                                                                              16

<PAGE>   470



Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."

CLASS B

Class B Shareholders of the Fund may exchange their shares for Class B shares of
any other fund of the Trust on the basis of the net asset value of the exchanged
Class B shares, without the payment of any Contingent Deferred Sales Charge that
might otherwise be due upon redemption of the outstanding Class B shares. The
newly acquired Class B shares will be subject to the higher Contingent Deferred
Sales Charge of either the fund from which the shares were exchanged or the fund
into which the shares were exchanged. With respect to outstanding Class B shares
as to which previous exchanges have taken place, "higher Contingent Deferred
Sales Charge" shall mean the higher of the Contingent Deferred Sales Charge
applicable to either the fund the shares are exchanging into or any other fund
from which the shares previously have been exchanged. For purposes of computing
the Contingent Deferred Sales Charge that may be payable upon a disposition of
the newly acquired Class B shares, the holding period for outstanding Class B
shares of the fund from which the exchange was made is "tacked" to the holding
period of the newly acquired Class B shares. For purposes of calculating the
holding period applicable to the newly acquired Class B shares, the newly
acquired Class B shares shall be deemed to have been issued on the date of
receipt of the Shareholder's order to purchase the outstanding Class B shares of
the fund from which the initial exchange was made.

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms or conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable Contingent
Deferred Sales Charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group(R), c/o State Street Bank and Trust
Company, P.O. Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange, or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less; (ii)
the redemption check is payable to the Shareholder(s) of record; and (iii) the
redemption check is mailed to the Shareholder(s) at the address of record. The
Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the

                                                                              17

<PAGE>   471



Transfer Agent at 1-800-480-4111, provided that the Shareholder has elected the
telephone redemption privilege in writing to the Distributor, or to the
Shareholder Servicing Agent, if applicable. The Transfer Agent may reduce the
amount of a wire redemption payment by its then-current wire redemption charge,
which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the Transfer
Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends and
distributions must be reinvested in shares of the Fund. Purchases of additional
Class A or Class B shares while the Systematic Withdrawal Plan is in effect are
generally undesirable because a sales charge is incurred whenever purchases are
made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date.

In addition, Shareholders who have attained the age of 70 1/2 may elect to
receive distributions, to the extent that the redemption represents a minimum
required distribution from an Individual Retirement Account or other qualifying
retirement plan.

If the amount of systematic withdrawal exceeds income accrued since the previous
withdrawal under the Systematic Withdrawal Plan, the principal balance invested
will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of proceeds
may be delayed for 15 or more days until payment has been collected for the
purchase of such shares. The Fund intends to pay cash for all shares redeemed.

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercises its right to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will be given notice that the value
of the shares in his or her account is less than the minimum amount and will be
allowed 60 days to make an additional investment in the Fund in an amount which
will increase the value of the account to at least $1,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.


FUND MANAGEMENT

THE ADVISER

The Trust and Banc One Investment Advisors Corporation (the "Adviser") have
entered into an investment advisory agreement (the "Advisory Agreement"). Under
the Advisory Agreement, the Adviser makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program. The Adviser discharges its responsibilities subject
to the supervision of, and policies established by, the Trustees of the Trust.
The Trust's shares are not deposits or obligations of, or endorsed or guaranteed
by BANC ONE CORPORATION or its bank or non-bank affiliates. The Trust's shares
are not insured or guaranteed by the Federal Deposit Insurance Corporation
("FDIC") or by any other governmental agency or government sponsored agency of
the Federal government or any state.


                                                                              18

<PAGE>   472



The Adviser is an indirect, wholly-owned subsidiary of BANC ONE CORPORATION, a
bank holding company incorporated in the state of Ohio. BANC ONE CORPORATION
currently has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance and insurance.

On a consolidated basis, BANC ONE CORPORATION had assets of over $90.5 billion
as of December 31, 1995.

The Adviser represents a consolidation of the investment advisory staffs of a
number of bank affiliates of BANC ONE CORPORATION, which have considerable
experience in the management of open-end management investment company
portfolios, including The One Group(R) since 1985 (then known as "The Helmsman
Fund").

No single person is responsible for managing the assets of the Fund. Rather,
investment decisions for the Fund are made by committee.

   
The Adviser is entitled to a fee which is calculated daily and paid monthly, at
an annual rate of .05% of the average daily net assets of the Fund. The Adviser 
may voluntarily waive all or part of this fee.
    

The Adviser also serves as investment adviser to each of the Underlying Funds.
As a shareholder of each of the Underlying Funds, the Fund will indirectly bear
its proportionate share of investment advisory fees paid by those funds. The
Underlying Funds pay the Adviser an advisory fee at the following rates:

   
<TABLE>
        <S>                                                           <C> 
         The One Group Prime Money Market Fund                        .30%
         The One Group Limited Volatility Bond Fund                   .40%
         The One Group Intermediate Bond Fund                         .40%
         The One Group Income Bond Fund                               .40%
         The One Group Government Bond Fund                           .45%
         The One Group Ultra-Short Term Income Fund                   .40%
         The One Group Disciplined Value Fund                         .74%
         The One Group International Equity Index Fund                .55%
         The One Group Large Company Growth Fund                      .74%
         The One Group Large Company Value Fund                       .74%
         The One Group Growth Opportunities Fund                      .74%
         The One Group Value Growth Fund                              .65%
         The One Group Gulf South Growth Fund                         .65%
         The One Group Income Equity Fund                             .74%
         The One Group Equity Index Fund                              .10%
</TABLE>
    

THE DISTRIBUTOR

The One Group(R) Services Company (the "Distributor"), a wholly-owned subsidiary
of the BISYS Group, Inc., and the Trust are parties to a distribution agreement
(the "Distribution Agreement") under which shares of the Fund are sold on a
continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Fund. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of Class A shares of the Fund. Up to .25% of the
fees payable under the Plan may be used as compensation for Shareholder services
by the Distributor and/or financial institutions and intermediaries. All such
fees that may be paid under the Plan will be paid pursuant to Rule 12b-1 of the
Investment Company Act of 1940. The Distributor may apply these fees toward: (i)
compensation for its services in connection with distribution assistance or
provision of Shareholder services; or (ii) payments to financial institutions
and intermediaries such as banks (including affiliates of the Advisor), savings
and loan associations, insurance companies, investment counselors,
broker-dealers, and the Distributor's affiliates and subsidiaries, as
compensation for services or reimbursement of expenses incurred in connection
with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class B
Plan") at an annual rate of 1.00% of the Fund's average daily net assets, which
includes Shareholder servicing fees of .25% of the Fund's average daily net
assets.


                                                                              19

<PAGE>   473



Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
the Advisor or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with comparable
transactions.

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record owner
of shares for the account of its customers may impose separate fees for account
services to its customers.

THE ADMINISTRATOR

The One Group(R) Services Company, (the "Administrator"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to an
administration agreement relating to the Fund (the "Administration Agreement").
Under the terms of the Administration Agreement, the Administrator is
responsible for providing the Trust with administrative services (other than
investment advisory services), including regulatory reporting and all necessary
office space, equipment, personnel and facilities.

The Adviser also serves as Sub-Administrator to each fund of the Trust, pursuant
to an agreement between the Administrator and the Adviser. Pursuant to this
agreement, the Adviser performs many of the Administrator's duties, for which
the Adviser receives a fee paid by the Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .10% of the Fund's
average daily net assets on the first $500,000,000 in Fund assets, .075% of the
Fund's average daily net assets between $500,000,000 and $1 billion, and .05% of
the Fund's average daily net assets when Fund assets exceed $1 billion.

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company. Bank One Trust Company receives a fee paid by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P. serves as
the independent accountants of the Trust.


OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration of
Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to offer
separate funds and different classes of each fund. All consideration received by
the Trust for shares of any fund and all assets of such fund belong to that fund
and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses.


                                                                              20

<PAGE>   474



The Adviser and the Administrator of the Fund each bears all expenses incurred
in connection with the performance of their services as investment adviser and
administrator, respectively, other than the cost of securities (including
brokerage commissions, if any) purchased for the Fund.

As a general matter, as set forth in the Multiple Class Plan, expenses are
allocated to each class of shares of the Fund on the basis of the net asset
value of that class in relation to the net asset value of the Fund. At present,
the only expenses that are allocated to Class A and Class B shares, other than
in accordance with the relative net asset value of the class, are the
distribution and Shareholder services costs. See "Expense Summary." At present,
no expenses are allocated to Fiduciary Class shares as a class that are not also
borne by the other classes of shares of the Fund in proportion to the relative
net asset value of the shares of such classes.

The organizational expenses of the Fund have been capitalized and are being
amortized in the first five years of the Fund's operations. Such amortization
will reduce the amount of income available for payment as dividends.

TRUSTEES OF THE TRUST

The management and affairs of the Trust are supervised by the Trustees under the
laws governing business trusts in the Commonwealth of Massachusetts. The
Trustees have approved contracts under which, as described above, certain
companies provide essential management services to the Trust.

VOTING RIGHTS

As set forth in the Multiple Class Plan, each share held entitles the
Shareholder of record to one vote. Each fund of the Trust will vote separately
on matters relating solely to that fund. In addition, each class of a fund shall
have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ from
the interests of any other class. However, all fund Shareholders will have equal
voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the operation
of the Trust and for the election of Trustees under certain circumstances. In
addition, a Trustee may be elected or removed by the remaining Trustees or by
Shareholders at a special meeting called upon written request of Shareholders
owning at least 10% of the outstanding shares of the Trust. In the event that
such a meeting is requested, the Trust will provide appropriate assistance and
information to the Shareholders requesting the meeting.

DIVIDENDS

Net investment income (exclusive of capital gains) is declared daily, and is
determined and distributed in the form of monthly dividends to Shareholders of
Record on the first Business Day of each month. Capital gains of the Fund, if
any, will be distributed at least annually.

To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly distributions
level from the Fund may be fixed from time to time at rates consistent with the
Adviser's long-term earnings expectations.

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500, and
will become effective with respect to dividends and distributions having record
dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions paid
in cash.

Class B shares received as dividends and capital gains distributions at net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. See "Conversion
Feature."

Dividends and distributions of the Fund are paid on a per-share basis. The value
of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even though
such distribution would, in effect, represent a return of the Shareholder's
investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

                                                                              21

<PAGE>   475



SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group(R)
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

PORTFOLIO TURNOVER

Portfolio turnover may vary greatly from year to year as well as within a
particular year. It is presently estimated that the annual portfolio turnover
rate for the Fund will not exceed 80%.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed without
the consent of the holders of a majority of the Fund's outstanding shares. The
term "majority of the outstanding shares" means the vote of (i) 67% or more of
the Fund's shares present at a meeting, if more that 50% of the outstanding
shares of the Fund are present or represented by proxy, or (ii) more than 50% of
the Fund's outstanding shares, whichever is less.

The Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, securities of regulated
investment companies, and if consistent with the Fund's investment objective
and policies, repurchase agreements involving such securities) if as a result
more than 25% of the total assets of the Fund would be invested in the
securities of such issuer. This restriction applies to 50% of the Fund's total
assets. With respect to the remaining 50% of its total assets, the Fund may not
purchase the securities of any issuer if as a result more than 5% of the total
assets of the Fund would be invested in the securities of such issuer. For
purposes of this limitation, a security is considered to be issued by the
government entity whose assets and revenues guarantee or back the security.
With respect to private activity bonds or industrial development bonds backed
only by the assets and revenues of a non-governmental user, such user would be
considered the issuer.
        
2. Purchase any securities that would cause more than 25% of the total assets of
the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, except for investments
in funds of The One Group(R), provided that this limitation does not apply to
investments in obligations issued or guaranteed by the U.S. government or its
agencies and instrumentalities and repurchase agreements involving such
securities. For purposes of this limitation (i) utilities will be divided
according to their services (for example, gas, gas transmission, electric and
telephone will each be considered a separate industry); and (ii) wholly-owned
finance companies will be considered to be in the industries of their parents if
their activities are primarily related to financing the activities of their
parents.

3. Make loans, except that the Fund may (i) purchase or hold debt instruments in
accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information. For the investment limitations of the Underlying Funds, see the
applicable prospectuses.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Underlying Funds. As described above in "Investment Policies of the Fund -
Permissible Investments," the Fund may also invest directly in certain of the
following instruments for temporary defensive purposes. For a more detailed
description, see the Statement of Additional Information or the prospectuses of
the Underlying Funds.

U.S. TREASURY OBLIGATIONS -- The funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special

                                                                              22

<PAGE>   476



account at a custodian bank. Receipts include Treasury Receipts ("TRS"),
Treasury Investment Growth Receipts ("TIGRS"), and Certificates of Accrual on
Treasury Securities ("CATS").

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time deposit
("TD") earns a specified rate of interest over a definite period of time;
however, it cannot be traded in the secondary market.

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial bank.
Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific types
of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the full
faith and credit of the U.S. Treasury; others, such as the Federal National
Mortgage Association ("Fannie Mae"), are supported by the credit of the
instrumentality and have the right to borrow from the U.S. Treasury; others are
supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stocks, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.

WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period of
years or indefinitely.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

INVESTMENT COMPANY SECURITIES -- The funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The funds bear a risk of loss in the event the other party
defaults on its obligations and the funds are delayed or prevented from their
right to dispose of the collateral securities or if the funds realize a loss on
the sale of the collateral securities.

REVERSE REPURCHASE AGREEMENTS - The funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the funds enter into a reverse
repurchase agreement, they would place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and would subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the funds may
decline below the price at which the funds are obligated to repurchase the
securities.


                                                                              23

<PAGE>   477
DEMAND FEATURES - The funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a fixed
period (usually seven days) following a demand by the funds. The purpose of
engaging in transactions involving puts is to maintain flexibility and liquidity
to permit the funds to meet redemption requests and remain as fully invested as
possible.

ASSET-BACKED SECURITIES - Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
will be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to reinvest
the proceeds from the securities at a lower rate. Potential market gains on a
security subject to prepayment risk may be more limited than potential market
gains on a comparable security that is not subject to prepayment risk. Under
certain interest rate and prepayment rate scenarios, the funds may fail to
recoup fully their investment in asset-backed securities. Asset-backed
securities are commonly considered to be derivatives.

SHORT-TERM FUNDING AGREEMENTS - The funds may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated insurance companies. Short-term funding agreements issued by insurance
companies are sometimes referred to as Guaranteed Investment Contracts ("GICs"),
while those issued by banks are referred to as Bank Investment Contracts
("BICs"). Pursuant to such agreements, the funds make cash contributions to a
deposit account at a bank or insurance company. The bank or insurance company
then credits to the funds on a monthly basis guaranteed interest at either a
fixed, variable or floating rate. These contracts are general obligations of the
issuing bank or insurance company and are paid from the general assets of the
issuing entity. The funds will purchase short-term funding agreements only from
banks and insurance companies which, at the time of purchase, are rated "A" or
the equivalent by at least one NRSRO and have assets of $1 billion or more.
Generally, there is no active secondary market in short-term funding agreements.

SECURITIES OF FOREIGN ISSUERS -- The funds may invest in securities of foreign
issuers to achieve income or capital appreciation. The funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests in a pool of securities
issued by a foreign issuer. ADRs include American Depository Shares and New York
Shares. There may be less information available on the foreign issuers of
unsponsored ADRs than on the issuers of sponsored ADRs.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac. Mortgage-backed
securities may also be issued by non-governmental entities and may or may not
have private insurer guarantees of timely payments. The funds also may invest in
mortgage-backed securities issued by non-government entities, which consist of
Collateralized Mortgage Obligations ("CMOs") and Real Estate Mortgage Investment
Conduits ("REMICs"). Mortgage-backed securities are in most cases "pass-through"
instruments, through which the holder receives a share of all interest and
principal payments from the mortgages underlying the certificate. Because the
prepayment characteristics of the underlying mortgages vary, it is not possible
to predict accurately the average life or realized yield of a particular issue
of pass-through certificates. During periods of declining interest rates,
prepayment of mortgages underlying mortgage-backed securities can be expected to
accelerate. When the mortgage obligations are prepaid, the funds may have to
reinvest in securities with a lower yield. Moreover, prepayment of mortgages
which underlie securities purchased at a premium could result in capital losses.

STRIPPED MORTGAGE-BACKED SECURITIES--The funds may, to enhance revenues or hedge
against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multi-class mortgage securities. The funds may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies or
instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool of
mortgage assets. A common type of SMBS will have one class receiving all of the
interest from the mortgage assets ("IOs"), while the other class will receive
all of the principal ("POs"). If the underlying mortgage assets experience
greater than anticipated prepayments of principal, the funds may fail to fully
recoup their initial investment in these securities. Although the market for
such securities is increasingly liquid, certain SMBS may not be readily
marketable and will be considered illiquid for purposes of the funds'
limitations on investments in illiquid securities. The market value of the class
consisting entirely of principal payments generally is unusually volatile in
response to changes in interest rates.

MORTGAGE DOLLAR ROLLS--The funds may enter into mortgage "dollar rolls" in which
the funds sell securities for delivery in the current month and simultaneously
contract with the same counterparty to repurchase similar (same type, coupon and
maturity) but not identical securities on a specified future date. The funds
benefit to the extent of any difference between the price received for the

                                                                              24
<PAGE>   478
securities sold and the lower forward price for the future purchase (often
referred to as the "drop") or fee income plus the interest earned on the cash
proceeds of the securities sold until the settlement date of the forward
purchase. Unless such benefits exceed the income, capital appreciation and gain
or loss due to mortgage prepayments that would have been realized on the
securities sold as part of the mortgage dollar roll, the use of this technique
will diminish the investment performance of the funds compared with what such
performance would have been without the use of mortgage dollar rolls.

FIXED RATE MORTGAGE LOANS--Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates and
have original terms to maturity ranging from 5 to 40 years. The funds may invest
in fixed rate mortgage loans that are privately issued and are not issued or
guaranteed by the U.S. government.

SECURITIES LENDING -- In order to generate additional income, the funds may lend
up to 33% of the securities in which they are invested pursuant to agreements
requiring that the loan be continuously secured by cash, securities of the U.S.
government or its agencies, shares of an investment trust or mutual fund or any
combination of cash and such securities as collateral equal at all times to at
least 100% of the market value plus accrued interest on the securities lent. The
funds will continue to receive interest on the securities lent while
simultaneously seeking to earn interest on the investment of cash collateral in
U.S. government securities, shares of an investment trust or mutual fund, or
other short-term, highly liquid investments. Collateral is marked to market
daily to provide a level of collateral at least equal to the market value of the
securities lent. There may be risks of delay in recovery of the securities or
even loss of rights in the collateral should the borrower of the securities fail
financially. However, loans will only be made to borrowers deemed by the Adviser
to be of good standing under guidelines established by the Trust's Board of
Trustees and when, in the judgment of the Adviser, the consideration which can
be earned currently from such securities loans justifies the attendant risk. The
funds will enter into loan arrangements only with counterparties which the
Adviser has deemed to be creditworthy under guidelines established by the Board
of Trustees. Loans are subject to termination by the funds or the borrower at
any time, and are therefore, not considered to be illiquid investments.

RESTRICTED SECURITIES -- The funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling on
interest rate changes. There is a risk that the current interest rate on such
obligations may not accurately reflect existing market interest rates.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The funds
may purchase securities on a when-issued basis when deemed by the Adviser to
present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than that
available in the market at delivery. When the Adviser purchases a when-issued
security, the Custodian will set aside cash or liquid securities to satisfy the
purchase commitment. The funds generally will not pay for such securities or
earn interest on them until received. In a forward commitment transaction, the
funds contract to purchase securities for a fixed price at a future date beyond
customary settlement time. The funds are required to hold and maintain in a
segregated account until the settlement date, cash, U.S. government securities
or liquid high-grade debt obligations in an amount sufficient to meet the
purchase price. Alternatively, the funds may enter into offsetting contracts for
the forward sale of other securities that they own. The purchase of securities
on a when-issued or forward commitment basis involves a risk of loss if the
value of the security to be purchased declines prior to the settlement date.

OPTIONS -- The funds may purchase and write (i.e., sell) call options and put
options on securities and indices, which options are traded on national
securities exchanges. A call option gives the purchaser the right to buy, and
obligates the writer of the option to sell, the underlying security at the
agreed upon exercise (or "strike") price during the option period. A put option
gives the purchaser the right to sell, and obligates the writer to buy, the
underlying security at the strike price during the option period. There are
risks associated with options transactions, including the following: (i) the
success of a hedging strategy may depend on the ability of the Adviser to
predict movements in the prices of the individual securities, fluctuations in
markets and movements in interest rates; (ii) there may be an imperfect or no
correlation between the changes in market value of the securities held by the
funds and the prices of options; (iii) there may not be a liquid secondary
market for options; and (iv) while the funds will receive a premium when they
write covered call options, they may not participate fully in a rise in the
market value of the underlying security. It is expected that the funds will only
engage in option transactions with respect to permitted investments and related
indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- Certain of the funds may enter into
futures contracts, options on futures contracts, index futures and options
thereon that are traded on an exchange regulated by the Commodities Futures
Trading Commission ("CFTC")

                                                                              25
<PAGE>   479



if, to the extent that such futures and options are not for "bona fide hedging
purposes" (as defined by the CFTC), the aggregate initial margin and premiums on
such positions (excluding the amount by which options are in the money) do not
exceed 5% of the funds' total assets at current value. Options and futures can
be volatile instruments, and involve certain risks. If the Adviser applies a
hedge at an inappropriate time or judges interest rates incorrectly, options and
futures strategies may lower a fund's return. The funds could also experience
losses if the prices of their options and futures positions were poorly
correlated with their other instruments, or if they could not close out their
positions because of an illiquid secondary market.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the funds from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the funds' investments are traded, the funds may enter into
swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate swap,
a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate payments.
Currency swaps involve the exchange of respective rights to make or receive
payments in specified currencies. Mortgage swaps are similar to interest rate
swaps in that they represent commitments to pay and receive interest. The
notional principal amount, however, is tied to a reference pool or pools of
mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter options
transactions, and may involve investment risks that are similar to those
associated with options transactions and options on futures contracts.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
funds may invest in any such options, contracts and products as may be developed
to the extent consistent with their investment objective, policies and
restrictions and the regulatory requirements applicable to investment companies.
These various products may be used to adjust the risk and return characteristics
of the funds' portfolio of investments. These various products may increase or
decrease exposure to security prices, interest rates, commodity prices, or other
factors that affect security values, regardless of the issuer's credit risk. If
market conditions do not perform consistent with expectations, the performance
of the funds would be less favorable than it would have been if these products
were not used. In addition, losses may occur if counterparties involved in
transactions do not perform as promised. These products may expose the funds to
potentially greater return as well as potentially greater risk of loss than more
traditional fixed-income investments.

STRUCTURED INSTRUMENTS - Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as Sallie Mae, Ginnie
Mae, Fannie Mae, and Freddie Mac), banks, municipalities, corporations, and
other business entities whose interest and/or principal payments are indexed to
certain specific foreign currency exchange rates, interest rates, or one or more
other reference indices. Structured instruments frequently are assembled in the
form of medium-term notes, but a variety of forms are available. Structured
instruments are commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured instruments
may be less liquid than other debt securities, and the price of structured
instruments may be more volatile. If the value of the reference index changes in
a manner other than that expected by the Adviser, principal and/or interest
payments on the structured instrument may be substantially less than expected.
In addition, although structured instruments may be sold in the form of a
corporate debt obligation, they may not have some of the protection against
counterparty default that may be available with respect to publicly traded debt
securities (i.e., the existence of a trust indenture).

MUNICIPAL SECURITIES - Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. Municipal securities
are generally classified as "general obligation" bonds and "revenue" bonds.
General obligation bonds are obligations involving the credit of an issuer
possessing taxing power and are payable from the issuer's general unrestricted
revenues. Revenue bonds are payable only from the revenues derived from a
particular facility or class of facilities or, in some cases, from the proceeds
of a special excise or other specific revenue source. Revenue bonds are not
payable from the issuer's general revenues. The funds also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations. Such notes are issued with a short-term
maturity in anticipation of the receipt of tax funds, the proceeds of bond
placements, or other revenues.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal

                                                                              26

<PAGE>   480



securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or certain
segments thereof, or may materially affect the credit risk with respect to
particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a fund's municipal
securities in the same manner. In addition, the Internal Revenue Code of 1986,
as amended (the "Code") imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance.

INVERSE FLOATING RATE INSTRUMENTS -- The funds may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent that
its interest rate varies by a magnitude that exceeds the magnitude of the change
in the index rate of interest. The higher degree of leverage inherent in inverse
floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated A-1+
are those with an "overwhelming degree" of credit protection. Those rated A-1
reflect a "very strong" degree of safety regarding timely payment. Those rated
A-2 reflect a high degree of safety regarding timely payment but not as high as
A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the second
highest commercial paper rating assigned by Fitch which reflects an assurance of
timely payment only slightly less in degree than the strongest issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff. Paper
rated Duff-1 is regarded as having very high certainty of timely payment with
excellent liquidity factors which are supported by ample asset protection. Risk
factors are minor. Paper rated Duff-2 is regarded as having good certainty of
timely payment, good access to capital markets and sound liquidity factors and
company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are supported
by a strong capacity for timely repayment, although such capacity may be
susceptible to adverse changes in business, economic or financial conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

Investment Grade
- ----------------

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such a
rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity

                                                                              27

<PAGE>   481



to pay interest and repay principal although it is somewhat more susceptible to
the adverse effects of changes in circumstances and economic conditions than
debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Non-Investment Grade
- --------------------

Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB rated
category is also used for debt subordinated to senior debt that is assigned an
actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or BB-
rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also will
be used upon the filing of a bankruptcy petition if debt service payments are
jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition of
a plus or minus sign to show relative standing within the major rating
categories.

Moody's Investor Service, Inc.

Investment Grade
- ----------------

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make the
long-term risks appear somewhat larger than in Aaa securities. Bonds that are
rated A possess many favorable investment attributes and are to be considered as
upper-medium grade obligations. Factors giving security to principal and
interest are considered adequate, but elements may be present which suggest a
susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.


                                                                              28

<PAGE>   482



Changes in economic conditions or other circumstances are more likely to lead to
a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

Non-Investment Grade
- --------------------
Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other marked
shortcomings. C is the lowest rating. Bonds in this category have extremely poor
prospects of ever attaining investment standing.

Unrated securities will be treated as non-investment grade securities unless the
Adviser determines that such securities are the equivalent of investment grade
securities. Securities that have received different ratings from more than one
agency are considered investment grade if at least one agency has rated the
security investment grade.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market for
refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2 are
of high quality. Margins of protection are ample although not so large as in the
preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

o        Amortization schedule (the larger the final maturity relative to other
         maturities the more likely it will be treated as a note).

o        Source of Payment (the more dependent the issue is on the market for
         its refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.


MISCELLANEOUS

PERFORMANCE

From time to time, the Fund may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of the Fund refers to the
annualized income generated by an investment in the Fund over a specified 30-day
period. The yield is calculated by assuming that the income generated by the
investment during that period is generated over a one-year period and is shown
as a percentage of the investment.

Total return is the change in value of an investment in the Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of the Fund. This figure is
then "annualized" (multiplied by 365 days and divided by the applicable number
of days in the period). Funds with a front-end sales charge would incorporate
the offering price into the distribution yield in place of month-end net asset
value.


                                                                              29

<PAGE>   483



Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return and
is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

The Trust will include information on all classes of shares of the Fund in any
advertisement or information including performance data for the Fund. The
performance for Fiduciary Class shares may be higher than for Class A shares and
Class B shares because Fiduciary Class shares are not subject to sales charges
and distribution expenses.

The performance of each class of the Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that may
assume investment of dividends but do not reflect deductions for administrative
and management costs. In addition, the performance of each class of the Fund may
be compared to other funds or to relevant indices that may calculate total
return without reflecting sales charges; in which case, the Fund may advertise
its total return in the same manner. If reflected, sales charges would reduce
these total return calculations.

TAXES

The following summary of Federal income tax consequences is based on current tax
laws and regulations, which may be changed by legislative, judicial or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund or
its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing in
the Fund.

TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as ordinary
income whether received in cash or in additional shares, and any net capital
gains will be distributed at least annually and will be taxed to Shareholders as
long-term capital gains, regardless of how long the Shareholder has held shares.

Distributions by the Fund to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable. The
Federal tax treatment of qualified retirement plans, as well as distributions
from such plans, is governed by specific provisions of the Code. If shares are
held by a retirement plan that ceases to qualify for tax-exempt treatment under
the Code or by an individual who has received such shares as a distribution from
a retirement plan, the Fund's distributions will be taxable to such plan or
individual as described in the preceding paragraph. Persons considering
directing the investment of their qualified retirement plan account in the Fund
and qualified retirement plan trusts considering purchasing such shares, should
consult their tax advisers for a more complete explanation of the Federal tax
consequences, and for an explanation of the state, local and (if applicable)
foreign tax consequences of making such an investment.

The Fund will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received any interest
payments on such obligations during that period. Because the Fund distributes
substantially all of its net investment income to its Shareholders (including
such imputed interest), the Fund may have to sell portfolio securities in order
to generate the cash necessary for the required distributions. Such sales may
occur at a time when the Adviser would not have chosen to sell such securities
and may result in a taxable gain or loss.


                                                                              30

<PAGE>   484



Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by the Fund and received by Shareholders on December 31 of that
year, if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's investments
in U.S. government obligations may not be entitled to the exemptions from state
and local income taxes that would be available if the Shareholder had purchased
U.S. government obligations directly. The Fund will inform Shareholders annually
of the percentage of income and distributions derived from U.S. government
obligations. Shareholders should consult their tax advisers regarding the state
and local tax treatment of the dividends received from the Fund.

The Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. The Fund will not be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of Fund shares by a Shareholder will generally be a
taxable event to such Shareholder.




                                                                              31

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                                                                              32

<PAGE>   486













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                                                                              33

<PAGE>   487

















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                                                                              34

<PAGE>   488


Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Distributor
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215


TOG-F-119


                                                                              35

<PAGE>   489
The One Group(R) Investor Balanced Fund                               PROSPECTUS

Investment Adviser:   BANC ONE INVESTMENT ADVISORS CORPORATION

The One Group(R) (the "Trust") is a mutual fund seeking to provide a convenient
and economical means of investing in one or more professionally managed
portfolios of securities. This Prospectus relates to The One Group(R) Investor
Balanced Fund Class A, Class B and Fiduciary Class shares.

THE ONE GROUP(R) INVESTOR BALANCED FUND (THE "FUND") SEEKS HIGH TOTAL RETURN
CONSISTENT WITH THE PRESERVATION OF CAPITAL BY INVESTING PRIMARILY IN A
DIVERSIFIED GROUP OF ONE GROUP MUTUAL FUNDS WHICH INVEST PRIMARILY IN EQUITY
AND FIXED INCOME SECURITIES.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans, as well as to other long-term 
investors.

Fiduciary Class shares are offered to institutional investors, including
affiliates of BANC ONE CORPORATION and any bank, depository institution,
insurance company, pension plan or other organization authorized to act in
fiduciary, advisory, agency, custodian or similar capacities (each an
"Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL GOVERNMENT OR
ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES INVESTMENT RISKS,
INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. BANC ONE
INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR INVESTMENT
ADVISORY AND OTHER SERVICES.

   
This Prospectus sets forth concisely the information about the Trust that a
prospective investor should know before investing. Investors are advised to
read this Prospectus and retain it for future reference. A Statement of
Additional Information dated November 1, 1996 has been filed with the Securities
and Exchange Commission and is available without charge through the
Distributor, The One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111 during business hours. The Statement of
Additional Information is incorporated into this Prospectus by reference.
    

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.

   
November 1, 1996
    


<PAGE>   490
TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                                                                       PAGE
                                                                                                       ----
<S>                                                                                                     <C>
SUMMARY                                                                                                 3
ABOUT THE FUND                                                                                          4
  Expense Summary                                                                                       4
  The Fund                                                                                              5
  Investment Objective                                                                                  6
  Investment Policies                                                                                   6
HOW TO DO BUSINESS WITH THE ONE GROUP(R)                                                                12
  How to Invest in The One Group(R)                                                                     12
  Alternative Sales Arrangements                                                                        15
  Exchanges                                                                                             17
  Redemptions                                                                                           18
FUND MANAGEMENT                                                                                         19
  The Adviser                                                                                           19
  The Distributor                                                                                       20
  The Administrator                                                                                     21
  The Transfer Agent and Custodian                                                                      21
  Counsel and Independent Accountants                                                                   21
OTHER INFORMATION                                                                                       21
  The Trust                                                                                             21
  Other Investment Policies                                                                             23
  Description of Permitted Investments                                                                  23
  Description of Ratings                                                                                28
  Miscellaneous                                                                                         30
  Performance                                                                                           30
  Taxes                                                                                                 31
</TABLE>




<PAGE>   491
SUMMARY

THE ONE GROUP(R) (the "Trust") is an open-end management investment company
that provides a convenient way to invest in professionally managed portfolios
of securities. The following provides basic information about the Class A,
Class B and Fiduciary Class shares of The One Group(R) Investor Balanced Fund.

WHAT IS THE INVESTMENT OBJECTIVE? The Fund seeks high total return consistent
with the preservation of capital by investing primarily in a diversified group
of One Group mutual funds which invest primarily in equity and fixed income
securities. See "Investment Objective." Shares of the Fund are available to tax
advantaged retirement accounts and other persons investing for long-term
investment purposes. The Fund should not be used for short-term trading
purposes. There is no assurance that the Fund will achieve its investment
objective.

WHAT ARE THE PERMITTED INVESTMENTS? The Fund offers Shareholders a
professionally-managed investment program by purchasing shares of existing
mutual funds of The One Group(R) (the "Underlying Funds"), which are managed by
Banc One Investment Advisors Corporation (the "Adviser"). The Fund will invest
40% to 60% of its assets in Underlying Funds which invest primarily in equity
securities, 40 to 60% in Underlying Funds which invest primarily in
fixed-income securities, and up to 10% in Money Market Funds. The Fund will
normally allocate its assets among the Underlying Funds according to the
Adviser's outlook for the economy, financial markets and relative market
valuation of the Underlying Funds. The Adviser may vary the allocation within
the above ranges. There is no assurance that the Fund will achieve its stated
objective

WHAT ARE THE CHARACTERISTICS OF THE UNDERLYING FUNDS? The Underlying Funds in
which the Fund will invest have the following characteristics:

<TABLE>
<CAPTION>
                       Underlying Fund                                Type of Investments
                       ---------------                                -------------------
         <S>                                                           <C>
         The One Group(R)Prime Money Market Fund                       Money Market
         The One Group(R)Limited Volatility Bond Fund                  Fixed Income
         The One Group(R)Intermediate Bond Fund                        Fixed Income
         The One Group(R)Income Bond Fund                              Fixed Income
         The One Group(R)Government Bond Fund                          Fixed Income
         The One Group(R)Ultra Short-Term Income Fund                  Fixed Income
         The One Group(R)Disciplined Fund                              Fixed Income
         The One Group(R)Disciplined Value Fund                        Equity
         The One Group(R)International Equity Index Fund               Equity
         The One Group(R)Large Company Growth Fund                     Equity
         The One Group(R)Large Company Value Fund                      Equity
         The One Group(R)Growth Opportunities Fund                     Equity
         The One Group(R)Value Growth Fund                             Equity
         The One Group(R)Gulf South Growth Fund                        Equity
         The One Group(R)Income Equity Fund                            Equity
         The One Group(R)Equity Index Fund                             Equity
</TABLE>

The Fund's net asset value will fluctuate with changes in the equity markets
and the value of the Underlying Funds in which it invests. The Fund's
investment return is diversified by its investment in the Underlying Funds
which invest in growth and income stocks, foreign securities, debt securities,
and cash and cash equivalents. See page 7 for a complete description of
the Underlying Funds and page 23 for other investment policies.

WHO IS THE ADVISER? Banc One Investment Advisors Corporation, an indirect
subsidiary of BANC ONE CORPORATION, serves as the Adviser of the Trust.  The
Adviser is entitled to a fee for advisory services provided to the Trust.  The
Adviser may voluntarily agree to waive a part of its fees.  See "The Adviser"
and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group(R) Services Company serves as the
Administrator of the Trust.  The Administrator is entitled to a fee for
services provided to the Trust.  Banc One Investment Advisors Corporation
serves as the Sub-Administrator of the Trust, pursuant to an agreement with the
Administrator for which Banc One Investment Advisors Corporation receives a fee
paid by the Administrator.  See "The Administrator" and "Expense Summary."

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee.  Bank One Trust Company, N.A.  serves as Sub-Custodian for the
Trust, for which services it receives a fee.  See "The Transfer Agent and
Custodian."

                                                                               3

<PAGE>   492

WHO IS THE DISTRIBUTOR? The One Group(R) Services Company acts as Distributor
of the Trust's shares.  The Distributor is entitled to fees for distribution
services for the Class A and Class B shares.  No compensation is paid to the
Distributor for the distribution services for the Fiduciary Class shares of the
Fund.  See "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days").  See "How to Invest in The One Group(R)" and
"Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month.  Any capital gains are distributed at
least annually.  Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash.  See "Dividends."


ABOUT THE FUND

EXPENSE SUMMARY -- THE ONE GROUP(R) INVESTOR BALANCED FUND

   
<TABLE>
<CAPTION>
                                                                                                       FIDUCIARY
                                                                     CLASS A           CLASS B           CLASS
                                                                     -------           -------           -----
<S>                                                                   <C>              <C>               <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                             4.50%            None              None
  (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge(2)                           None             5.00%             None
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)                        None             None              None
Redemption Fees                                                       None             None              None
Exchange Fees                                                         None             None              None
ANNUAL OPERATING EXPENSES
  (as a percentage of average daily net assets)
Investment Advisory Fees(3)                                           .01%             .01%              .01%
12b-1 Fees(after fee waiver)(4)                                       .25%            1.00%              None
Other Expenses(5)                                                     .19%             .19%              .19%
TOTAL OPERATING EXPENSES(6)                                           .45%            1.20%              .20%
<FN>

(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first
         anniversary of purchase.

(3)      Investment Advisory fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Absent this voluntary
         reduction, Investment Advisory fees would be .05% for all classes
         of shares.

(4)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plan, 12b-1 fees (as a percentage of average
         daily net assets) would be .35% for Class A shares. The 12b-1 fees
         include a Shareholder servicing fee of .25% of average daily net
         assets of the Fund's Class B shares and may include a Shareholder
         servicing fee of .25% of the average daily net assets of the Fund's
         Class A shares. See "The Distributor."

(5)      Other Expenses have been revised to reflect fee waivers and
         reimbursements effective as of the date of this Prospectus. Absent this
         voluntary waiver and reimbursement, Other Expenses would be .29%.

(6)      Absent the voluntary reduction of fees, Total Operating Expenses would
         be .69% for Class A Shares, 1.34% for Class B Shares, and .34% for 
         Fiduciary Class Shares.
</TABLE>
    

The Fund will indirectly bear its pro rata share of fees and expenses incurred
by the Underlying Funds, and the investment returns of the Fund will be net of
the expenses of the Underlying Funds. The following chart provides the expense
ratio for each of the Underlying Funds in which the Fund invests (based on
the current Underlying Fund prospectus). Certain of these expense ratios may
include a voluntary reduction of investment advisory fees.


                                                                               4

<PAGE>   493

   
<TABLE>
<CAPTION>
                                                                              
Name of Underlying Fund                             Expense Ratio             
- -----------------------                             -------------             
<S>                                                    <C>                    
The One Group(R)Prime Money Market Fund                 .50%                  
The One Group(R)Limited Volatility Bond Fund            .62%                  
The One Group(R)Intermediate Bond Fund                  .67%                  
The One Group(R)Income Bond Fund                        .61%                  
The One Group(R)Government Bond Fund                    .69%                  
The One Group(R)Ultra Short-Term Income Fund            .91%                  
The One Group(R)Disciplined Value Fund                 1.00%                  
The One Group(R)International Equity Index Fund        1.36%                  
The One Group(R)Large Company Growth Fund               .99%                  
The One Group(R)Large Company Value Fund                .98%                 
The One Group(R)Growth Opportunities Fund              1.00%                  
The One Group(R)Value Growth Fund                      1.05%                  
The One Group(R)Gulf South Growth Fund                 1.06%                  
The One Group(R)Income Equity Fund                     1.01%                  
The One Group(R)Equity Index Fund                       .39%                  
</TABLE>
    

   
After combining the total operating expenses of the Fund with those of the
Underlying Funds, the estimated average weighted expense ratio for 
Class A shares is 1.28%, for Class B shares is 2.03% and for Fiduciary Class
shares is 1.03%.
    

On the basis of these estimated expenses, the following example illustrates the
expenses an investor would pay on a $1,000 investment in Class A and Fiduciary
Class shares of the Fund, assuming: (1) imposition of the maximum sales charge
for Class A shares; (2) 5% annual return; and (3) redemption at the end of each
time period.

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS   
- -------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>             <C>               <C>              <C>
Class A                                                  $57             $84              $112             $193
Fiduciary Class                                          $11             $33              $ 57             $126
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                           1 YEAR         3 YEARS         5 YEARS          10 YEARS
- -------------------------------------------------------------------------------------------------------------------
<S>                                                        <C>            <C>             <C>              <C>
Class A                                                    $61            $93             $128             $226
Fiduciary Class                                            $13            $40             $ 69             $151
===================================================================================================================
</TABLE>
    

On the basis of the estimated expenses above, the following example illustrates
the expenses an investor would pay on $1,000 investment in Class B shares,
assuming: (1) deduction of the applicable maximum Contingent Deferred Sales
Charge; and (2) 5% annual return.

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                           1 YEAR         3 YEARS         5 YEARS          10 YEARS
- -------------------------------------------------------------------------------------------------------------------
<S>                                                        <C>            <C>             <C>              <C>
Assuming a complete redemption at end of period            $71            $94             $129             $217
Assuming no redemption                                     $21            $64             $109             $217
</TABLE>
    

Absent a voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                           1 YEAR         3 YEARS         5 YEARS          10 YEARS
- -------------------------------------------------------------------------------------------------------------------
<S>                                                        <C>            <C>             <C>              <C>
Assuming a complete redemption at the end of the period    $73            $100             $140             $242
Assuming no redemption                                     $23            $ 70             $120             $242
===================================================================================================================
</TABLE>
    

Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.

THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.

THE FUND
   
The One Group(R) Investor Balanced Fund ( the "Fund") is part of The One
Group(R) (the "Trust"), which is an open-end management investment company that
offers shares in 40 separate funds and different classes of certain of the
funds. The Trust was organized as a Massachusetts Business Trust on May 23,
1985. This Prospectus relates to Class A, Class B, and Fiduciary Class shares
of The One Group(R) Investor Balanced Fund. Each class of shares provides for
variations in distribution costs, voting rights, dividends and per share net
asset value pursuant to a multiple class plan (the "Multiple Class Plan")
adopted by the Board of Trustees of the Trust. Except for these differences
between classes, each share of the Fund represents an undivided, proportionate
interest in the Fund. The
    

                                                                               5

<PAGE>   494



Fund is a non-diversified mutual fund because it invests in the securities of a
limited number of Underlying Funds. However, the Underlying Funds are
diversified investment companies. The Information regarding the Trust's other
funds and their classes is contained in separate prospectuses which may be
obtained from the Trust's Distributor, The One Group(R) Services Company, 3435
Stelzer Road, Columbus, OH 43219, or by calling 1-800-480-4111.

INVESTMENT OBJECTIVE

The Fund seeks high total return consistent with the preservation of capital by
investing primarily in a diversified group of One Group mutual funds which
invest primarily in equity and fixed income securities.

The investment objective of the Fund is fundamental and may not be changed
without a vote of the holders of a majority of the Fund's outstanding shares as
defined in the Statement of Additional Information.

There is no assurance that the Fund will meet its investment objective.

INVESTMENT POLICIES OF THE FUND

The investment policies of the Fund may be changed without an affirmative vote
of the holders of a majority of the Fund's outstanding shares unless a policy
is expressly deemed to be fundamental. Shareholders will be notified of any
material change in the Fund's investment policies.

Permissible Investments

The Fund will invest 40% to 60% of its assets in nine Underlying Funds of The
One Group which invest primarily in equity securities, 40% to 60% of its assets
in five Underlying Funds of The One Group which invest primarily in fixed
income securities, and up to 10% of its assets in one money market fund of The
One Group. The Fund will invest its assets in the Underlying Funds, within the
ranges indicated below.

<TABLE>
<CAPTION>
                                                                 Investment Range
         Investor Balanced Fund                             (Percent of Fund Assets)
         ----------------------                             ------------------------
         <S>                                                          <C>
         The One Group(R)Prime Money Market Fund                      0-10%
         The One Group(R)Limited Volatility Bond Fund                 0-50%
         The One Group(R)Intermediate Bond Fund                       0-50%
         The One Group(R)Income Bond Fund                             0-50%
         The One Group(R)Government Bond Fund                         0-50%
         The One Group(R)Ultra Short-Term Income Fund                 0-50%
         The One Group(R)Disciplined Value Fund                       0-20%
         The One Group(R)International Equity Index Fund              0-20%
         The One Group(R)Large Company Growth Fund                    0-40%
         The One Group(R)Large Company Value Fund                     0-50%
         The One Group(R)Growth Opportunities Fund                    0-20%
         The One Group(R)Value Growth Fund                            0-40%
         The One Group(R)Gulf South Growth Fund                       0-20%
         The One Group(R)Income Equity Fund                           0-40%
         The One Group(R)Equity Index Fund                            0-40%
</TABLE>


The allocation of the Fund's assets among the Underlying Funds will be made by
the Adviser under the supervision of the Trust's Board of Trustees, within the
percentage ranges set forth in the table above.

The Fund and the Underlying Funds are permitted for temporary defensive
purposes to invest up to 100% of their assets in short-term fixed income
securities. Such securities include obligations of the U.S. Government and its
agencies and instrumentalities; commercial paper, bank certificates of deposit,
repurchase agreements, bankers acceptances, variable amount master demand notes
and bank money market deposit accounts. The Fund and the Underlying Funds may
also hold cash for liquidity purposes.

To the extent the Fund or the Underlying Funds are engaged in a temporary
defensive position, they will not be pursuing their investment objective.



                                                                               6

<PAGE>   495



DESCRIPTION OF THE UNDERLYING FUNDS

The following is a brief description of the principal investment policies of
the Underlying Funds. Additional investment practices are described in
"Investment Policies of the Underlying Funds," the Statement of Additional
Information and the prospectus for each of the Underlying Funds.

The One Group(R) International Equity Index Fund

The One Group(R) International Equity Index Fund is an equity fund. The
objective of the fund is to provide investment results that correspond to the
aggregate price and dividend performance of the securities in the Gross
Domestic Product Weighted Morgan Stanley Capital International Europe,
Australia and Far East Index ("MSCI EAFE GDP Index" or "EAFE GDP Index")(1)
Under normal conditions, the fund will invest substantially all of its assets
in foreign securities and at least 65% of the value of its total assets in
foreign equity securities, consisting of common stocks (including sponsored and
unsponsored American Depository Receipts ("ADRs")) and preferred stocks,
securities convertible into common stocks (only if they are listed on
registered exchanges or actively traded in the over-the-counter market),
warrants and depository receipts for such securities of issuers located in at
least three different countries. In attempting to duplicate the capital
performance and dividend income of the MSCI EAFE GDP Index, the fund will
normally invest in the stocks which comprise the Index and secondarily in stock
index futures. It is expected that cash reserve items normally will not exceed
10% of the fund's net assets.  The Fund may invest up to 10% of its net assets
in securities of emerging international markets such as Mexico, Brazil and
Chile. A substantial portion of the fund's assets will be denominated in
foreign currencies.

The One Group(R) Large Company Growth Fund

The One Group(R) Large Company Growth Fund seeks long-term capital appreciation
and growth of income by investing primarily in equity securities. To achieve
its objective, the fund will, under normal market conditions, invest
substantially all, but in no event less than 65%, of the value of its total
assets in equity securities consisting of common stocks, warrants and any
rights to purchase common stocks. The weighted average capitalization of the
companies in which the fund invests will under normal market conditions always
be in excess of the market median capitalization of the Standard & Poor's 500
Composite Stock Price Index ("S&P 500 Index")(2) The fund may invest the
remainder of its assets in any combination of nonconvertible fixed income
securities, repurchase agreements, options and futures contracts.

The One Group(R) Large Company Value Fund

The One Group(R) Large Company Value Fund is an equity fund that seeks capital
appreciation with the incidental goal of achieving current income by investing
primarily in equity securities. The fund will invest in equity securities of
companies that are believed to be selling below their long-term intrinsic
investment values. Companies held will typically be large capitalization
issuers with current price/earnings and/or price/book ratios which are lower
than that of the general market as measured by the S&P 500 Index. In addition,
the fund may invest in stock of companies which have been analyzed to have
breakup values well in excess of current market values or which have uniquely
undervalued corporate assets. The general approach to purchasing stocks will
emphasize individual security selection. Macroeconomic data and industry profit
forecasts will be utilized to gauge the best sectors of the economy in which to
be positioned.

Under normal market conditions, the fund will invest at least 80% of the value
of its total assets in equity securities consisting of common stocks and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The remainder of the
fund's assets will be held in cash equivalents

The One Group(R) Growth Opportunities Fund

The One Group(R) Growth Opportunities Fund seeks growth of capital and,
secondarily, current income by investing primarily in equity securities. The
fund will invest in issues which are identified and selected based on the
potential to produce above-average earnings growth per share over a
one-to-three year period. It is expected that issuers will generally include
established companies

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

         1   "MSCI EAFE GDP Index" is a registered service mark of Morgan
             Stanley Capital International, which does not sponsor and is in no
             way affiliated with the fund.

         2   "Standard & Poor's 500" is a registered trademark of Standard &
             Poor's Corporation, which does not sponsor and is in no way
             affiliated with the fund.

                                                                               7

<PAGE>   496



with a history of above-average growth or companies that are expected to enter
periods of above-average growth, and smaller companies which are positioned in
emerging growth industries. The fund may invest in securities listed on a stock
exchange as well as those traded over-the-counter. At least 80% of the value of
the fund's total assets will, under normal conditions, be invested in equity
securities consisting of common stocks and debt securities and preferred stocks
that are convertible into common stocks. The fund also may enter into options
and futures transactions. The remainder of the fund's assets will be held in
cash equivalents.

The One Group(R) Value Growth Fund

The One Group(R) Value Growth Fund seeks long-term capital growth and growth of
income while, as a secondary objective providing a moderate level of current
income. The fund pursues its objectives by investing primarily in a portfolio
of common stocks, debt securities, preferred stocks, convertible securities,
warrants, and other equity securities of companies that show the potential for
growth of earnings over time. Stock selection is guided by current valuation
relative to a stock's historical valuation and relative to the Adviser's
estimates of future growth of earnings and dividends. Accordingly, the Fund may
emphasize securities of companies that the Adviser believes are overlooked or
undervalued by investors, which fact should contribute to an increase in the
market value of the security over time.

The fund will ordinarily invest at least 65% of the value of its total assets
in securities with the characteristics described above. Although the fund
intends to invest all of its assets in such securities, up to 35% of its total
assets may be held in cash or invested in U.S. Government Securities, other
investment grade fixed-income securities and cash equivalents.

The One Group(R) Gulf South Growth Fund

The One Group(R) Gulf South Growth Fund seeks long-term capital growth by
investing in a portfolio of equity securities of small-capitalization ,
emerging growth and medium capitalization companies, which are either
headquartered in or whose primary market is in the southeastern region of the
United States. The fund invests primarily in a portfolio of common stocks, debt
securities, preferred stocks, convertible securities, warrants and other equity
securities of such companies. The Adviser anticipates that the fund's portfolio
will normally consist of securities of approximately twenty-five to sixty
emerging growth companies from Virginia, North Carolina, South Carolina,
Florida, Georgia, Tennessee, Alabama, Mississippi, Arkansas, Louisiana,
Kentucky and Texas. It is expected that companies selected would generally have
market capitalizations ranging from $50,000,000 to $2,000,000,000, although the
fund may occasionally hold securities of companies whose market capitalizations
are considerably larger if doing so contributes to the fund's investment
objective.

The fund will normally invest at least 65% of the value of its total assets in
securities with the characteristics described above. Although the fund intends
to invest all of its assets in such securities, up to 35% of its total assets
may be held in cash or invested in U.S. Government Securities, other investment
grade fixed-income securities and cash equivalents, when the Adviser's
assessment of the attractiveness of the entire stock market and individual
market sectors changes.

Because the fund is non-diversified, its share price may be subject to greater
fluctuations as a result of changes in an issuer's financial condition or the
market's assessment of an individual issuer. In addition, smaller, less
seasoned companies may be subject to greater business risk than larger,
established companies.

The One Group(R) Income Equity Fund

The One Group(R) Income Equity Fund seeks current income through regular
payment of dividends with the secondary goal of achieving capital appreciation
by investing primarily in equity securities. The fund will make investments in
an attempt to keep its yield above the S&P 500 Index. Achieving such a yield
will be the primary consideration in selecting securities. Investments will be
made in common stocks of corporations which regularly pay dividends, although
continued payment of dividends cannot be assured. The fund will invest
primarily in stocks with favorable, long-term fundamental characteristics, but
stocks of companies that are out of favor in the financial community may also
be purchased.

The fund will under normal conditions invest at least 80% of the value of its
total assets in equity securities consisting of common stocks, and debt
securities and preferred stocks which are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.



                                                                               8

<PAGE>   497



The One Group(R) Equity Index Fund

The One Group(R) Equity Index Fund seeks investment results that correspond to
the aggregate price and dividend performance of the securities on the S&P 500
Index. The fund will, in attempting to duplicate the capital performance and
dividend income of the S&P 500 Index, normally invest in many of the stocks
which comprise the S&P 500 Index and secondarily in stock index futures. Cash
reserves will not normally exceed 10% of the fund's net assets.

The Adviser generally selects stocks for the fund in the order of their
weightings in the S&P 500 Index beginning with the heaviest weighted stocks.
The percentage of the fund's assets to be invested in each stock is
approximately the same as the percentage it represents in the S&P 500 Index.
From time to time, administrative adjustments may be made in the fund because
of changes in the composition of the S&P 500 Index, but such changes should be
infrequent. The fund will attempt to achieve a correlation between the
performance of its portfolio and that of the S&P 500 Index of at least 0.95,
without taking into account expenses. A correlation of 1.00 would indicate
perfect correlation, which would be achieved when the fund's net asset value,
including the value of its dividend and capital gains distributions, increases
or decreases in exact proportion to changes in the S&P 500 Index.

The One Group(R) Prime Money Market Fund

The One Group(R) Prime Money Market Fund seeks current income with liquidity
and stability of principal. The fund intends to comply with the regulations of
the Securities and Exchange Commission applicable to money market funds using
the amortized cost method for calculating net asset value. These regulations
impose certain quality, maturity and diversification restraints on investments
by the fund. Under these regulations, the fund will invest only in U.S.
dollar-denominated securities, will maintain an average maturity on a
dollar-weighted basis of 90 days or less, and will acquire only "eligible
securities" that present minimal credit risks and have a maturity of 397 days
or less.

The One Group(R) Disciplined Value Fund

The One Group(R) Disciplined Value Fund seeks capital appreciation with the
secondary goal of achieving current income by investing primarily in equity
securities. The fund will invest in equity securities with below-market average
price-to-earnings and price-to-book value ratios. The issuer's soundness and
earnings prospects will also be considered. Although capital appreciation is
the primary purpose for investing in the security, all common stocks must be
paying a current dividend to shareholders to be eligible for purchase. While
the Adviser may sell fund securities in its discretion at any time, it is
unlikely to move toward elimination of the fund's holdings of a stock when the
Adviser determines that there is a fundamental change that impairs a company's
ability to pay dividends, or if the company's 12-month earnings per share
comparison is declining.

The fund will, under normal conditions, invest at least 80% of the value of its
total assets in equity securities consisting of common stocks and debt
securities and preferred stocks that are convertible into common stocks. The
fund also may enter into options and futures transactions. The balance of the
fund's assets will be held in cash equivalents.

The One Group(R) Limited Volatility Bond Fund

The One Group(R) Limited Volatility Bond Fund seeks current income consistent
with preservation of capital through investment in high and medium-grade
fixed-income securities. The fund will normally invest at least 80% of total
assets in debt securities of all types with short to intermediate maturities.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between one and five years. At least 65% of the
fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one nationally recognized statistical rating
organization ("NRSRO") at the time of investment, or, if unrated, determined by
the Adviser to be of comparable quality. In addition , at least 65% of total
assets will consist of obligations issued by the U.S. government or its
agencies and instrumentalities, some of which may be subject to repurchase
agreements.  The fund may also purchase taxable or tax-exempt municipal
securities. Up to 20% of the fund's total assets may be invested in preferred
stocks.

The One Group(R) Intermediate Bond Fund

The One Group(R) Intermediate Bond Fund seeks current income consistent with the
preservation of capital through investments in high and medium-grade
fixed-income securities with intermediate maturities. The fund will normally
invest at least 80% of total assets in debt securities of all types. Under
normal market conditions, it is anticipated that the fund's average weighted
maturity will range between three and ten years. At least 65% of the fund's
total assets will consist of bonds rated in one of the three highest rating
categories by at least one NRSRO at the time of investment, or, if unrated,
determined by the Adviser to be of comparable quality. However, the Adviser
reserves the right to invest in more speculative debt securities if they present
attractive opportunities and are rated in the fourth highest rating category by
at least one NRSRO at the time of investment or, if unrated, determined by the
Adviser to be of comparable 

                                                                               9

<PAGE>   498



quality. In addition, at least 50% of total assets will consist of obligations
issued by the U.S. government or its agencies and instrumentalities, some of
which may be subject to repurchase agreements. The fund may also purchase
taxable or tax-exempt municipal securities. Up to 20% of the fund's total
assets may be invested in preferred stocks.

The One Group(R) Income Bond Fund

The One Group(R) Income Bond Fund seeks current income by investing in a
portfolio of high and medium-grade fixed-income securities. The fund will
normally invest at least 80% of total assets in debt securities of all types.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between five and fifteen years. At least 65% of
the fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one NRSRO, or, if unrated, determined by the
Adviser to be of comparable quality. However, the Adviser reserves the right to
invest in more speculative debt securities if they present attractive
opportunities and are rated in the fourth highest rating category by at least
one NRSRO at the time of investment or, if unrated, determined by the Adviser
to be of comparable quality. The fund may also purchase taxable or tax-exempt
municipal securities. Up to 20% of the fund's total assets may be invested in
preferred stocks.

The One Group(R) Government Bond Fund

The One Group(R) Government Bond Fund seeks a high level of current income with
liquidity and safety of principal. The fund seeks to achieve its objective
principally through investment in securities issued by the U.S. government and
its agencies and instrumentalities. At least 65% of the total assets of the fund
will be invested in obligations guaranteed as to principal and interest by the
U.S. Government or its agencies and instrumentalities, some of which may be
subject to repurchase agreements, and other securities representing an interest
in or collateralized by mortgages that are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. The balance of the fund's assets
may be invested in debt securities and taxable or tax-empt municipal
securities.  The average weighted remaining maturity of the Fund is expected to
be between three and fifteen years.

The One Group(R) Ultra Short-Term Income Fund

The One Group(R) Ultra-Short Term Fund seeks a high level of current income
consistent with low volatility of principal by investing in a diversified
portfolio of short-term investment grade securities. The fund will normally
invest at least 80% of its total assets in debt securities of all types,
including money market instruments. In addition, up to 20% of the fund's total
assets may be invested in other securities, including preferred stock. The fund
will invest in adjustable rate mortgage pass-through securities and other
securities representing an interest in or collateralized by mortgages with
periodic interest rate resets, some of which may be subject to repurchase
agreements. These securities often are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. However, the fund also may
purchase mortgage-backed securities that are issued by non-governmental
entities. Such securities may or may not have private insurer guarantees as to
timely payments. The fund also may purchase mortgage and interest rate swaps
and interest rate floors and caps. The fund also may employ other investment
techniques to enhance returns, such as loans of fund securities, mortgage
dollar rolls, repurchase agreements, options contracts and reverse repurchase
agreements.

The Fund will maintain a maximum duration approximately two years. Under normal
interest rate conditions, the Fund's actual duration is expected to be in a
range approximately six months to one year.

RISK FACTORS

The investments of the Fund are concentrated in the Underlying Funds, so the
Fund's investment performance is directly related to the performance of the
Underlying Funds. In addition, as a matter of fundamental policy, the Fund must
allocate its investments among the Underlying Funds within certain ranges. As a
result, the Fund does not have the same flexibility to invest as a mutual fund
without such constraints.

The Fund may invest in Underlying Funds which invest in medium or lower grade
bonds. If these bonds are downgraded, the Adviser will consider whether to
increase or decrease the Fund's investment in the affected Underlying Fund.
Further, the Fund may invest in Underlying Funds which concentrate their assets
in certain industries. Under certain circumstances, this could result in the
Fund being concentrated in those industries. If this were to occur, the Adviser
would consider whether to maintain or change the Fund's investments in such
Underlying Funds.

Special Risks of Investing in Equity Funds

Changes in the value of an equity fund's portfolio securities will not affect
cash income, if any, derived from these securities but will affect the fund's
net asset value. Because equity funds invest primarily in equity securities,
which fluctuate in value, the funds' shares will fluctuate in value. In
addition, certain investment management techniques that the funds may use, such
as the purchase and sale

                                                                              10

<PAGE>   499



of futures, options and forward commitments, could expose the funds to
potentially greater risk of loss than more traditional equity investments.

Special Risks of Investing in Fixed-Income Funds

The market value of a fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under condition of
default, changes in the value of fixed-income securities will not affect cash
income derived from these securities but will affect the funds' net asset
value.

Special Risks of Investing in Index Funds

Because of the funds' investment objectives, securities may be purchased,
retained and sold by the funds when such transactions would not be consistent
with traditional investment criteria. Accordingly, an investor is exposed to a
greater risk of loss (and a correspondingly greater prospect of gain) from
fluctuations in the value of such securities than would be the case if the
funds were not fully invested in such securities. In addition, the Adviser may
eliminate one or more securities or elect not to increase the funds' position
in such securities notwithstanding the continued listing of such securities on
the relevant index in the following circumstances: (i) the stock is no longer
publicly traded; or (ii) an unexpected adverse development occurs with respect
to the company such as bankruptcy or insolvency. As a result of these risk
factors, the share price of an index fund is expected to be volatile, and
investors should be able to sustain sudden, sometimes substantial, fluctuations
in the value of their investment.

Special Risks of Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls, higher transaction costs, and
delayed settlements of transactions. Securities of some foreign companies are
less liquid, and their prices more volatile, than securities of comparable U.S.
companies. Additionally, there may be less public information available about
foreign issuers. Finally, since the funds may invest in securities denominated
in foreign currencies, changes in exchange rates may affect the value of
investments in the funds.

Special Risks of Small Capitalization Companies

Smaller, less seasoned companies may be subject to greater business risk than
larger, established companies. They may be more vulnerable to changes in
economic conditions, specific industry conditions, market fluctuations and
other factors affecting the profitability of companies. Therefore, the stock
price of smaller capitalization companies may be subject to greater price
fluctuations than that of larger, established companies. Due to these and other
risk factors, the price movement of the securities held by the funds may be
volatile and the net asset value of shares of the funds may fluctuate.

Special Risks of Mortgage Related Securities

Some of the funds invest in mortgage-related securities, such as
mortgage-backed securities, adjustable rate mortgage loans ("ARMs"), fixed rate
mortgage loans, and mortgage dollar rolls. The investment characteristics of
mortgage-related securities differ from traditional debt securities. These
differences can result in significantly greater price and yield volatility than
is the case with traditional fixed-income securities. The major differences
typically include more frequent interest and principal payments, usually
monthly, the adjustability of interest rates, and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social, and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment rate scenarios, a fund may fail to recoup fully its
investment in mortgage-related securities notwithstanding a direct or indirect
governmental or agency guarantee. The funds intend to use hedging techniques to
control this risk. In general, changes in the rate of prepayments on a
mortgage-related security will change that security's market value and its
yield to maturity. When interest rates fall, high prepayments could force a
fund to reinvest principal at a time when investment opportunities are not
attractive. Thus, mortgage-related securities may not be an effective means for
a fund to lock in long-term interest rates. Conversely, during periods when
interest rates rise, slow prepayments could cause the average life of the
security to lengthen and the value to decline more than anticipated.



                                                                              11

<PAGE>   500



HOW TO DO BUSINESS WITH
THE ONE GROUP(R)

HOW TO INVEST IN THE ONE GROUP(R)

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group(R) Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000 and $100 respectively
($100 and $25, respectively, for employees of BANC ONE CORPORATION and its
affiliates). Initial and subsequent investment minimums may be waived at the
Distributor's discretion. Investors may purchase up to a maximum of $250,000 of
Class B shares per individual purchase order.

CLASS A SHARES ARE OFFERED TO IRA ACCOUNT PARTICIPANTS AND OTHER LONG-TERM
INVESTORS. CLASS B SHARES ARE OFFERED TO INVESTORS IN CERTAIN RETIREMENT PLANS
SUCH AS 401(K) AND SIMILAR QUALIFIED PLANS. Fiduciary Class shares are offered
to institutional investors, including affiliates of BANC ONE CORPORATION and
any bank, depository institution, insurance company, pension plan or other
organization authorized to act in fiduciary, advisory, agency, custodial or
similar capacities (each an "Authorized Financial Organization"). For
additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group(R),"
to State Street Bank and Trust Company (the Trust's Transfer Agent and
Custodian), P.O.  Box 8500, Boston, MA 02266-8500. Subsequent purchases of
shares may be made at any time by mailing a check to the Transfer Agent.
Account Application Forms are available through the Distributor by calling
1-800-480-4111.

Purchases of Fiduciary Class shares, and Class B shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

Class A and Class B investors may make automatic monthly investments in the
Fund from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which the Fund may be an
appropriate investment. The Trust's retirement plan allows participants to
defer taxes while helping them build their retirement savings.


                                                                              12

<PAGE>   501



The One Group Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Fund is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of the Fund is determined by dividing the total market value of the Fund's
investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of 4:00 p.m., eastern
time, on each Business Day.  For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares may also be
issued in transactions involving the acquisition by the Fund of securities held
by collective investment funds sponsored and administered by affiliates of the
Adviser.  Purchases will be made in full and fractional shares of the Fund
calculated to three decimal places. Although the methodology and procedures are
identical, the net asset value per share of classes within the Fund may differ
because the distribution expenses charged to Class A shares and Class B shares
are not charged to Fiduciary Class shares.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans, Class A shares offered to IRA account participants
and Class B shares that are offered to investors in certain retirement plans
such as 401(k) and similar plans, other than Individual Retirement Accounts,
will normally be held in the name of the Shareholder Servicing Agent effecting
the purchase on the Shareholder's behalf, and it is the Shareholder Servicing
Agent's responsibility to transmit purchase orders to the Distributor. A
Shareholder Servicing Agent may impose an earlier cut-off time for receipt of
purchase orders directed through it to allow for processing and transmittal of
these orders to the Distributor for effectiveness the same day. The Shareholder
should contact his or her Shareholder Servicing Agent for information as to the
Shareholder Servicing Agent's procedures for transmitting purchase, exchange or
redemption orders to the Trust. A Shareholder who desires to transfer the
registration of shares beneficially owned by him or her, but held of record by
a Shareholder Servicing Agent, should contact the Shareholder Servicing Agent
to accomplish such change. Other Shareholders who desire to transfer the
registration of their shares should contact the Transfer Agent.

No certificates representing shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the sales charge reallowed to
financial institutions and intermediaries (the "commission"):

<TABLE>
<CAPTION>
                                                                       SALES CHARGE
                                              SALES CHARGE            AS APPROPRIATE             COMMISSION
                                                  AS A                 PERCENTAGE OF                AS A
                                              PERCENTAGE OF             NET AMOUNT              PERCENTAGE OF
AMOUNT OF PURCHASE                           OFFERING PRICE              INVESTED              OFFERING PRICE
- ------------------                           --------------              --------              --------------
<S>                                             <C>                       <C>                     <C>
less than $100,000                              4.50%                     4.71%                   4.05%
$100,000 but less than $250,000                 3.50%                     3.53%                   3.05%
$250,000 but less than $500,000                 2.50%                     2.36%                   2.05%
$500,000 but less than $1,000,000               2.00%                     2.04%                   1.60%
$1,000,000 or more                              0.00%                     0.00%                   0.00%
</TABLE>

                                                                              13

<PAGE>   502



The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 3.00% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of the shares of the Fund in the form
of payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Fund for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. A Shareholder who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase price if such Shareholder redeems any or all of the Class A shares
prior to the first anniversary of purchase. Under certain circumstances,
commissions up to the amount of the entire sales charge will be reallowed to
financial institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.

RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Fund and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Fund may amend or
terminate this right of accumulation at any time as to subsequent purchases.

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
that impose a comparable sales charge over the next 13 months, the sales charge
may be reduced by completing the Letter of Intent section of the Account
Application Form. The Letter of Intent includes a provision for a sales charge
adjustment depending on the amount actually purchased within the 13-month
period. In addition, pursuant to a Letter of Intent, the Custodian will hold in
escrow the difference between the sales charge applicable to the amount
initially purchased and the sales charge paid at the time of investment, which
is based on the amount covered by the Letter of Intent.

For example, assume an investor signs a Letter of Intent to purchase $250,000
in Class A shares of one (or more) of the funds of the Trust that imposes a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.00% (the sales charge applicable to purchases
of $250,000) and .50% of the investment (representing the difference between
the 2.50% sales charge applicable to purchases of $100,000 and the 2.00% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE

                                                                              14

<PAGE>   503



CORPORATION and certain accounts (other than Individual Retirement Accounts)
for which Authorized Financial Organizations act in fiduciary, advisory,
agency, custodial or similar capacities, or purchased by investment advisers,
financial planners or other intermediaries who have a dealer arrangement with
the Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of the Fund, such as
mergers, asset acquisitions and exchange offers to which the Fund is a party.

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi), and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi), and
(vii) above will not be continued indefinitely and may be discontinued at any
time without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of these waiver policies
prior to initiating the procedures described in clauses (v), (vi), and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). This ongoing fee will cause Class B shares to
have a higher expense ratio and to pay lower dividends than Class A shares.
Class B shares convert automatically to Class A shares after eight years,
commencing from the end of the calendar month in which the purchase order was
accepted under the circumstances and subject to the qualifications described in
this Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.



                                                                              15

<PAGE>   504



<TABLE>
<CAPTION>
                                                         CONTINGENT DEFERRED
                                                          SALES CHARGE AS A
     YEAR(S)                                                PERCENTAGE OF
     SINCE                                                  DOLLAR AMOUNT
     PURCHASE                                             SUBJECT TO CHARGE
     --------                                             -----------------
     <S>                                                         <C>
     0-1                                                         5.00%
     1-2                                                         4.00%
     2-3                                                         3.00%
     3-4                                                         3.00%
     4-5                                                         2.00%
     5-6                                                         1.00%
     6-7                                                         None
     7-8                                                         None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code) of a
Shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of the Fund, such as mergers, asset acquisitions
and exchange offers to which the Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

                                                                              16

<PAGE>   505



EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of the Fund may exchange their shares for Class A
shares of the Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

Class A Shareholders may exchange their shares for Fiduciary Class shares of
the Fund or for Fiduciary Class shares or Class A shares of another fund of the
Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of the Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."

CLASS B

Class B Shareholders of the Fund may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms or conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable Contingent
Deferred Sales Charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.


                                                                              17

<PAGE>   506



BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group(R), c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange, or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Fund. Purchases of
additional Class A or Class B shares while the Systematic Withdrawal Plan is in
effect are generally undesirable because a sales charge is incurred whenever
purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date the redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date.

In addition, Shareholders who have attained the age of 70 1/2 may elect to
receive distributions, to the extent that the redemption represents a minimum
required distribution from an Individual Retirement Account or other qualifying
retirement plan.

If the amount of systematic withdrawal exceeds income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares.  The Fund intends to pay cash for all shares
redeemed.

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercises its right to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will

                                                                              18

<PAGE>   507


be given notice that the value of the shares in his or her account is less than
the minimum amount and will be allowed 60 days to make an additional investment
in the Fund in an amount which will increase the value of the account to at
least $1,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

FUND MANAGEMENT

THE ADVISER

The Trust and Banc One Investment Advisors Corporation (the "Adviser") have
entered into an investment advisory agreement (the "Advisory Agreement"). Under
the Advisory Agreement, the Adviser makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program. The Adviser discharges its responsibilities subject
to the supervision of, and policies established by, the Trustees of the Trust.
The Trust's shares are not deposits or obligations of, or endorsed or
guaranteed by BANC ONE CORPORATION or its bank or non-bank affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

The Adviser is an indirect, wholly-owned subsidiary of BANC ONE CORPORATION, a
bank holding company incorporated in the state of Ohio. BANC ONE CORPORATION
currently has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance and insurance.

On a consolidated basis, BANC ONE CORPORATION had assets of over $90.5 billion
as of December 31, 1995.

The Adviser represents a consolidation of the investment advisory staffs of a
number of bank affiliates of BANC ONE CORPORATION, which have considerable
experience in the management of open-end management investment company
portfolios, including The One Group(R) since 1985 (then known as "The Helmsman
Fund").

No single person is responsible for managing the assets of the Fund. Rather,
investment decisions for the Fund are made by committee.

   
The Adviser is entitled to a fee which is calculated daily and paid monthly, at
an annual rate of .05% of the average daily net assets of the Fund. The Adviser 
may voluntarily waive all or part of this fee.
    

The Adviser also serves as investment adviser to each of the Underlying Funds.
As a shareholder of each of the Underlying Funds, the Fund will indirectly bear
its proportionate share of investment advisory fees paid by those funds. The
Underlying Funds pay the Adviser an advisory fee at the following rates:

   
<TABLE>
         <S>                                                  <C>
         The One Group Prime Money Market Fund                .30%
         The One Group Limited Volatility Bond Fund           .40%
         The One Group Intermediate Bond Fund                 .40%
         The One Group Income Bond Fund                       .40%
         The One Group Government Bond Fund                   .45%
         The One Group Ultra Short-Term Income Fund           .40%
         The One Group Disciplined Value Fund                 .74%
         The One Group International Equity Index Fund        .55%
         The One Group Large Company Growth Fund              .74%
         The One Group Large Company Value Fund               .74%
         The One Group Growth Opportunities Fund              .74%
         The One Group Value Growth Fund                      .65%
         The One Group Gulf South Growth Fund                 .65%
         The One Group Income Equity Fund                     .74%
         The One Group Equity Index Fund                      .10%
</TABLE>
    


                                                                              19

<PAGE>   508



THE DISTRIBUTOR

The One Group(R) Services Company (the "Distributor"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to a
distribution agreement (the "Distribution Agreement") under which shares of the
Fund are sold on a continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Fund. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of Class A shares of the Fund. Up to .25% of
the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of the
Adviser), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of the Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of the Fund's average daily
net assets.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability to the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
the Adviser or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.

THE ADMINISTRATOR

The One Group(R) Services Company, (the "Administrator"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to an
administration agreement relating to the Fund (the "Administration Agreement").
Under the terms of the Administration Agreement, the Administrator is
responsible for providing the Trust with administrative services (other than
investment advisory services), including regulatory reporting and all necessary
office space, equipment, personnel and facilities.

The Adviser also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and the Adviser. Pursuant to
this agreement, the Adviser performs many of the Administrator's duties, for
which the Adviser receives a fee paid by the Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .10% of the Fund's
average daily net assets on the first $500,000,000 in Fund assets, .075% of the
Fund's average daily net assets between $500,000,000 and $1 billion, and .05%
of the Fund's average daily net assets when Fund assets exceed $1 billion.

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment

                                                                              20

<PAGE>   509



Company Act of 1940. Bank One Trust Company, N.A. serves as Sub-Custodian in
connection with the Trust's securities lending activities, pursuant to an
agreement between State Street Bank and Trust Company. Bank One Trust Company
receives a fee paid by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust.  Coopers & Lybrand L.L.P.  serves
as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses.


The Adviser and the Administrator of the Fund each bears all expenses incurred
in connection with the performance of their services as investment adviser and
administrator, respectively, other than the cost of securities (including
brokerage commissions, if any) purchased for the Fund.

As a general matter, as set forth in the Multiple Class Plan, expenses are
allocated to each class of shares of the Fund on the basis of the net asset
value of that class in relation to the net asset value of the Fund. At present,
the only expenses that are allocated to Class A and Class B shares, other than
in accordance with the relative net asset value of the class, are the
distribution and Shareholder services costs. See "Expense Summary." At present,
no expenses are allocated to Fiduciary Class shares as a class that are not
also borne by the other classes of shares of the Fund in proportion to the
relative net asset value of the shares of such classes.

The organizational expenses of the Fund have been capitalized and are being
amortized in the first five years of the Fund's operations. Such amortization
will reduce the amount of income available for payment as dividends.

TRUSTEES OF THE TRUST

The management and affairs of the Trust are supervised by the Trustees under
the laws governing business trusts in the Commonwealth of Massachusetts. The
Trustees have approved contracts under which, as described above, certain
companies provide essential management services to the Trust.

VOTING RIGHTS

As set forth in the Multiple Class Plan, each share held entitles the
Shareholder of record to one vote. Each fund of the Trust will vote separately
on matters relating solely to that fund. In addition, each class of a fund
shall have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.

DIVIDENDS

Net investment income (exclusive of capital gains) is declared daily, and is
determined and distributed in the form of monthly dividends to Shareholders of
Record on the first Business Day of each month. Capital gains of the Fund, if
any, will be distributed at least annually.

                                                                              21

<PAGE>   510



To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly
distributions level from the Fund may be fixed from time to time at rates
consistent with the Adviser's long-term earnings expectations.

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. See "Conversion
Features."

Dividends and distributions of the Fund are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group(R)
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

PORTFOLIO TURNOVER

Portfolio turnover rates vary greatly from year to year as well as within a
particular year. It is presently estimated that the annual portfolio turnover
rate for the Fund will not exceed 120%. Higher portfolio turnover will likely
result in higher transaction costs to the Fund and may result in additional tax
consequences to the Fund's Shareholders.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of the Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

The Fund may not:
   
1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, securities of regulated
investment companies, and if consistent with the Fund's investment objective
and policies, repurchase agreements involving such securities) if as a result
more than 25% of the total assets of the Fund would be invested in the
securities of such issuer.  This restriction applies to 50% of the Fund's total
assets.  With respect to the remaining 50% of its total assets, the Fund may
not purchase the securities of any issuer if as a result more than 5% of the
total assets of the Fund would be invested in the securities of such issuer. 
For purposes of this limitation, a security is considered to be issued by the
government entity whose assets and revenues guarantee or back the security.
With respect to private activity bonds or industrial development bonds backed
only by the assets and revenues of a non-governmental user, such user would be
considered the issuer.
    
2. Purchase any securities that would cause more than 25% of the total assets
of the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, except for
investments in funds of The One Group(R), provided that this limitation does not
apply to 

                                                                              22

<PAGE>   511



investments in obligations issued or guaranteed by the U.S. government or its
agencies and instrumentalities and repurchase agreements involving such
securities. For purposes of this limitation (i) utilities will be divided
according to their services (for example, gas, gas transmission, electric and
telephone will each be considered a separate industry); and (ii) wholly-owned
finance companies will be considered to be in the industries of their parents
if their activities are primarily related to financing the activities of their
parents.

3. Make loans, except that the Fund may (i) purchase or hold debt instruments
in accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information. For the investment limitations of the Underlying Funds, see the
applicable prospectuses.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Underlying Funds. As described above in "Investment Policies of the Fund -
Permissible Investments," the Fund may also invest directly in certain of the
following instruments for temporary defensive purposes. For a more detailed
description, see the Statement of Additional Information or the prospectuses of
the Underlying Funds.

U.S. TREASURY OBLIGATIONS -- The funds may invest in bills, notes and issued by
the U.S. Treasury and separately traded interest and principal component parts
of such obligations that are transferable through the Federal book-entry system
known as Separately Traded Registered Interest and Principal Securities
("STRIPS").

RECEIPTS -- The funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market.

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stocks, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.


                                                                              23

<PAGE>   512



WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period
of years or indefinitely.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

INVESTMENT COMPANY SECURITIES -- The funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The funds bear a risk of loss in the event the other party
defaults on its obligations and the funds are delayed or prevented from their
right to dispose of the collateral securities or if the funds realize a loss on
the sale of the collateral securities.

REVERSE REPURCHASE AGREEMENTS - The funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the funds enter into a reverse
repurchase agreement, they would place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and would subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the funds may
decline below the price at which the funds are obligated to repurchase the
securities.

DEMAND FEATURES - The funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the funds to meet redemption requests and remain as fully
invested as possible.

ASSET-BACKED SECURITIES - Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
will be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to
reinvest the proceeds from the securities at a lower rate. Potential market
gains on a security subject to prepayment risk may be more limited than
potential market gains on a comparable security that is not subject to
prepayment risk. Under certain interest rate and prepayment rate scenarios, the
funds may fail to recoup fully their investment in asset-backed securities.
Asset-backed securities are commonly considered to be derivatives.

SHORT-TERM FUNDING AGREEMENTS - The funds may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated insurance companies. Short-term funding agreements issued by insurance
companies are sometimes referred to as Guaranteed Investment Contracts
("GICs"), while those issued by banks are referred to as Bank Investment
Contracts ("BICs"). Pursuant to such agreements, the funds make cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the funds on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company and are paid from
the general assets of the issuing entity. The funds will purchase short-term
funding agreements only from banks and insurance companies which, at the time
of purchase, are rated "A" or the equivalent by at least one NRSRO and have
assets of $1 billion or more.  Generally, there is no active secondary market
in short-term funding agreements.

SECURITIES OF FOREIGN ISSUERS -- The funds may invest in securities of foreign
issuers to achieve income or capital appreciation. The funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests in a pool of securities
issued by a foreign issuer. ADRs include American Depository Shares and New

                                                                              24

<PAGE>   513



York Shares.  There may be less information available on the foreign issuers of
unsponsored ADRs than on the issuers of sponsored ADRs.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac. Mortgage-backed
securities may also be issued by non-governmental entities and may or may not
have private insurer guarantees of timely payments. The funds also may invest
in mortgage-backed securities issued by non-government entities, which consist
of Collateralized Mortgage Obligations ("CMOs") and Real Estate Mortgage
Investment Conduits ("REMICs"). Mortgage-backed securities are in most cases
"pass-through" instruments, through which the holder receives a share of all
interest and principal payments from the mortgages underlying the certificate.
Because the prepayment characteristics of the underlying mortgages vary, it is
not possible to predict accurately the average life or realized yield of a
particular issue of pass-through certificates. During periods of declining
interest rates, prepayment of mortgages underlying mortgage-backed securities
can be expected to accelerate. When the mortgage obligations are prepaid, the
funds may have to reinvest in securities with a lower yield. Moreover,
prepayment of mortgages which underlie securities purchased at a premium could
result in capital losses.

STRIPPED MORTGAGE-BACKED SECURITIES--The funds may, to enhance revenues or
hedge against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multi-class mortgage securities. The funds may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool
of mortgage assets. A common type of SMBS will have one class receiving all of
the interest from the mortgage assets ("IOs"), while the other class will
receive all of the principal ("POs"). If the underlying mortgage assets
experience greater than anticipated prepayments of principal, the funds may
fail to fully recoup their initial investment in these securities. Although the
market for such securities is increasingly liquid, certain SMBS may not be
readily marketable and will be considered illiquid for purposes of the funds'
limitations on investments in illiquid securities. The market value of the
class consisting entirely of principal payments generally is unusually volatile
in response to changes in interest rates.

MORTGAGE DOLLAR ROLLS--The funds may enter into mortgage "dollar rolls" in
which the funds sell securities for delivery in the current month and
simultaneously contract with the same counterparty to repurchase similar (same
type, coupon and maturity) but not identical securities on a specified future
date. The funds benefit to the extent of any difference between the price
received for the securities sold and the lower forward price for the future
purchase (often referred to as the "drop") or fee income plus the interest
earned on the cash proceeds of the securities sold until the settlement date of
the forward purchase. Unless such benefits exceed the income, capital
appreciation and gain or loss due to mortgage prepayments that would have been
realized on the securities sold as part of the mortgage dollar roll, the use of
this technique will diminish the investment performance of the funds compared
with what such performance would have been without the use of mortgage dollar
rolls.

FIXED RATE MORTGAGE LOANS--Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates
and have original terms to maturity ranging from 5 to 40 years. The funds may
invest in fixed rate mortgage loans that are privately issued and are not
issued or guaranteed by the U.S. government.

SECURITIES LENDING -- In order to generate additional income, the funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S.  government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by the Adviser to be of good standing under guidelines established by
the Trust's Board of Trustees and when, in the judgment of the Adviser, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The funds will enter into loan arrangements only
with counterparties which the Adviser has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by the funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

RESTRICTED SECURITIES -- The funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution.


                                                                              25

<PAGE>   514



VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. There is a risk that the current interest rate on
such obligations may not accurately reflect existing market interest rates.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
funds may purchase securities on a when-issued basis when deemed by the Adviser
to present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. When the Adviser purchases a
when-issued security, the Custodian will set aside cash or liquid securities to
satisfy the purchase commitment. The funds generally will not pay for such
securities or earn interest on them until received. In a forward commitment
transaction, the funds contract to purchase securities for a fixed price at a
future date beyond customary settlement time. The funds are required to hold
and maintain in a segregated account until the settlement date, cash, U.S.
government securities or liquid high-grade debt obligations in an amount
sufficient to meet the purchase price. Alternatively, the funds may enter into
offsetting contracts for the forward sale of other securities that they own.
The purchase of securities on a when-issued or forward commitment basis
involves a risk of loss if the value of the security to be purchased declines
prior to the settlement date

OPTIONS -- The funds may purchase and write (i.e., sell) call options and put
options on securities and indices, which options are traded on national
securities exchanges. A call option gives the purchaser the right to buy, and
obligates the writer of the option to sell, the underlying security at the
agreed upon exercise (or "strike") price during the option period. A put option
gives the purchaser the right to sell, and obligates the writer to buy, the
underlying security at the strike price during the option period. There are
risks associated with options transactions, including the following: (i) the
success of a hedging strategy may depend on the ability of the Adviser to
predict movements in the prices of the individual securities, fluctuations in
markets and movements in interest rates; (ii) there may be an imperfect or no
correlation between the changes in market value of the securities held by the
funds and the prices of options; (iii) there may not be a liquid secondary
market for options; and (iv) while the funds will receive a premium when they
write covered call options, they may not participate fully in a rise in the
market value of the underlying security. It is expected that the funds will
only engage in option transactions with respect to permitted investments and
related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- Certain of the funds may enter into
futures contracts, options on futures contracts, index futures and options
thereon that are traded on an exchange regulated by the Commodities Futures
Trading Commission ("CFTC") if, to the extent that such futures and options are
not for "bona fide hedging purposes" (as defined by the CFTC), the aggregate
initial margin and premiums on such positions (excluding the amount by which
options are in the money) do not exceed 5% of the funds' total assets at
current value. Options and futures can be volatile instruments, and involve
certain risks. If the Adviser applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
fund's return. The funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out their positions because of an
illiquid secondary market.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the funds from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the funds' investments are traded, the funds may enter
into swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate
swap, a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate
payments.  Currency swaps involve the exchange of respective rights to make or
receive payments in specified currencies. Mortgage swaps are similar to
interest rate swaps in that they represent commitments to pay and receive
interest. The notional principal amount, however, is tied to a reference pool
or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
funds may invest in any such options, contracts and products as may be
developed to the extent consistent with their investment objective, policies
and restrictions and the regulatory requirements applicable to investment
companies.  These various products may be used to adjust the risk and return
characteristics of the funds' portfolio of investments.

                                                                              26

<PAGE>   515



These various products may increase or decrease exposure to security prices,
interest rates, commodity prices, or other factors that affect security values,
regardless of the issuer's credit risk. If market conditions do not perform
consistent with expectations, the performance of the funds would be less
favorable than it would have been if these products were not used. In addition,
losses may occur if counterparties involved in transactions do not perform as
promised. These products may expose the funds to potentially greater return as
well as potentially greater risk of loss than more traditional fixed-income
investments.

STRUCTURED INSTRUMENTS - Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as Sallie Mae,
Ginnie Mae, Fannie Mae, and Freddie Mac), banks, municipalities, corporations,
and other business entities whose interest and/or principal payments are
indexed to certain specific foreign currency exchange rates, interest rates, or
one or more other reference indices. Structured instruments frequently are
assembled in the form of medium-term notes, but a variety of forms are
available. Structured instruments are commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by the Adviser, principal
and/or interest payments on the structured instrument may be substantially less
than expected.  In addition, although structured instruments may be sold in the
form of a corporate debt obligation, they may not have some of the protection
against counterparty default that may be available with respect to publicly
traded debt securities (i.e., the existence of a trust indenture).

MUNICIPAL SECURITIES - Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. Municipal securities
are generally classified as "general obligation" bonds and "revenue" bonds.
General obligation bonds are obligations involving the credit of an issuer
possessing taxing power and are payable from the issuer's general unrestricted
revenues. Revenue bonds are payable only from the revenues derived from a
particular facility or class of facilities or, in some cases, from the proceeds
of a special excise or other specific revenue source. Revenue bonds are not
payable from the issuer's general revenues. The funds also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations. Such notes are issued with a short-term
maturity in anticipation of the receipt of tax funds, the proceeds of bond
placements, or other revenues.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a fund's municipal
securities in the same manner. In addition, the Internal Revenue Code of 1986,
as amended (the "Code") imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance.

INVERSE FLOATING RATE INSTRUMENTS -- The funds may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent
that its interest rate varies by a magnitude that exceeds the magnitude of the
change in the index rate of interest. The higher degree of leverage inherent in
inverse floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.


                                                                              27

<PAGE>   516



Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

Investment Grade
- ----------------

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Non-Investment Grade
- --------------------

Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rated category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or
BB-rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

                                                                              28

<PAGE>   517



The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.

Moody's Investor Service, Inc.

Investment Grade
- ----------------

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be
considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.



Non-Investment Grade
- --------------------

Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other
marked shortcomings. C is the lowest rating. Bonds in this category have
extremely poor prospects of ever attaining investment standing.

Unrated securities will be treated as non-investment grade securities unless
the Adviser determines that such securities are the equivalent of investment
grade securities. Securities that have received different ratings from more
than one agency are considered investment grade if at least one agency has
rated the security investment grade.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.


                                                                              29

<PAGE>   518



An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

- -    Amortization schedule (the larger the final maturity relative to other 
     maturities the more likely it will be treated as a note).

- -    Source of Payment (the more dependent the issue is on the market for its
     refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

MISCELLANEOUS

PERFORMANCE

From time to time, the Fund may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of the Fund refers to
the annualized income generated by an investment in the Fund over a specified
30-day period. The yield is calculated by assuming that the income generated by
the investment during that period is generated over a one-year period and is
shown as a percentage of the investment.

Total return is the change in value of an investment in the Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of the Fund. This figure is
then "annualized" (multiplied by 365 days and divided by the applicable number
of days in the period). Funds with a front-end sales charge would incorporate
the offering price into the distribution yield in place of month-end net asset
value.

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

The Trust will include information on all classes of shares of the Fund in any
advertisement or information including performance data for the Fund. The
performance for Fiduciary Class shares may be higher than for Class A shares
and Class B shares because Fiduciary Class shares are not subject to sales
charges and distribution expenses.

The performance of each class of the Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of the Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, the
Fund may advertise its total return in the same manner. If reflected, sales
charges would reduce these total return calculations.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.

                                                                              30

<PAGE>   519



TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

Distributions by the Fund to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a retirement plan that ceases to qualify for tax-exempt
treatment under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Fund's distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Fund and qualified retirement plan trusts considering purchasing such
shares, should consult their tax advisers for a more complete explanation of
the Federal tax consequences, and for an explanation of the state, local and
(if applicable) foreign tax consequences of making such an investment.

The Fund will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received any interest
payments on such obligations during that period. Because the Fund distributes
substantially all of its net investment income to its Shareholders (including
such imputed interest), the Fund may have to sell portfolio securities in order
to generate the cash necessary for the required distributions. Such sales may
occur at a time when the Adviser would not have chosen to sell such securities
and may result in a taxable gain or loss.

Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by the Fund and received by Shareholders on December 31 of that
year, if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

The Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. The Fund will not be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.



                                                                              31

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                                                                              32

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                                                                              34

<PAGE>   523


Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Distributor
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C. 20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215


TOG-F-119


                                                                              35
<PAGE>   524

The One Group(R) Investor Fixed Income Fund                          PROSPECTUS

Investment Adviser:  BANC ONE INVESTMENT ADVISORS CORPORATION

The One Group(R) (the "Trust") is a mutual fund seeking to provide a convenient
and economical means of investing in one or more professionally managed
portfolios of securities. This Prospectus relates to The One Group(R) Investor
Fixed Income Fund Class A, Class B and Fiduciary Class shares.

THE ONE GROUP(R) INVESTOR FIXED INCOME FUND (THE "FUND") SEEKS CURRENT INCOME
WITH LIQUIDITY AND STABILITY OF PRINCIPAL BY INVESTING PRIMARILY IN A
DIVERSIFIED GROUP OF ONE GROUP MUTUAL FUNDS WHICH INVEST PRIMARILY IN FIXED
INCOME SECURITIES.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans, as well as to other long-term
investors. 

Fiduciary Class shares are offered to institutional investors, including
affiliates of BANC ONE CORPORATION and any bank, depository institution,
insurance company, pension plan or other organization authorized to act in
fiduciary, advisory, agency, custodian or similar capacities (each an
"Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL GOVERNMENT OR
ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES INVESTMENT RISKS,
INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. BANC ONE
INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR INVESTMENT
ADVISORY AND OTHER SERVICES.

   
This Prospectus sets forth concisely the information about the Trust that a
prospective investor should know before investing. Investors are advised to
read this Prospectus and retain it for future reference. A Statement of
Additional Information dated November 1, 1996 has been filed with the Securities
and Exchange Commission and is available without charge through the
Distributor, The One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111 during business hours. The Statement of
Additional Information is incorporated into this Prospectus by reference.
    

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.

   
November 1, 1996
    
<PAGE>   525

TABLE OF CONTENTS
<TABLE>
<CAPTION>
                                                          PAGE #
                                                          ------
<S>                                                         <C>
SUMMARY                                                      3
ABOUT THE FUND                                               4
     Expense Summary                                         4
     The Fund                                                5
     Investment Objective                                    5
     Investment Policies                                     6
HOW TO DO BUSINESS WITH THE ONE GROUP(R)                     8
     How to Invest in The One Group(R)                       8
     Alternative Sales Arrangements                         12
     Exchanges                                              13
     Redemptions                                            14
FUND MANAGEMENT                                             16
     The Adviser                                            16
     The Distributor                                        16
     The Administrator                                      17
     The Transfer Agent and Custodian                       17
     Counsel and Independent Accountants                    17
OTHER INFORMATION                                           17
     The Trust                                              17
     Other Investment Policies                              19
     Description of Permitted Investments                   19
     Description of Ratings                                 24
     Miscellaneous                                          26
     Performance                                            26
     Taxes                                                  27
</TABLE>
<PAGE>   526

SUMMARY

The One Group(R) (the "Trust") is an open-end management investment company
that provides a convenient way to invest in professionally managed portfolios
of securities. The following provides basic information about the Class A,
Class B and Fiduciary Class shares of The One Group(R) Investor Fixed Income
Fund.

WHAT IS THE INVESTMENT OBJECTIVE? The Fund seeks current income with liquidity
and stability of principal by investing primarily in a diversified group of One
Group mutual funds which invest primarily in fixed income securities. See
"Investment Objective." Shares of the Fund are available to tax advantaged
retirement accounts and other persons investing for long-term investment
purposes. The Fund should not be used for short-term trading purposes. There is
no assurance that the Fund will achieve its investment objective.

WHAT ARE THE PERMITTED INVESTMENTS? The Fund offers Shareholders a
professionally-managed investment program by purchasing shares of existing
mutual funds of The One Group(R) (the "Underlying Funds"), which are managed by
Banc One Investment Advisors Corporation (the "Adviser"). The Fund will invest
90% to 100% of its assets in Underlying Funds which invest primarily in
fixed-income securities, and up to 10% in Money Market Funds. The Fund will
normally allocate its assets among the Underlying Funds according to the
Adviser's outlook for the economy, financial markets and relative market
valuation of the Underlying Funds. The Adviser may vary the allocation within
the above ranges. There is no assurance that the Fund will achieve its stated
objective

WHAT ARE THE CHARACTERISTICS OF THE UNDERLYING FUNDS? The Underlying Funds in
which the Fund will invest have the following characteristics:

<TABLE>
<CAPTION>
            Underlying Fund                              Type of Investments
            ---------------                              -------------------
     <S>                                                 <C>
     The One Group(R)Prime Money Market Fund             Money Market
     The One Group(R)Limited Volatility Bond Fund        Fixed Income
     The One Group(R)Intermediate Bond Fund              Fixed Income
     The One Group(R)Income Bond Fund                    Fixed Income
     The One Group(R)Government Bond Fund                Fixed Income
     The One Group(R)Ultra Short-Term Income Fund        Fixed Income
</TABLE>

The Fund's net asset value will fluctuate with changes in the equity markets
and the value of the Underlying Funds in which it invests. The Fund's
investment return is diversified by its investment in the Underlying Funds
which invest in growth and income stocks, foreign securities, debt securities,
and cash and cash equivalents. See page 6 for a complete description of the
Underlying Funds and page 19 for other investment policies.

WHO IS THE ADVISER? Banc One Investment Advisors Corporation, an indirect
subsidiary of BANC ONE CORPORATION, serves as the Adviser of the Trust. The
Adviser is entitled to a fee for advisory services provided to the Trust. The
Adviser may voluntarily agree to waive a part of its fees. See "The Adviser"
and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group(R) Services Company serves as the
Administrator of the Trust. The Administrator is entitled to a fee for
services provided to the Trust. Banc One Investment Advisors Corporation
serves as the Sub-Administrator of the Trust, pursuant to an agreement with the
Administrator for which Banc One Investment Advisors Corporation receives a fee
paid by the Administrator. See "The Administrator" and "Expense Summary."

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee. Bank One Trust Company, N.A. serves as Sub-Custodian for the
Trust, for which services it receives a fee. See "The Transfer Agent and
Custodian."

WHO IS THE DISTRIBUTOR? The One Group(R) Services Company acts as Distributor
of the Trust's shares. The Distributor is entitled to fees for distribution
services for the Class A and Class B shares. No compensation is paid to the
Distributor for the distribution services for the Fiduciary Class shares of the
Fund. See "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days"). See "How to Invest in The One Group(R)" and
"Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month. Any capital gains are distributed at
least annually. Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash. See "Dividends."

                                                                               3

<PAGE>   527

ABOUT THE FUND

EXPENSE SUMMARY -- THE ONE GROUP(R) INVESTOR FIXED INCOME FUND

   
<TABLE>
<CAPTION>
                                                                                                       FIDUCIARY
                                                                     CLASS A           CLASS B           CLASS
                                                                     -------           -------         ---------
<S>                                                                   <C>             <C>               <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases                             4.50%            None              None
     (as a percentage of offering price)
Maximum Contingent Deferred Sales Charge(2)                           None             5.00%             None
     (as a percentage of original purchase
     price or redemption proceeds, as applicable)                     None             None              None
Redemption Fees                                                       None             None              None
Exchange Fees                                                         None             None              None
ANNUAL OPERATING EXPENSES
     (as a percentage of average daily net assets)
Investment Advisory Fees (3)                                           .01%             .01%             .01%
12b-1 Fees (after fee waiver) (4)                                      .25%             .90%             None
Other Expenses (5)                                                     .19%             .19%             .19%
TOTAL OPERATING EXPENSES (6)                                           .45%            1.10%             .20%

<FN>
(1)  A person who purchases shares through an account with a financial
     institution or broker/dealer may be charged separate transaction fees by
     the financial institution or broker/dealer. In addition, a wire redemption
     charge, currently $7.00, is deducted from the amount of a wire redemption
     payment made at the request of a Shareholder.

(2)  A person who purchases $1 million or more of Class A shares and is not
     assessed a sales charge at the time of purchase, will be assessed a sales
     charge equivalent to 1% of the purchase price if such purchaser redeems any
     or all of the Class A shares prior to the first anniversary of purchase.

(3)  Investment Advisory fees have been revised to reflect waivers effective
     as of the date of this Prospectus. Absent this voluntary reduction, 
     Investment Advisory fees would be .05% for all classes of shares.

(4)  Absent the voluntary waiver of fees under the Trust's Distribution and
     Shareholder Services Plan, 12b-1 fees (as a percentage of average daily net
     assets) would be .35% for Class A shares and 1.00% for Class B shares. The
     12b-1 fees include a Shareholder servicing fee of .25% of average daily net
     assets of the Fund's Class B shares and may include a Shareholder servicing
     fee of .25% of the average daily net assets of the Fund's Class A shares.
     See "The Distributor."

(5)  Other Expenses have been revised to reflect fee waivers and reimbursements
     effective as of the date of this Prospectus. Absent this voluntary waiver 
     and reimbursement, Other Expenses would be .29%.

(6)  Absent the voluntary reduction of fees, Total Operating Expenses would be
     .69% for Class A shares, 1.34% for Class B shares and .34% for Fiduciary 
     Class shares.
</TABLE>
    

The Fund will indirectly bear its pro rata share of fees and expenses incurred
by the Underlying Funds, and the investment returns of the Fund will be net of
the expenses of the Underlying Funds. The following chart provides the expense
ratio for each of the Underlying Funds in which the Fund invests (based on the
current Underlying Fund prospectus). Certain of these expenses ratios may 
include a voluntary reduction of investment advisory fees.

   
<TABLE>
<CAPTION>

Name of Underlying Fund                             Expense Ratio
- -----------------------                             -------------
<S>                                                     <C> 
The One Group(R) Prime Money Market Fund                .50%
The One Group(R) Limited Volatility Bond Fund           .62%
The One Group(R) Intermediate Bond Fund                 .67%
The One Group(R) Income Bond Fund                       .61%
The One Group(R) Government Bond Fund                   .69%
The One Group(R) Ultra Short-Term Income Fund           .91%
</TABLE>
    

After combining the total operating expenses of the Fund with those of the
Underlying Funds, the estimated average weighted expense ratio for Class A 
shares is 1.15%, for Class B shares is 1.80% and for Fiduciary Class shares is
 .90%.
 
                                       4

<PAGE>   528
on the basis of these estimated expenses, the following example illustrates
the expenses an investor would pay on a $1,000 investment in Class A and
Fiduciary Class shares of the Fund, assuming: (1) imposition of the maximum
sales charge for Class A shares; (2) 5% annual return; and (3) redemption
at the end of each time period.

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
- -------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>              <C>             <C>               <C>
Class A                                                $56              $80             $105              $178
Fiduciary Class                                        $ 9              $29             $ 50              $111
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR           3 YEARS         5 YEARS           10 YEARS
- -------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>              <C>             <C>               <C>
Class A                                                $60              $91             $125              $219
Fiduciary                                              $12              $37             $ 65              $143
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
    

On the basis of the estimated expenses above, the following example
illustrates the expenses an investor would pay on a $1,000 investment in Class
B shares, assuming: (1) deduction of the applicable maximum Contingent Deferred
Sales Charge; and (2) 5% annual return.

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR           3 YEARS         5 YEARS           10 YEARS
- -------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>              <C>             <C>               <C>
Assuming a complete redemption at end of period        $68              $87             $117              $195
Assuming no redemption                                 $18              $57             $ 97              $195
</TABLE>
    

Absent the voluntary reduction of any fees, the dollar amounts in the above
example would be as follows:

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                       1 YEAR           3 YEARS         5 YEARS           10 YEARS
- -------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>              <C>             <C>               <C>
Assuming a complete redemption at end of period        $72              $98             $137              $235
Assuming no redemption                                 $22              $68             $117              $235
</TABLE>
    

Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.

THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.

THE FUND

   
The One Group(R) Investor Fixed Income Fund ( the "Fund") is part of The One
Group(R) (the "Trust"), which is an open-end management investment company that
offers shares in 40 separate funds and different classes of certain of the
funds. The Trust was organized as a Massachusetts Business Trust on May 23,
1985. This Prospectus relates to Class A, Class B, and Fiduciary Class shares
of The One Group(R) Investor Fixed Income Fund. Each class of shares provides
for variations in distribution costs, voting rights, dividends and per share
net asset value pursuant to a multiple class plan (the "Multiple Class Plan")
adopted by the Board of Trustees of the Trust. Except for these differences
between classes, each share of the Fund represents an undivided, proportionate
interest in the Fund. The Fund is a non-diversified mutual fund because it
invests in the securities of a limited number of Underlying Funds. However, the
Underlying Funds are diversified investment companies. The Information
regarding the Trust's other funds and their classes is contained in separate
prospectuses which may be obtained from the Trust's Distributor, The One
Group(R) Services Company, 3435 Stelzer Road, Columbus, OH 43219, or by calling
1-800-480-4111.
    

INVESTMENT OBJECTIVE

The Fund seeks current income with liquidity and stability of principal by
investing primarily in a diversified group of One Group mutual funds which
invest primarily in fixed income securities.

The investment objective of the Fund is fundamental and may not be changed
without a vote of the holders of a majority of the Fund's outstanding shares
(as defined in the Statement of Additional Information).

There is no assurance that the Fund will meet its investment objective.

                                                                               5
<PAGE>   529

INVESTMENT POLICIES OF THE FUND

The investment policies of the Fund may be changed without an affirmative vote
of the holders of a majority of the Fund's outstanding shares unless a policy
is expressly deemed to be fundamental. Shareholders will be notified of any
material change in the Fund's investment policies.

Permissible Investments

The Fund will invest 90 to 100% of its assets in five Underlying Funds of The
One Group(R)which invest primarily in fixed income securities, and up to 10% of
its assets in one money market fund of The One Group. The Fund will invest its
assets in the Underlying Funds, within the ranges indicated below.

<TABLE>
<CAPTION>
                                                         Investment Range
     Investor Fixed Income Fund                      (Percent of Fund Assets)
     --------------------------                      ------------------------
     <S>                                                     <C>
     The One Group(R) Prime Money Market Fund                0 - 10%
     The One Group(R) Limited Volatility Bond Fund           0 - 90%
     The One Group(R) Intermediate Bond Fund                 0 - 90% 
     The One Group(R) Income Bond Fund                       0 - 90% 
     The One Group(R) Government Bond Fund                   0 - 90% 
     The One Group(R) Ultra Short-Term Income Fund           0 - 90%
</TABLE>

The allocation of the Fund's assets among the Underlying Funds will be made by
the Adviser under the supervision of the Trust's Board of Trustees, within the
percentage ranges set forth in the table a ove.

The Fund and the Underlying Funds are permitted for temporary defensive
purposes to invest up to 100% of their assets in short-term fixed income
securities. Such securities include obligations of the U.S. government and its
agencies and instrumentalities; commercial paper, bank certificates of deposit,
repurchase agreements, bankers acceptance, variable amount master demand notes
and bank money market deposit accounts. The Fund and the Underlying Funds may
also hold cash for liquidity purposes.

To the extent the Fund or the Underlying Funds are engaged in a temporary
defensive position, they will not be pursuing their investment objective.

DESCRIPTION OF THE UNDERLYING FUNDS

The following is a brief description of the principal investment policies of
the Underlying Funds. Additional investment practices are described in
"Investment Policies of the Underlying Funds," the Statement of Additional
Information and the prospectus for each of the Underlying Funds.

The One Group(R) Prime Money Market Fund

The One Group(R) Prime Money Market Fund seeks current income with liquidity
and stability of principal. The fund intends to comply with the regulations of
the Securities and Exchange Commission applicable to money market funds using
the amortized cost method for calculating net asset value. These regulations
impose certain quality, maturity and diversification restraints on investments
by the fund. Under these regulations, the fund will invest only in U.S.
dollar-denominated securities, will maintain an average maturity on a
dollar-weighted basis of 90 days or less, and will acquire only "eligible
securities" that present minimal credit risks and have a maturity of 397 days
or less.

The One Group(R) Limited Volatility Bond Fund

The One Group(R) Limited Volatility Bond Fund seeks current income consistent
with preservation of capital through investment in high and medium-grade
fixed-income securities. The fund will normally invest at least 80% of total
assets in debt securities of all types with short to intermediate maturities.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between one and five years. At least 65% of the
fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one nationally recognized statistical rating
organization ("NRSRO") at the time of investment, or, if unrated, determined by
the Adviser to be of comparable quality. In addition , at least 65% of total
assets will consist of obligations issued by the U.S. government or its
agencies and instrumentalities, some of which may be subject to repurchase
agreements.  The fund may also purchase taxable or tax-exempt municipal
securities. Up to 20% of the fund's total assets may be invested in preferred
stocks.

                                                                               6

<PAGE>   530

The One Group(R) Intermediate Bond Fund

The One Group(R) Intermediate Bond Fund seeks current income consistent with
the preservation of capital through investments in high and medium-grade
fixed-income securities with intermediate maturities. The fund will normally
invest at least 80% of total assets in debt securities of all types. Under
normal market conditions, it is anticipated that the fund's average weighted
maturity will range between three and ten years. At least 65% of the fund's
total assets will consist of bonds rated in one of the three highest rating
categories by at least one NRSRO at the time of investment, or, if unrated,
determined by the Adviser to be of comparable quality. However, the Adviser
reserves the right to invest in more speculative debt securities if they
present attractive opportunities and are rated in the fourth highest rating
category by at least one NRSRO at the time of investment or, if unrated,
determined by the Adviser to be of comparable quality. In addition, at least
50% of total assets will consist of obligations issued by the U.S. government
or its agencies and instrumentalities, some of which may be subject to
repurchase agreements. The fund may also purchase taxable or tax-exempt
municipal securities. Up to 20% of the fund's total assets may be invested in
preferred stocks.

The One Group(R) Income Bond Fund

The One Group(R) Income Bond Fund seeks current income by investing in a
portfolio of high and medium-grade fixed-income securities. The fund will
normally invest at least 80% of total assets in debt securities of all types.
Under normal market conditions, it is anticipated that the fund's average
weighted maturity will range between five and fifteen years. At least 65% of
the fund's total assets will consist of bonds rated in one of the three highest
rating categories by at least one NRSRO at the time of investment, or, if
unrated, determined by the Adviser to be of comparable quality. However, the
Adviser reserves the right to invest in more speculative debt securities if
they present attractive opportunities and are rated in the fourth highest
rating category by at least one NRSRO at the time of investment or, if unrated,
determined by the Adviser to be of comparable quality. The fund may also
purchase taxable or tax-exempt municipal securities. Up to 20% of the fund's
total assets may be invested in preferred stocks.

The One Group(R) Government Bond Fund

The One Group(R) Government Bond Fund seeks a high level of current income with
liquidity and safety of principal. The fund seeks to achieve its objective
principally through investment in securities issued by the U.S. government and
its agencies and instrumentalities. At least 65% of the total assets of the
fund will be invested in obligations guaranteed as to principal and interest by
the U.S. government or its agencies and instrumentalities, some of which may be
subject to repurchase agreements, and other securities representing an interest
in or collateralized by mortgages that are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. The balance of the fund's assets
may be invested in debt securities and taxable or tax-exempt municipal
securities. The average weighted remaining maturity of the fund is expected to
be between three and fifteen years.

The One Group(R) Ultra Short-Term Income Fund

The One Group(R) Ultra Short-Term Income Fund seeks a high level of current
income consistent with low volatility of principal by investing in a
diversified portfolio of short-term investment grade securities. The fund will
normally invest at least 80% of its total assets in debt securities of all
types, including money market instruments. In addition, up to 20% of the fund's
total assets may be invested in other securities, including preferred stock.
The fund will invest in adjustable rate mortgage pass-through securities and
other securities representing an interest in or collateralized by mortgages
with periodic interest rate resets, some of which may be subject to repurchase
agreements. These securities often are issued or guaranteed by the U.S.
government, its agencies or instrumentalities. However, the fund also may
purchase mortgage-backed securities that are issued by non-governmental
entities. Such securities may or may not have private insurer guarantees as to
timely payments. The fund also may purchase mortgage and interest rate swaps
and interest rate floors and caps. The fund also may employ other investment
techniques to enhance returns, such as loans of fund securities, mortgage
dollar rolls, repurchase agreements, options contracts and reverse repurchase
agreements.

The Fund will maintain a maximum duration approximately two years. Under normal
interest rate conditions, the Fund's actual duration is expected to be in a
range of approximately six months to one year.

RISK FACTORS

The investments of the Fund are concentrated in the Underlying Funds, so the
Fund's investment performance is directly related to the performance of the
Underlying Funds. In addition, as a matter of fundamental policy, the Fund must
allocate its investments among the Underlying Funds within certain ranges. As a
result, the Fund does not have the same flexibility to invest as a mutual fund
without such constraints.

The Fund may invest in Underlying Funds which invest in medium or lower grade
bonds. If these bonds are downgraded, the Adviser will consider whether to
increase or decrease the Fund's investment in the affected Underlying Fund.
Further, the Fund may invest

                                                                              7
<PAGE>   531

in Underlying Funds which concentrate their assets in certain industries. Under
certain circumstances, this could result in the Fund being concentrated in
those industries. If this were to occur, the Adviser would consider whether to
maintain or change the Fund's investments in such Underlying Funds.

Special Risks of Investing in Fixed-Income Funds

The market value of a fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates. Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under condition of
default, changes in the value of fixed-income securities will not affect cash
income derived from these securities but will affect the funds' net asset
value.

Special Risks of Foreign Securities

Investments in securities of foreign issuers involve risks that are different
from investments in securities of U.S. issuers. These risks may include future
unfavorable political and economic developments, possible withholding taxes,
seizure of foreign deposits, currency controls, higher transaction costs, and
delayed settlements of transactions. Securities of some foreign companies are
less liquid, and their prices more volatile, than securities of comparable U.S.
companies. Additionally, there may be less public information available about
foreign issuers. Finally, since the funds may invest in securities denominated
in foreign currencies, changes in exchange rates may affect the value of
investments in the funds.

Special Risks of Small Capitalization Companies

Smaller, less seasoned companies may be subject to greater business risk than
larger, established companies. They may be more vulnerable to changes in
economic conditions, specific industry conditions, market fluctuations and
other factors affecting the profitability of companies. Therefore, the stock
price of smaller capitalization companies may be subject to greater price
fluctuations than that of larger, established companies. Due to these and other
risk factors, the price movement of the securities held by the funds may be
volatile and the net asset value of shares of the funds may fluctuate.

Special Risks of Mortgage Related Securities

Some of the funds invest in mortgage-related securities, such as
mortgage-backed securities, adjustable rate mortgage loans ("ARMs"), fixed rate
mortgage loans, and mortgage dollar rolls. The investment characteristics of
mortgage-related securities differ from traditional debt securities. These
differences can result in significantly greater price and yield volatility than
is the case with traditional fixed-income securities. The major differences
typically include more frequent interest and principal payments, usually
monthly, the adjustability of interest rates, and the possibility that
prepayments of principal may be made at any time. Prepayment rates are
influenced by changes in current interest rates and a variety of economic,
geographic, social, and other factors. During periods of declining interest
rates, prepayment rates can be expected to accelerate. Under certain interest
rate and prepayment rate scenarios, a fund may fail to recoup fully its
investment in mortgage-related securities notwithstanding a direct or indirect
governmental or agency guarantee. The funds intend to use hedging techniques to
control this risk. In general, changes in the rate of prepayments on a
mortgage-related security will change that security's market value and its
yield to maturity. When interest rates fall, high prepayments could force a
fund to reinvest principal at a time when investment opportunities are not
attractive. Thus, mortgage-related securities may not be an effective means for
a fund to lock in long-term interest rates. Conversely, during periods when
interest rates rise, slow prepayments could cause the average life of the
security to lengthen and the value to decline more than anticipated.


HOW TO DO BUSINESS WITH
THE ONE GROUP(R)

HOW TO INVEST IN THE ONE GROUP(R)

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group(R) Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

                                                                               8
<PAGE>   532

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000 and $100 respectively
($100 and $25, respectively, for employees of BANC ONE CORPORATION and its
affiliates). Initial and subsequent investment minimums may be waived at the
Distributor's discretion. Investors may purchase up to a maximum of $250,000 of
Class B shares per individual purchase order.

Class A shares are offered to IRA account participants and other long-term
investors. Class B shares are offered to investors in certain retirement plans
such as 401(k) and similar qualified plans. Fiduciary Class shares are offered
to institutional investors, including affiliates of BANC ONE CORPORATION and
any bank, depository institution, insurance company, pension plan or other
organization authorized to act in fiduciary, advisory, agency, custodial or
similar capacities (each an "Authorized Financial Organization"). For
additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group(R),"
to State Street Bank and Trust Company (the Trust's Transfer Agent and
Custodian), P.O. Box 8500, Boston, MA 02266-8500. Subsequent purchases of
shares may be made at any time by mailing a check to the Transfer Agent.
Account Application Forms are available through the Distributor by calling
1-800-480-4111.

Purchases of Fiduciary Class shares, and Class B shares that are being offered
to investors in certain retirement plans such as 401(k) and similar plans,
other than Individual Retirement Accounts, are made by an institutional
investor and/or other intermediary on behalf of an investor (each also a
"Shareholder Servicing Agent"). The Shareholder Servicing Agent may require an
investor to complete forms in addition to the Account Application Form and to
follow procedures established by the Shareholder Servicing Agent. Such
Shareholders should contact their Shareholder Servicing Agents regarding
purchases, exchanges and redemptions of shares. See "Additional Information
Regarding Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

Class A and Class B investors may make automatic monthly investments in the
Fund from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service. A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.

FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which the Fund may be an
appropriate investment. The Trust's retirement plan allows participants to
defer taxes while helping them build their retirement savings.

The One Group(R)Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be cancelled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust. Federal funds are monies credited to a

                                                                               9
<PAGE>   533

bank's account with a Federal Reserve Bank. The purchase price of shares of the
Fund is the net asset value next determined after a purchase order is effected
plus any applicable sales charge (the "offering price"). The net asset value
per share of the Fund is determined by dividing the total market value of the
Fund's investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of 4:00 p.m., eastern
time, on each Business Day. For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares may also be
issued in transactions involving the acquisition by the Fund of securities held
by collective investment funds sponsored and administered by affiliates of the
Adviser. Purchases will be made in full and fractional shares of the Fund
calculated to three decimal places. Although the methodology and procedures are
identical, the net asset value per share of classes within the Fund may differ
because the distribution expenses charged to Class A shares and Class B shares
are not charged to Fiduciary Class shares.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans, Class A shares offered to IRA account participants
and Class B shares that are offered to investors in certain retirement plans
such as 401(k) and similar plans, other than Individual Retirement Accounts,
will normally be held in the name of the Shareholder Servicing Agent effecting
the purchase on the Shareholder's behalf, and it is the Shareholder Servicing
Agent's responsibility to transmit purchase orders to the Distributor. A
Shareholder Servicing Agent may impose an earlier cut-off time for receipt of
purchase orders directed through it to allow for processing and transmittal of
these orders to the Distributor for effectiveness the same day. The Shareholder
should contact his or her Shareholder Servicing Agent for information as to the
Shareholder Servicing Agent's procedures for transmitting purchase, exchange or
redemption orders to the Trust. A Shareholder who desires to transfer the
registration of shares beneficially owned by him or her, but held of record by
a Shareholder Servicing Agent, should contact the Shareholder Servicing Agent
to accomplish such change. Other Shareholders who desire to transfer the
registration of their shares should contact the Transfer Agent.

No certificates representing shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the sales charge reallowed to
financial institutions and intermediaries (the "commission"):

<TABLE>
<CAPTION>
                                                                       SALES CHARGE
                                              SALES CHARGE            AS APPROPRIATE             COMMISSION
                                                  AS A                 PERCENTAGE OF                AS A
                                              PERCENTAGE OF             NET AMOUNT              PERCENTAGE OF
AMOUNT OF PURCHASE                           OFFERING PRICE              INVESTED              OFFERING PRICE
- ------------------                           --------------           --------------           --------------
<S>                                              <C>                       <C>                     <C>
less than $100,000                               4.50%                     4.71%                   4.05%
$100,000 but less than $250,000                  3.50%                     3.53%                   3.05%
$250,000 but less than $500,000                  2.50%                     2.36%                   2.05%
$500,000 but less than $1,000,000                2.00%                     2.04%                   1.60%
$1,000,000 or more                               0.00%                     0.00%                   0.00%
</TABLE>

The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 3.00% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of the shares of the Fund in the form
of payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Fund

                                                                              10
<PAGE>   534

for sales of $1 million to $5 million, and 0.50% for sales over $5 million. A
Shareholder who purchases $1 million or more of Class A shares and is not
assessed a sales charge at the time of purchase, will be assessed a sales
charge equivalent to 1% of the purchase price if such Shareholder redeems any
or all of the Class A shares prior to the first anniversary of purchase. Under
certain circumstances, commissions up to the amount of the entire sales charge
will be reallowed to financial institutions and intermediaries, which might
then be deemed to be "underwriters" under the Securities Act of 1933.

RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Fund and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Fund may amend or
terminate this right of accumulation at any time as to subsequent purchases.

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
that impose a comparable sales charge over the next 13 months, the sales charge
may be reduced by completing the Letter of Intent section of the Account
Application Form. The Letter of Intent includes a provision for a sales charge
adjustment depending on the amount actually purchased within the 13-month
period. In addition, pursuant to a Letter of Intent, the Custodian will hold in
escrow the difference between the sales charge applicable to the amount
initially purchased and the sales charge paid at the time of investment, which
is based on the amount covered by the Letter of Intent.

For example, assume an investor signs a Letter of Intent to purchase $250,000
in Class A shares of one (or more) of the funds of the Trust that imposes a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.00% (the sales charge applicable to purchases
of $250,000) and .50% of the investment (representing the difference between
the 2.50% sales charge applicable to purchases of $100,000 and the 2.00% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.

The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust)

                                                                              11
<PAGE>   535

for which a sales charge was paid; (vii) purchased in an Individual Retirement
Account with the proceeds of a distribution from an employee benefit plan,
provided that, at the time of distribution, the employee benefit plan had plan
assets invested in a fund of the Trust; (viii) purchased with Trust assets;
(ix) purchased in accounts as to which a bank or broker-dealer charges an asset
allocation fee, provided the bank or broker-dealer has an agreement with the
Distributor; (x) directly purchased with the proceeds of a distribution on a
bond for which a BANC ONE CORPORATION affiliate bank or trust company is the
Trustee or Paying Agent; or (xi) purchased in connection with plans of
reorganization of the Fund, such as mergers, asset acquisitions and exchange
offers to which the Fund is a party.

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi), and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi), and
(vii) above will not be continued indefinitely and may be discontinued at any
time without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of these waiver policies
prior to initiating the procedures described in clauses (v), (vi), and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan (described
below under "The Distributor"). The Distributor has voluntarily agreed to
reduce the amount of this fee to .90% of the Fund's average daily net assets
attributable to the Class B shares for the indefinite future. This ongoing fee
will cause Class B shares to have a higher expense ratio and to pay lower
dividends than Class A shares. Class B shares convert automatically to Class A
shares after eight years, commencing from the end of the calendar month in
which the purchase order was accepted under the circumstances and subject to
the qualifications described in this Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. A dealer reallowance of 4.00% of the original purchase price of
the Class B shares will be paid to financial institutions and intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                                         CONTINGENT DEFERRED
                                                          SALES CHARGE AS A
     YEAR(S)                                                PERCENTAGE OF
     SINCE                                                  DOLLAR AMOUNT
     PURCHASE                                             SUBJECT TO CHARGE
     --------                                            -------------------
     <S>                                                         <C>
     0-1                                                         5.00%
     1-2                                                         4.00%
</TABLE>

                                                                             12
<PAGE>   536

<TABLE>
     <S>                                                         <C>
     2-3                                                         3.00%
     3-4                                                         3.00%
     4-5                                                         2.00%
     5-6                                                         1.00%
     6-7                                                         None
     7-8                                                         None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code) of a
Shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of the Fund, such as mergers, asset acquisitions
and exchange offers to which the Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of the Fund may exchange their shares for Class A
shares of the Fund or for Class A shares or Fiduciary Class shares of another
fund of the Trust.

                                                                              13
<PAGE>   537

Class A Shareholders may exchange their shares for Fiduciary Class shares of
the Fund or for Fiduciary Class shares or Class A shares of another fund of the
Trust, if the Shareholder is eligible to purchase such shares.

The exchange privilege may be exercised only in those states where the shares
of the Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."

CLASS B

Class B Shareholders of the Fund may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the exchange on behalf of the Shareholder. If an exchange
request in good order is received by the Transfer Agent by 4:00 p.m., eastern
time, on any Business Day, the exchange usually will occur on that day. Any
Shareholder who wishes to make an exchange must receive a current prospectus of
the fund of the Trust in which he or she wishes to invest before the exchange
will be effected.

The Trust reserves the right to change the terms or conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

REDEMPTIONS

Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Class A and Fiduciary Class shares, and at
net asset value per share next determined reduced by any applicable Contingent
Deferred Sales Charge for Class B shares, after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.

BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group(R), c/o State Street Bank and Trust
Company, P.O. Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange, or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

                                                                              14
<PAGE>   538

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Fund. Purchases of
additional Class A or Class B shares while the Systematic Withdrawal Plan is in
effect are generally undesirable because a sales charge is incurred whenever
purchases are made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually,
determined in the first year as of the date of redemption request is received
by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date.

In addition, Shareholders who have attained the age of 70 1/2 may elect to
receive distributions, to the extent that the redemption represents a minimum
required distribution from an Individual Retirement Account or other qualifying
retirement plan.

If the amount of systematic withdrawal exceeds income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Fund intends to pay cash for all shares
redeemed.

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercises its right to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will be given notice that the
value of the shares in his or her account is less than the minimum amount and
will be allowed 60 days to make an additional investment in the Fund in an
amount which will increase the value of the account to at least $1,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

                                                                              15
<PAGE>   539

FUND MANAGEMENT

THE ADVISER

The Trust and Banc One Investment Advisors Corporation (the "Adviser") have
entered into an investment advisory agreement (the "Advisory Agreement"). Under
the Advisory Agreement, the Adviser makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program. The Adviser discharges its responsibilities subject
to the supervision of, and policies established by, the Trustees of the Trust.
The Trust's shares are not deposits or obligations of, or endorsed or guaranteed
by BANC ONE CORPORATION or its bank or non-bank affiliates. The Trust's shares
are not insured or guaranteed by the Federal Deposit Insurance Corporation
("FDIC") or by any other governmental agency or government sponsored agency of
the Federal government or any state. 

The Adviser is an indirect, wholly-owned subsidiary of BANC ONE CORPORATION, a
bank holding company incorporated in the state of Ohio. BANC ONE CORPORATION
currently has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance and insurance.

On a consolidated basis, BANC ONE CORPORATION had assets of over $90.5 billion
as of December 31, 1995.

The Adviser represents a consolidation of the investment advisory staffs of a
number of bank affiliates of BANC ONE CORPORATION, which have considerable
experience in the management of open-end management investment company
portfolios, including The One Group(R) since 1985 (then known as "The Helmsman
Fund").

No single person is responsible for managing the assets of the Fund. Rather,
investment decisions for the Fund are made by committee.

   
The Adviser is entitled to a fee which is calculated daily and paid monthly,
at a rate of .05% of the average daily net assets of the Fund. The Advisor may 
voluntarily waive all or part of this fee.
    

The Adviser also serves as investment adviser to each of the Underlying Funds.
As a shareholder of each of the Underlying Funds, the Fund will indirectly bear
its proportionate share of investment advisory fees paid by those funds. The
Underlying Funds pay the Adviser an advisory fee at the following rates:

   
<TABLE>
     <S>                                                <C>
     The One Group(R) Prime Money Market Fund           .30%
     The One Group(R) Limited Volatility Bond Fund      .40%
     The One Group(R) Intermediate Bond Fund            .40%
     The One Group(R) Income Bond Fund                  .40% 
     The One Group(R) Government Bond Fund              .45%
     The One Group(R) Ultra Short-Term Income Fund      .40%
</TABLE>
    

THE DISTRIBUTOR

The One Group(R) Services Company (the "Distributor"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to a
distribution agreement (the "Distribution Agreement") under which shares of the
Fund are sold on a continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of Class A shares of the Fund. Currently,
the Distributor has voluntarily agreed to limit payments under the Plan to .25%
of the average daily net assets of Class A shares of the Fund. Up to .25% of
the fees payable under the Plan may be used as compensation for Shareholder
services by the Distributor and/or financial institutions and intermediaries.
All such fees that may be paid under the Plan will be paid pursuant to Rule
12b-1 of the Investment Company Act of 1940. The Distributor may apply these
fees toward: (i) compensation for its services in connection with distribution
assistance or provision of Shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of the
Adviser), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the Distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of Shareholder services.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of the Fund's average daily net assets,

                                                                              16
<PAGE>   540

which includes Shareholder servicing fees of .25% of the Fund's average daily
net assets. Currently, the Distributor has voluntarily agreed to limit payments
under the Class B Plan to .90% of the average daily net assets of the Class B
shares of the Fund.

Proceeds from the Contingent Deferred Sales Charge and the distribution and the
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
the Adviser or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

Fiduciary Class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.

THE ADMINISTRATOR

The One Group(R) Services Company, (the "Administrator"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to an
administration agreement relating to the Fund (the "Administration Agreement").
Under the terms of the Administration Agreement, the Administrator is
responsible for providing the Trust with administrative services (other than
investment advisory services), including regulatory reporting and all necessary
office space, equipment, personnel and facilities.

The Adviser also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and the Adviser. Pursuant to
this agreement, the Adviser performs many of the Administrator's duties, for
which the Adviser receives a fee paid by the Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .10% of the Fund's
average daily net assets on the first $500,000,000 in Fund assets, .075% of the
Fund's average daily net assets between $500,000,000 and $1 billion, and .05%
of the Fund's average daily net assets when Fund assets exceed $1 billion.

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company. Bank One Trust Company receives a fee paid by the Trust.

COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust. Coopers & Lybrand L.L.P. serves
as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state

                                                                              17
<PAGE>   541

securities laws, pricing, insurance expenses, litigation and other
extraordinary expenses, brokerage costs, interest charges, taxes and
organizational expenses.

The Adviser and the Administrator of the Fund each bears all expenses incurred
in connection with the performance of their services as investment adviser and
administrator, respectively, other than the cost of securities (including
brokerage commissions, if any) purchased for the Fund.

As a general matter, as set forth in the Multiple Class Plan, expenses are
allocated to each class of shares of the Fund on the basis of the net asset
value of that class in relation to the net asset value of the Fund. At present,
the only expenses that are allocated to Class A and Class B shares, other than
in accordance with the relative net asset value of the class, are the
distribution and Shareholder services costs. See "Expense Summary." At present,
no expenses are allocated to Fiduciary Class shares as a class that are not
also borne by the other classes of shares of the Fund in proportion to the
relative net asset value of the shares of such classes.

The organizational expenses of the Fund have been capitalized and are being
amortized in the first five years of the Fund's operations. Such amortization
will reduce the amount of income available for payment as dividends.

TRUSTEES OF THE TRUST

The management and affairs of the Trust are supervised by the Trustees under
the laws governing business trusts in the Commonwealth of Massachusetts. The
Trustees have approved contracts under which, as described above, certain
companies provide essential management services to the Trust.

VOTING RIGHTS

As set forth in the Multiple Class Plan, each share held entitles the
Shareholder of record to one vote. Each fund of the Trust will vote separately
on matters relating solely to that fund. In addition, each class of a fund
shall have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.

DIVIDENDS

Net investment income (exclusive of capital gains) is declared daily, and is
determined and distributed in the form of monthly dividends to Shareholders of
Record on the first Business Day of each month. Capital gains of the Fund, if
any, will be distributed at least annually.

To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly
distributions level from the Fund may be fixed from time to time at rates
consistent with the Adviser's long-term earnings expectations.

Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. See "Conversion
Feature."

Dividends and distributions of the Fund are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will

                                                                              18
<PAGE>   542

pay the full price for the shares and receive some portion of the price back as
a taxable dividend or distribution even though such distribution would, in
effect, represent a return of the Shareholder's investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group(R)
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

PORTFOLIO TURNOVER

Portfolio turnover may vary greatly from year to year as well as within a
particular year. It is estimated that the annual portfolio turnover rate will
not exceed 100%. Higher portfolio turnover rates will likely result in higher
transaction costs to the Fund and may result in additional tax consequences to
Fund Shareholders.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of the Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

The Fund may not:
   
1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, securities of regulated
investment companies, and if consistent with the Fund's investment objective
and policies, repurchase agreements involving such securities) if as a result
more than 25% of the total assets of the Fund would be invested in the
securities of such issuer.  This restriction applies to 50% of the Fund's total
assets. With respect to the remaining 50% of its total assets, the Fund may not
purchase the securities of any issuer if as a result more than 5% of the total
assets of the Fund would be invested in the securities of such issuer.  For
purposes of this limitation, a security is considered to be issued by the
government entity whose assets and revenues guarantee or back the security.
With respect to private activity bonds or industrial development bonds backed
only by the assets and revenues of a non-governmental user, such user would be
considered the issuer.
    
2. Purchase any securities that would cause more than 25% of the total assets
of the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, except for
investments in funds of The One Group(R), provided that this limitation does
not apply to investments in obligations issued or guaranteed by the U.S.
government or its agencies and instrumentalities and repurchase agreements
involving such securities. For purposes of this limitation (i) utilities will
be divided according to their services (for example, gas, gas transmission,
electric and telephone will each be considered a separate industry); and (ii)
wholly-owned finance companies will be considered to be in the industries of
their parents if their activities are primarily related to financing the
activities of their parents.

3. Make loans, except that the Fund may (i) purchase or hold debt instruments
in accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information. For the investment limitations of the Underlying Funds, see the
applicable prospectuses.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Underlying Funds. As described above in "Investment Polices of the Fund -
Permissible Investments," the Fund may also invest directly in certain of the
following instruments for temporary

                                                                              19
<PAGE>   543

defensive purposes. For a more detailed description, see the Statement of
Additional Information or the prospectuses of the Underlying Funds.

U.S. TREASURY OBLIGATIONS -- The funds may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The funds may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. Receipts include
Treasury Receipts ("TRS"), Treasury Investment Growth Receipts ("TIGRS"), and
Certificates of Accrual on Treasury Securities ("CATS").

CERTIFICATES OF DEPOSIT -- Certificates of deposit ("CDs") are negotiable
interest bearing instruments with a specific maturity. CDs are issued by banks
and savings and loan institutions in exchange for the deposit of funds and
normally can be traded in the secondary market prior to maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market.

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank. Maturities are generally six months or less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities. Select agencies, such as the Government National Mortgage
Association ("Ginnie Mae") and the Export-Import Bank, are supported by the
full faith and credit of the U.S. Treasury; others, such as the Federal
National Mortgage Association ("Fannie Mae"), are supported by the credit of
the instrumentality and have the right to borrow from the U.S. Treasury; others
are supported by the authority of the U.S. government to purchase the agency's
obligations; while still others, such as the Federal Farm Credit Banks and the
Federal Home Loan Mortgage Corporation ("Freddie Mac"), are supported solely by
the credit of the instrumentality itself. No assurance can be given that the
U.S. government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S. government agencies include debt issues and mortgage-backed
securities issued or guaranteed by select agencies.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stocks, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.

WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period
of years or indefinitely.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

INVESTMENT COMPANY SECURITIES -- The funds may invest up to 5% of their total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of their assets in the securities of other investment companies.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The funds bear a risk of loss in the event the other party
defaults on its obligations and the funds are delayed or prevented from their
right to dispose of the collateral securities or if the funds realize a loss on
the sale of the collateral securities.

                                                                              20
<PAGE>   544
REVERSE REPURCHASE AGREEMENTS -- The funds may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the funds would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The funds will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the funds enter into a reverse
repurchase agreement, they would place liquid high grade debt securities having
a value equal to the repurchase price (including accrued interest), in a
segregated custodial account and would subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the funds may
decline below the price at which the funds are obligated to repurchase the
securities.

DEMAND FEATURES -- The funds may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the funds. The purpose
of engaging in transactions involving puts is to maintain flexibility and
liquidity to permit the funds to meet redemption requests and remain as fully
invested as possible.

ASSET-BACKED SECURITIES -- Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities are generally pass-through securities, which
means that principal and interest payments on the underlying securities (less
servicing fees) are passed through to shareholders on a pro rata basis. These
securities involve prepayment risk, which is the risk that the underlying debt
will be refinanced or paid off prior to their maturities during periods of
declining interest rates. In that case, a portfolio manager may have to
reinvest the proceeds from the securities at a lower rate. Potential market
gains on a security subject to prepayment risk may be more limited than
potential market gains on a comparable security that is not subject to
prepayment risk. Under certain interest rate and prepayment rate scenarios, the
funds may fail to recoup fully their investment in asset-backed securities.
Asset-backed securities are commonly considered to be derivatives.

SHORT-TERM FUNDING AGREEMENTS -- The funds may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated insurance companies. Short-term funding agreements issued by insurance
companies are sometimes referred to as Guaranteed Investment Contracts
("GICs"), while those issued by banks are referred to as Bank Investment
Contracts ("BICs"). Pursuant to such agreements, the funds make cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the funds on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company and are paid from
the general assets of the issuing entity. The funds will purchase short-term
funding agreements only from banks and insurance companies which, at the time
of purchase, are rated "A" or the equivalent by at least one NRSRO and have
assets of $1 billion or more. Generally, there is no active secondary market
in short-term funding agreements.

SECURITIES OF FOREIGN ISSUERS -- The funds may invest in securities of foreign
issuers to achieve income or capital appreciation. The funds also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Securities of foreign issuers may include sponsored and unsponsored American
Depository Receipts ("ADRs"), which are securities typically issued by a U.S.
financial institution that evidence ownership interests in a pool of securities
issued by a foreign issuer. ADRs include American Depository Shares and New
York Shares. There may be less information available on the foreign issuers of
unsponsored ADRs than on the issuers of sponsored ADRs.

MORTGAGE-BACKED SECURITIES -- Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans. The funds may acquire
securities representing an interest in a pool of mortgage loans that are issued
or guaranteed by Ginnie Mae, Fannie Mae and Freddie Mac. Mortgage-backed
securities may also be issued by non-governmental entities and may or may not
have private insurer guarantees of timely payments. The funds also may invest
in mortgage-backed securities issued by non-government entities, which consist
of Collateralized Mortgage Obligations ("CMOs") and Real Estate Mortgage
Investment Conduits ("REMICs"). Mortgage-backed securities are in most cases
"pass-through" instruments, through which the holder receives a share of all
interest and principal payments from the mortgages underlying the certificate.
Because the prepayment characteristics of the underlying mortgages vary, it is
not possible to predict accurately the average life or realized yield of a
particular issue of pass-through certificates. During periods of declining
interest rates, prepayment of mortgages underlying mortgage-backed securities
can be expected to accelerate. When the mortgage obligations are prepaid, the
funds may have to reinvest in securities with a lower yield. Moreover,
prepayment of mortgages which underlie securities purchased at a premium could
result in capital losses.

STRIPPED MORTGAGE-BACKED SECURITIES -- The funds may, to enhance revenues or
hedge against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multiclass mortgage securities. The funds may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities. SMBS are usually structured with two classes that receive
different proportions of the interest and principal distributions from a pool
of mortgage assets. A common type of SMBS
                                                                              21
<PAGE>   545

will have one class receiving all of the interest from the mortgage assets
("IOs"), while the other class will receive all of the principal ("POs"). If
the underlying mortgage assets experience greater than anticipated prepayments
of principal, the funds may fail to fully recoup their initial investment in
these securities. Although the market for such securities is increasingly
liquid, certain SMBS may not be readily marketable and will be considered
illiquid for purposes of the funds' limitations on investments in illiquid
securities. The market value of the class consisting entirely of principal
payments generally is unusually volatile in response to changes in interest
rates.

MORTGAGE DOLLAR ROLLS -- The funds may enter into mortgage "dollar rolls" in
which the funds sell securities for delivery in the current month and
simultaneously contract with the same counterparty to repurchase similar (same
type, coupon and maturity) but not identical securities on a specified future
date. The funds benefit to the extent of any difference between the price
received for the securities sold and the lower forward price for the future
purchase (often referred to as the "drop") or fee income plus the interest
earned on the cash proceeds of the securities sold until the settlement date of
the forward purchase. Unless such benefits exceed the income, capital
appreciation and gain or loss due to mortgage prepayments that would have been
realized on the securities sold as part of the mortgage dollar roll, the use of
this technique will diminish the investment performance of the funds compared
with what such performance would have been without the use of mortgage dollar
rolls.

FIXED RATE MORTGAGE LOANS -- Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates
and have original terms to maturity ranging from 5 to 40 years. The funds may
invest in fixed rate mortgage loans that are privately issued and are not
issued or guaranteed by the U.S. government.

SECURITIES LENDING -- In order to generate additional income, the funds may
lend up to 33% of the securities in which they are invested pursuant to
agreements requiring that the loan be continuously secured by cash, securities
of the U.S. government or its agencies, shares of an investment trust or
mutual fund or any combination of cash and such securities as collateral equal
at all times to at least 100% of the market value plus accrued interest on the
securities lent. The funds will continue to receive interest on the securities
lent while simultaneously seeking to earn interest on the investment of cash
collateral in U.S. government securities, shares of an investment trust or
mutual fund, or other short-term, highly liquid investments. Collateral is
marked to market daily to provide a level of collateral at least equal to the
market value of the securities lent. There may be risks of delay in recovery of
the securities or even loss of rights in the collateral should the borrower of
the securities fail financially. However, loans will only be made to borrowers
deemed by the Adviser to be of good standing under guidelines established by
the Trust's Board of Trustees and when, in the judgment of the Adviser, the
consideration which can be earned currently from such securities loans
justifies the attendant risk. The funds will enter into loan arrangements only
with counterparties which the Adviser has deemed to be creditworthy under
guidelines established by the Board of Trustees. Loans are subject to
termination by the funds or the borrower at any time, and are therefore, not
considered to be illiquid investments.

RESTRICTED SECURITIES -- The funds may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the funds, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the funds may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. The interest rates on these securities may be reset daily,
weekly, quarterly or some other reset period, and may have a floor or ceiling
on interest rate changes. There is a risk that the current interest rate on
such obligations may not accurately reflect existing market interest rates.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The
funds may purchase securities on a when-issued basis when deemed by the Adviser
to present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. When the Adviser purchases a
when-issued security, the Custodian will set aside cash or liquid securities to
satisfy the purchase commitment. The funds generally will not pay for such
securities or earn interest on them until received. In a forward commitment
transaction, the funds contract to purchase securities for a fixed price at a
future date beyond customary settlement time. The funds are required to hold
and maintain in a segregated account until the settlement date, cash, U.S.
government securities or liquid high-grade debt obligations in an amount
sufficient to meet the purchase price. Alternatively, the funds may enter into
offsetting contracts for the forward sale of other securities that they own.
The purchase of securities on a when-issued or forward commitment basis
involves a risk of loss if the value of the security to be purchased declines
prior to the settlement date.

OPTIONS -- The funds may purchase and write (i.e., sell) call options and put
options on securities and indices, which options are traded on national
securities exchanges. A call option gives the purchaser the right to buy, and
obligates the writer of the option to

                                                                              22
<PAGE>   546

sell, the underlying security at the agreed upon exercise (or "strike") price
during the option period. A put option gives the purchaser the right to sell,
and obligates the writer to buy, the underlying security at the strike price
during the option period. There are risks associated with options transactions,
including the following: (i) the success of a hedging strategy may depend on
the ability of the Adviser to predict movements in the prices of the individual
securities, fluctuations in markets and movements in interest rates; (ii) there
may be an imperfect or no correlation between the changes in market value of
the securities held by the funds and the prices of options; (iii) there may not
be a liquid secondary market for options; and (iv) while the funds will receive
a premium when they write covered call options, they may not participate fully
in a rise in the market value of the underlying security. It is expected that
the funds will only engage in option transactions with respect to permitted
investments and related indices.

FUTURES CONTRACTS AND RELATED OPTIONS -- Certain of the funds may enter into
futures contracts, options on futures contracts, index futures and options
thereon that are traded on an exchange regulated by the Commodities Futures
Trading Commission ("CFTC") if, to the extent that such futures and options are
not for "bona fide hedging purposes" (as defined by the CFTC), the aggregate
initial margin and premiums on such positions (excluding the amount by which
options are in the money) do not exceed 5% of the funds' total assets at
current value. Options and futures can be volatile instruments, and involve
certain risks. If the Adviser applies a hedge at an inappropriate time or
judges interest rates incorrectly, options and futures strategies may lower a
fund's return. The funds could also experience losses if the prices of their
options and futures positions were poorly correlated with their other
instruments, or if they could not close out their positions because of an
illiquid secondary market.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the funds from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the funds' investments are traded, the funds may enter
into swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. Swap contracts typically involve an exchange of
obligations by two sophisticated parties. For example, in an interest rate
swap, a fund may exchange with another party their respective rights to receive
interest, such as an exchange of fixed rate payments for floating rate
payments. Currency swaps involve the exchange of respective rights to make or
receive payments in specified currencies. Mortgage swaps are similar to
interest rate swaps in that they represent commitments to pay and receive
interest. The notional principal amount, however, is tied to a reference pool
or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
funds may invest in any such options, contracts and products as may be
developed to the extent consistent with their investment objective, policies
and restrictions and the regulatory requirements applicable to investment
companies. These various products may be used to adjust the risk and return
characteristics of the funds' portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the funds would be less favorable than it
would have been if these products were not used. In addition, losses may occur
if counterparties involved in transactions do not perform as promised. These
products may expose the funds to potentially greater return as well as
potentially greater risk of loss than more traditional fixed-income
investments.

STRUCTURED INSTRUMENTS -- Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as Sallie Mae,
Ginnie Mae, Fannie Mae, and Freddie Mac), banks, municipalities, corporations,
and other business entities whose interest and/or principal payments are
indexed to certain specific foreign currency exchange rates, interest rates, or
one or more other reference indices. Structured instruments frequently are
assembled in the form of medium-term notes, but a variety of forms are
available. Structured instruments are commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by the Adviser, principal
and/or interest payments on the structured instrument may be substantially less
than expected. In addition, although structured instruments may be sold in the
form of a corporate debt obligation, they may not have some of the protection
against counterparty default that may be available with respect to publicly
traded debt securities (i.e., the existence of a trust indenture).

                                                                              23
<PAGE>   547

MUNICIPAL SECURITIES -- Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. Municipal securities
are generally classified as "general obligation" bonds and "revenue" bonds.
General obligation bonds are obligations involving the credit of an issuer
possessing taxing power and are payable from the issuer's general unrestricted
revenues. Revenue bonds are payable only from the revenues derived from a
particular facility or class of facilities or, in some cases, from the proceeds
of a special excise or other specific revenue source. Revenue bonds are not
payable from the issuer's general revenues. The funds also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations. Such notes are issued with a short-term
maturity in anticipation of the receipt of tax funds, the proceeds of bond
placements, or other revenues.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a fund's municipal
securities in the same manner. In addition, the Internal Revenue Code of 1986,
as amended (the "Code") imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance.

INVERSE FLOATING RATE INSTRUMENTS -- The funds may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent
that its interest rate varies by a magnitude that exceeds the magnitude of the
change in the index rate of interest. The higher degree of leverage inherent in
inverse floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

                                                                              24
<PAGE>   548

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.

Standard & Poor's Rating Services

Investment Grade
- ----------------

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher categories.

Non-Investment Grade
- --------------------

Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rated category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or
BB-rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.


Moody's Investor Service, Inc.

Investment Grade
- ----------------

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or an exceptionally
stable, margin and principal is

                                                                              25
<PAGE>   549

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 issues. Bonds rated Aa by Moody's are judged by Moody's
to be of high quality by all standards. Together with bonds rated Aaa, they
comprise what are generally known as high-grade bonds. They are rated lower
than the best bonds because margins of protection may not be as large as in Aaa
securities or fluctuation of protective elements may be of greater amplitude or
there may be other elements present that make the long-term risks appear
somewhat larger than in Aaa securities. Bonds that are rated A possess many
favorable investment attributes and are to be considered as upper-medium grade
obligations. Factors giving security to principal and interest are considered
adequate, but elements may be present which suggest a susceptibility to
impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

Non-Investment Grade
- --------------------

Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other
marked shortcomings. C is the lowest rating. Bonds in this category have
extremely poor prospects of ever attaining investment standing.

Unrated securities will be treated as non-investment grade securities unless
the Adviser determines that such securities are the equivalent of investment
grade securities. Securities that have received different ratings from more
than one agency are considered investment grade if at least one agency has
rated the security investment grade.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

- - Amortization schedule (the larger the final maturity relative to other
  maturities the more likely it will be treated as a note).

- - Source of Payment (the more dependent the issue is on the market for its
  refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

MISCELLANEOUS

PERFORMANCE

From time to time, the Fund may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of the Fund refers to
the annualized income generated by

                                                                              26
<PAGE>   550

an investment in the Fund over a specified 30-day period. The yield is
calculated by assuming that the income generated by the investment during that
period is generated over a one-year period and is shown as a percentage of the
investment.

Total return is the change in value of an investment in the Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of the Fund. This figure is
then "annualized" (multiplied by 365 days and divided by the applicable number
of days in the period). Funds with a front-end sales charge would incorporate
the offering price into the distribution yield in place of month-end net asset
value.

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

The Trust will include information on all classes of shares of the Fund in any
advertisement or information including performance data for the Fund. The
performance for Fiduciary Class shares may be higher than for Class A shares
and Class B shares because Fiduciary Class shares are not subject to sales
charges and distribution expenses.

The performance of each class of the Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of the Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, the
Fund may advertise its total return in the same manner. If reflected, sales
charges would reduce these total return calculations.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.

TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

Distributions by the Fund to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a retirement plan that ceases to qualify for tax-exempt
treatment under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Fund's distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified

                                                                              27
<PAGE>   551

retirement plan account in the Fund and qualified retirement plan trusts
considering purchasing such shares, should consult their tax advisers for a
more complete explanation of the Federal tax consequences, and for an
explanation of the state, local and (if applicable) foreign tax consequences of
making such an investment.

The Fund will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received any interest
payments on such obligations during that period. Because the Fund distributes
substantially all of its net investment income to its Shareholders (including
such imputed interest), the Fund may have to sell portfolio securities in order
to generate the cash necessary for the required distributions. Such sales may
occur at a time when the Adviser would not have chosen to sell such securities
and may result in a taxable gain or loss.

Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by the Fund and received by Shareholders on December 31 of that
year, if paid by the Fund at any time during the following January.

The Fund intends to make sufficient distributions prior to the end of each
calendar year to avoid liability for Federal excise tax.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

The Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. The Fund will not be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.

                                                                              28
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                                                                              29

<PAGE>   553

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                                                                              31
<PAGE>   555

Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Distributor
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C. 20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215

                                                                              32
<PAGE>   556
The One Group(R) Income Fund                                          PROSPECTUS

Investment Adviser:  BANC ONE INVESTMENT ADVISORS CORPORATION

The One Group(R) (the "Trust") is a mutual fund seeking to provide a convenient
and economical means of investing in one or more professionally managed
portfolios of securities. This Prospectus relates to The One Group(R) Income
Fund Class A, Class B and Fiduciary Class shares.

THE ONE GROUP(R) INCOME FUND (THE "FUND") SEEKS A HIGH LEVEL OF CURRENT INCOME
BY INVESTING IN A DIVERSIFIED PORTFOLIO OF HIGH, MEDIUM AND LOWER GRADE DEBT
SECURITIES. CAPITAL APPRECIATION IS A SECONDARY OBJECTIVE. THE FUND MAY INVEST
UP TO 30% OF ITS TOTAL ASSETS IN HIGH YIELD BONDS AND SIMILAR SECURITIES IN THE
LOWER RATING CATEGORIES OF THE NATIONALLY RECOGNIZED RATING AGENCIES. SUCH HIGH
YIELD SECURITIES ARE COMMONLY KNOWN AS "JUNK BONDS".

Class A and Class B shares are offered to the general public.

Fiduciary Class shares are offered to institutional investors, including
affiliates of BANC ONE CORPORATION and any bank, depository institution,
insurance company, pension plan or other organization authorized to act in
fiduciary, advisory, agency, custodian or similar capacities (each an
"Authorized Financial Organization").

THE TRUST'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY BANC ONE CORPORATION OR ITS AFFILIATES. THE TRUST'S SHARES ARE NOT INSURED OR
GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR BY ANY OTHER
GOVERNMENTAL AGENCY OR GOVERNMENT SPONSORED AGENCY OF THE FEDERAL GOVERNMENT OR
ANY STATE. AN INVESTMENT IN MUTUAL FUND SHARES INVOLVES INVESTMENT RISKS,
INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. BANC ONE
INVESTMENT ADVISORS CORPORATION RECEIVES FEES FROM THE FUND FOR INVESTMENT
ADVISORY AND OTHER SERVICES.

This Prospectus sets forth concisely the information about the Trust that a
prospective investor should know before investing. Investors are advised to
read this Prospectus and retain it for future reference. A Statement of
Additional Information dated November 1, 1996 has been filed with the Securities
and Exchange Commission and is available without charge through the
Distributor, The One Group(R) Services Company, 3435 Stelzer Road, Columbus, OH
43219 or by calling 1-800-480-4111 during business hours. The Statement of
Additional Information is incorporated into this Prospectus by reference.

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.

November 1, 1996



                                                                               1

<PAGE>   557



TABLE OF CONTENTS

<TABLE>
<S>                                                                                                           <C>
Summary                                                                                                        3
ABOUT THE FUND                                                                                                 4
  Expense Summary                                                                                              4
  The Fund                                                                                                     5
  Investment Objective                                                                                         6
  Investment Policies                                                                                          6
HOW TO DO BUSINESS WITH THE ONE GROUP(R)                                                                       8
  How to Invest in The One Group(R)                                                                            8
  Alternative Sales Arrangements                                                                              11
  Exchanges                                                                                                   13
  Redemptions                                                                                                 14
FUND MANAGEMENT                                                                                               15
  The Adviser                                                                                                 15
  The Distributor                                                                                             16
  The Administrator                                                                                           16
  The Transfer Agent and Custodian                                                                            17
  Counsel and Independent Accountants                                                                         17
OTHER INFORMATION                                                                                             17
  The Trust                                                                                                   17
  Other Investment Policies                                                                                   18
  Description of Permitted Investments                                                                        19
  Description of Ratings                                                                                      31
  Performance                                                                                                 33
  Taxes                                                                                                       34
</TABLE>



                                                                               2

<PAGE>   558



SUMMARY

THE ONE GROUP(R) (the "Trust") is an open-end management investment company
that provides a convenient way to invest in professionally managed portfolios
of securities. The following provides basic information about the Class A,
Class B and Fiduciary Class shares of The One Group(R) Income Fund.

WHAT IS THE INVESTMENT OBJECTIVE? The Income Fund (the "Fund") seeks a high
level of current income by investing in a diversified portfolio of high, medium
and lower grade debt securities. Capital appreciation is a secondary objective.
See "Investment Objectives".

WHAT ARE THE PERMITTED INVESTMENTS? The Fund will normally invest at least 70%
of its total assets in investment grade debt securities. In addition, up to 30%
of the Fund's total assets may be invested in other types of securities,
including high yield bonds. The Fund's investments are subject to market and
interest rate fluctuations which may affect the value of the Fund's shares. The
Fund may only invest in select derivatives; their characteristics and
limitations on their use are more fully described in "Description of Permitted
Investments." There are many types of derivative securities with varying
degrees of potential risk and return. See "Investment Policies."

WHO IS THE ADVISER? Banc One Investment Advisors Corporation, an indirect
subsidiary of BANC ONE CORPORATION, serves as the Adviser of the Trust.  The
Adviser is entitled to a fee for advisory services provided to the Trust.  The
Adviser may voluntarily agree to waive a part of its fees.  See "The Adviser"
and "Expense Summary."

WHO IS THE ADMINISTRATOR? The One Group(R) Services Company serves as the
Administrator of the Trust.  The Administrator is entitled to a fee for
services provided to the Trust.  Banc One Investment Advisors Corporation
serves as the Sub-Administrator of the Trust, pursuant to an agreement with the
Administrator for which Banc One Investment Advisors Corporation receives a fee
paid by the Administrator.  See "The Administrator" and "Expense Summary."

WHO IS THE TRANSFER AGENT AND CUSTODIAN? State Street Bank and Trust Company
serves as Transfer Agent and Custodian for the Trust, for which services it
receives a fee.  Bank One Trust Company, N.A.  serves as Sub-Custodian for the
Trust, for which services it receives a fee.  See "The Transfer Agent and
Custodian."

WHO IS THE DISTRIBUTOR? The One Group(R) Services Company acts as Distributor
of the Trust's shares.  The Distributor is entitled to fees for distribution
services for the Class A and Class B shares.  No compensation is paid to the
Distributor for the distribution services for the Fiduciary Class shares of the
Fund.  See "The Distributor."

HOW DO I PURCHASE AND REDEEM SHARES? Purchases and redemptions may be made
through the Distributor on any day that the New York Stock Exchange is open for
trading ("Business Days").  See "How to Invest in The One Group(R)" and
"Redemptions."

HOW ARE DIVIDENDS PAID? Substantially all of the net investment income
(exclusive of capital gains) of the Fund is determined and declared daily, and
is distributed in the form of periodic dividends to Shareholders of the Fund on
the first Business Day of each month.  Any capital gains are distributed at
least annually.  Distributions are paid in additional shares of the same class
unless the Shareholder elects to take the payment in cash.  See "Dividends."


                                                                               3

<PAGE>   559
ABOUT THE FUND

EXPENSE SUMMARY -- THE ONE GROUP(R) INCOME FUND
   
<TABLE>
<CAPTION>
                                                                                                       FIDUCIARY
                                                                     CLASS A           CLASS B           CLASS
                                                                     -------           -------           -----
<S>                                                                    <C>             <C>               <C>
SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Charge Imposed on Purchases
  (as a percentage of offering price)(2)                               4.50%            none             none
Maximum Contingent Deferred Sales Charge
  (as a percentage of original purchase
  price or redemption proceeds, as applicable)                         none             5.00%            none
Redemption Fees                                                        none             none             none
Exchange Fees                                                          none             none             none
ANNUAL OPERATING EXPENSES(3)
  (as a percentage of average daily net assets)
Investment Advisory Fees (after fee waivers)(4)                        .50%             .50%             .50%
12b-1 Fees (after fee waivers)(5)                                      .25%            1.00%             none
Other Expenses                                                         .35%             .35%             .35%
TOTAL OPERATING EXPENSES(6)                                           1.10%            1.85%             .85%
</TABLE>
    


(1)      A person who purchases shares through an account with a financial
         institution or broker/dealer may be charged separate transaction fees
         by the financial institution or broker/dealer. In addition, a wire
         redemption charge, currently $7.00, is deducted from the amount of a
         wire redemption payment made at the request of a Shareholder.

(2)      A person who purchases $1 million or more of Class A shares and is not
         assessed a sales charge at the time of purchase, will be assessed a
         sales charge equivalent to 1% of the purchase price if such purchaser
         redeems any or all of the Class A shares prior to the first
         anniversary of purchase.

(3)      The expense information in the table has been restated to reflect
         current fees that would have been applicable had they been in effect
         during the previous fiscal year.

(4)      Investment Advisory Fees have been revised to reflect fee waivers
         effective as of the date of this Prospectus. The Adviser may
         voluntarily agree to waive a part of its fees. Absent this voluntary
         reduction, Investment Advisory Fees would be .60% for all classes of
         shares.

(5)      Absent the voluntary waiver of fees under the Trust's Distribution and
         Shareholder Services Plans, 12b-1 fees (as a percentage of average
         daily net assets) would be .35% for Class A shares. The 12b-1 fees 
         include a Shareholder servicing fee of .25% of the average daily net
         assets of the Fund's Class B shares and may include a Shareholder
         servicing fee of .25% of the average daily net assets of the Fund's
         Class A shares. See "The Distributor."
        
(6)      Total Operating Expenses have been revised to reflect fee waivers
         effective as of the date of this Prospectus. Absent the voluntary
         reduction of Investment Advisory and 12b-1 fees, Total Operating
         Expenses would be 1.30% for Class A Shares, 1.95% for Class B Shares
         and, .95% for Fiduciary Class Shares.

EXAMPLE: An investor would pay the following expenses on a $1,000 investment in
Class A and Fiduciary Class shares of the Fund, assuming: (1) imposition of the
maximum sales charge for Class A shares; (2) 5% annual return; and (3)
redemption at the end of each time period.
   
<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                      <C>             <C>              <C>               <C>
Class A                                                  $ 11            $ 35             $ 61              $134
Fiduciary Class                                          $  9            $ 27             $ 47              $105
</TABLE>
    

Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:
   
<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                      <C>             <C>              <C>               <C>
Class A                                                  $ 13            $ 41             $ 71              $157
Fiduciary Class                                          $ 10            $ 30             $ 53              $117
</TABLE>
    
                                                                               4

<PAGE>   560



EXAMPLE:  An investor would pay the following expenses on a $1,000 investment
in Class B shares, assuming: (1) deduction of the applicable maximum Contingent
Deferred Sales Charge; and (2) 5% annual return.

<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                      <C>             <C>              <C>               <C>
Assuming a complete redemption
  at end of period                                       $ 69            $ 88             $120              $192
Assuming no redemption                                   $ 19            $ 58             $100              $192
</TABLE>


Absent the voluntary reduction of fees, the dollar amounts in the above example
would be as follows:

<TABLE>
<CAPTION>
                                                       1 YEAR          3 YEARS          5 YEARS         10 YEARS
                                                       ------          -------          -------         --------
<S>                                                      <C>             <C>              <C>               <C>
Assuming a complete redemption
  at end of period                                       $ 70            $ 91             $125              $210
Assuming no redemption                                   $ 20            $ 61             $105              $210
</TABLE>

Class B shares automatically convert to Class A shares after eight (8) years.
Therefore, the "10 Years" examples above reflect the effect of such conversion.

THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. The
purpose of these tables is to assist the investor in understanding the various
costs and expenses that may be directly or indirectly borne by investors in the
Trust.

The rules of the Securities and Exchange Commission (the "SEC") require that
the maximum sales charge be reflected in the above table. However, investors of
the Fund ("Shareholders") may, under certain circumstances, qualify for reduced
sales charges. See "How to Invest in The One Group(R)." Long-term Shareholders
of Class A shares and Class B shares may pay more than the equivalent of the
maximum front-end sales charges otherwise permitted by the National Association
of Securities Dealers' Rules.

THE FUND

The One Group(R) Income Fund ( the "Fund") is part of The One Group(R) (the
"Trust"), which is an open-end management investment company that offers units
of beneficial interest ("shares") in 39 separate funds and different classes of
certain of the funds. The Trust was organized as a Massachusetts Business Trust
on May 23, 1985. This Prospectus relates to Class A, Class B and Fiduciary
Class shares of The One Group(R) Income Fund, which provide for variations in
distribution costs, voting rights, dividends and per share net asset value
pursuant to a multiple class plan (the "Multiple Class Plan") adopted by the
Board of Trustees of the Trust. Except for these differences between classes,
each share of the Fund represents an undivided, proportionate interest in the
Fund. The Fund is a diversified mutual fund. Information regarding the Trust's
other funds and their classes is contained in separate prospectuses which may
be obtained from the Trust's Distributor, The One Group(R) Services Company,
3435 Stelzer Road, Columbus, OH 43219, or by calling 1-800-480-4111.

INVESTMENT OBJECTIVE

The Fund seeks a high level of current income by investing in a diversified
portfolio of high, medium and lower grade debt securities. Capital appreciation
is a secondary objective.

The investment objective of the Fund is fundamental and may not be changed
without a vote of the holders of a majority of the Fund's outstanding shares
(as defined in the Statement of Additional Information).

Because the Fund may invest a portion of its assets in securities that are
considered speculative by traditional investment standards, an investment in
the Fund should represent only a portion of a balanced investment program for
most investors.

There is no assurance that the Fund will meet its investment objective.


                                                                               5

<PAGE>   561

INVESTMENT POLICIES

The investment policies of the Fund may be changed without an affirmative vote
of the holders of a majority of the Fund's outstanding shares unless a policy
is expressly deemed to be fundamental or is expressly deemed to be changeable
only by such a majority vote.

PERMISSIBLE INVESTMENTS

The Fund will normally invest at least 70% of its total assets in (i) corporate
debt securities rated at the time of purchase in one of the four highest rating
categories by at least one nationally recognized statistical rating
organization ("NRSRO"); (ii) securities issued or guaranteed by the United
States Government or its agencies or instrumentalities; (iii) securities
(payable in U.S. dollars) of foreign governments, agencies of foreign
governments or foreign corporations rated at the time of purchase in one of the
four highest rating categories by at least one NRSRO; (iv) obligations of, or
guaranteed by, U.S. banks, savings and loan institutions and their holding
companies which, although unrated, are determined by the Adviser to be of
comparable quality to securities rated at the time of purchase in one of the
four highest rating categories by at least one NRSRO; and (v) commercial paper
and cash and cash equivalents. In addition, up to 30% of the Fund's total
assets may be invested in lower rated debt securities, convertible securities,
preferred stock, common stock, rights and warrants. Under normal market
conditions, the Fund's effective weighted average maturity will range between
five and twenty years, taking into consideration expected prepayments of
principal on select investments. The Fund may shorten its effective weighted
average maturity to as little as one year if deemed appropriate for temporary
defensive purposes. For purposes of this policy "bonds" include debt
instruments issued by the U.S. Treasury, U.S. government agencies,
corporations, municipalities and foreign entities, mortgage-related securities,
asset-backed securities and zero coupon obligations.

Debt securities and preferred stock generally will be rated in one of the four
highest rating categories by at least one NRSRO at the time of investment (for
example, BBB or better by Standard & Poor's Corporation ("S&P") or Baa by
Moody's Investors Service ("Moody's") or, if unrated, determined by the Adviser
to be of comparable quality. However, the Adviser reserves the right to invest
in debt securities and preferred stock which present attractive opportunities
and are rated below the fourth highest rating category by at least one NRSRO at
the time of investment (for example, BB or lower by S&P or Ba or lower by
Moody's) or, if unrated, determined by the Adviser to be of comparable quality.
Securities rated BB or lower by S&P or Ba or lower by Moody's are deemed by
these rating services to have speculative characteristics. The Fund may invest
in debt securities in all rating categories. However, the Fund intends to limit
its investments in securities rated below BB or Ba to no more than 20% of its
total assets at the time of purchase. For a description of ratings, see
"Description of Ratings."

In addition to the permissible investments described above, the Fund also may
invest in commercial paper, time deposits, certificates of deposit,
mortgage-backed securities, asset-backed securities, securities purchased on a
when-issued basis and forward commitments, variable and floating rate notes,
receipts, which may include Treasury Receipts ("TRS"), Treasury Investment
Growth Receipts ("TIGRS") and Certificates of Accrual on Treasury Securities
("CATS"), U.S. Treasury obligations, which may include Separately Traded
Registered Interest and Principal Securities ("STRIPS") and Coupon Under Book
Entry Safekeeping ("CUBES"), repurchase agreements, reverse repurchase
agreements, investment company securities, restricted securities, and mortgage
dollar rolls. As further described under the "Description of Permitted
Investments," the Fund may use the following investment instruments and/or
techniques: options, futures contracts, options on futures contracts,
securities subject to demand features, swap transactions, municipal securities,
structured instruments, multiple class pass-through securities and
collateralized mortgage obligations ("CMOs"), real estate mortgage investment
conduits ("REMICs"), adjustable rate mortgage loans ("ARMs"), stripped
mortgage-backed securities, fixed rate mortgage loans, inverse floating rate
instruments, guaranteed investment contracts, corporate securities, zero coupon
bonds, foreign securities, including sponsored and unsponsored American
Depository Receipts ("ADRs"), municipal leases, and the Fund may also engage in
securities lending transactions.

In addition to those instruments and techniques listed above, the Fund may
invest in new options, futures contracts and other financial products that may
be developed, to the extent that these products are consistent with the Fund's
investment objective and policies.

This list of permissible investments includes select securities that may be
commonly considered to be derivatives, including: mortgage dollar rolls,
options, futures contracts, options on futures contracts, multiple class
pass-through securities and collateralized mortgage obligations (CMOs and
REMICs), stripped mortgage-backed securities (IOs and POs), inverse floating
rate instruments, asset-backed securities, swap, cap and floor transactions,
new financial products and structured instruments. These securities and
limitations on their use are more fully described in the "Description of
Permitted Investments."

For a description of the Fund's permitted investments and ratings see
"Description of Permitted Investments" and "Description of Ratings" and the
Statement of Additional Information. For a description of permitted investments
for temporary defensive

                                                                               6

<PAGE>   562



purposes see "Temporary Defensive Position." In the event a security owned by
the Fund is downgraded below these rating categories, the Adviser will review
and take appropriate action with regard to the security.

RISK FACTORS

The market value of the Fund's fixed-income investments will change in response
to interest rate changes and other factors. During periods of falling interest
rates, the values of outstanding fixed-income securities generally rise.
Conversely, during periods of rising interest rates, the values of such
securities generally decline. Moreover, while securities with longer maturities
tend to produce higher yields, the prices of longer maturity securities are
also subject to greater market fluctuations as a result of changes in interest
rates.  Changes by recognized agencies in the rating of any fixed-income
security and in the ability of an issuer to make payments of interest and
principal also affect the value of these investments. Except under condition of
default, changes in the value of portfolio securities will not affect cash
income derived from these securities but will affect the Fund's net asset
value.

Municipal securities rated in the fourth highest rating category by an NRSRO
are generally considered to be investment grade, although S&P indicates that
such municipal securities have speculative characteristics. Changes in economic
conditions or other circumstances are more likely to lead to a weakened
capacity of the issuers of such securities to make principal and interest
payments than is the case with higher grade securities.

The high yield bonds in which the Fund may invest are regarded as predominately
speculative with respect to the issuer's continuing ability to meet principal
and interest payments. High yield bonds also are known as junk bonds. Because
investments in lower rated securities involve greater investment risk,
achievement of the Fund's investment objectives may be more dependent on the
Adviser's credit analysis than would be the case if the Fund were investing in
higher rated securities. High yield bonds may be more susceptible to real or
perceived adverse economic and competitive industry conditions than investment
grade securities. A projection of an economic downturn, for example, could
cause a decline in high yield prices because the advent of a recession could
lessen the ability of a highly leveraged company to make principal and interest
payments on its debt securities. In addition, the secondary trading market for
high yield securities may be less liquid than the market for higher grade
securities. The market prices of debt securities also generally fluctuate with
changes in interest rates so that the Fund's net asset value can be expected to
decrease as long-term interest rates rise and to increase as long-term rates
fall. The above risks may be increased by investments in debt securities not
producing immediate cash income, such as zero-coupon securities. The Fund may
seek to hedge investments through transactions in options, futures contracts
and related options. For further discussion of the risks associated with these
investments, see "Description of Permitted Investments - High Yield
Securities."

The investment characteristics of mortgage-related securities differ from
traditional debt securities. These differences can result in significantly
greater price and yield volatility than is the case with traditional
fixed-income securities. The major differences typically include more frequent
interest and principal payments, usually monthly, the adjustability of interest
rates, and the possibility that prepayments of principal may be made at any
time. Under certain interest rate and prepayment rate scenarios, the Fund may
fail to recoup fully its investment in mortgage-related securities
notwithstanding a direct or indirect governmental or agency guarantee. The Fund
may to use hedging techniques to control this risk. In general, changes in the
rate of prepayments on a mortgage-related security will change that security's
market value and its yield to maturity. When interest rates fall, high
prepayments could force the Fund to reinvest principal at a time when
investment opportunities are not attractive. Thus, mortgage-related securities
may not be an effective means for the Fund to lock in long-term interest rates.
Conversely, during periods when interest rates rise, slow prepayments could
cause the average life of the security to lengthen and the value to decline
more than anticipated.

Certain investment management techniques that the Fund may use may expose the
Fund to special risks. These include, but are not limited to, engaging in
hedging transactions (including mortgage and interest rate swaps and interest
rate floors and caps), purchasing and selling futures and options, making
forward commitments, purchasing structured instruments, lending portfolio
securities and entering into mortgage dollar rolls. These practices could
expose the Fund to potentially greater risk of loss than more traditional
fixed-income investments.

Investments in securities of foreign issuers may involve greater risks than are
present in U.S. investments. In general, issuers in many foreign countries may
not be subject to accounting, auditing and financial reporting standards,
practices and requirements comparable to those applicable to U.S. companies.
There may be less information publicly available about and less regulation of
foreign issuers than U.S. companies. Transaction costs may be higher for
investments in foreign issuers. Securities of some foreign companies are less
liquid, and their prices more volatile, than securities of comparable U.S.
companies. The values of foreign securities may be affected (favorably or
unfavorably) by changes in currency exchange rates. Settlement of transactions
in some foreign markets may be delayed or may be less frequent than in the
United States, which could adversely affect the liquidity of the Fund. In
addition, with respect to some foreign countries, there are the possibilities
of expropriation or confiscatory taxation, the imposition of additional taxes
or tax withholding, limitations on the removal of securities, property or other
assets of the Fund, political or social instability, and diplomatic
developments, which could affect the value of investments in those countries.

For additional information on each of the Fund's permitted investments and
associated risks, see "Description of Permitted Investments."


                                                                               7

<PAGE>   563



HOW TO DO BUSINESS WITH
THE ONE GROUP(R)

HOW TO INVEST IN THE ONE GROUP(R)

Shares of the Fund are sold on a continuous basis and may be purchased directly
from the Trust's Distributor, The One Group(R) Services Company, by mail, by
telephone, or by wire. Shares may also be purchased through a financial
institution, such as a bank, savings and loan association or insurance company
(each a "Shareholder Servicing Agent"), that has established a Shareholder
servicing agreement with the Distributor, or through a broker-dealer that has
established a dealer agreement with the Distributor.

Purchases and redemptions of shares of the Fund may be made on any day that the
New York Stock Exchange is open for trading ("Business Days"). The minimum
initial and subsequent investments in the Fund are $1,000 and $100 respectively
($100 and $25, respectively, for employees of BANC ONE CORPORATION and its
affiliates). Initial and subsequent investment minimums may be waived at the
Distributor's discretion. Investors may purchase up to a maximum of $250,000 of
Class B shares per individual purchase order.

Class A and Class B shares are offered to the general public. Fiduciary Class
shares are offered to institutional investors, including affiliates of BANC ONE
CORPORATION and any bank, depository institution, insurance company, pension
plan or other organization authorized to act in fiduciary, advisory, agency,
custodial or similar capacities (each an "Authorized Financial Organization").
For additional details regarding eligibility, call the Distributor at
1-800-480-4111.

BY MAIL

Investors may purchase Class A and Class B shares of the Fund by completing and
signing an Account Application Form and mailing it, along with a check (or
other negotiable bank instrument or money order) payable to "The One Group(R),"
to State Street Bank and Trust Company (the Trust's Transfer Agent and
Custodian), P.O. Box 8500, Boston, MA 02266-8500. Subsequent purchases of
shares may be made at any time by mailing a check to the Transfer Agent.
Account Application Forms are available through the Distributor by calling
1-800-480-4111. All purchases made by check should be in U.S. dollars. Third
party checks will not be accepted.  When purchases are made by check or under
the Systematic Invesment Plan (see below), redemptions will not be allowed
until the investment being redeemed has been in the Fund for 15 calendar days.

Purchases of Fiduciary Class shares are made by an institutional investor
and/or other intermediary on behalf of an investor (each also a "Shareholder
Servicing Agent"). The Shareholder Servicing Agent may require an investor to
complete forms in addition to the Account Application Form and to follow
procedures established by the Shareholder Servicing Agent. Such Shareholders
should contact their Shareholder Servicing Agents regarding purchases,
exchanges and redemptions of shares. See "Additional Information Regarding
Purchases."

BY TELEPHONE OR BY WIRE

Once an Account Application Form has been received, Shareholders are eligible
to make purchases by telephone or wire (if that option has been selected by a
Shareholder) by calling the Transfer Agent at 1-800-480-4111 or the Shareholder
Servicing Agents, if applicable.

Shareholders may revoke their automatic eligibility to make purchases and/or
redemptions by telephone or by wire, by sending a letter so stating to the
Transfer Agent, State Street Bank and Trust Company, P.O. Box 8500, Boston, MA
02266-8500.

SYSTEMATIC INVESTMENT PLAN

Class A and Class B investors may make automatic monthly investments in the
Fund from their bank, savings and loan or other depository institution
accounts. The minimum initial and subsequent investments must be $25 under the
Systematic Investment Plan, which minimum may be waived at the discretion of
the Distributor. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service.  A depository institution may impose a charge for
debiting an investor's account which would reduce the investor's return from an
investment in the Fund.


                                                                               8

<PAGE>   564



FUND-DIRECT IRA

The Trust offers a tax-advantaged retirement plan for which the Fund may be an
appropriate investment. The Trust's retirement plan allows participants to
defer taxes while helping them build their retirement savings.

The One Group Fund-Direct IRA is a retirement plan with a wide choice of
investments offering people with earned income the opportunity to compound
earnings on a tax-deferred basis. An IRA Adoption Agreement may be obtained by
calling the Distributor at 1-800-480-4111.

ADDITIONAL INFORMATION REGARDING PURCHASES

A purchase order will be effective as of the day received by the Distributor if
the Distributor receives the order before 4:00 p.m., eastern time. However, an
order may be canceled if the Transfer Agent does not receive Federal funds
before close of business on the next Business Day for Fiduciary Class shares,
and before the close of business on the third Business Day for Class A and 
Class B shares, and the investor could be liable for any fees or expenses
incurred by the Trust.  Federal funds are monies credited to a bank's account
with a Federal Reserve Bank. The purchase price of shares of the Fund is the
net asset value next determined after a purchase order is effected plus any
applicable sales charge (the "offering price"). The net asset value per share
of the Fund is determined by dividing the total market value of the Fund's
investments and other assets allocable to a class, less any liabilities
allocable to that class, by the total number of outstanding shares of such
class. Net asset value per share is determined daily as of 4:00 p.m., eastern
time, on each Business Day. For a further discussion of the calculation of net
asset value, see the Statement of Additional Information. Shares may also be
issued in transactions involving the acquisition by the Fund of securities held
by collective investment funds sponsored and administered by affiliates of the
Adviser. Purchases will be made in full and fractional shares of the Fund
calculated to three decimal places.  Although the methodology and procedures
are identical, the net asset value per share of classes within the Fund may
differ because the distribution expenses charged to Class A shares and Class B
shares are not charged to Fiduciary Class shares.

The Trust reserves the right to reject a purchase order when the Distributor
determines that it is not in the best interest of the Trust and/or its
Shareholders to accept such order. Except as provided below, neither the
Trust's Transfer Agent nor the Trust will be responsible for any loss,
liability, cost or expense for acting upon telephone or wire instructions, and
the investor will bear all risk of loss. The Trust will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine,
including requiring a form of personal identification prior to acting upon
instructions received by telephone and recording telephone instructions. If
such procedures are not employed, the Trust may be liable for any losses due to
unauthorized or fraudulent instructions.

Fiduciary Class shares offered to institutional investors and to investors in
certain retirement plans and Class A shares that are being offered to investors
in certain retirement plans such as 401(K) and similar plans, other than
Retirement Accounts, will normally be held in the name of the Shareholder
Servicing Agent effecting the purchase on the Shareholder's behalf, and it is
the Shareholder Servicing Agent's responsibility to transmit purchase orders to
the Distributor. A Shareholder Servicing Agent may impose an earlier cut-off
time for receipt of purchase orders directed through it to allow for processing
and transmittal of these orders to the Distributor for effectiveness the same
day. The Shareholder should contact his or her Shareholder Servicing Agent for
information as to the Shareholder Servicing Agent's procedures for transmitting
purchase, exchange or redemption orders to the Trust. A Shareholder who desires
to transfer the registration of shares beneficially owned by him or her, but
held of record by a Shareholder Servicing Agent, should contact the Shareholder
Servicing Agent to accomplish such change. Other Shareholders who desire to
transfer the registration of their shares should contact the Transfer Agent.

No certificates representing shares of the Fund will be issued. In
communications to Shareholders, the Fund will not duplicate mailings of Fund
material to Shareholders who reside at the same address.

SALES CHARGE

 The following table shows the initial sales charge on Class A shares to a
"single purchaser" (defined below) together with the sales charge reallowed to
financial institutions and intermediaries (the "commission"):



                                                                               9

<PAGE>   565



<TABLE>
<CAPTION>
                                                                                     SALES
                                                               SALES CHARGE        CHARGE AS         COMMISSION
                                                                   AS A           APPROPRIATE           AS A
                                                                PERCENTAGE        PERCENTAGE         PERCENTAGE
                                                                    OF                OF                 OF
                                                                 OFFERING         NET AMOUNT          OFFERING
AMOUNT OF PURCHASE                                                 PRICE           INVESTED             PRICE
- ------------------                                                 -----           --------             -----
<S>                                                               <C>               <C>                 <C>
less than $100,000                                                4.50%             4.71%               4.05%
$100,000 but less than $250,000                                   3.50%             3.63%               3.05%
$250,000 but less than $500,000                                   2.50%             2.56%               2.05%
$500,000 but less than $1,000,000                                 2.00%             2.04%               1.60%
$1,000,000 or more                                                0.00%             0.00%               0.00%
</TABLE>

The commissions shown in the table apply to sales through financial
institutions and intermediaries. Under certain circumstances, the Distributor
will use its own funds to compensate financial institutions and intermediaries
in amounts that are additional to the commissions shown above. The maximum cash
compensation payable by the Distributor as a sales charge is 4.50% of the
offering price (including the commission shown above and additional cash
compensation described below). In addition, the Distributor will, from time to
time and at its own expense, provide promotional incentives to financial
institutions and intermediaries, whose registered representatives have sold or
are expected to sell significant amounts of the shares of the Fund, in the form
of payment for travel expenses, including lodging, incurred in connection with
trips taken by qualifying registered representatives to places within or
outside the United States, and additional compensation in an amount up to 1.00%
of the offering price of Class A shares of the Fund for sales of $1 million to
$5 million, and 0.50% for sales over $5 million. An investor who purchases $1
million or more of Class A shares and is not assessed a sales charge at the
time of purchase, will be assessed a sales charge equivalent to 1% of the
purchase price if such investor redeems any or all of the Class A shares prior
to the first anniversary of purchase. Under certain circumstances, commissions
up to the amount of the entire sales charge will be reallowed to financial
institutions and intermediaries, which might then be deemed to be
"underwriters" under the Securities Act of 1933.


RIGHT OF ACCUMULATION

In calculating the sales charge rates applicable to current purchases of Class
A shares, a "single purchaser" is entitled to cumulate current purchases with
the current value at the offering price of previously purchased Class A and
Class B shares of the Fund and other eligible funds of the Trust, other than
the Trust's money market funds, that are sold subject to a comparable sales
charge.

The term "single purchaser" refers to (i) an individual, (ii) an individual and
spouse purchasing shares of the Fund for their own account or for trust or
custodial accounts for their minor children, or (iii) a fiduciary purchasing
for any one trust, estate or fiduciary account, including employee benefit
plans created under Sections 401 or 457 of the Internal Revenue Code of 1986,
as amended (the "Code"), and including related plans of the same employer. To
be entitled to a reduced sales charge based upon shares already owned, the
investor must ask the Distributor for such reduction at the time of purchase
and provide the account number(s) of the investor, the investor and spouse, and
their minor children, and give the age of such children. The Fund may amend or
terminate this right of accumulation at any time as to subsequent purchases.

LETTER OF INTENT

By initially investing at least $2,000 in Class A shares of one or more funds
that impose a comparable sales charge over the next 13 months, the sales charge
may be reduced by completing the Letter of Intent section of the Account
Application Form. The Letter of Intent includes a provision for a sales charge
adjustment depending on the amount actually purchased within the 13-month
period. In addition, pursuant to a Letter of Intent, the Custodian will hold in
escrow the difference between the sales charge applicable to the amount
initially purchased and the sales charge paid at the time of investment, which
is based on the amount covered by the Letter of Intent.

For example, assume an investor signs a Letter of Intent to purchase $250,000
in Class A shares of one (or more) of the funds of the Trust that imposes a
comparable sales charge and, at the time of signing the Letter of Intent,
purchases $100,000 of Class A shares of one of these funds. The investor would
pay an initial sales charge of 2.50% (the sales charge applicable to purchases
of $250,000) and 1.00% of the investment (representing the difference between
the 3.50% sales charge applicable to purchases of $100,000 and the 2.50% sales
charge already paid) would be held in escrow until the investor has purchased
the remaining $150,000 or more in Class A shares under the investor's Letter of
Intent.

                                                                              10

<PAGE>   566



The amount held in escrow will be applied to the investor's account at the end
of the 13-month period unless the amount specified in the Letter of Intent is
not purchased. In order to qualify for a Letter of Intent, the investor will be
required to make a minimum purchase of at least $2,000.

The Letter of Intent will not obligate the investor to purchase Class A shares,
but if he or she does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. The Letter of
Intent may be dated as of a prior date to include any purchases made within the
past 90 days.

OTHER CIRCUMSTANCES

No sales charge is imposed on Class A shares of the Fund: (i) issued through
reinvestment of dividends and capital gains distributions; (ii) acquired
through the exercise of exchange privileges where a comparable sales charge has
been paid for exchanged shares; (iii) purchased by officers, directors or
trustees, retirees and employees (and their spouses and immediate family
members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a fund for Class A shares of the same fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a Banc One
Corporation affiliate bank or trust company is the Trustee or Paying Agent; or
(xi) purchased in connection with plans of reorganization of the Fund, such as
mergers, asset acquisitions and exchange offers to which the Fund is a party.

An investor relying upon any of the categories of waivers of the sales charge
must qualify for such waiver in advance of the purchase with the Distributor or
the financial institution or intermediary through which shares are purchased by
the investor.

The waiver of the sales charge under circumstances (v), (vi) and (vii) above
applies only if the purchase is made within 60 days of the redemption or
distribution and if conditions imposed by the Distributor are met. The waiver
policy with respect to the purchase of shares through the use of proceeds from
a recent redemption or distribution as described in clauses (v), (vi) and (vii)
above will not be continued indefinitely and may be discontinued at any time
without notice. Investors should call the Distributor at 1-800-480-4111 to
determine whether they are eligible to purchase shares without paying a sales
charge through the use of proceeds from a recent redemption or distribution as
described above, and to confirm continued availability of these waiver policies
prior to initiating the procedures described in clauses (v), (vi) and (vii).

ALTERNATIVE SALES ARRANGEMENTS

CLASS B SHARES

Class B shares are not subject to a sales charge when they are purchased, but
are subject to a sales charge (the "Contingent Deferred Sales Charge") if a
Shareholder redeems them prior to the sixth anniversary of purchase. When a
Shareholder purchases Class B shares, the full purchase amount is invested
directly in the Fund. Class B shares of the Fund are subject to an ongoing
distribution and Shareholder service fee at an annual rate of 1.00% of the
Fund's average daily net assets as provided in the Class B Plan (described below
under "The Distributor"). This ongoing fee will cause Class B shares to have a
higher expense ratio and to pay lower dividends than Class A shares. Class B
shares convert automatically to Class A shares after eight years, commencing
from the end of the calendar month in which the purchase order was accepted
under the circumstances and subject to the qualifications described in this
Prospectus.

Proceeds from the Contingent Deferred Sales Charge and the distribution and
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of the Class B
shares,

                                                                              11

<PAGE>   567



such as the payment of compensation to dealers and agents for selling Class B
shares. A dealer reallowance of 4.00% of the original purchase price of the
Class B shares will be paid to certain financial institutions and
intermediaries.

CONTINGENT DEFERRED SALES CHARGE

If the Shareholder redeems Class B shares prior to the sixth anniversary of
purchase, the Shareholder will pay a Contingent Deferred Sales Charge at the
rates set forth below. The Contingent Deferred Sales Charge is assessed on an
amount equal to the lesser of the then-current market value or the cost of the
shares being redeemed. Accordingly, no sales charge is imposed on increases in
net asset value above the initial purchase price. In addition, no charge is
assessed on shares derived from reinvestment of dividends or capital gain
distributions.

The amount of the Contingent Deferred Sales Charge, if any, varies depending on
the number of years from the time of payment for the purchase of Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of shares,
all payments during a month are aggregated and deemed to have been made on the
first day of the month.

<TABLE>
<CAPTION>
                                                                  CONTINGENT DEFERRED
                                                                   SALES CHARGE AS A
     YEARS(S)                                                        PERCENTAGE OF
     SINCE                                                           DOLLAR AMOUNT
     PURCHASE                                                      SUBJECT TO CHARGE
     --------                                                      -----------------
      <S>                                                              <C>
      0 -1                                                             5.00%
      1-2                                                              4.00%
      2-3                                                              3.00%
      3-4                                                              3.00%
      4-5                                                              2.00%
      5-6                                                              1.00%
      6-7                                                              None
      7-8                                                              None
</TABLE>

In determining whether a particular redemption is subject to a Contingent
Deferred Sales Charge, it is assumed that the redemption is first of any Class
A shares in the Shareholder's Fund account (unless the Shareholder elects to
have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

To provide an example, assume you purchased 100 shares at $10 per share (a
total cost of $1,000) and prior to the second anniversary after purchase, the
net asset value per share is $12 and during such time you have acquired 10
additional shares through dividends paid in shares. If you then make your first
redemption of 50 shares (proceeds of $600), 10 shares will not be subject to
charge because you received them as dividends. With respect to the remaining 40
shares, the charge is applied only to the original cost of $10 per share and
not to the increase in net asset value of $2 per share. Therefore, $400 of the
$600 redemption proceeds is subject to a Contingent Deferred Sales Charge at a
rate of 4.00% (the applicable rate prior to the second anniversary after
purchase).

The Contingent Deferred Sales Charge is waived on redemption of shares: (i) for
distributions that are made under a Systematic Withdrawal Plan of the Trust and
that are limited to no more than 10% of the account value annually, determined
in the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date; (ii) following the death or disability (as defined in the Code) of a
Shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
Shareholder who has attained the age of 70 1/2. A Shareholder or his or her
representative should contact the Transfer Agent to determine whether a
retirement plan qualifies for a waiver and must notify the Transfer Agent prior
to the time of redemption if such circumstances exist and the Shareholder is
eligible for this waiver. In addition, the following circumstances are not
deemed to result in a "redemption" of Class B shares for purposes of the
assessment of a Contingent Deferred Sales Charge, which is therefore waived:
(i) plans of reorganization of the Fund, such as mergers, asset acquisitions
and exchange offers to which the Fund is a party; or (ii) exchanges for Class B
shares of other funds of the Trust as described under "Exchanges."


                                                                              12

<PAGE>   568

CONVERSION FEATURE

Class B shares include all shares purchased pursuant to the Contingent Deferred
Sales Charge which have been outstanding for less than the period ending eight
years after the end of the month in which the shares were purchased. At the end
of this period, Class B shares will automatically convert to Class A shares and
will be subject to the lower distribution and Shareholder service fees charged
to Class A shares. Such conversion will be on the basis of the relative net
asset values of the two classes, without the imposition of any sales charge,
fee or other charge. The conversion is not a taxable event to a Shareholder.

For purposes of conversion to Class A shares, shares received as dividends and
other distributions paid on Class B shares in a Shareholder's Fund account will
be considered to be held in a separate sub-account. Each time any Class B
shares in a Shareholder's Fund account (other than those in the sub-account)
convert to Class A shares, a pro-rata portion of the Class B shares in the
sub-account will also convert to Class A shares.

If a Shareholder effects one or more exchanges among Class B shares of the
funds of the Trust during the eight-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that eight-year period. Because the per share net asset value of
the Class A shares may be higher than that of the Class B shares at the time of
conversion, a Shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

EXCHANGES

CLASS A AND FIDUCIARY CLASS

Fiduciary Class Shareholders of the Fund may exchange their shares for Class A
shares or Fiduciary Class shares of another fund of the Trust. Fiduciary Class
Shareholders may not exchange their shares for Class A shares of the Fund.

Class A Shareholders may exchange their shares for Fiduciary Class shares of
the Fund or for Fiduciary Class shares or Class A shares of another fund of the
Trust, if the Shareholder is eligible to purchase such shares. 

The exchange privilege may be exercised only in those states where the shares
of the Fund or such other fund of the Trust may be legally sold. All exchanges
discussed herein are made at the net asset value of the exchanged shares,
except as provided below. The Trust does not impose a charge for processing
exchanges of shares. If a Shareholder seeks to exchange Class A shares of a
fund that does not impose a sales charge for Class A shares of a fund that does
or the fund being exchanged into has a higher sales charge, the Shareholder
will be required to pay a sales charge in the amount equal to the difference
between the sales charge applicable to the fund into which the shares are being
exchanged and any sales charges previously paid for the exchanged shares,
including any sales charges incurred on any earlier exchanges of the shares
(unless such sales charge is otherwise waived, as provided in "Other
Circumstances"). The exchange of Fiduciary Class shares for Class A shares also
will require payment of the sales charge unless the sales charge is waived, as
provided in "Other Circumstances."

CLASS B

Class B Shareholders of the Fund may exchange their shares for Class B shares
of any other fund of the Trust on the basis of the net asset value of the
exchanged Class B shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the Shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

ADDITIONAL INFORMATION REGARDING EXCHANGES

In the case of shares held of record by a Shareholder Servicing Agent but
beneficially owned by a Shareholder, to exchange such shares the Shareholder
should contact the Shareholder Servicing Agent, who will contact the Transfer
Agent and effect the

                                                                              13

<PAGE>   569



exchange on behalf of the Shareholder. If an exchange request in good order is
received by the Transfer Agent by 4:00 p.m., eastern time, on any Business Day,
the exchange usually will occur on that day. Any Shareholder who wishes to make
an exchange must receive a current prospectus of the fund of the Trust in which
he or she wishes to invest before the exchange will be effected.

The Trust reserves the right to change the terms or conditions of the exchange
privilege discussed herein upon sixty days' written notice. An exchange between
classes of shares of the same fund is not considered a taxable event; however,
an exchange between funds of the Trust is considered a sale of shares and
usually results in a capital gain or loss for Federal income tax purposes.
Shareholders should consult their tax advisers for a more complete explanation
of the Federal income tax consequences of an exchange of shares of the Fund.

A more detailed description of the above is set forth in the Statement of
Additional Information.

REDEMPTIONS
   
Shareholders may redeem their shares without charge (except Class B shares, as
provided above) on any Business Day; shares may ordinarily be redeemed by mail,
by telephone or by wire. All redemption orders are effected at the net asset
value per share next determined for Fiduciary Class shares, and at net asset
value per share next determined reduced by any applicable Contingent Deferred
Sales Charge for Class B shares,  after receipt of a valid request for
redemption. Payment to Shareholders for shares redeemed will be made within
seven days after receipt by the Transfer Agent of the request for redemption.
    
BY MAIL

A written request for redemption must be received by the Transfer Agent in
order to constitute a valid request for redemption. All written redemption
requests should be sent to The One Group(R), c/o State Street Bank and Trust
Company, P.O.  Box 8500, Boston, MA 02266-8500, or the Shareholder Servicing
Agent, if applicable. The Transfer Agent may require that the signature on the
written request be guaranteed by a commercial bank, a member firm of a domestic
stock exchange, or by a member of the Securities Transfer Association Medallion
Program or the Stock Exchange Medallion Program.

The signature guarantee requirement will be waived if all of the following
conditions apply: (i) the redemption is for $5,000 worth of shares or less;
(ii) the redemption check is payable to the Shareholder(s) of record; and (iii)
the redemption check is mailed to the Shareholder(s) at the address of record.
The Shareholder may also have the proceeds mailed to a commercial bank account
previously designated on the Account Application Form or by written instruction
to the Transfer Agent or the Shareholder Servicing Agent, if applicable. There
is no charge for having redemption requests mailed to a designated bank
account.

BY TELEPHONE OR BY WIRE

Shareholders may have the payment of redemption requests wired or mailed to a
domestic commercial bank account previously designated on the Account
Application Form. Wire redemption requests may be made by the Shareholder by
telephone to the Transfer Agent at 1-800-480-4111, provided that the
Shareholder has elected the telephone redemption privilege in writing to the
Distributor, or to the Shareholder Servicing Agent, if applicable. The Transfer
Agent may reduce the amount of a wire redemption payment by its then-current
wire redemption charge, which, as of the date of this Prospectus, is $7.00.

Neither the Trust nor the Transfer Agent will be responsible for the
authenticity of the redemption instructions received by telephone if it
reasonably believes those instructions to be genuine. The Trust and the
Transfer Agent will each employ reasonable procedures to confirm that telephone
instructions are genuine, and may be liable for losses resulting from
unauthorized or fraudulent telephone transactions if it does not employ those
procedures. Such procedures may include requesting personal identification
information or recording telephone conversations.

SYSTEMATIC WITHDRAWAL PLAN

Shareholders whose accounts have a value of at least $10,000 may elect to
receive, or may designate another person to receive, monthly, quarterly or
annual payments in a specified amount of not less than $100 each. There is no
charge for this service. Under the Systematic Withdrawal Plan, all dividends
and distributions must be reinvested in shares of the Fund.  Purchases of
additional Class A shares while the Systematic Withdrawal Plan is in effect are
generally undesirable because a sales charge is incurred whenever purchases are
made.

Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may elect to
receive, or may designate another person to receive, distributions provided the
distributions are limited to no more than 10% of their account value annually
determined in

                                                                              14

<PAGE>   570



the first year as of the date the redemption request is received by the
Transfer Agent, and in subsequent years, as of the most recent anniversary of
that date.  In addition, Shareholders who have attained the age of 70 1/2 may
elect to receive distributions, to the extent that the redemption represents a
minimum required distribution from an Individual Retirement Account or other
qualifying retirement plan.

If the amount of systematic withdrawal exceeds income accrued since the
previous withdrawal under the Systematic Withdrawal Plan, the principal balance
invested will be reduced and shares will be redeemed.

OTHER INFORMATION REGARDING REDEMPTIONS

At various times, the Fund may be requested to redeem shares for which it has
not yet received good payment. In such circumstances, the forwarding of
proceeds may be delayed for 15 or more days until payment has been collected
for the purchase of such shares. The Fund intends to pay cash for all shares
redeemed.

Due to the relatively high costs of handling small investments, the Fund
reserves the right to redeem, at net asset value, the shares of any Shareholder
if, because of redemptions of shares by or on behalf of the Shareholder, the
account of such Shareholder in the Fund has a value of less than $1,000, the
minimum initial purchase amount. Accordingly, an investor purchasing shares of
the Fund in only the minimum investment amount may be subject to such
involuntary redemption if he or she thereafter redeems any of these shares.
Before the Fund exercises its right to redeem such shares and to send the
proceeds to the Shareholder, the Shareholder will be given notice that the
value of the shares in his or her account is less than the minimum amount and
will be allowed 60 days to make an additional investment in the Fund in an
amount which will increase the value of the account to at least $1,000.

See the Statement of Additional Information for examples of when the Trust may
suspend the right of redemption or redeem shares involuntarily if it appears
appropriate to do so in light of the Trust's responsibilities under the
Investment Company Act of 1940.

FUND MANAGEMENT

THE ADVISER

The Trust and Banc One Investment Advisors Corporation (the "Adviser") have
entered into an investment advisory agreement (the "Advisory Agreement"). Under
the Advisory Agreement, the Adviser makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program. The Adviser discharges its responsibilities subject
to the supervision of, and policies established by, the Trustees of the Trust.
The Trust's shares are not deposits or obligations of, or endorsed or
guaranteed by BANC ONE CORPORATION or its bank or non-bank affiliates. The
Trust's shares are not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or by any other governmental agency or government
sponsored agency of the Federal government or any state.

The Adviser is an indirect, wholly-owned subsidiary of BANC ONE CORPORATION, a
bank holding company incorporated in the state of Ohio. BANC ONE CORPORATION
currently has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance and insurance.

On a consolidated basis, BANC ONE CORPORATION had assets of over $97 billion
as of June 30, 1996.

The Adviser represents a consolidation of the investment advisory staffs of a
number of bank affiliates of BANC ONE CORPORATION, which have considerable
experience in the management of open-end management investment company
portfolios, including The One Group(R) since 1985 (then known as "The Helmsman
Fund").

No single person is primarily responsible for managing the assets of the Fund.
Rather, all investment decisions with respect to the Fund are made by
committee.  No single person is primarily responsible for making
recommendations to the committee.

The Adviser is entitled to a fee, which is calculated daily and paid monthly,
at an annual rate of .60% of the average daily net assets of the Fund. The
Adviser may voluntarily agree to waive a part of its fees. (See "About the Fund
- -- Expense Summary.") These fee waivers are voluntary and may be terminated at
any time. Shareholders will be notified in advance if and when these waivers
are terminated.

                                                                              15

<PAGE>   571




THE DISTRIBUTOR

The One Group(R) Services Company (the "Distributor"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to a
distribution agreement (the "Distribution Agreement") under which shares of the
Fund are sold on a continuous basis.

Class A shares are subject to a distribution and Shareholder services plan (the
"Plan"). As provided in the Plan, the Trust will pay the Distributor a fee of
 .35% of the average daily net assets of the Class A shares of the Fund. The
Distributor has voluntarily agreed to waive payments under the Plan for Class A
shares of the Fund for the period from the commencement of operations through
at least October, 1997.

Class B shares are subject to a Contingent Deferred Sales Charge if such shares
are redeemed prior to the sixth anniversary of purchase. Class B shares of the
Fund are subject to an ongoing distribution and Shareholder service fee as
provided in the Class B distribution and Shareholder services plan (the "Class
B Plan") at an annual rate of 1.00% of the Fund's average daily net assets,
which includes Shareholder servicing fees of .25% of the Fund's average daily
net assets. Currently, the Distributor has voluntarily agreed to limit payments
under the Class B Plan to .90% of the average daily net assets of the Class B
shares of the Fund.

Proceeds from the Contingent Deferred Sales Charge and the distribution and the
Shareholder service fees under the Class B Plan are payable to the Distributor
and financial intermediaries to defray the expenses of advance brokerage
commissions and expenses related to providing distribution-related and
Shareholder services to the Fund in connection with the sale of Class B shares,
such as the payment of compensation to dealers and agents for selling Class B
shares. The combination of the Contingent Deferred Sales Charge and the
distribution and Shareholder service fees facilitate the ability of the Fund to
sell the Class B shares without a sales charge being deducted at the time of
purchase.

The Plan and the Class B Plan are characterized as compensation plans since the
distribution fees will be paid to the Distributor without regard to the
distribution or Shareholder service expenses incurred by the Distributor or the
amount of payments made to financial institutions and intermediaries. The Fund
also may execute brokerage or other agency transactions through an affiliate of
the Adviser or through the Distributor for which the affiliate or the
Distributor receives compensation. Pursuant to guidelines adopted by the Board
of Trustees of the Trust, any such compensation will be reasonable and fair
compared to compensation received by other brokers in connection with
comparable transactions.

Fiduciary class shares of the Fund are offered without distribution fees to
institutional investors, including Authorized Financial Organizations. It is
possible that an institution may offer different classes of shares to its
customers and thus receive different compensation with respect to different
classes of shares. In addition, a financial institution that is the record
owner of shares for the account of its customers may impose separate fees for
account services to its customers.

THE ADMINISTRATOR

The One Group(R) Services Company, (the "Administrator"), a wholly-owned
subsidiary of the BISYS Group, Inc., and the Trust are parties to an
administration agreement relating to the Fund (the "Administration Agreement").
Under the terms of the Administration Agreement, the Administrator is
responsible for providing the Trust with administrative services (other than
investment advisory services), including regulatory reporting and all necessary
office space, equipment, personnel and facilities.

The Adviser also serves as Sub-Administrator to each fund of the Trust,
pursuant to an agreement between the Administrator and the Adviser. Pursuant to
this agreement, the Adviser performs many of the Administrator's duties, for
which the Adviser receives a fee paid by the Administrator.

The Administrator is entitled to a fee for administrative services, which is
calculated daily and paid monthly, at an annual rate of .20% of each fund's
average daily net assets on the first $1.5 billion in Trust assets (excluding
the Treasury Only Money Market Fund, the Government Money Market Fund and The
One Group(R) Investor Funds), .18% of each fund's average daily net assets to $2
billion in Trust assets (excluding the Treasury Only Money Market Fund, the
Government Money Market Fund and The One Group(R) Investor Funds), and .16% of
each fund's average daily net assets when Trust assets exceed $2 billion
(excluding the Treasury Only Money Market Fund, the Government Money Market Fund
and The One Group(R) Investor Funds).

THE TRANSFER AGENT AND CUSTODIAN

State Street Bank and Trust Company, P.O. Box 8500, Boston, MA 02266-8500 acts
as Transfer Agent and Custodian for the Trust, for which services it receives a
fee. The Custodian holds cash, securities and other assets of the Trust as
required by the Investment Company Act of 1940. Bank One Trust Company, N.A.
serves as Sub-Custodian in connection with the Trust's securities lending
activities, pursuant to an agreement between State Street Bank and Trust
Company. Bank One Trust Company receives a fee paid by the Trust.


                                                                              16

<PAGE>   572



COUNSEL AND INDEPENDENT ACCOUNTANTS

Ropes & Gray serves as counsel to the Trust.  Coopers & Lybrand L.L.P.  serves
as the independent accountants of the Trust.

OTHER INFORMATION

THE TRUST

The Trust was organized as a Massachusetts Business Trust under a Declaration
of Trust filed on May 23, 1985. The Declaration of Trust permits the Trust to
offer separate funds and different classes of each fund. All consideration
received by the Trust for shares of any fund and all assets of such fund belong
to that fund and would be subject to liabilities related thereto.

The Trust pays its expenses, including fees of its service providers, audit and
legal expenses, expenses of preparing prospectuses, proxy solicitation material
and reports to Shareholders, costs of custodial services and registering the
shares under Federal and state securities laws, pricing, insurance expenses,
litigation and other extraordinary expenses, brokerage costs, interest charges,
taxes and organizational expenses.

The Adviser and the Administrator of the Fund each bears all expenses incurred
in connection with the performance of their services as investment adviser and
administrator, respectively, other than the cost of securities (including
brokerage commissions, if any) purchased for the Fund.

As a general matter, as set forth in the Multiple Class Plan, expenses are
allocated to each class of shares of the Fund on the basis of the net asset
value of that class in relation to the net asset value of the Fund. At present,
the only expenses that are allocated to Class A and Class B shares, other than
in accordance with the relative net asset value of the class, are the
distribution and Shareholder services costs. See "Expense Summary." At present,
no expenses are allocated to Fiduciary Class shares as a class that are not
also borne by the other classes of shares of the Fund in proportion to the
relative net asset value of the shares of such classes.

The organizational expenses of the Fund have been capitalized and are being
amortized in the first five years of the Fund's operations. Such amortization
will reduce the amount of income available for payment as dividends.

TRUSTEES OF THE TRUST

The management and affairs of the Trust are supervised by the Trustees under
the laws governing business trusts in the Commonwealth of Massachusetts. The
Trustees have approved contracts under which, as described above, certain
companies provide essential management services to the Trust.

VOTING RIGHTS

As set forth in the Multiple Class Plan, each share held entitles the
Shareholder of record to one vote. Each fund of the Trust will vote separately
on matters relating solely to that fund. In addition, each class of a fund
shall have exclusive voting rights on any matter submitted to Shareholders that
relates solely to that class, and shall have separate voting rights on any
matter submitted to Shareholders in which the interests of one class differ
from the interests of any other class. However, all fund Shareholders will have
equal voting rights on matters that affect all fund Shareholders equally. As a
Massachusetts Business Trust, the Trust is not required to hold annual meetings
of Shareholders but approval will be sought for certain changes in the
operation of the Trust and for the election of Trustees under certain
circumstances. In addition, a Trustee may be elected or removed by the
remaining Trustees or by Shareholders at a special meeting called upon written
request of Shareholders owning at least 10% of the outstanding shares of the
Trust. In the event that such a meeting is requested, the Trust will provide
appropriate assistance and information to the Shareholders requesting the
meeting.

DIVIDENDS

Net investment income (exclusive of capital gains) is declared daily, and is
determined and distributed in the form of monthly dividends to Shareholders of
Record on the first Business Day of each month. Capital gains of the Fund, if
any, will be distributed at least annually.

To maintain a relatively even rate of distributions from the Fund rather than
having substantial fluctuations from period to period, the monthly
distributions level from the Fund may be fixed from time to time at rates
consistent with the Adviser's long-term earnings expectations.

                                                                              17

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Shareholders automatically receive all income dividends and capital gain
distributions in additional Class A, Class B or Fiduciary Class shares, as
applicable, at the net asset value next determined following the record date,
unless the Shareholder has elected to take such payment in cash. Such election,
or any revocation thereof, must be made in writing, at least 15 days prior to
distribution, to the Transfer Agent at P.O. Box 8500, Boston, MA 02266-8500,
and will become effective with respect to dividends and distributions having
record dates after its receipt by the Transfer Agent. Reinvested dividends and
distributions receive the same tax treatment as dividends and distributions
paid in cash.

Class B shares received as dividends and capital gains distributions at the net
asset value next determined following the record date shall be held in a
separate Class B sub-account. Each time any Class B shares (other than those in
the sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares. (See "Conversion
Feature.")

Dividends and distributions of the Fund are paid on a per-share basis. The
value of each share will be reduced by the amount of the payment. If shares are
purchased shortly before the record date for a dividend or the distribution of
capital gains, a Shareholder will pay the full price for the shares and receive
some portion of the price back as a taxable dividend or distribution even
though such distribution would, in effect, represent a return of the
Shareholder's investment.

The amount of dividends payable on Fiduciary Class shares will be more than the
dividends payable on Class A and Class B shares because of the distribution
expenses charged to Class A and Class B shares.

SHAREHOLDER INQUIRIES

Shareholder inquiries should be directed to the Administrator, The One Group(R)
Services Company, 3435 Stelzer Road, Columbus, OH 43219.

REPORTING

The Trust issues unaudited financial information semiannually and audited
financial statements annually. The Trust furnishes proxy statements and other
reports to Shareholders of record.

OTHER INVESTMENT POLICIES

TEMPORARY DEFENSIVE POSITION

For temporary defensive purposes during periods when the Adviser determines
that market conditions warrant such action, the Fund may invest up to 100% of
its assets in money market instruments, and may hold a portion of its assets in
cash for liquidity purposes.

To the extent the Fund is engaged in a temporary defensive position, it will
not be pursuing its investment objective.


PORTFOLIO TURNOVER

Portfolio turnover may vary greatly from year to year, as well as within a
particular year. It is presently estimated that the annual portfolio turnover
rate of the Fund will not exceed 90%. Higher portfolio turnover rates will
likely result in higher transaction costs to the Fund and may result in
additional tax consequences to the Fund's Shareholders.

INVESTMENT LIMITATIONS

The investment objective and the following investment limitations are
fundamental policies of the Fund. Fundamental policies cannot be changed
without the consent of the holders of a majority of the Fund's outstanding
shares. The term "majority of the outstanding shares" means the vote of (i) 67%
or more of the Fund's shares present at a meeting, if more than 50% of the
outstanding shares of the Fund are present or represented by proxy, or (ii)
more than 50% of the Fund's outstanding shares, whichever is less.

The Fund may not:

1. Purchase securities of any issuer (except securities issued or guaranteed by
the United States, its agencies or instrumentalities, and if consistent with
the Fund's investment objective and policies, repurchase agreements involving
such securities) if as a result

                                                                              18

<PAGE>   574



more than 5% of the total assets of the Fund would be invested in the
securities of such issuer or the Fund would own more than 10% of the
outstanding voting securities of such issuer. This restriction applies to 75%
of the Fund's assets.  For purposes of these limitations, a security is
considered to be issued by the government entity whose assets and revenues
guarantee or back the security. With respect to private activity bonds or
industrial development bonds backed only by the assets and revenues of a
non-governmental user, such user would be considered the issuer.

2. Purchase any securities that would cause more than 25% of the total assets
of the Fund to be invested in the securities of one or more issuers conducting
their principal business activities in the same industry, provided that this
limitation does not apply to investments in obligations issued or guaranteed by
the U.S. government or its agencies and instrumentalities and repurchase
agreements involving such securities. For purposes of this limitation (i)
utilities will be divided according to their services (for example, gas, gas
transmission, electric and telephone will each be considered a separate
industry); and (ii) wholly-owned finance companies will be considered to be in
the industries of their parents if their activities are primarily related to
financing the activities of their parents.

3. Make loans, except that the Fund may (i) purchase or hold debt instruments
in accordance with its investment objective and policies; (ii) enter into
repurchase agreements; and (iii) engage in securities lending as described in
this Prospectus and in the Statement of Additional Information.

The foregoing percentages will apply at the time of the purchase of a security.
Additional investment limitations are set forth in the Statement of Additional
Information.

DESCRIPTION OF PERMITTED INVESTMENTS

The following is a description of certain of the permitted investments for the
Fund.

MORTGAGE-BACKED SECURITIES--Mortgage-backed securities are debt obligations
secured by real estate loans and pools of loans on single family homes,
multi-family homes, mobile homes, and in some cases, commercial properties. The
Fund may acquire securities representing an interest in a pool of mortgage
loans that are issued or guaranteed by a U.S. government agency. The primary
issuers or guarantors of these mortgage-backed securities are Ginnie Mae,
Fannie Mae and Freddie Mac. Mortgage-backed securities may also be issued by
non-governmental entities and may or may not have private insurer guarantees of
timely payments.  Such non-governmental mortgage securities cannot be treated
as U.S. government securities for purposes of investment policies. The Fund
also may invest in mortgage-backed securities issued by non-government
entities, which consist of Collateralized Mortgage Obligations ("CMOs") and
Real Estate Mortgage Investment Conduits ("REMICs") that are rated in one of
the four highest rating categories by at least one NRSRO at the time of
investment or, if unrated, determined by the Adviser to be of comparable
quality. The mortgages backing these securities include conventional
thirty-year fixed rate mortgages, graduated payment mortgages, adjustable rate
mortgages, and mortgages backed by commercial paper.  Non-governmental mortgage
backed securities often involve a greater degree of risk than agency
mortgage-backed securities. Mortgage-backed securities are in most cases
"pass-through" instruments, through which the holder receives a share of all
interest and principal payments from the mortgages underlying the certificate.
Because the prepayment characteristics of the underlying mortgages vary, it is
not possible to predict accurately the average life or realized yield of a
particular issue of pass-through certificates. During periods of declining
interest rates, prepayment of mortgages underlying mortgage-backed securities
can be expected to accelerate. When the mortgage obligations are prepaid, the
Fund reinvests the prepaid amounts in securities, the yield of which reflects
interest rates prevailing at the time. Moreover, prepayment of mortgages which
underlie securities purchased at a premium could result in capital losses.

The Fund also may invest in multiple class securities issued by U.S. government
agencies and instrumentalities such as Fannie Mae, Freddie Mac, Ginnie Mae, or
private issuers, including CMOs and REMIC pass-through or participation
certificates, when consistent with the Fund's investment objective, policies
and limitations. A REMIC is a CMO that qualifies for special tax treatment
under the Code and invests in certain mortgages principally secured by
interests in real property and other permitted investments.

CMOs and guaranteed REMIC pass-through certificates ("REMIC Certificates")
issued by Fannie Mae, Freddie Mac and Ginnie Mae are types of multiple class
pass-through securities. Investors may purchase beneficial interests in REMICs,
which are known as "regular" interests or "residual" interests. The Fund does
not currently intend to purchase residual interests in REMICs. The REMIC
Certificates represent beneficial ownership interests in a REMIC trust,
generally consisting of mortgage loans or Fannie Mae, Freddie Mac or Ginnie Mae
guaranteed mortgage pass-through certificates (the "Mortgage Assets") or
private issuers. The REMIC Trust may hold the mortgage related assets. The
obligations of Fannie Mae, Freddie Mac or Ginnie Mae under their respective
guaranty of the REMIC Certificates are obligations solely of Fannie Mae,
Freddie Mac or Ginnie Mae, respectively.

                                                                              19

<PAGE>   575



Fannie Mae REMIC Certificates are issued and guaranteed as to timely
distribution of principal and interest by Fannie Mae. In addition, Fannie Mae
will be obligated to distribute the principal balance of each class of REMIC
Certificates in full, whether or not sufficient funds are otherwise available.

For Freddie Mac REMIC Certificates, Freddie Mac guarantees the timely payment
of interest, and also guarantees the payment of principal as payments are
required to be made on the underlying mortgage participation certificates
("PCs"). PCs represent undivided interests in specified residential mortgages
or participation therein purchased by Freddie Mac and placed in a PC pool. With
respect to principal payments on PCs, Freddie Mac generally guarantees ultimate
collection of all principal of the related mortgage loans without offset or
deduction. Freddie Mac also guarantees timely payment of principal on certain
PCs referred to as "Gold PCs."

Ginnie Mae REMIC certificates guarantee the full and timely payment of interest
and principal on each class of securities (in accordance with the terms of
those classes as specified in the related offering circular supplement). The
Ginnie Mae guarantee is backed by the full faith and credit of the United
States of America.

REMIC Certificates issued by Fannie Mae, Freddie Mac and Ginnie Mae are treated
as U.S. government securities for purposes of investment policies. CMOs and
REMIC Certificates are issued in multiple classes. Each class of CMOs or REMIC
Certificates, often referred to as a "tranche," is issued at a specific
adjustable or fixed interest rate and must be fully retired no later than its
final distribution date. Principal prepayments on the mortgage loans or the
Mortgage Assets underlying the CMOs or REMIC Certificates may cause some or all
of the classes of CMOs or REMIC Certificates to be retired substantially
earlier than their final distribution dates. Generally, interest is paid or
accrues on all classes of CMOs or REMIC Certificates on a monthly basis.

The principal of and interest on the Mortgage Assets may be allocated among the
several classes of CMOs or REMIC Certificates in various ways. In certain
structures (known as "sequential pay" CMOs or REMIC Certificates), payments of
principal, including any principal prepayments, on the Mortgage Assets
generally are applied to the classes of CMOs or REMIC Certificates in the order
of their respective final distribution dates. Thus no payment of principal will
be made on any class of sequential pay CMOs or REMIC Certificates until all
other classes having an earlier final distribution date have been paid in full.

Additional structures of CMOs and REMIC Certificates include, among others,
"parallel pay" CMOs and REMIC Certificates. Parallel pay CMOs or REMIC
Certificates are those which are structured to apply principal payments and
prepayments of the Mortgage Assets to two or more classes concurrently on a
proportionate or disproportionate basis. These simultaneous payments are taken
into account in calculating the final distribution date of each class.

A wide variety of REMIC Certificates may be issued in the parallel pay or
sequential pay structures. These securities include accrual certificates (also
known as "Z-Bonds"), which only accrue interest at a specified rate until all
other certificates having an earlier final distribution date have been retired
and are converted thereafter to an interest-paying security, and planned
amortization class ("PAC") certificates, which are parallel pay REMIC
Certificates which generally require that specified amounts of principal be
applied on each payment date to one or more classes of REMIC Certificates (the
"PAC Certificates"), even though all other principal payments and prepayments
of the Mortgage Assets are then required to be applied to one or more other
classes of the certificates. The scheduled principal payments for the PAC
Certificates generally have the highest priority on each payment date after
interest due has been paid to all classes entitled to receive interest
currently. Shortfalls, if any, are added to the amount of principal payable on
the next payment date. The PAC Certificate payment schedule is taken into
account in calculating the final distribution date of each class of PAC. In
order to create PAC tranches, one or more tranches generally must be created
that absorb most of the volatility in the underlying Mortgage Assets. These
tranches tend to have market prices and yields that are much more volatile than
the PAC classes.

There can be no assurance that the United States government would provide
financial support to Fannie Mae, Freddie Mac or Ginnie Mae if necessary in the
future.

The Fund will generally limit its investments in mortgage-backed securities to
50% of its total assets.

REGULATION OF MORTGAGE LOANS--Mortgage loans are subject to a variety of state
and Federal regulations designed to protect borrowers which may impair the
ability of the mortgage lender to enforce its rights under the mortgage
documents. These regulations include legal restraints on foreclosures,
homeowner rights of redemption after foreclosure, Federal and state bankruptcy
and debtor relief laws, restrictions on enforcement of mortgage loan "due on
sale" clauses and state usury laws. Even though the Fund will invest in
mortgage-backed securities issued or guaranteed by the U.S. government, its
agencies or instrumentalities, these regulations may adversely affect the
Fund's investments by delaying the Fund's receipt of payments derived from
principal or interest on mortgage loans affected by such regulations.

                                                                              20

<PAGE>   576
STRIPPED MORTGAGE-BACKED SECURITIES--The Fund may, to enhance revenues or hedge
against interest rate risk, invest in stripped mortgage-backed securities
("SMBS"), which are derivative multiclass mortgage securities. The Fund may
only invest in SMBS issued or guaranteed by the U.S. government, its agencies
or instrumentalities.

SMBS are usually structured with two classes that receive different proportions
of the interest and principal distributions from a pool of mortgage assets. A
common type of SMBS will have one class receiving all of the interest from the
mortgage assets ("IOs"), while the other class will receive all of the
principal ("POs"). However, in some instances, one class will receive some of
the interest and most of the principal while the other class will receive most
of the interest and the remainder of the principal. If the underlying mortgage
assets experience greater than anticipated prepayments of principal, the Fund
may fail to fully recoup its initial investment in these securities. Although
the market for such securities is increasingly liquid, certain SMBS may not be
readily marketable and will be considered illiquid for purposes of the Fund's
limitation on investments in illiquid securities. Any determination that a SMBS
is liquid will be made pursuant to guidelines and standards established by the
Trust's Board of Trustees. The market value of the class consisting entirely of
principal payments generally is unusually volatile in response to changes in
interest rates. The yields on a class of SMBS that receives all or most of the
interest from mortgage assets are generally higher than prevailing market
yields on other mortgage-backed securities because their cash flow patterns are
more volatile and there is a greater risk that the initial investment will not
be fully recouped. The Adviser or Sub-Adviser will seek to manage these risks
(and potential benefits) by investing in a variety of such securities and by
using certain hedging techniques.

The Fund will generally limit its investments in SMBS to 15% of its total
assets.

ADJUSTABLE RATE MORTGAGE LOANS ("ARMS")--ARMs eligible for inclusion in a
mortgage pool will generally provide for a fixed initial mortgage interest rate
for a specified period of time. Thereafter, the interest rates (the "Mortgage
Interest Rates") may be subject to periodic adjustment based on changes in the
applicable index rate (the "Index Rate"). The adjusted rate would be equal to
the Index Rate plus a gross margin, which is a fixed percentage spread over the
Index Rate established for each ARM at the time of its origination.

Adjustable interest rates can cause payment increases that some borrowers may
find difficult to make. However, certain ARMs may provide that the Mortgage
Interest Rate may not be adjusted to a rate above an applicable lifetime
maximum rate or below an applicable lifetime minimum rate for such ARM. Certain
ARMs may also be subject to limitations on the maximum amount by which the
Mortgage Interest Rate may adjust for any single adjustment period (the
"Maximum Adjustment"). Other ARMs ("Negatively Amortizing ARMs") may provide
instead or as well for limitations on changes in the monthly payment on such
ARMs.  Limitations on monthly payments can result in monthly payments which are
greater or less than the amount necessary to amortize a Negatively Amortizing
ARM by its maturity at the Mortgage Interest Rate in effect in any particular
month. In the event that a monthly payment is not sufficient to pay the
interest accruing on a Negatively Amortizing ARM, any such excess interest is
added to the principal balance of the loan, causing negative amortization and
will be repaid through future monthly payments. It may take borrowers under
Negatively Amortizing ARMs longer periods of time to achieve equity and may
increase the likelihood of default by such borrowers. In the event that a
monthly payment exceeds the sum of the interest accrued at the applicable
Mortgage Interest Rate and the principal payment which would have been
necessary to amortize the outstanding principal balance over the remaining term
of the loan, the excess (or "accelerated amortization") further reduces the
principal balance of the ARM.  Negatively Amortizing ARMs do not provide for
the extension of their original maturity to accommodate changes in their
Mortgage Interest Rate. As a result, unless there is a periodic recalculation
of the payment amount (which there generally is), the final payment may be
substantially larger than the other payments. These limitations on periodic
increases in interest rates and on changes in monthly payment protect borrowers
from unlimited interest rate and payment increases.

There are two main categories of indices which provide the basis for rate
adjustments on ARMs: those based on U.S. Treasury securities and those derived
from a calculated measure such as a cost of funds index or a moving average of
mortgage rates. Commonly utilized indices include the one-year, three-year and
five-year constant maturity Treasury bill rates, the three-month Treasury bill
rate, the 180-day Treasury bill rate, rates on longer-term Treasury securities,
the 11th District Federal Home Loan Bank Cost of Funds, the National Median
Cost of Funds, the one-month, three-month, six-month or one-year London
Interbank Offered Rate ("LIBOR"), the prime rate of a specific bank, or
commercial paper rates. Some indices, such as the one-year constant maturity
Treasury rate, closely mirror changes in market interest rate levels. Others,
such as the 11th District Federal Home Loan Bank Cost of Funds index, tend to
lag behind changes in market rate levels and tend to be somewhat less volatile.
The degree of volatility in the market value of the Fund's portfolio and
therefore in the net asset value of the Fund's shares will be a function of the
length of the interest rate reset periods and the degree of volatility in the
applicable indices.

MORTGAGE DOLLAR ROLLS--The Fund may enter into mortgage "dollar rolls" in which
the Fund sells securities for delivery in the current month and simultaneously
contracts with the same counterpart to repurchase similar (same type, coupon
and maturity) but not identical securities on a specified future date. The Fund
gives up the right to receive principal and interest paid on the securities
sold. However, the Fund would benefit to the extent of any difference between
the price received for the securities

                                                                              21

<PAGE>   577



sold and the lower forward price for the future purchase (often referred to as
the "drop") or fee income plus the interest earned on the cash proceeds of the
securities sold until the settlement date of the forward purchase. Unless such
benefits exceed the income, capital appreciation and gain or loss due to
mortgage prepayments that would have been realized on the securities sold as
part of the mortgage dollar roll, the use of this technique will diminish the
investment performance of the Fund compared with what such performance would
have been without the use of mortgage dollar rolls. The Fund will hold and
maintain in a segregated account until the settlement date, cash or liquid,
high grade debt securities in an amount equal to the forward purchase price.
The benefits derived from the use of mortgage dollar rolls may depend upon the
Adviser's ability to predict correctly mortgage prepayments and interest rates.
There is no assurance that mortgage dollar rolls can be successfully employed.

For financial reporting and tax purposes, the Fund proposes to treat mortgage
dollar rolls as two separate transactions: one involving the purchase of a
security and a separate transaction involving a sale. The Fund does not
currently intend to enter into mortgage dollar rolls that are accounted for as
a financing. For purposes of diversification and investment limitations,
mortgage dollar rolls are considered to be Mortgage-Backed Securities.

FIXED RATE MORTGAGE LOANS--Generally, fixed rate mortgage loans eligible for
inclusion in a mortgage pool will bear simple interest at fixed annual rates
and have original terms to maturity ranging from 5 to 40 years. The Fund will
only invest in fixed rate mortgage loans that are issued or guaranteed by the
U.S.  government. Fixed rate mortgage loans generally provide for monthly
payments of principal and interest in substantially equal installments for the
contractual term of the mortgage note in sufficient amounts to fully amortize
principal by maturity although certain fixed rate mortgage loans provide for a
large final balloon payment upon maturity. The Fund may invest in fixed rate
mortgage loans or mortgage loan pools to enhance yield.

U.S. TREASURY OBLIGATIONS -- The Fund may invest in bills, notes and bonds
issued by the U.S. Treasury and separately traded interest and principal
component parts of such obligations that are transferable through the Federal
book-entry system known as Separately Traded Registered Interest and Principal
Securities ("STRIPS") and Coupon Under Book Entry Safekeeping ("CUBES").

RECEIPTS -- The Fund may purchase interests in separately traded interest and
principal component parts of U.S. Treasury obligations that are issued by banks
or brokerage firms and are created by depositing U.S. Treasury notes and U.S.
Treasury bonds into a special account at a custodian bank. The custodian holds
the interest and principal payments for the benefit of the registered owners of
the certificates or receipts. The custodian arranges for the issuance of the
certificates or receipts evidencing ownership and maintains the register.
Receipts include Treasury Receipts ("TRS"), Treasury Investment Growth Receipts
("TIGRS"), and Certificates of Accrual on Treasury Securities ("CATS").

STRIPS, CUBES, TRS, TIGRS and CATS are sold as zero coupon securities, which
means that they are sold at a substantial discount and redeemed at face value
at their maturity date without interim cash payments of interest or principal.
This discount is amortized over the life of the security, and such amortization
will constitute the income earned on the security for both accounting and tax
purposes. Because of these features, these securities may be subject to greater
interest rate volatility than interest-paying U.S. Treasury obligations. The
Fund may invest up to 20% of its total assets in STRIPS, CUBES, TRS, TIGRS and
CATS. See also "Taxes."

CERTIFICATES OF DEPOSIT -- Certificates of deposit are negotiable interest
bearing instruments with a specific maturity. Certificates of deposit ("CDs")
are issued by banks and savings and loan institutions in exchange for the
deposit of funds and normally can be traded in the secondary market prior to
maturity.

TIME DEPOSITS -- Time deposits are non-negotiable receipts issued by a bank in
exchange for the deposit of funds. Like a certificate of deposit, a time
deposit ("TD") earns a specified rate of interest over a definite period of
time; however, it cannot be traded in the secondary market. Time deposits with
a withdrawal penalty are considered to be illiquid securities; therefore, the
Fund will not invest more than 15% of its total assets in such time deposits
and other illiquid securities.

BANKERS' ACCEPTANCES -- Bankers' acceptances are bills of exchange or time
drafts drawn on and accepted by (i.e., made an obligation of) a commercial
bank.  They are used by corporations to finance the shipment and storage of
goods and to furnish dollar exchange. Maturities are generally six months or
less.

COMMERCIAL PAPER -- Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations and other entities.
Maturities on these issues vary from a few days to nine months.

U.S. GOVERNMENT AGENCIES -- Certain Federal agencies have been established as
instrumentalities of the U.S. government to supervise and finance specific
types of activities.  Select agencies, such as the Government National Mortgage
Association

                                                                              22

<PAGE>   578



("Ginnie Mae") and the Export-Import Bank, are supported by the full faith and
credit of the U.S. Treasury; others, such as the Federal National Mortgage
Association ("Fannie Mae"), are supported by the credit of the instrumentality
and have the right to borrow from the U.S. Treasury; others are supported by
the authority of the U.S. government to purchase the agency's obligations;
while still others, such as the Federal Farm Credit Banks and the Federal Home
Loan Mortgage Corporation ("Freddie Mac"), are supported solely by the credit
of the instrumentality itself. No assurance can be given that the U.S.
government would provide financial support to U.S. government sponsored
agencies or instrumentalities if it is not obligated to do so by law.
Obligations of U.S.  government agencies include debt issues and
mortgage-backed securities issued or guaranteed by select agencies.

CORPORATE SECURITIES -- Corporate securities include corporate bonds,
convertible and non-convertible debt securities, and preferred stocks, as well
as commercial paper (short-term promissory notes issued by corporations).
Issuers of corporate bonds and notes are divided into many different categories
by bond market sector, such as electric utilities, gas utilities, telephone
utilities, consumer finance companies, wholesale finance companies and
industrial companies. Within each major category of issuer, there are many
subcategories.

WARRANTS -- Warrants are securities, typically issued with preferred stock or
bonds, that give the holder the right to buy a proportionate amount of common
stock at a specified price, usually at a price that is higher than the market
price at the time of issuance of the warrant. The right may last for a period
of years or indefinitely.

PREFERRED STOCK -- Preferred stock is a class of stock that generally pays
dividends at a specified rate and has preference over common stock in the
payment of dividends and liquidation. Preferred stock generally does not carry
voting rights. As with all equity securities, the price of preferred stock
fluctuates based on changes in a company's financial condition and on overall
market and economic conditions.

COMMON STOCK -- Common stock represents a share of ownership in a company and
usually carries voting rights and earns dividends. Unlike preferred stock,
dividends on common stock are not fixed but are declared at the discretion of
the issuer's board of directors.

INVESTMENT COMPANY SECURITIES -- The Fund may invest up to 5% of its total
assets in the securities of any one investment company, but may not own more
than 3% of the securities of any one investment company or invest more than 10%
of its assets in the securities of other investment companies. In accordance
with an exemptive order issued to the Trust by the SEC, such other investment
company securities may include securities of a money market fund of the Trust,
and such companies may include companies of which the Adviser or a sub-adviser
to a fund of the Trust, or an affiliate of such Adviser or sub-adviser, serves
as investment adviser, administrator or distributor. Because other investment
companies employ an investment adviser, such investment by the Fund may cause
Shareholders to bear duplicate fees. The Adviser will waive its fee
attributable to the assets of the investing fund invested in a money market
fund of the Trust; and, to the extent required by the laws of any state in
which shares of the Trust are sold, the Adviser will waive its fees
attributable to the assets of the Fund invested in any investment company.

REPURCHASE AGREEMENTS -- Repurchase agreements are agreements by which a person
obtains a security and simultaneously commits to return the security to the
seller at an agreed upon price (including principal and interest) on an agreed
upon date within a number of days from the date of purchase. The custodian or
its agent will hold the security as collateral for the repurchase agreement.
Collateral must be maintained at a value at least equal to 100% of the
repurchase price. The Fund bears a risk of loss in the event the other party
defaults on its obligations and the Fund is delayed or prevented from its right
to dispose of the collateral securities or if the Fund realizes a loss on the
sale of the collateral securities. The Adviser will enter into repurchase
agreements on behalf of the Fund only with financial institutions deemed to
present minimal risk of bankruptcy during the term of the agreement based on
guidelines established and periodically reviewed by the Trustees. Repurchase
agreements are considered by the SEC to be loans under the Investment Company
Act of 1940.

REVERSE REPURCHASE AGREEMENTS - The Fund may borrow funds for temporary
purposes by entering into reverse repurchase agreements. Pursuant to such
agreements, the Fund would sell portfolio securities to financial institutions
such as banks and broker-dealers, and agree to repurchase them at a mutually
agreed-upon date and price. The Fund will enter into reverse repurchase
agreements only to avoid otherwise selling securities during unfavorable market
conditions to meet redemptions. At the time the Fund enters into a reverse
repurchase agreement, it will place liquid high grade debt securities having a
value equal to the repurchase price (including accrued interest), in a
segregated custodial account and will subsequently monitor the account to
ensure that such equivalent value is maintained. Reverse repurchase agreements
involve the risk that the market value of the securities sold by the Fund may
decline below the price at which the Fund is obligated to repurchase the
securities.


                                                                              23

<PAGE>   579
DEMAND FEATURES - The Fund may acquire securities that are subject to puts and
standby commitments ("demand features") to purchase the securities at their
principal amount at a fixed price (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the Fund. The demand
feature may be issued by the issuer of the underlying securities, a dealer in
the securities or by another third party, and may to be transferred separately
from the underlying security. The underlying municipal securities subject to a
put may be sold at any time at market rates. The Fund expects that it will
acquire puts only where the puts are available without the payment of any
direct or indirect consideration. However, if advisable or necessary, a premium
may be paid for put features. A premium paid will have the effect of reducing
the yield otherwise payable on the underlying security. The purpose of engaging
in transactions involving puts is to maintain flexibility and liquidity to
permit the Fund to meet redemption requests and remain as fully invested as
possible.

ASSET-BACKED SECURITIES - Asset-backed securities consist of securities secured
by company receivables, home equity loans, truck and auto loans, leases, credit
card receivables and other securities backed by other types of receivables or
other assets. These securities may be pass-through securities, which means that
principal and interest payments on the underlying securities (less servicing
fees) are passed through to shareholders on a pro rata basis. Asset-backed
securities are normally traded over-the-counter and typically have a
short-intermediate maturity structure depending on the pay down characteristics
of the underlying financial assets which are passed through to the security
holder. These securities may involve prepayment risk, which is the risk that
the underlying debt will be refinanced or paid off prior to their maturities
during periods of declining interest rates. In that case, a portfolio manager
may have to reinvest the proceeds from the securities at a lower rate.
Potential market gains on a security subject to prepayment risk may be more
limited than potential market gains on a comparable security that is not
subject to prepayment risk. There is no limit on the extent to which the Fund
may invest in asset-backed securities. Asset-backed securities may be purchased
for the purpose of enhancing yield. Under certain interest rate and prepayment
rate scenarios, the Fund may fail to recoup fully its investment in
asset-backed securities. Asset-backed securities are commonly considered to be
derivatives.

SHORT-TERM FUNDING AGREEMENTS - The Fund may, in order to enhance yield, make
limited investments in short-term funding agreements issued by banks and highly
rated insurance companies. Short-term funding agreements issued by insurance
companies are sometimes referred to as Guaranteed Investment Contracts
("GICs"), while those issued by banks are referred to as Bank Investment
Contracts ("BICs"). Pursuant to such agreements, the Fund makes cash
contributions to a deposit account at a bank or insurance company. The bank or
insurance company then credits to the Fund on a monthly basis guaranteed
interest at either a fixed, variable or floating rate. These contracts are
general obligations of the issuing bank or insurance company and are paid from
the general assets of the issuing entity. The Fund will purchase short-term
funding agreements only from banks and insurance companies which, at the time
of purchase, are rated "A" or the equivalent by at least one NRSRO and have
assets of $1 billion or more.  Generally, there is no active secondary market
in short-term funding agreements.  Therefore, short-term funding agreements are
considered by the Fund to be illiquid investments, and will be acquired by the
Fund only if, at the time of purchase, no more than 15% of the Fund's net
assets will be invested in short-term funding agreements and other illiquid
securities.

SECURITIES OF FOREIGN ISSUERS -- The Fund may invest in securities of foreign
issuers to achieve income or capital appreciation. The Fund also may invest in
commercial paper of foreign issuers and obligations of foreign branches of U.S.
banks, U.S. and London branches of foreign banks, and supranational entities
which are established through the joint participation of several governments
(e.g., the Asian Development Bank and the Inter-American Development Bank).
Foreign investments involve risks that are different from investments in
securities of U.S. issuers. These risks may include future unfavorable
political and economic developments, possible withholding taxes, seizure of
foreign deposits, currency controls and exchange rates, and interest limitations
or other governmental restrictions which might affect payment of principal or
interest.  Additionally, there may be less public information available about
foreign issuers. Further, foreign branches of foreign banks are not regulated
by U.S.  banking authorities and generally are not bound by accounting,
auditing and financial reporting standards comparable to U.S. banks. Securities
of foreign issuers may include sponsored and unsponsored American Depository
Receipts ("ADRs"), which are securities typically issued by a U.S. financial
institution that evidence ownership interests in a pool of securities issued by
a foreign issuer. ADRs include American Depository Shares and New York Shares.
There may be less information available on the foreign issuers of unsponsored
ADRs than on the issuers of sponsored ADRs.

HIGH YIELD SECURITIES -- High yield bonds are securities that are rated below
investment grade by the primary rating agencies (BB or lower by S&P and Ba or
lower by Moody's). Other terms used to describe such securities include "lower
rated bonds", "non-investment grade bonds" and "junk bonds". Generally, lower
rated debt securities provide a higher yield than higher rated debt securities
of similar maturity, but are subject to a greater degree of risk with respect
to the ability of the issuer to meet its principal and interest obligations.
Issuers of high yield securities may not be as strong financially as those
issuing higher rated securities. Such high yield issuers may include smaller,
less creditworthy companies or highly indebted firms. These securities are
regarded as predominately speculative. The Fund may invest up to 30% of its
total assets in fixed-income securities rated BB or lower by S&P and Ba or
lower by Moody's. See "Description of Ratings."

                                                                              24

<PAGE>   580

The market value of high yield securities may fluctuate more than the market
value of higher rated securities, since high yield securities tend to reflect
short-term corporate and market developments to a greater extent than higher
rated securities. Thus, periods of economic uncertainty and changes can be
expected to result in the increased volatility of market prices of high yield
bonds and of the investment company's net asset value. Additional risks of high
yield securities include limited liquidity and secondary market support. As a
result, the prices of high yield securities may decline rapidly in the event
that a significant number of holders decide to sell. Issuers of high yield
securities also are more vulnerable to real or perceived economic changes (for
instance, an economic downturn or prolonged period of rising interest rates),
political changes or adverse developments specific to the issuer. Adverse
developments could impair an issuer's ability to make principal and interest
payments. In the event of a default, the Fund would experience a reduction of
its income and could expect a decline in the market value of the defaulted
securities. In addition, a long-term track record on bond default rates, such
as that for investment grade corporate bonds, does not exist for the high yield
market. It may be that future default rates on high-yield bonds will be more
widespread and higher than in the past, especially during periods of
deteriorating economic conditions. Finally, the market prices of high yield
securities structured as zero coupon or pay-in-kind securities are generally
affected to a greater extent by interest rate changes and tend to be more
volatile than securities which pay interest periodically.

Credit quality in the high yield bond market can change suddenly and
unexpectedly, and even recently-issued credit ratings may not fully reflect the
actual risks posed by a particular high-yield security. For these reasons, it
is the Fund's policy to rely primarily on ratings issued by established credit
rating agencies, but to utilize such ratings in conjunction with the adviser's
independent and ongoing review of credit quality.

The high yield securities in which the Fund may invest include the following:

- -      Straight fixed-income debt securities. These include bonds and other
       debt obligations which bear a fixed or variable rate of interest payable
       at regular intervals and have a fixed or resettable maturity date. The
       particular terms of such securities vary and may include features such
       as call provisions and sinking funds.

- -      Zero-coupon debt securities. These bear no interest obligation but are
       issued at a discount from their value at maturity. When held to
       maturity, their entire return equals the difference between their issue
       price and their maturity value.

- -      Zero-fixed-coupon debt securities.  These are zero-coupon debt
       securities which convert on a specified date to interest- bearing debt
       securities


SECURITIES LENDING -- In order to generate additional income, the Fund may lend
up to 33% of the securities in which it is invested pursuant to agreements
requiring that the loan be continuously secured by cash, securities of the U.S.
government or its agencies, shares of an investment trust or mutual fund or any
combination of cash and such securities as collateral equal at all times to at
least 100% of the market value plus accrued interest on the securities lent.
The Fund will continue to receive interest on the securities lent while
simultaneously seeking to earn interest on the investment of cash collateral in
U.S. government securities, shares of an investment trust or mutual fund, or
other short-term, highly liquid investments. Collateral is marked to market
daily to provide a level of collateral at least equal to the market value of
the securities lent. There may be risks of delay in recovery of the securities
or even loss of rights in the collateral should the borrower of the securities
fail financially. However, loans will only be made to borrowers deemed by the
Adviser to be of good standing under guidelines established by the Trust's
Board of Trustees and when, in the judgment of the Adviser, the consideration
which can be earned currently from such securities loans justifies the
attendant risk. The Fund will enter into loan arrangements only with counter
parties which the Adviser has deemed to be creditworthy under guidelines
established by the Board of Trustees. Loans are subject to termination by the
Fund or the borrower at any time, and are therefore, not considered to be
illiquid investments.

RESTRICTED SECURITIES -- The Fund may invest in commercial paper issued in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under Federal securities law and is generally sold to institutional
investors, such as the Fund, who agree that they are purchasing the paper for
investment purposes and not with a view to public distribution. Any resale by
the purchaser must be in an exempt transaction. Section 4(2) commercial paper
is normally resold to other institutional investors like the Fund through or
with the assistance of the issuer or investment dealers who make a market in
Section 4(2) commercial paper, thus providing liquidity. The Fund believes that
Section 4(2) commercial paper and possibly certain other restricted securities
that meet the criteria for liquidity established by the Trustees are quite
liquid. The Fund intends, therefore, to treat the restricted securities that
meet the criteria for liquidity established by the Trustees, including Section
4(2) commercial paper, as determined by the Adviser, as liquid and not subject
to the investment limitation applicable to illiquid securities. In addition,
because Section 4(2) commercial paper is liquid, the Fund will not subject such
paper to the limitation applicable to restricted securities.


                                                                              25

<PAGE>   581



The ability of the Trustees to determine the liquidity of certain restricted
securities is permitted under an SEC staff position set forth in the adopting
release for Rule 144A under the Securities Act of 1933 (the "Rule"). The Rule
is a nonexclusive safe-harbor for certain secondary market transactions
involving securities subject to restrictions on resale under Federal securities
laws. The Rule provides an exemption from registration for resales of otherwise
restricted securities to qualified institutional buyers. The Rule is expected
to further enhance the liquidity of the secondary market for securities
eligible for resale under Rule 144A. The Fund believes that the staff of the
SEC has left the question of determining the liquidity of all restricted
securities to the Trustees. The Trustees have directed the Adviser to consider
the following criteria in determining the liquidity of certain restricted
securities:

- -      the frequency of trades and quotes for the security;

- -      the number of dealers willing to purchase or sell the security and the
       number of other potential buyers;

- -      dealer undertakings to make a market in the security; and

- -      the nature of the security and the nature of the marketplace trades.

VARIABLE AND FLOATING RATE INSTRUMENTS -- Certain of the obligations purchased
by the Fund may carry variable or floating rates of interest, may involve a
conditional or unconditional demand feature and may include variable amount
master demand notes. A demand instrument with a demand notice period exceeding
seven days may be considered illiquid if there is no secondary market for such
security; therefore, the Fund will not invest more than 15% of its total assets
in such instruments and other illiquid securities. The interest rates on these
securities may be reset daily, weekly, quarterly or some other reset period,
and may have a floor or ceiling on interest rate changes. There is a risk that
the current interest rate on such obligations may not accurately reflect
existing market interest rates.

There is no limit on the extent to which the Fund may purchase variable and
floating rate instruments that are not illiquid. The Fund will purchase
variable and floating rate instruments to facilitate portfolio liquidity or to
permit the investment of the Fund's assets at a favorable rate of return.

SECURITIES PURCHASED ON A WHEN-ISSUED BASIS AND FORWARD COMMITMENTS -- The Fund
may purchase securities on a when-issued basis when deemed by the Adviser to
present attractive investment opportunities. When-issued securities are
purchased for delivery beyond the normal settlement date at a stated price and
yield, thereby involving the risk that the yield obtained will be less than
that available in the market at delivery. Although the purchase of securities
on a when-issued basis is not considered leveraging, it has the effect of
leveraging.  When the Adviser purchases a when-issued security, the Custodian
will set aside cash or liquid securities to satisfy the purchase commitment.
The Fund generally will not pay for such securities or earn interest on them
until received.  Commitments to purchase when-issued securities will not, under
normal market conditions, exceed 40% of the Fund's total assets, and a
commitment will not exceed 180 days. The Fund will only purchase when-issued
securities for the purpose of acquiring portfolio securities and not for
speculative purposes.

In a forward commitment transaction, the Fund contracts to purchase securities
for a fixed price at a future date beyond customary settlement time. The Fund
is required to hold and maintain in a segregated account until the settlement
date, cash, U.S. government securities or liquid high-grade debt obligations in
an amount sufficient to meet the purchase price. Alternatively, the Fund may
enter into offsetting contracts for the forward sale of other securities that
it owns.  The purchase of securities on a when-issued or forward commitment
basis involves a risk of loss if the value of the security to be purchased
declines prior to the settlement date. Although the Fund would generally
purchase securities on a when-issued or forward commitment basis with the
intention of actually acquiring securities for its portfolio, the Fund may
dispose of a when-issued security or forward commitment prior to settlement if
the Adviser deems it appropriate to do so.

OPTIONS -- The Fund may purchase and write (i.e., sell) call options and put
options on securities and indices A call option gives the purchaser the right
to buy, and obligates the writer of the option to sell, the underlying security
at the agreed upon exercise (or "strike") price during the option period. A put
option gives the purchaser the right to sell, and obligates the writer to buy,
the underlying security at the strike price during the option period.
Purchasers of options pay an amount, known as a premium, to the option writer
in exchange for the right under the option contract. Option contracts may be
written with terms that would permit the holder of the option to purchase or
sell the underlying security only upon the expiration date of the option. The
initial purchase (sale) of an option contract is an "opening transaction." In
order to close out an option position, the Fund may enter into a "closing
transaction," the sale (purchase) of an option contract on the same security
with the same exercise price and expiration date as the option contract
originally opened.


                                                                              26

<PAGE>   582



The Fund may purchase put and call options in hedging transactions to protect
against a decline in the market value of the securities in the Fund (e.g., by
the purchase of a put option) and to protect against an increase in the cost of
fixed-income securities that the Fund may seek to purchase in the future (e.g.,
by the purchase of a call option). In the event that paying premiums for put
and call options, together with price movements in the underlying securities,
are such that exercise of the options would not be profitable for the Fund,
losses of the premiums paid may be offset by an increase in the value of the
Fund's securities (in the case of a purchase of put options) or by a decrease
in the cost of acquisition of securities by the Fund (in the case of a purchase
of call options).

The Fund also may write secured put and covered call options as a means of
increasing the yield on the Fund and as a means of providing limited protection
against decreases in market value of the Fund.

There are risks associated with options transactions, including the following:
(i) the success of a hedging strategy may depend on the ability of the Adviser
to predict movements in the prices of the individual securities, fluctuations
in markets and movements in interest rates; (ii) there may be an imperfect or
no correlation between the changes in market value of the securities held by
the Fund and the prices of options; (iii) there may not be a liquid secondary
market for options; and (iv) while the Fund will receive a premium when it
writes covered call options, it may not participate fully in a rise in the
market value of the underlying security. It is expected that the Fund will only
engage in option transactions with respect to permitted investments and related
indices.

Generally, the policy of the Fund, in order to avoid the exercise of an option
sold by it, will be to cancel its obligation under the option by entering into
a closing purchase transaction, if available, unless selling (in the case of a
call option) or purchasing (in the case of a put option) the underlying
securities is determined to be in the Fund's interest. A closing purchase
transaction consists of a Fund purchasing an option having the same terms as
the option sold by the Fund, and has the effect of canceling the Fund's
position as a seller. The premium which a Fund will pay in executing a closing
purchase transaction may be higher (or lower) than the premium received when
the option was sold, depending in large part upon the relative price of the
underlying security at the time of each transaction. To the extent options sold
by a Fund are exercised and the Fund either delivers securities to the holder
of a call option or liquidates securities as a source of funds to purchase
securities put to the Fund, the Fund's turnover rate will increase, which would
cause the Fund to incur additional brokerage expenses.

During the option period, the Fund, as a covered call writer, gives up the
potential appreciation above the exercise price should the underlying security
rise in value, and the Fund, as a covered put writer, retains the risk of loss
should the underlying security decline in value. For the covered call writer,
substantial appreciation in the value of the underlying security would result
in the security being "called away" at the strike price of the option which may
be substantially below the fair market value of such security. For the covered
put writer, substantial depreciation in the value of the underlying security
would result in the security being "put to" the writer at the strike price of
the option which may be substantially in excess of the fair market value of
such security. If a covered call option or a covered put option expires
unexercised, the writer realizes a gain, and the buyer a loss, in the amount of
the premium.

The SEC requires that obligations of investment companies such as the Fund, in
connection with option sale positions, must comply with certain segregation or
coverage requirements, which are more fully described in the Statement of
Additional Information.

The Fund will only write covered call options on its securities and will limit
such activities to provide that the aggregate market value of such options and
the Fund's obligations under such written puts does not exceed 25% of the
Fund's total assets as of the time such options are entered into by the Fund.

FUTURES CONTRACTS AND RELATED OPTIONS -- The Fund may enter into futures
contracts, options on futures contracts, index futures and options thereon that
are traded on an exchange regulated by the Commodities Futures Trading
Commission ("CFTC") if, to the extent that such futures and options are not for
"bona fide hedging purposes" (as defined by the CFTC), the aggregate initial
margin and premiums on such positions (excluding the amount by which options
are in the money) do not exceed 5% of the Fund's total assets at current value.
The Fund, however, may invest more than such amount for bona fide hedging
purposes, and also may invest more than such amount if it obtains authority to
do so from the appropriate regulatory agencies without rendering the Fund a
commodity pool operator or adversely affecting its status as an investment
company for Federal securities law or income tax purposes.

The Fund may buy and sell futures contracts and related options to manage its
exposure to changing interest rates and security prices. Some futures
strategies, including selling futures, buying puts and writing calls, may
reduce the Fund's exposure to price fluctuations. Other strategies, including
buying futures, writing puts and buying calls, tend to increase market
exposure.  Futures and options may be combined with each other in order to
adjust the risk and return characteristics of the overall portfolio. The

                                                                              27

<PAGE>   583



Fund expects to enter into these transactions to "lock in" a return or spread
on a particular investment or portion of its assets, to protect against any
increase in the price of securities the Fund anticipates purchasing at a later
date, or for other risk management strategies.

Options and futures can be volatile instruments, and involve certain risks. If
the Adviser applies a hedge at an inappropriate time or judges interest rates
incorrectly, options and futures strategies may lower a Fund's return. The Fund
could also experience losses if the prices of its options and futures positions
were poorly correlated with its other instruments, or if it could not close out
its positions because of an illiquid secondary market.

Typically, investment in these contracts requires the Fund to deposit with the
applicable exchange or other specified financial intermediary as a good faith
deposit for its obligations, known as "initial margin," an amount of cash or
specified debt securities that initially is 1% -15% of the face amount of the
contract and that thereafter fluctuates on a periodic basis as the value of the
contract fluctuates. Thereafter, the Fund must make additional deposits equal
to any net losses due to unfavorable price movements of the contract and will
be credited with an amount equal to any net gains due to favorable price
movements.  These additional deposits or credits are calculated and required
daily and are known as "variation margin."

The SEC requires that when an investment company such as the Fund effects
transactions of the foregoing nature, it must either segregate cash or high
quality, readily marketable portfolio securities with its custodian in the
amount of its obligations under the foregoing transactions or must cover such
obligations by maintaining positions in portfolio securities, futures contracts
or options that would serve to satisfy or offset the risk of such obligations.
When effecting transactions of the foregoing nature, the Fund will comply with
such segregation or cover requirements. No limitation exists on the amount of
the Fund's assets that may be used to comply with such segregation or cover
requirements. Certain provisions of the Internal Revenue Code may limit the use
of futures and related options transactions.

The Fund also may engage in straddles and spreads with respect to 15% of its
assets. In a straddle transaction, the Fund either buys a call and a put or
sells a call and a put on the same security. In a spread, the Fund purchases
and sells a call or a put. The Fund will sell a straddle when the Adviser
believes the price of a security will be stable. The Fund will receive a
premium on the sale of the put and the call. A spread permits the Fund to make
a hedged investment that the price of a security will increase or decline.

SWAPS, CAPS AND FLOORS -- In order to protect the value of the Fund from
interest rate fluctuations and to hedge against fluctuations in the floating
rate market in which the Fund's investments are traded, the Fund may enter into
swaps, caps, and floors on various securities (such as U.S. government
securities), securities indexes, interest rates, prepayment rates, foreign
currencies or other financial instruments or indexes, for both hedging and
non-hedging purposes. While swaps, caps, and floors (sometimes hereinafter
collectively referred to as "swap contracts") are different from futures
contracts (and options on futures contracts) in that swap contracts are
individually negotiated with specific counter parties, the Fund will use swap
contracts for purposes similar to the purposes for which it uses options,
futures, and options on futures. Those uses of swap contracts (i.e., risk
management and hedging) present the Fund with risks and opportunities similar
to those associated with options contracts, futures contracts, and options on
futures. See "Futures Contracts and Related Options" and "Options."

The Fund may enter into these transactions to manage its exposure to changing
interest rates and other market factors. Some transactions may reduce the
Fund's exposure to market fluctuations while others may tend to increase market
exposure.

Swap contracts typically involve an exchange of obligations by two
sophisticated parties. For example, in an interest rate swap, the Fund may
exchange with another party their respective rights to receive interest, such
as an exchange of fixed rate payments for floating rate payments. Currency
swaps involve the exchange of respective rights to make or receive payments in
specified currencies. Mortgage swaps are similar to interest rate swaps in that
they represent commitments to pay and receive interest.  The notional principal
amount, however, is tied to a reference pool or pools of mortgages.

Caps and floors are variations on swaps. The purchase of a cap entitles the
purchaser to receive a principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
The purchase of an interest rate floor entitles the purchaser to receive
payments on a notional principal amount from the party selling the floor to the
extent that a specified index falls below a predetermined interest rate or
amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to
those associated with options transactions and options on futures contracts.

Because swap contracts are individually negotiated, they remain the obligation
of the respective counter parties, and there is a risk that a counterparty will
be unable to meet its obligations under a particular swap contract. If a
counterparty defaults on a swap contract with the Fund, the Fund may suffer a
loss. To address this risk, the Fund will usually enter into interest rate
swaps

                                                                              28

<PAGE>   584



on a net basis, which means that the two payment streams (one from the Fund to
the counterparty, one to the Fund from the counterparty) are netted out, with
the Fund receiving or paying, as the case may be, only the net amount of the
two payments. Interest rate swaps do not involve the delivery of securities,
other underlying assets, or principal, except for purposes of
collateralization, as discussed below. Accordingly, the risk of loss with
respect to interest rate swaps entered into on a net basis would be limited to
the net amount of the interest payments that the Fund is contractually
obligated to make. If the other party to an interest rate swap defaults, the
Fund's risk of loss consists of the net amount of interest payments that the
Fund is contractually entitled to receive. To protect against losses related to
counterparty default, the Fund may enter into swaps that require transfers of
collateral for changes in market value. In contrast, currency swaps and other
types of swaps may involve the delivery of the entire principal value of one
designated currency or financial instrument in exchange for the other
designated currency or financial instrument. Therefore, the entire principal
value of such swaps may be subject to the risk that the other party will
default on its contractual delivery obligations.

In addition, because swap contracts are individually negotiated and ordinarily
non-transferable, there also may be circumstances in which it would be
impossible for the Fund to close out its obligations under the swap contract
prior to its maturity. Under such circumstances, the Fund might be able to
negotiate another swap contract with a different counterparty to offset the
risk associated with the first swap contract. Unless the Fund is able to
negotiate such an offsetting swap contract, however, the Fund could be subject
to continued adverse developments, even after the Adviser has determined that
it would be prudent to close out or offset the first swap contract.

The Fund will not enter into any mortgage swap, interest rate swap, cap or
floor transaction unless the unsecured commercial paper, senior debt, or the
claims paying ability of the other party thereto is rated in the highest or
second highest rating category by at least one NRSRO at the time of investment,
or, if unrated, determined by the Adviser to be of comparable quality.

The use of swaps involves investment techniques and risks different from and
potentially greater than those associated with ordinary portfolio securities
transactions. If the Adviser is incorrect in its expectations of market values,
interest rates, or currency exchange rates, the investment performance of the
Fund would be less favorable than it would have been if this investment
technique were not used.

The staff of the SEC is presently considering its position with respect to
swaps, caps and floors as senior securities. Pending a determination by the
staff, the Fund will either treat swaps, caps and floors as being subject to
its senior securities restrictions or will refrain from engaging in swaps, caps
and floors. Once the staff has expressed a position with respect to swaps, caps
and floors, the Fund intends to engage in swaps, caps and floors, if at all, in
a manner consistent with such position. To the extent the net amount of an
interest rate or mortgage swap is held in a segregated account, consisting of
cash or liquid, high grade debt securities, the Adviser believes that swaps do
not constitute senior securities under the Investment Company Act of 1940 and,
accordingly, will not treat them as being subject to the Fund's borrowing
restrictions. The net amount of the excess, if any, of the Fund's obligations
over its entitlements with respect to each interest rate swap will be accrued
on a daily basis and an amount of cash or liquid securities having an aggregate
net asset value at least equal to the accrued excess will be maintained in a
segregated account by the Fund's Custodian.

The Fund will generally limit its investments in swaps, caps and floors to 25%
of its total assets.

NEW FINANCIAL PRODUCTS -- New options and futures contracts and other financial
products, and various combinations thereof, continue to be developed and the
Fund may invest in any such options, contracts and products as may be developed
to the extent consistent with its investment objective, policies and
restrictions and the regulatory requirements applicable to investment
companies.

These various products may be used to adjust the risk and return
characteristics of the Fund's portfolio of investments. These various products
may increase or decrease exposure to security prices, interest rates, commodity
prices, or other factors that affect security values, regardless of the
issuer's credit risk. If market conditions do not perform consistent with
expectations, the performance of the Fund would be less favorable than it would
have been if these products were not used.

In addition, losses may occur if counter parties involved in transactions do
not perform as promised. These products may expose the Fund to potentially
greater return as well as potentially greater risk of loss than more
traditional fixed-income investments.

The Fund will generally limit its investments in new financial products to 25%
of its total assets.

STRUCTURED INSTRUMENTS - Structured instruments are debt securities issued by
agencies or instrumentalities of the U.S. government (such as the Student Loan
Marketing Association ("Sallie Mae"), Ginnie Mae, Fannie Mae, and Freddie Mac),
banks, municipalities, corporations, and other business entities whose interest
and/or principal payments are indexed to certain

                                                                              29

<PAGE>   585



specific foreign currency exchange rates, interest rates, or one or more other
reference indices. Structured instruments frequently are assembled in the form
of medium-term notes, but a variety of forms are available. Structured
instruments are commonly considered to be derivatives.

While structured instruments may offer the potential for a favorable rate of
return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference
index changes in a manner other than that expected by the Adviser, principal
and/or interest payments on the structured instrument may be substantially less
than expected.  In addition, although structured instruments may be sold in the
form of a corporate debt obligation, they may not have some of the protection
against counter party default that may be available with respect to publicly
traded debt securities (i.e., the existence of a trust indenture).

MUNICIPAL SECURITIES - Municipal Securities are issued by a state or political
subdivision to obtain funds for various public purposes. Municipal securities
are generally classified as "general obligation" bonds and "revenue" bonds.
General obligation bonds are obligations involving the credit of an issuer
possessing taxing power and are payable from the issuer's general unrestricted
revenues. Revenue bonds are payable only from the revenues derived from a
particular facility or class of facilities or, in some cases, from the proceeds
of a special excise or other specific revenue source. Revenue bonds are not
payable from the issuer's general revenues. The Fund also may purchase
short-term tax-exempt General Obligation Notes, Tax Anticipation Notes, Bond
Anticipation Notes, Revenue Anticipation Notes, Project Notes, and other forms
of short-term tax-exempt obligations. Such notes are issued with a short-term
maturity in anticipation of the receipt of tax funds, the proceeds of bond
placements, or other revenues.

An issuer's obligations under its municipal securities are subject to the
provisions of bankruptcy, insolvency, and other laws affecting the rights and
remedies of creditors, such as the federal bankruptcy code, and laws, if any,
which may be enacted by Congress or state legislatures extending the time for
payment of principal or interest, or both, or imposing other constraints upon
the enforcement of such obligations. The power or ability of an issuer to meet
its obligations for the payment of interest on and principal of its municipal
securities may be materially adversely affected by litigation or other
conditions. Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or
certain segments thereof, or may materially affect the credit risk with respect
to particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a Fund's municipal
securities in the same manner. In addition, the Internal Revenue Code of 1986,
as amended (the "Code") imposes certain continuing requirements on issuers of
tax-exempt bonds regarding the use, expenditure and investment of bond proceeds
and the payment of rebates to the United States of America. Failure by the
issuer to comply subsequent to the issuance of tax-exempt bonds with certain of
these requirements could cause interest on the bonds to become includable in
gross income retroactive to the date of issuance.

INVERSE FLOATING RATE INSTRUMENTS -- The Fund may seek to increase yield by
investing in leveraged inverse floating rate debt instruments ("inverse
floaters"). The interest rate on an inverse floater resets in the opposite
direction from the market rate of interest to which the inverse floater is
indexed. An inverse floater may be considered to be leveraged to the extent
that its interest rate varies by a magnitude that exceeds the magnitude of the
change in the index rate of interest. The higher degree of leverage inherent in
inverse floaters is associated with greater volatility in their market values.
Accordingly, the duration of an inverse floater may exceed its stated final
maturity. The Fund will generally limit its investments in inverse floating
rate instruments to 15% of its total assets.

DESCRIPTION OF RATINGS

The following descriptions are summaries of published ratings.

DESCRIPTION OF COMMERCIAL PAPER RATINGS

The following descriptions of commercial paper ratings have been published by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Fitch's Investors Service ("Fitch"), Duff and Phelps ("Duff"), and IBCA Limited
("IBCA"), respectively.

Commercial paper rated A by S&P is regarded by S&P as having the greatest
capacity for timely payment. Issues rated A are further refined by use of the
numbers 1+, 1 and 2 to indicate the relative degree of safety. Issues rated
A-1+ are those with an "overwhelming degree" of credit protection. Those rated
A-1 reflect a "very strong" degree of safety regarding timely payment. Those
rated A-2 reflect a high degree of safety regarding timely payment but not as
high as A-1.

Commercial paper issues rated Prime-1 and Prime-2 by Moody's are judged by
Moody's to be of the "highest" quality and "higher" quality, respectively, on
the basis of relative repayment capacity.

                                                                              30

<PAGE>   586



The rating Fitch-1 (Highest Grade) is the highest commercial rating assigned by
Fitch. Paper rated Fitch-1 is regarded as having the strongest degree of
assurance for timely payment. The rating Fitch-2 (Very Good Grade) is the
second highest commercial paper rating assigned by Fitch which reflects an
assurance of timely payment only slightly less in degree than the strongest
issues.

The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as having good certainty
of timely payment, good access to capital markets and sound liquidity factors
and company fundamentals. Risk factors are small.

The designation A1 by IBCA indicates that the obligation is supported by a very
strong capacity for timely repayment. Those obligations rated A1+ are supported
by the highest capacity for timely repayment. Obligations rated A2 are
supported by a strong capacity for timely repayment, although such capacity may
be susceptible to adverse changes in business, economic or financial
conditions.

DESCRIPTION OF CORPORATE/MUNICIPAL BOND RATINGS

The following descriptions of S&P's and Moody's corporate and municipal bond
ratings have been published by S&P and Moody's, respectively.



                                                                              31

<PAGE>   587
Standard & Poor's Ratings Services

Investment Grade
- ----------------

Bonds rated AAA have the highest rating S&P assigns to a debt obligation. Such
a rating indicates an extremely strong capacity to pay principal and interest.
Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay
principal and interest is very strong, and in the majority of instances they
differ from AAA issues only in a small degree. Debt rated A has a strong
capacity to pay interest and repay principal although it is somewhat more
susceptible to the adverse effects of changes in circumstances and economic
conditions than debt in higher rated categories.

Bonds rated BBB by S&P are regarded as having an adequate capacity to pay
interest and repay principal. Whereas they normally exhibit adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.

Non-Investment Grade
- --------------------

Bonds rated BB have less near-term vulnerability to default than other
speculative issues. However, they face major ongoing uncertainties or exposure
to adverse business, financial or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rated category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

Bonds rated B have a greater vulnerability to default but currently have the
capacity to meet interest payments and principal repayments. Adverse business,
financial. or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or BB-
rating.

Bonds rated CCC have currently identifiable vulnerability to default, and are
dependent upon favorable business, financial, and economic conditions to meet
timely payment of interest and repayment of principal. In the event of adverse
business, financial, or economic conditions, they are not likely to have the
capacity to pay interest and repay principal. The CCC rating category is also
used for debt subordinated to senior debt that is assigned an actual or implied
B or B- rating.

The rating CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

The rating C typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating. The C rating may be used to cover a
situation where a bankruptcy petition has been filed, but debt service payments
are continued.

The rating C1 is reserved for income bonds on which no interest is being paid.

Bonds rated D are in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless Standard & Poor believes
that such payments will be made during such grace period. The D rating also
will be used upon the filing of a bankruptcy petition if debt service payments
are jeopardized.

Plus (+) or minus (-). Ratings from AA to CCC may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.

Moody's Investor Service, Inc.

Investment Grade
- ----------------

Bonds that are rated Aaa by Moody's are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge." Interest payments are protected by a large, or 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 issues. Bonds rated Aa by
Moody's are judged by Moody's to be of high quality by all standards. Together
with bonds rated Aaa, they comprise what are generally known as high-grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present that make
the long-term risks appear somewhat larger than in Aaa securities. Bonds that
are rated A possess many favorable investment attributes and are to be

                                                                              32
<PAGE>   588


considered as upper-medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.

Bonds that are rated Baa by Moody's are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuers of securities rated BBB or Baa to make
principal and interest payments than is the case with higher grade securities.

Non-Investment Grade
- --------------------

Bonds rated Ba are more uncertain and have speculative elements. The protection
of interest and principal payments is not well safeguarded during good and bad
times. Bonds rated B lack the characteristics of a desirable investment (i.e.,
potentially low assurance of timely interest and principal payments or
maintenance of other contract terms over time).

Bonds rated Caa have poor standing and may be in default. These bonds carry an
element of danger with respect to principal and interest payments. Bonds rated
Ca are speculative to a high degree and could be in default or have other
marked shortcomings. C is the lowest rating. Bonds in this category have
extremely poor prospects of ever attaining investment standing.

Unrated securities will be treated as non-investment grade securities unless
the Adviser determines that such securities are the equivalent of investment
grade securities. Securities that have received different ratings from more
than one agency are considered investment grade if at least one agency has
rated the security investment grade.

DESCRIPTION OF MUNICIPAL NOTE RATINGS

Moody's highest rating for state, municipal and other short-term notes is MIG-1
and VMIG-1. Short-term municipal securities rated MIG-1 or VMIG-1 are of the
best quality. They have strong protection from established cash flows of funds
for their servicing or from established and broad-based access to the market
for refinancing or both. Short-term municipal securities rated MIG-2 and VMIG-2
are of high quality. Margins of protection are ample although not so large as
in the preceding group.

An S&P note rating reflects the liquidity concerns and market access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:

o      Amortization schedule (the larger the final maturity relative to other
       maturities the more likely it will be treated as a note).

o      Source of Payment (the more dependent the issue is on the market for its
       refinancing, the more likely it will be treated as a note).

Note rating symbols are as follows:

SP-1 Very strong or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics will be given a plus
(+) designation.

SP-2 Satisfactory capacity to pay principal and interest.

MISCELLANEOUS

PERFORMANCE

From time to time, the Fund may advertise yield, total return and/or
distribution rate. These figures will be based on historical earnings and are
not intended to indicate future performance. The yield of the Fund refers to
the annualized income generated by an investment in the Fund over a specified
30-day period. The yield is calculated by assuming that the income generated by
the investment during that period is generated over a one-year period and is
shown as a percentage of the investment.


                                                                              33

<PAGE>   589



Total return is the change in value of an investment in the Fund over a given
period, assuming reinvestment of any dividends and capital gains. A cumulative
total return reflects an actual rate of return over a stated period of time. An
average annual total return is a hypothetical rate of return that, if achieved
annually, would have produced the same cumulative total return if performance
had been constant over the entire period. Average annual total returns smooth
out variations in performance; they are not the same as actual year-by-year
results.

The distribution rate is computed by dividing the total amount of the dividends
per share paid out during the past period by the maximum offering price or
month-end net asset value depending on the class of the Fund. This figure is
then "annualized" (multiplied by 365 days and divided by the applicable number
of days in the period). Funds with a front-end sales charge would incorporate
the offering price into the distribution yield in place of month-end net asset
value.

Distribution rate is a measure of the level of income paid out in cash to
Shareholders over a specified period. It differs from yield and total return
and is not intended to be a complete measure of performance. Furthermore, the
distribution rate may include return of principal and/or capital gains. Total
return is the change in value of a hypothetical investment over a given period
assuming reinvestment of dividends and capital gain distributions. The yield
refers to the cumulative 30-day rolling net investment income, divided by
maximum offering price and multiplied by average shares outstanding during this
period. See the Statement of Additional Information.

The Trust will include information on all classes of shares of the Fund in any
advertisement or information including performance data for the Fund. The
performance for Fiduciary Class shares may be higher than for Class A shares
and Class B shares because Fiduciary Class shares are not subject to sales
charges and distribution expenses.

The performance of each class of the Fund may from time to time be compared to
that of other mutual funds tracked by mutual fund rating services, to that of
broad groups of comparable mutual funds or to that of unmanaged indices that
may assume investment of dividends but do not reflect deductions for
administrative and management costs. In addition, the performance of each class
of the Fund may be compared to other funds or to relevant indices that may
calculate total return without reflecting sales charges; in which case, the
Fund may advertise its total return in the same manner. If reflected, sales
charges would reduce these total return calculations.

TAXES

The following summary of Federal income tax consequences is based on current
tax laws and regulations, which may be changed by legislative, judicial or
administrative action. No attempt has been made to present a complete
explanation of the Federal, state, local or foreign tax treatment of the Fund
or its Shareholders. Accordingly, Shareholders are urged to consult their tax
advisers regarding specific questions as to the tax consequences of investing
in the Fund.

TAX STATUS OF THE FUND

The Fund is treated as a separate entity for Federal income tax purposes and is
not combined with the Trust's other funds. The Fund intends to qualify as a
"regulated investment company" for Federal income tax purposes and to meet all
other requirements that are necessary for it to be relieved of Federal taxes on
that part of its net investment income and net capital gains (the excess of net
long-term capital gain over net short-term capital loss) that is distributed to
Shareholders.

TAX STATUS OF DISTRIBUTIONS

The Fund will distribute substantially all of its net investment income
(including, for this purpose, net short-term capital gain) to Shareholders of
each class of shares of the Fund on at least an annual basis. Generally,
dividends from net investment income will be taxable to Shareholders as
ordinary income whether received in cash or in additional shares, and any net
capital gains will be distributed at least annually and will be taxed to
Shareholders as long-term capital gains, regardless of how long the Shareholder
has held shares.

Distributions by the Fund to retirement plans that qualify for tax-exempt
treatment under the Code ("qualified retirement plans") will not be taxable.
The Federal tax treatment of qualified retirement plans, as well as
distributions from such plans, is governed by specific provisions of the Code.
If shares are held by a retirement plan that ceases to qualify for tax-exempt
treatment under the Code or by an individual who has received such shares as a
distribution from a retirement plan, the Fund's distributions will be taxable
to such plan or individual as described in the preceding paragraph. Persons
considering directing the investment of their qualified retirement plan account
in the Fund and qualified retirement plan trusts considering purchasing such
shares, should consult their tax advisers for a more complete explanation of
the Federal tax consequences, and for an explanation of the state, local and
(if applicable) foreign tax consequences of making such an investment.

                                                                              34


<PAGE>   590


The Fund will make annual reports to Shareholders of the Federal income tax
status of all distributions.

Certain securities purchased by the Fund (such as STRIPS, CUBES, TRS, TIGRS and
CATS), as defined in the "Description of Permitted Investments," are sold at
original issue discount and thus do not make periodic cash interest payments.
The Fund will be required to include as part of its current income the imputed
interest on such obligations even though the Fund has not received any interest
payments on such obligations during that period. Because the Fund distributes
substantially all of its net investment income to its Shareholders (including
such imputed interest), the Fund may have to sell portfolio securities in order
to generate the cash necessary for the required distributions. Such sales may
occur at a time when the Adviser would not have chosen to sell such securities
and may result in a taxable gain or loss.

Fund transactions in foreign currencies and hedging activities will likely
produce a difference between book income and taxable income. This difference
may cause a portion of the Fund's income distributions to constitute a return
of capital for tax purposes or require the Fund to make distributions exceeding
book income to qualify as a regulated investment company.

Dividends declared by the Fund in October, November or December of any year and
payable to Shareholders of record on a date in such a month will be deemed to
have been paid by the Fund and received by Shareholders on December 31 of that
year, if paid by the Fund at any time during the following January.

Dividends received by a Shareholder that are derived from the Fund's
investments in U.S. government obligations may not be entitled to the
exemptions from state and local income taxes that would be available if the
Shareholder had purchased U.S. government obligations directly. The Fund will
inform Shareholders annually of the percentage of income and distributions
derived from U.S. government obligations. Shareholders should consult their tax
advisers regarding the state and local tax treatment of the dividends received
from the Fund.

The Fund may be subject to foreign withholding taxes on income derived from
obligations of foreign issuers. The Fund will not be able to elect to treat
Shareholders as having paid their proportionate share of such foreign taxes.

Sale, exchange or redemption of Fund shares by a Shareholder will generally be
a taxable event to such Shareholder.



                                                                              35

<PAGE>   591





                      [THIS PAGE INTENTIONALLY LEFT BLANK]



                                                                              36

<PAGE>   592





                      [THIS PAGE INTENTIONALLY LEFT BLANK]



                                                                              37

<PAGE>   593





                      [THIS PAGE INTENTIONALLY LEFT BLANK]



                                                                              38

<PAGE>   594


Investment Adviser and Sub-Administrator
Banc One Investment Advisors Corporation
774 Park Meadow Road
Columbus, OH 43081

Distributor
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Administrator
The One Group(R) Services Company
3435 Stelzer Road
Columbus, OH 43219

Transfer Agent and Custodian
State Street Bank and Trust Company
P.O. Box 8500
Boston, MA 02266-8500

Legal Counsel
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C.  20005

Independent Accountants
Coopers & Lybrand L.L.P.
100 East Broad Street
Columbus, OH 43215


TOG-F-119


                                                                              39
<PAGE>   595
                                                 THE ONE GROUP(R)

                                               CROSS REFERENCE SHEET

                                               COMBINED STATEMENT OF

                                              ADDITIONAL INFORMATION

   
<TABLE>
<CAPTION>
                                                                 COMBINED STATEMENT OF            
                                                                 ADDITIONAL INFORMATION           
FORM N-1A PART A ITEM                                            CAPTION                          
- ---------------------                                            ----------------------
                                                                                                  
<S> <C>                                                          <C>
10. Cover Page                                                   Cover Page                       
                                                                                                  
11. Table of Contents                                            Table of Contents                
                                                                                                  
12. General Information and History                              The Trust; Additional            
                                                                 Information - Description of     
                                                                 Shares                           
                                                                                                  
13. Investment Objective and Policies                            Investment Objectives and        
                                                                 Policies                         
                                                                                                  
14. Management of the Fund                                       Management of the Trust          
                                                                                                  
15. Control Persons and Principal                                Additional Information -         
         Holders of Securities                                   Miscellaneous                    
                                                                                                  
16. Investment Advisory and Other                                                                 
         Services                                                Management of the Trust          
                                                                                                  
17. Brokerage Allocation                                         Management of the Trust          
                                                                 -Portfolio Transactions          
                                                                                                  
18. Capital Stock and Other Securities                           Valuation; Additional Information
                                                                 Regarding the Calculation of Per 
                                                                 Share Net Asset Value; Additional
                                                                 Purchase and Redemption          
                                                                 Information; Additional          
                                                                 Information                      
                                                                                                  
19. Purchase, Redemption and Pricing of                          Valuation; Additional Information
         Securities Being Offered                                Regarding the Calculation of Per 
                                                                 Share Net Asset Value; Additional
                                                                 Purchase and Redemption          
                                                                 Information; Management of the   
                                                                 Trust                            
                                                                                                  
20. Tax Status                                                   Investment Objectives and        
                                                                 Policies - Additional Tax        
                                                                 Information Concerning All       
                                                                 Funds of the Fund; Additional    
                                                                 Tax Information Concerning the   
                                                                 Tax-Free Funds; Additional Tax   
                                                                 Information Concerning the       
                                                                 International Equity Index       
                                                                 Fund; Foreign Tax Credit         
</TABLE>
    
                                                                               1
<PAGE>   596
<TABLE>
<CAPTION>
                                                                       COMBINED STATEMENT OF
                                                                       ADDITIONAL INFORMATION
FORM N-1A PART A ITEM                                                  CAPTION
- ---------------------                                                  ----------------------

<S> <C>                                                                <C>
21. Underwriters                                                       Management of the Trust
                                                                       -Distributor

22. Calculation of Performance Data                                    Additional Information
                                                                       -Calculation of Performance Data

23. Financial Statements                                               Financial Statements
</TABLE>


PART C

Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C of the Registration Statement.

                                                                               2
<PAGE>   597
                       STATEMENT OF ADDITIONAL INFORMATION

                                THE ONE Group(R)

   
            The One Group U.S. Treasury Securities Money Market Fund
               (the "U.S. Treasury Securities Money Market Fund")
         The One Group Prime Money Market Fund (the "Prime Money Market
                                     Fund")
     The One Group Municipal Money Market Fund (the "Municipal Money Market
                                     Fund")
    The One Group Ohio Municipal Money Market Fund (the "Ohio Municipal Money
                                  Market Fund")
           The One Group Income Equity Fund (the "Income Equity Fund")
          The One Group Disciplined Value Fund (the "Disciplined Value
                                     Fund")
       The One Group Growth Opportunities Fund (the "Growth Opportunities
                                     Fund")
    The One Group International Equity Index Fund (the "International Equity
                                  Index Fund")
            The One Group Equity Index Fund (the "Equity Index Fund")
        The One Group Large Company Value Fund (the "Large Company Value
                                     Fund")
       The One Group Large Company Growth Fund (the "Large Company Growth
                                     Fund")
        The One Group Asset Allocation Fund (the "Asset Allocation Fund")
             The One Group Income Bond Fund (the "Income Bond Fund")
    The One Group Limited Volatility Bond Fund (the "Limited Volatility Bond
                                     Fund")
          The One Group Intermediate Bond Fund (the "Intermediate Bond
                                     Fund")
         The One Group Government Bond Fund (the "Government Bond Fund")
    The One Group Ultra Short-Term Income Fund (the "Ultra Short-Term Income
                                     Fund")
        The One Group Municipal Income Fund (the "Municipal Income Fund")
    The One Group Intermediate Tax-Free Bond Fund (the "Intermediate Tax-Free
                                   Bond Fund")
        The One Group Ohio Municipal Bond Fund (the "Ohio Municipal Bond
                                     Fund")
        The One Group Texas Tax-Free Bond Fund (the "Texas Tax-Free Bond
                                     Fund")
              The One Group West Virginia Municipal Bond Fund (the
               "West Virginia Municipal Bond Fund") 
     The One Group Kentucky Municipal Bond Fund (the "Kentucky Municipal
                                 Bond Fund")
                 The One Group Arizona Municipal Bond Fund (the
                  "Arizona Municipal Bond Fund") 
        The One Group Treasury Money Market Fund (the "Treasury Money
                                  Market Fund")
               The One Group Treasury Only Money Market Fund (the
                "Treasury Only Money Market Fund") 
      The One Group Government Money Market Fund (the "Government Money
               Market Fund") 
      The One Group Tax Exempt Money Market Fund (the "Tax Exempt
               Money Market Fund")
  The One Group Institutional Prime Money Market Fund (the "Institutional Prime
                               Money Market Fund")
      The One Group Louisiana Municipal Bond Fund (the "Louisiana Municipal
                                   Bond Fund")
            The One Group Value Growth Fund (the "Value Growth Fund")
       The One Group Gulf South Growth Fund (the "Gulf South Growth Fund")
                  The One Group Income Fund (the "Income Fund")
        The One Group Investor Growth Fund (the "Investor Growth Fund)
     The One Group Investor Growth & Income Fund (the "Investor Growth &
                               Income Fund) 
                The One Group Investor Aggressive Growth Fund (the 
                        "Investor Aggressive Growth")
                   The One Group Investor Fixed Income Fund
                      (the "Investor Fixed Income Fund")
   The One Group Investor Conservative Growth Fund (the "Investor Conservative
                                 Growth Fund")
       The One Group Investor Balanced Fund (the "Investor Balanced Fund")

                                November 1, 1996

This Statement of Additional Information is not a Prospectus, but should be read
in conjunction with the Prospectuses for the U.S. Treasury Securities Money
Market Fund, the Prime Money Market Fund, the Municipal Money Market Fund, the
Income Equity Fund, the Disciplined Value Fund, the Growth Opportunities Fund,
the International Equity Index Fund, the Equity Index Fund, the Large Company
Value Fund, the Large Company Growth Fund, the Income Bond Fund, the Limited
Volatility Bond Fund, the Intermediate Bond Fund, the Intermediate Tax-Free Bond
Fund, the Ohio Municipal Bond Fund, the Government Bond Fund, the Ultra
Short-Term Income Fund, the Asset Allocation Fund, the Municipal Income Fund,
the Texas Tax-Free Bond Fund, the West Virginia  Municipal Bond Fund, the
Kentucky
    

                                                                               3
<PAGE>   598
   
Municipal Bond Fund, the Arizona Municipal Bond Fund, the Ohio Municipal Money
Market Fund, the Treasury Money Market Fund, the Treasury Only Money Market
Fund, the Government Money Market Fund, the Tax Exempt Money Market Fund, the
Institutional Prime Money Market Fund, the Louisiana Municipal Bond Fund, the
Value Growth Fund, the Gulf South Growth Fund, the Income Fund, the Investor
Growth Fund, the Investor Growth & Income Fund, the Investor Aggressive Growth
Fund, the Investor Fixed Income Fund, the Investor Conservative Growth Fund, and
the Investor Balanced Fund. The Prospectuses for each of The One Group Funds
are dated November 1,  1996 (except the prospectuses for the  Income Fund, the
Investor Growth Fund, the Investor Growth & Income Fund, the Investor Aggressive
Growth Fund, the Investor Fixed Income Fund, the Investor Conservative Growth
Fund, and the Investor Balanced Fund, which are dated August 26, 1996. This
Statement of Additional Information is incorporated in its entirety into each of
those Prospectuses. A copy of each of the Prospectuses for the Trust may be
obtained by writing to the Distributor for the Trust, The One Group Services
Company, 3435 Stelzer Road, Columbus, Ohio 43219, or by telephoning toll free
(800)-480-4111.
    
                                                                               4
<PAGE>   599
                                TABLE OF CONTENTS

                                                                            PAGE
   
THE TRUST                                                                       
INVESTMENT OBJECTIVES AND POLICIES                                              
     Additional Information on Fund Instruments                                 
         High Quality Investments With Regard to the Money Market and
           Institutional Money Market Funds                                     
         Bank Obligations                                                       
         Commercial Paper                                                       
         Repurchase Agreements                                                  
         Reverse Repurchase Agreements                                          
         Government Securities                                                  
         Futures and Options Trading                                            
              Futures Contracts                                                 
              Restrictions on the Use of Futures Contracts                      
              Risk Factors in Futures Transactions                              
              Options Contracts                                                 
         Covered Calls                                                          
         Puts                                                                   
         Purchasing Call Options                                                
         Risk Factors in Options Transactions                                   
         Mortgage-related Securities                                            
         Yield, Market Value and Risk Considerations of Mortgage-Backed
              Securities                                                        
         Foreign Investments                                                    
         PERCS*                                                                 
         When-Issued Securities                                                 
         Securities Lending                                                     
         Index Investing by the Equity Index and International Equity
           Index Funds 
         Foreign Currency Transactions                                          
              Transaction Hedging                                               
              Position Hedging
               Currency Forward and Futures Contracts
          General Characteristics of Currency Futures Contracts                 
              Foreign Currency Options                                          
              Foreign Currency Conversion                                       
         Variable and Floating Rate Notes                                       
         Municipal Securities                                                   
         Demand Features                                                        
         Swaps, Caps and Floors                                                 
         Structured Instruments                                                 
         New Financial Products                                                 
         Restricted Securities                                                  
         High Yield Securities                                                  
         Ohio Municipal Securities                                              
              Risk Factors Regarding Investments in Ohio Municipal Securities   
         West Virginia Municipal Securities                                     
              Risk Factors Regarding Investments in West Virginia Municipal
                Securities                                                      
         Kentucky Municipal Securities                                          
              Risk Factors Regarding Investments in Kentucky Municipal
                Securities                                                      
         Texas Municipal Securities                                             
              Risk Factors Regarding Investments in Texas Municipal
                Securities                                                      
    


                                                                               5
<PAGE>   600
                                                                            PAGE

   
         Arizona Municipal Securities                                           
              Risk Factors Regarding Investments in Arizona Municipal
                Securities                                                      
         Louisiana Municipal Securities                                         
              Risk Factors Regarding Investments in Louisiana Municipal
                Securities                                                      
     Investment Restrictions                                                    
     Portfolio Turnover                                                         
     Additional Tax Information Concerning All Funds of the Trust               
     Additional Tax Information Concerning the Tax-Free Funds                   
     Additional Tax Information Concerning the International Equity
       Index Fund                                                               
     Foreign Tax Credit                                                         
VALUATION                                                                       
     Valuation of the Money Market and Institutional Money Market Funds         
     Valuation of the Equity Funds, the Bond Funds and the Municipal
       Bond Funds                                                               
ADDITIONAL INFORMATION REGARDING THE CALCULATION OF PER SHARE NET
     ASSET VALUE                                                                
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION                                  
MANAGEMENT OF THE TRUST                                                         
     Trustees & Officers                                                        
     Investment Advisor
         Banc One Investment Advisors Corporation                               
         Boston International Advisors, Inc                                     
     Glass-Steagall Act                                                         
     Portfolio Transactions                                                     
     Administrator                                                              
     Expenses                                                                   
     Distributor                                                                
     Distribution Plan                                                          
     Custodian and Transfer Agent                                               
     Experts  
ADDITIONAL INFORMATION                                                          
     Description of Shares                                                      
     Shareholder and Trustee Liability                                          
     Calculation of Performance Data                                            
     Miscellaneous                                                              
APPENDIX 
    

                                                                               6
<PAGE>   601
                                    THE TRUST


   
         The One Group (the "Trust") is an open-end management investment
company. The Trust consists of Forty series of units of beneficial interest
("Shares") each representing interests in one of Forty separate investment
portfolios ("Funds", formerly "Portfolios"), I.E., the U.S. Treasury Securities
Money Market Fund (formerly the U.S. Treasury Money Market Portfolio), the Prime
Money Market Fund, the Municipal Money Market Fund (formerly the Tax-Free
Obligations Portfolio) and the Ohio Municipal Money Market Fund (these four
Funds being collectively referred to as the "Money Market Funds"), the Income
Equity Fund, the Disciplined Value Fund, the Growth Opportunities Fund (formerly
the Small Company Growth Fund and the Growth Equity Portfolio), the Equity Index
Fund, the International Equity Index Fund, the Large Company Value Fund
(formerly, the Quantitative Equity Portfolio), the Large Company Growth Fund,
the Asset Allocation Fund (formerly, the Flexible Balanced Portfolio), the Value
Growth Fund and the Gulf South Growth Fund (these ten Funds being collectively
referred to as the "Equity Funds"), the Income Bond Fund (formerly the Income
Portfolio), the Limited Volatility Bond Fund, the Intermediate Bond Fund, the
Government Bond Fund, the Income Fund and the Ultra Short-Term Income Fund
(formerly the Government ARM Fund) (these six Funds being collectively referred
to as the "Bond Funds"), the Intermediate Tax-Free Bond Fund, the Municipal
Income Fund (formerly the Tax-Free Bond Fund), the Ohio Municipal Bond Fund, the
Texas Tax-Free Bond Fund, the West Virginia Municipal Bond Fund, the Kentucky
Municipal Bond Fund, the Arizona Municipal Bond Fund, and the Louisiana
Municipal Bond Fund (these eight Funds being collectively referred to as the
"Municipal Bond Funds"), the Treasury Money Market Fund, the Treasury Only Money
Market Fund, the Government Money Market Fund, the Tax Exempt Money Market Fund,
and the Institutional Prime Money Market Fund (these five Funds being
collectively referred to as the "Institutional Money Market Funds"), the
Investor Growth Fund, the Investor Growth & Income Fund, the Investor Aggressive
Growth Fund, the Investor Fixed Income Fund, the Investor Conservative Growth
Fund, and the Investor Balanced Fund (these six Funds being collectively
referred to as the "Funds of Funds"). The Municipal Money Market Fund, the Ohio
Municipal Money Market Fund, the Ohio Municipal Bond Fund, the Intermediate
Tax-Free Bond Fund, the Municipal Income Fund, the Texas Tax-Free Bond Fund, the
West Virginia Municipal Bond Fund, the Kentucky Municipal Bond Fund, the
Arizona Municipal Bond Fund, the Tax Exempt Money Market Fund and the
Louisiana Municipal Bond Fund are sometimes referred to herein as the "Tax-Free
Funds."

         Information regarding the Treasury & Agency Fund is contained in a
separate Statement of Information dated November 1, 1996 which may be obtained
by writing to the Distributor for the Trust, The One Group Services Company,
3435 Stelzer Road, Columbus, Ohio 43219, or by telephoning toll free (800)
480-4111.

         All of the Trust's Funds are diversified, as defined under the
Investment Company Act of 1940, as amended (the "1940 Act"), with the exception
of the Ohio Municipal Bond Fund, the Kentucky Municipal Bond Fund, the West
Virginia MUNICIPAL Bond Fund, the Texas Tax-Free Bond Fund, the Arizona
Municipal Bond Fund, the Ohio Municipal Money Market Fund, the Louisiana
Municipal Bond Fund, the Gulf South Growth Fund and each of the Funds of Funds,
which are non-diversified. The shares in the Funds of the Trust (other than the
Institutional Money Market Funds, the U.S. Treasury Securities Money Market Fund
and the Prime Money Market Fund) are offered in three separate classes:
Fiduciary Class Shares, Class A Shares and Class B Shares. The U.S. Treasury
Securities Money Market Fund and the Prime Money Market Fund offer Class A
Shares, Fiduciary Class Shares and Service Class
    


                                                                               7
<PAGE>   602
Shares. Much of the information contained herein expands upon subjects discussed
in the Prospectuses for the respective Funds. No investment in a particular
class of Shares of a Fund should be made without first reading that Fund's
Prospectus.

                                                                               8
<PAGE>   603
                       INVESTMENT OBJECTIVES AND POLICIES

         The following policies supplement each Fund's investment objective and
policies as set forth in the respective Prospectus for that Fund.

ADDITIONAL INFORMATION ON FUND INSTRUMENTS

         High Quality Investments With Regard to the Money Market and
Institutional Money Market Funds

   
         As noted in the Prospectuses for the Money Market and Institutional
Money Market Funds, each such Fund may invest only in obligations determined by
the Fund's investment Advisor, Banc One Investment Advisors Corporation ("Banc
One Advisors") to present minimal credit risks under guidelines adopted
by the Trust's Board of Trustees.
    

         The Treasury Money Market Fund and the Treasury Only Money Market Fund
may only invest in U.S. Treasury bills, notes and other U.S. Treasury
obligations issued or guaranteed by the U.S. government. Some of the securities
held by the Treasury Money Market Fund may be subject to repurchase agreements.

         The Government Money Market Fund invests exclusively in securities
issued or guaranteed by the U.S. Government or its agencies or
instrumentalities, some of which may be subject to repurchase agreements.

   
         The Tax Exempt Money Market Fund may invest only in obligations which,
at the time of purchase, (i) possess the highest short-term ratings from a
nationally recognized statistical rating organization (an "NRSRO") in the case
of single-rated securities; or (ii) possess, in the case of multiple-rated
securities, the highest short-term ratings by at least two NRSROs; or (iii) do
not possess a rating (I.E., are unrated) but are determined by Banc One
Advisors to be of comparable quality to the rated instruments eligible for
purchase by the Fund under guidelines adopted by the Board of Trustees
(collectively, "First Tier Securities"). Some of the securities of the Tax
Exempt Money Market Fund may be subject to repurchase agreements.

         With regard to the Money Market Funds and the Institutional Money
Market Funds other than the Tax Exempt Money Market Fund, investments will be
limited to those obligations which, at the time of purchase, (i) possess one of
the two highest short-term ratings from an NRSRO in the case of single-rated
securities; or (ii) possess, in the case of multiple-rated securities, one of
the two highest short-term ratings by at least two NRSROs or (iii) do not
possess a rating (I.E., are unrated) but are determined by Banc One Advisors
to be of comparable quality to the rated instruments eligible for purchase by
the Trust under guidelines adopted by the Board of Trustees (collectively,
"Eligible Securities"). A security that has not received a rating will be deemed
to possess the rating assigned to an outstanding class of the issuer's
short-term debt obligations if determined by Banc One Advisors to be
comparable in priority and security to the obligation selected for purchase by
the Trust.

         A security subject to a tender or demand feature will be considered an
Eligible Security only if both the demand feature and the underlying
security possess a high quality rating or, if such do not possess a rating, are
determined by Banc One Advisers to be of comparable quality; provided,
however, that where the demand feature would be readily exercisable in the
event of a default in payment of principal or interest on the underlying
    

                                                                               9
<PAGE>   604
   
security, the obligation may be acquired based on the rating possessed by the
demand feature or, if the demand feature does not possess a rating, a
determination of comparable quality by Banc One Advisors. A security which at
the time of issuance had a maturity exceeding 397 days but, at the time of
purchase, has a remaining maturity of 397 days or less, is not considered an
Eligible Security if it does not possess a high quality rating and the long-term
rating, if any, is not within the two highest rating categories.

         Eligible Securities include First-Tier Securities and Second-Tier
Securities. First-Tier Securities include those that possess a rating in the
highest category, in the case of a single-rated security, or at least two
ratings in the highest rating category, in the case of multiple-rated
securities, or, if the securities do not possess a rating, are determined to be
of comparable quality by Banc One Advisors pursuant to the guidelines adopted
by the Board of Trustees. Second-Tier Securities are all other Eligible
Securities.

         Each Money Market and Institutional Money Market Fund other than the
Ohio Municipal Money Market, the Municipal Money Market and the Tax Exempt Money
Market Funds will not invest more than 5% of its total assets in the First Tier
Securities of any one issuer. In addition, each Fund other than the Municipal
Money Market Fund, the Ohio Municipal Money Market Fund, and the Tax Exempt
Money Market Fund may not invest more than 5% of its total assets in Second Tier
Securities, with investment in the Second Tier Securities of any one issuer
further limited to the greater of 1% of the Fund's total assets or $1.0 million.
If a percentage limitation is satisfied at the time of purchase, a later
increase in such percentage resulting from a change in the Fund's net asset
value or a subsequent change in a security's qualification as a First Tier or
Second Tier Security will not constitute a violation of the limitation. In
addition, there is no limit on the percentage of a Fund's assets that may be
invested in obligations issued or guaranteed by the U.S. government, its
agencies, or instrumentalities and, with respect to each Money Market Fund and
each Institutional Money Market Fund other than the Treasury Only Money Market
Fund, repurchase agreements fully collateralized by such obligations.

         Under the guidelines adopted by the Trust's Board of Trustees and in
accordance with Rule 2a-7 under the 1940 Act, Banc One Advisors may be
required to promptly dispose of an obligation held in a Fund's portfolio in the
event of certain developments that indicate a diminishment of the instrument's
credit quality, such as where an NRSRO downgrades an obligation below the second
highest rating category, or in the event of a default relating to the financial
condition of the issuer.

         The Appendix to this Statement of Additional Information identifies
each NRSRO which may be utilized by Banc One Advisors with regard to portfolio
investments for the Funds and provides a description of relevant ratings
assigned by each such NRSRO. A rating by an NRSRO may be utilized only where the
NRSRO is neither controlling, controlled by, or under common control with the
issuer of, or any issuer, guarantor, or provider of credit support for, the
instrument.
    

         Bank Obligations

         Each Fund except the U.S. Treasury Securities Money Market Fund, the
International Equity Index Fund, the Treasury Money Market Fund, the Treasury
Only Money Market Fund, and the Government Money Market Fund may invest in
bank obligations such as bankers' acceptances, certificates of deposit, and


                                                                              10
<PAGE>   605
demand and time deposits. The International Equity Index Fund may invest in bank
obligations such as certificates of deposit and demand and time deposits.

         Bankers' acceptances are negotiable drafts or bills of exchange
typically drawn by an importer or exporter to pay for specific merchandise,
which are "accepted" by a bank, meaning, in effect, that the bank
unconditionally agrees to pay the face value of the instrument on maturity.
Bankers' acceptances invested in by the Funds will be those guaranteed by
domestic and foreign banks having, at the time of investment, total assets in
excess of $1 billion (as of the date of their most recently published financial
statements).

         Certificates of deposit are negotiable certificates issued against
funds deposited in a commercial bank or a savings and loan association for a
definite period of time and earning a specified return. Certificates of deposit
will be those of domestic and foreign branches of U.S. commercial banks which
are members of the Federal Reserve System or the deposits of which are insured
by the Federal Deposit Insurance Corporation and in certificates of deposit of
domestic savings and loan associations the deposits of which are insured by the
Federal Deposit Insurance Corporation if, at the time of purchase, such
institutions have total assets in excess of $1 billion (as of the date of their
most recently published financial statements). Certificates of deposit may also
include those issued by foreign banks outside the United States with total
assets at the time of purchase in excess of the equivalent of $1 billion. The
Funds may also invest in Eurodollar certificates of deposit, which are U.S.
dollar-denominated certificates of deposit issued by branches of foreign and
domestic banks located outside the United States, and Yankee certificates of
deposit, which are certificates of deposit issued by a U.S. branch of a foreign
bank denominated in U.S. dollars and held in the United States. The
International Equity Index Fund may also invest in obligations (including
banker's acceptances and certificates of deposit) denominated in foreign
currencies (see "Foreign Investments" herein).

         Time deposits are interest-bearing non-negotiable deposits at a bank or
a savings and loan association that have a specific maturity date. Demand
deposits are funds deposited in a commercial bank or a savings and loan
association which, without prior notice to the bank, may be withdrawn generally
by negotiable draft. Time and demand deposits will be maintained only at banks
or savings and loan associations from which a Fund could purchase certificates
of deposit.

         Commercial Paper

         Commercial paper consists of unsecured promissory notes issued by
corporations. Except as noted below with respect to variable amount master
demand notes, issues of commercial paper normally have maturities of less than
nine months and fixed rates of return.


   
         The Limited Volatility Bond Fund may purchase commercial paper
consisting of issues rated at the time of purchase in the highest rating
category by at least one NRSRO (such as A-1 by Standard & Poor's Corporation
("S&P"), P-1 by Moody's Investor Service, Inc. ("Moody's") or F-1 by Fitch
Investors Services ("Fitch")) or if unrated, determined by Banc One Advisors
to be of comparable quality. The Asset Allocation Fund, the Equity Funds other
than the International Equity Index Fund, the Municipal Bond Funds, the Income
Bond Fund, the Intermediate Bond Fund,  and the Ultra Short-Term Income Fund
may purchase commercial paper consisting of issues rated at the time of
purchase in the highest or second highest rating category by at least one
    


                                                                              11
<PAGE>   606
   
NRSRO (such as A-2 or better by S&P, P-2 or better by Moody's or F-2 or better
by Fitch) or if unrated, determined by Banc One Advisors to be of comparable
quality. The Income Fund may purchase commercial paper consisting of issues
rated at the time of purchase in all rating categories by at least one NRSRO,
or, if unrated, determined by Banc One Advisors to be of comparable quality.
    


         Repurchase Agreements

   
         Securities held by each Fund other than the Treasury Only Money Market
Fund may be subject to repurchase agreements. Under the terms of a repurchase
agreement, a Fund would acquire securities from member banks of the Federal
Deposit Insurance Corporation (or in the case of the International Equity Index
Fund, such banks or foreign banks) with total assets in excess of $1 billion (or
in the case of the International Equity Index Fund, the equivalent of $1
billion) and registered broker-dealers (or in the case of the International
Equity Index Fund, broker-dealers which may or may not be registered) which 
Banc One Advisors deems creditworthy under guidelines approved by the Board of
Trustees, subject to the seller's agreement to repurchase such securities at a
mutually agreed-upon date and price. The repurchase price would generally equal
the price paid by the Fund plus interest negotiated on the basis of current
short-term rates, which may be more or less than the rate on the underlying
portfolio securities. The seller under a repurchase agreement will be required
to maintain the value of collateral held pursuant to the agreement at not less
than the repurchase price (including accrued interest). If the seller were to
default on its repurchase obligation or become insolvent, the Fund holding such
obligation would suffer a loss to the extent that the proceeds from a sale of
the underlying portfolio securities were less than the repurchase price under
the agreement, or to the extent that the disposition of such securities by the
Fund were delayed pending court action. Additionally, there is no controlling
legal precedent under U.S. law and there may be no controlling legal precedents
under the laws of certain foreign jurisdictions confirming that a Fund would be
entitled, as against a claim by such seller or its receiver or trustee in
bankruptcy, to retain the underlying securities, although (with respect to
repurchase agreements subject to U.S. law) the Board of Trustees of the Trust
believes that, under the regular procedures normally in effect for custody of a
Fund's securities subject to repurchase agreements and under federal laws, a
court of competent jurisdiction would rule in favor of the Trust if presented
with the question. Securities subject to repurchase agreements will be held by
the Trust's custodian or another qualified custodian or in the Federal
Reserve/Treasury book-entry system. Although there is no current intention to do
so, the International Equity Index Fund reserves the right in the future to
enter into repurchase agreements. Repurchase agreements are considered by the
Securities and Exchange Commission to be loans by a Fund under the 1940 Act.
    

         Reverse Repurchase Agreements

         Each of the Funds other than the Treasury Only Money Market Fund, the
Ohio Municipal Money Market Fund and the Funds of Funds may borrow funds for
temporary purposes by entering into reverse repurchase agreements, although the
International Equity Index Fund has no current intention to do so. Pursuant to
such agreements, a Fund would sell portfolio securities to financial
institutions such as banks and broker-dealers, and agree to repurchase them at a
mutually agreed-upon date and price. A Fund would enter into reverse repurchase
agreements only to avoid otherwise selling securities


                                                                              12
<PAGE>   607
during unfavorable market conditions to meet redemptions. At the time a Fund
entered into a reverse repurchase agreement, it would place in a segregated
custodial account assets, such as liquid high grade debt securities consistent
with the Fund's investment restrictions and having a value equal to the
repurchase price (including accrued interest), and would subsequently monitor
the account to ensure that such equivalent value was maintained. Reverse
repurchase agreements involve the risk that the market value of the securities
sold by a Fund may decline below the price at which the Fund is obligated to
repurchase the securities. Reverse repurchase agreements are considered by the
Securities and Exchange Commission to be borrowings by a Fund under the 1940
Act.

         Government Securities

   
         With the exception of the U.S. Treasury Securities Money Market Fund,
the Treasury Money Market Fund and the Treasury Only Money Market Fund, which
will invest only in obligations issued or guaranteed by the U.S. Treasury, each
of the Funds may invest in obligations issued or guaranteed by agencies and
instrumentalities of the U.S. government. Obligations of certain agencies and
instrumentalities of the U.S. government are supported by the full faith and
credit of the U.S. Treasury; others are supported by the right of the issuer to
borrow from the Treasury; others are supported by the discretionary authority of
the U.S. government to purchase the agency's obligations; and still others are
supported only by the credit of the instrumentality. No assurance can be given
that the U.S. government would provide financial support to U.S.
government-sponsored agencies or instrumentalities if it is not obligated to do
so by law. A Fund will invest in the obligations of such agencies or
instrumentalities only when Banc One Advisors or the Investment Sub-Advisor
("Sub-Advisor") believes that the credit risk with respect thereto is minimal.
For information on mortgage-related securities issued by certain agencies or
instrumentalities of the U.S. government, see "Investment Objectives and
Policies--Mortgage-related Securities" in this Statement of Additional
Information.
    

         Futures and Options Trading

   
Futures Contracts. The Equity Funds and the Bond Funds, except the Limited
Volatility Bond Fund, may enter into futures contracts, options, options on
futures contracts and stock index futures contracts and options thereon for the
purposes of remaining fully invested , reducing transaction costs, or managing
interest rate risk. Futures contracts provide for the future sale by one party
and purchase by another party of a specified amount of a specific security,
class of securities, or an index at a specified future time and at a specified
price. A stock index futures contract is a bilateral agreement pursuant to which
two parties agree to take or make delivery of an amount of cash equal to a
specified dollar amount times the difference between the stock index value at
the close of trading of the contracts and the price at which the futures
contract is originally struck. Futures contracts which are standardized as to
maturity date and underlying financial instrument are traded on national futures
exchanges. Futures exchanges and trading are regulated under the Commodity
Exchange Act by the Commodity Futures Trading Commission ("CFTC"), a U.S.
government agency.

         Although most futures contracts by their terms call for actual delivery
and acceptance of the underlying securities, in most cases the contracts are
closed out before the settlement date without the making or taking of delivery.
Closing out an open futures position is done by taking an opposite position
("buying" a contract which has previously been "sold," or "selling" a
    

                                                                              13
<PAGE>   608
contract previously purchased) in an identical contract to terminate the
position. A futures contract on a securities index is an agreement obligating
either party to pay, and entitling the other party to receive, while the
contract is outstanding, cash payments based on the level of a specified
securities index. The acquisition of put and call options on futures contracts
will, respectively, give a Fund the right (but not the obligation), for a
specified price, to sell or to purchase the underlying futures contract, upon
exercise of the option, at any time during the option period. Brokerage
commissions are incurred when a futures contract is bought or sold.

   
          When making future trades, the Funds are required to make a good
faith margin deposit in cash or government securities with a broker or custodian
to initiate and maintain open positions in futures contracts. A margin deposit
is intended to assure completion of the contract (delivery or acceptance of the
underlying security) if it is not terminated prior to the specified delivery
date. Minimal initial margin requirements are established by the futures
exchange and may be changed. Brokers may establish deposit requirements which
are higher than the exchange minimums. Initial margin deposits on futures
contracts are customarily set at levels much lower than the prices at which the
underlying securities are purchased and sold, typically ranging upward from less
than 5% of the value of the contract being traded.
    

         After a futures contract position is opened, the value of the contract
is marked to market daily. If the futures contract price changes to the extent
that the margin on deposit does not satisfy margin requirements, payment of
additional "variation" margin will be required. Conversely, change in the
contract value may reduce the required margin, resulting in a repayment of
excess margin to the contract holder. Variation margin payments are made to and
from the futures broker for as long as the contract remains open. The Funds
expect to earn interest income on their margin deposits.

   
         Traders in futures contracts may be broadly classified as either
"hedgers" or "speculators." Hedgers use the futures markets primarily to offset
unfavorable changes in the value of securities otherwise held for investment
purposes or expected to be acquired by them. Speculators are less inclined to
own the securities underlying the futures contracts which they trade, and use
futures contracts with the expectation of realizing profits from fluctuations in
the prices of underlying securities. The Funds intend to enter into futures
contracts, options on futures contracts, index futures and options thereon that
are traded on an exchange regulated by the CFTC if, to the extent that such
futures and options are not for "bona fide hedging purposes" (as defined by the
CFTC), the aggregate initial margin and premiums on such positions (excluding
the amount by which options are in the money) do not exceed 5% of the Fund's
total assets at current value. A Fund, however, may invest more than such amount
for bona fide hedging purposes, and also may invest more than such amount if it
obtains authority to do so from the cftc without rendering the fund a commodity
pool operator or adversely affecting its status as an investment company for
federal securities laws or income tax purposes.

         A Fund may buy and sell futures contracts and related options to manage
its exposure to changing interest rates and security prices. When interest rates
are expected to rise or market values of portfolio securities are expected to
fall, a Fund can seek through the sale of futures contracts to offset a decline
in the value of its portfolio securities. When interest rates are expected to
fall or market values are expected to rise, a Fund, through the purchase of such
contracts, can attempt to secure better rates or prices
    


                                                                              14
<PAGE>   609
for the Fund than might later be available in the market when it effects
anticipated purchases.

   
         Although techniques other than the sale and purchase of futures
contracts could be used to control the Funds' exposure to market fluctuations,
the use of futures contracts may be a more effective means of managing this
exposure. While the Funds will incur commission expenses in both opening and
closing out futures positions, these costs may be lower than transaction costs
that would be incurred in the purchase and sale of the underlying securities.

         A Fund's ability to effectively utilize futures trading depends on
several factors. First, it is possible that there will not be a perfect price
correlation between the futures contracts and their underlying reference
security or index. Second, it is possible that a lack of liquidity for futures
contracts could exist in the secondary market, resulting in an inability to
close a futures position prior to its maturity date. Third, the purchase of a
futures contract involves the risk that a Fund could lose more than the original
margin deposit required to initiate a futures transaction.
    

Restrictions on the Use of Futures Contracts. None of the Funds will enter into
futures contract transactions for purposes other than bona fide hedging purposes
to the extent that, immediately thereafter, the sum of its initial margin
deposits and premiums on open contracts exceeds 5% of the market value of the
respective Fund's total assets. The Funds of Funds will not enter into futures
contract transactions, however, the One Group mutual funds in which they invest
may do so as described herein. In addition, none of the Equity Funds will enter
into futures contracts to the extent that the value of the futures contracts
held would exceed 25% of the respective Fund's total assets. Futures
transactions will be limited to the extent necessary to maintain each Fund's
qualification as a regulated investment company.

         The Funds have undertaken to restrict their futures contract trading as
follows: first, the Funds will not engage in transactions in futures contracts
for speculative purposes; second, the Funds will not market themselves to the
public as commodity pools or otherwise as vehicles for trading in the
commodities futures or commodity options markets; third, the Funds will disclose
to all prospective Shareholders the purpose of and limitations on their
commodity futures trading; fourth, the Funds will submit to the CFTC special
calls for information. Accordingly, registration as a commodities pool operator
with the CFTC is not required.

         In addition to the margin restrictions discussed above, transactions in
futures contracts may involve the segregation of funds pursuant to requirements
imposed by the Securities and Exchange Commission. Under those requirements,
where a Fund has a long position in a futures contract, it may be required to
establish a segregated account (not with a futures commission merchant or
broker) containing cash or certain liquid assets equal to the purchase price of
the contract (less any margin on deposit). For a short position in futures or
forward contracts held by a Fund, those requirements may mandate the
establishment of a segregated account (not with a futures commission merchant or
broker) with cash or certain liquid assets that, when added to the amounts
deposited as margin, equal the market value of the instruments underlying the
futures contracts (but are not less than the price at which the short positions
were established). However, segregation of assets is not required if a Fund
"covers" a long position. For example, instead of segregating assets, a Fund,
when holding a long position in a futures contract, could purchase a put option
on the same futures contract with a


                                                                              15
<PAGE>   610
strike price as high or higher than the price of the contract held by the Fund.
In addition, where a Fund takes short positions, or engages in sales of call
options, it need not segregate assets if it "covers" these positions. For
example, where a Fund holds a short position in a futures contract, it may cover
by owning the instruments underlying the contract. The Funds may also cover such
a position by holding a call option permitting it to purchase the same futures
contract at a price no higher than the price at which the short position was
established. Where a Fund sells a call option on a futures contract, it may
cover either by entering into a long position in the same contract at a price no
higher than the strike price of the call option or by owning the instruments
underlying the futures contract. A Fund could also cover this position by
holding a separate call option permitting it to purchase the same futures
contract at a price no higher than the strike price of the call option sold by
the Fund.

   
         The Fund also may engage in straddles and spreads. In a straddle
transaction, the Fund either buys a call and a put or sells a call and a put on
the same security. In a spread, the Fund purchases and sells a call or a put.
The Fund will sell a straddle when Banc One Advisors believes the price of a
security will be stable. The Fund will receive a premium on the sale of the put
and the call. A spread permits the Fund to make a hedged investment that the
price of a security will increase or decline.
    

         In addition, the extent to which a Fund may enter into transactions
involving futures contracts may be limited by the Internal Revenue Code's
requirements for qualification as a registered investment company and the
Trust's intention to qualify as such.

Risk Factors in Futures Transactions. Positions in futures contracts may be
closed out only on an exchange which provides a secondary market for such
futures. However, there can be no assurance that a liquid secondary market will
exist for any particular futures contract at any specific time. Thus, it may not
be possible to close a futures position. In the event of adverse price
movements, a Fund would continue to be required to make daily cash payments to
maintain the required margin. In such situations, if a Fund has insufficient
cash, it may have to sell portfolio securities to meet daily margin requirements
at a time when it may be disadvantageous to do so. In addition, a Fund may be
required to make delivery of the instruments underlying futures contracts it
holds. The inability to close options and futures positions also could have an
adverse impact on the ability to effectively hedge them. The Funds will minimize
the risk that they will be unable to close out a futures contract by only
entering into futures contracts which are traded on national futures exchanges
and for which there appears to be a liquid secondary market.

   
         The risk of loss in trading futures contracts in some strategies can be
substantial, due both to the low margin deposits required, and the extremely
high degree of leverage involved in futures pricing. Because the deposit
requirements in the futures markets are less onerous than margin requirements in
the securities market, there may be increased participation by speculators in
the futures market which may also cause temporary price distortions. A
relatively small price movement in a futures contract may result in immediate
and substantial loss (as well as gain) to the investor. For example, if at the
time of purchase, 10% of the value of the futures contract is deposited as
margin, a subsequent 10% decrease in the value of the futures contract would
result in a total loss of the margin deposit, before any deduction for the
transaction costs, if the account were then closed out. A 15% decrease would
result in a loss equal to 150% of the original margin deposit if the contract
were closed out. Thus, a purchase or sale of a futures contract may result in
    


                                                                              16
<PAGE>   611
   
losses in excess of the amount invested in the contract. However, because the
futures strategies engaged in by the Funds are only for risk management
purposes, Banc One Advisors and the Sub-Advisor do not believe that the Funds
are subject to the risks of loss frequently associated with futures
transactions. Each Fund would presumably have sustained comparable losses if,
instead of the futures contract, it had invested in the underlying financial
instrument and sold it after the decline.
    

         Utilization of futures transactions by a Fund does involve the risk of
imperfect or no correlation where the securities underlying futures contracts
have different maturities than the portfolio securities being hedged. It is also
possible that a Fund could both lose money on futures contracts and also
experience a decline in value of its portfolio securities. There is also the
risk of loss by a Fund of margin deposits in the event of bankruptcy of a broker
with whom the Fund has an open position in a futures contract or related option.

         Most futures exchanges limit the amount of fluctuation permitted in
futures contract prices during a single trading day. The daily limit establishes
the maximum amount that the price of a futures contract may vary either up or
down from the previous day's settlement price at the end of a trading session.
Once the daily limit has been reached in a particular type of contract, no
trades may be made on that day at a price beyond that limit. The daily limit
governs only price movement during a particular trading day and therefore does
not limit potential losses, because the limit may prevent the liquidation of
unfavorable positions. Futures contract prices have occasionally moved to the
daily limit for several consecutive trading days with little or no trading,
thereby preventing prompt liquidation of future positions and subjecting some
futures traders to substantial losses.

   
         Some futures strategies, including selling futures, buying puts and
writing covered calls, may reduce the Fund's exposure to price fluctuations.
Other strategies, including buying futures, and buying calls, tend to increase
market exposure. Futures and options may be combined with each other in order to
adjust the risk and return characteristics of the overall portfolio. The Fund
expects to enter into these transactions to manage a return or spread on a
particular investment or portion of its assets, to protect against any increase
in the price of securities the Fund anticipates purchasing at a later date, or
for other risk management strategies.

Options Contracts. Banc One Advisors or the Sub-Advisor of the Equity and Bond
Funds, except the Limited Volatility Bond Fund, may use trading of options on
securities or futures contracts as a hedging device. An option on a futures
contract gives the purchaser of the option the right (but not the obligation) to
take a position at a specified price (the "striking," "strike" or "exercise"
price) in the underlying futures contract or security. A "call" option gives the
purchaser the right to take a long position in the underlying futures contract
or security, and the purchaser of a "put" option acquires the right to take a
short position in the underlying futures contract or security. The purchase
price of an option is referred to as its "premium." The seller (or "writer") of
an option is obligated to take a futures or securities position at a specified
price if the option is exercised. In the case of a call option, the seller must
stand ready to take a short position in the underlying futures contract or
security at the strike price if the option is exercised. A seller of a put
option, on the other hand, stands ready to take a long position in the
underlying futures contract or security at the strike price if the option is
exercised. A "naked" option refers to an option written by a party which does
not possess the underlying futures contract or security.
    


                                                                              17
<PAGE>   612
A "covered" option refers to an option written by a party which does possess the
underlying position. The initial purchase (sale) of an option is an "opening
transaction." In order to close out an option position, the Fund may enter into
a "closing transaction," the sale (purchase) of an option contract on the same
security with the same exercise price and expiration date as the option contract
originally opened.

         A call option on a futures contract or security is said to be
"in-the-money" if the strike price is below current market levels. Similarly, a
put option on a futures contract or security is said to be "out-of-the-money" if
the strike price is below current market levels.

         Options have limited life spans, usually tied to the delivery or
settlement date of the underlying futures contract or security. Some options,
however, expire significantly in advance of such dates. An option that is
"out-of-the-money" and not offset by the time it expires becomes worthless. On
certain exchanges "in-the-money" options are automatically exercised on their
expiration date, but on others unexercised options simply become worthless after
their expiration date. Options usually trade at a premium (referred to as the
"time value" of the option) above their intrinsic value (the difference between
the market price for the underlying futures contract or equity security and the
strike price). As an option nears its expiration date, the market value and the
intrinsic value move into parity as the time value diminishes.

   
         The Funds, other than the Limited Volatility Bond Fund may enter into
over-the-counter option transactions. There will be an active over-the-
counter market for such options which will establish their pricing and
liquidity. Broker/Dealers with whom the Trust will enter into such option
transactions shall have a minimum net worth of $20,000,000. Each Fund will limit
the writing of put and call options to 25% of its net assets.
    

         Increased market volatility generally increases the value of options by
increasing the probability of favorable market swings, putting outstanding
options "in-the-money." Although purchasing options is a limited risk trading
approach, significant losses can be incurred by doing so.

         Covered Calls

   
         Each Equity Fund and Bond Fund, (except the Limited Volatility Bond
Fund), and the Ohio Municipal Bond Fund may write (sell) only "covered" call
options and purchase options to close out options previously written by the
Fund.  The Funds' purpose in writing covered call options is to generate
additional premium income. This premium income will serve to enhance a Fund's
total return and will reduce the effect of any price decline of the security
involved in the option. Although the International Equity Index Fund has no
current intention to write such options, it reserves the right to do so from
time to time when such activity will further its investment objective. Covered
call options will generally be written on securities which, in the opinion of 
Banc One Advisors or the Sub-Advisor, are not expected to make any major price
moves in the near future but which, over the long term, are deemed to be
attractive investments for the Fund.
    

         A call option gives the holder (buyer) the "right to purchase" a
security at a specified price (the exercise price) at any time until a certain
date (the expiration date). So long as the obligation of the writer of a call
option continues, the writer may be assigned an exercise notice by the
broker-dealer through whom such option was sold, requiring the writer to


                                                                              18
<PAGE>   613
deliver the underlying security against payment of the exercise price. This
obligation terminates upon the expiration of the call option, or such earlier
time at which the writer effects a closing purchase transaction by repurchasing
an option identical to that previously sold. To secure the writer's obligation
to deliver the underlying security in the case of a call option, subject to the
rules of the Options Clearing Corporation, a writer is required to deposit in
escrow the underlying security or other assets in accordance with such rules.
The Funds will write only covered call options. This means that a Fund will only
write a call option on a security which a Fund already owns. (In order to comply
with the requirements of the securities laws in several states, a Fund will not
write a covered call option if, as a result, the aggregate market value of all
portfolio securities covering call options or subject to put options exceeds 25%
of the market value of the Fund's net assets.)

   
         Fund securities on which call options may be written will be purchased
solely on the basis of investment considerations consistent with each Fund's
investment objectives. The writing of covered call options is a conservative
investment technique believed to involve relatively little risk (in contrast to
the writing of naked or uncovered options, which a Fund will not do), but
capable of enhancing the Fund's total return. When writing a covered call
option, a Fund, in return for the premium, gives up the opportunity for profit
from a price increase in the underlying security above the exercise price, but
conversely retains the risk of loss should the price of the security decline.
Unlike one who owns securities not subject to an option, a Fund has no control
over when it may be required to sell the underlying securities, since it may be
assigned an exercise notice at any time prior to the expiration of its
obligation as a writer. Thus, the security could be "called away" at a price
substantially below the fair market value of the security. If a call option
which a Fund has written expires, a Fund will realize a gain in the amount of
the premium; however, such gain may be offset by a decline in the market value
of the underlying security during the option period. If the call option is
exercised, a Fund will realize a gain or loss from the sale of the underlying
security. The security covering the call will be maintained in a segregated
account of the Fund's custodian. The Funds do not consider a security covered by
a call to be "pledged" as that term is used in each Fund's policy which limits
the pledging or mortgaging of its assets.

         The premium received is the market value of an option. The premium each
Fund will receive from writing a call option will reflect, among other things,
the current market price of the underlying security, the relationship of the
exercise price to such market price, the historical price volatility of the
underlying security, and the length of the option period. Once the decision to
write a call option has been made, the Fund's Advisor or Sub-Advisor, in
determining whether a particular call option should be written on a particular
security, will consider the reasonableness of the anticipated premium and the
likelihood that a liquid secondary market will exist for those options. The
premium received by a Fund for writing covered call options will be recorded as
a liability in the Trust's statement of assets and liabilities. This liability
will be adjusted daily to the option's current market value, which will be the
latest sale price at the time at which the net asset value per Share of the Fund
is computed (close of the New York Stock Exchange), or, in the absence of such
sale, the latest asked price. The liability will be extinguished upon expiration
of the option, the purchase of an identical option in the closing transaction,
or delivery of the underlying security upon the exercise of the option.
    

                                                                              19
<PAGE>   614
         Generally, a Fund, in order to avoid the exercise of an option sold by
it, will be able to cancel its obligation under the option by entering into a
closing purchase transaction, if available, unless selling (in the case of a
call option) or purchasing (in the case of a put option) the underlying
securities is determined to be in a Fund's interest. A closing purchase
transaction consists of a Fund purchasing an option having the same terms as the
option sold by a Fund, and has the effect of cancelling a Fund's position as a
seller. The premium which a Fund will pay in executing a closing purchase
transaction may be higher (or lower) than the premium received when the option
was sold, depending in large part upon the relative price of the underlying
security at the time of each transaction. To the extent options sold by a Fund
are exercised and a Fund delivers securities to the holder of a call option, a
Fund's turnover rate will increase, which would cause a Fund to incur additional
brokerage expenses.

         Closing transactions will be effected in order to realize a profit on
an outstanding call option, to prevent an underlying security from being called,
or to permit the sale of the underlying security. Furthermore, effecting a
closing transaction will permit a Fund to write another call option on the
underlying security with either a different exercise price or expiration date or
both. If a Fund desires to sell a particular security from its portfolio on
which it has written a call option it will seek to effect a closing transaction
prior to, or concurrently with, the sale of the security. There is, of course,
no assurance that a Fund will be able to effect such closing transactions at a
favorable price. If a Fund cannot enter into such a transaction, it may be
required to hold a security that it might otherwise have sold, in which case it
would continue to be at market risk on the security. This could result in higher
transaction costs. A Fund will pay transaction costs in connection with the
writing of options to close out previously written options. Such transaction
costs are normally higher than those applicable to purchases and sales of
portfolio securities.

         Call options written by a Fund will normally have expiration dates of
less than nine months from the date written. The exercise price of the options
may be below, equal to, or above the current market values of the underlying
securities at the time the options are written. From time to time, a Fund may
purchase an underlying security for delivery in accordance with an exercise
notice of a call option assigned to it, rather than delivering such security
from its portfolio. In such cases, additional costs will be incurred.

         A Fund will realize a profit or loss from a closing purchase
transaction if the cost of the transaction is less or more than the premium
received from the writing of the option. Because increases in the market price
of a call option will generally reflect increases in the market price of the
underlying security, any loss resulting from the repurchase of a call option is
likely to be offset in whole or in part by appreciation of the underlying
security owned by the Fund.

         Puts

   
         Each Bond Fund, except the Limited Volatility Bond Fund, and each
Equity Fund may purchase put options to protect its portfolio holdings in an
underlying security against a decline in market value. Such hedge protection is
provided during the life of the put option since the Fund, as holder of the put
option, is able to sell the underlying security at the put exercise price
regardless of any decline in the underlying security's market price. For a put
option to be profitable, the market price of the underlying security must
decline sufficiently below the exercise price to cover the premium and
    


                                                                              20
<PAGE>   615
transaction costs. By using put options in this manner, the Fund will reduce any
profit it might otherwise have realized from appreciation of the underlying
security by the premium paid for the put option and by transaction cost.
However, any loss of premium may be offset by an increase in the value of the
Fund's securities.

         Each Bond and Equity Fund may write secured puts. For the secured put
writer, substantial depreciation in the value of the underlying security would
result in the security being "put to" the writer at the strike price of the
option which may be substantially in excess of the fair market value of the
security. If a secured put option expires unexercised, the writer realizes a
gain in the amount of the premium.

         Purchasing Call Options

   
         Each Bond Fund, except the Limited Volatility Bond Fund, and each
Equity Fund may purchase call options to hedge against an increase in the price
of securities that the Fund wants ultimately to buy. Such hedge protection is
provided during the life of the call option since the Fund, as holder of the
call option, is able to buy the underlying security at the exercise price
regardless of any increase in the underlying security's market price. In order
for a call option to be profitable, the market price of the underlying security
must rise sufficiently above the exercise price to cover the premium and
transaction costs. These costs will reduce any profit the Fund might have
realized had it bought the underlying security at the time it purchased the call
option. In the event that paying premiums for a call option, together with a
price movement in the underlying security, is such that exercise of the option
would not be profitable to the Fund, loss of the premium may be offset by a
decrease in the acquisition cost of securities by the Fund.
    


         Risk Factors in Options Transactions

   
         The successful use of the Bond Funds and the Equity Funds' options
strategies depends on the ability of Banc One Advisors or, in the case of the
International Equity Index Fund, the Sub-Advisor, to assess interest rate and
market movements correctly and to accurately calculate the fair price of the
option.
    

         When it purchases an option, a Fund runs the risk that it will lose its
entire investment in the option in a relatively short period of time, unless the
Fund exercises the option or enters into a closing sale transaction with respect
to the option during the life of the option. If the price of the underlying
security does not rise (in the case of a call) or fall (in the case of a put) to
an extent sufficient to cover the option premium and transaction costs, a Fund
will lose part or all of its investment in the option. This contrasts with an
investment by a Fund in the underlying securities, since the Fund may continue
to hold its investment in those securities notwithstanding the lack of a change
in price of those securities.

   
         The effective use of options also depends on a Fund's ability to
terminate option positions at times when Banc One Advisors or, in the case of
the International Equity Index Fund, the Sub-Advisor, deems it desirable to do
so.  A Fund will take an option position only if Banc One Advisors or, in the
case of the International Equity Index Fund, the Sub-Advisor, believes there is
a liquid secondary market for the option, however, there is no
    


                                                                              21
<PAGE>   616
assurance that a Fund will be able to effect closing transactions at any
particular time or at an acceptable price.

         If a secondary trading market in options were to become unavailable, a
Fund could no longer engage in closing transactions. Lack of investor interest
might adversely affect the liquidity of the market for particular options or
series of options. A marketplace may discontinue trading of a particular
option or options generally. In addition, a market could become temporarily
unavailable if unusual events, such as volume in excess of trading or clearing
capability, were to interrupt normal market operations. A marketplace may at
times find it necessary to impose restrictions on particular types of options
transactions, which may limit a Fund's ability to realize its profits or limit
its losses.

         Disruptions in the markets for the securities underlying options
purchased or sold by a Fund could result in losses on the options. If trading is
interrupted in an underlying security, the trading of options on that security
is normally halted as well. As a result, a Fund as purchaser or writer of an
option will be unable to close out its positions until option trading resumes,
and it may be faced with losses if trading in the security reopens at a
substantially different price. In addition, the Options Clearing Corporation
("OCC") or other options markets may impose exercise restrictions. If a
prohibition on exercise is imposed at the time when trading in the option has
also been halted, a Fund as purchaser or writer of an option will be locked into
its position until one of the two restrictions has been lifted. If a prohibition
on exercise remains in effect until an option owned by a Fund has expired, the
Fund could lose the entire value of its option.

         Special risks are presented by internationally-traded options. Because
of time differences between the United States and the various foreign countries,
and because different holidays are observed in different countries, foreign
option markets may be open for trading during hours or on days when U.S. markets
are closed. As a result, option premiums may not reflect the current prices of
the underlying interest in the United States.

         Mortgage-related Securities

   
         Each of the Money Market Funds (other than the U.S. Treasury Securities
Money Market Fund), the Institutional Money Market Funds (other than the
Treasury Money Market Fund and Treasury Only Money Market Fund) the Bond Funds
and the Asset Allocation Fund may, consistent with its investment objective and
policies, invest in mortgage-related securities issued or guaranteed by the U.S.
government or its agencies or instrumentalities.

         Mortgage-related securities, for purposes of the Trust's Prospectuses
and this Statement of Additional Information, represent pools of mortgage loans
assembled for sale to investors by various governmental agencies such as the
Government National Mortgage Association ("Ginnie Mae") and government-related
organizations such as the Federal National Mortgage Association ("Fannie
Mae") and the Federal Home Loan Mortgage Corporation ("Freddie Mac"), as well as
by nongovernmental issuers such as commercial banks, savings and loan
institutions, mortgage bankers, and private mortgage insurance companies. Such
non-governmental mortgage securities cannot be treated as U.S. government
securities for purposes of investment policies. The Government Bond and the
Government Money Market Funds may only invest in mortgage-related securities
issued or guaranteed by the U.S. government, or its agencies or
instrumentalities. The other Funds listed above also may invest in
mortgage-backed securities issued by non-government entities, which
    


                                                                              22
<PAGE>   617
   
Consist of Collateralized Mortgage Obligations ("CMOs") and Real Estate Mortgage
Investment Conduits ("REMICs") that are rated in one of the four highest rating
categories by at least one NRSRO at the time of investment or, if unrated,
determined by Banc One Advisors to be of comparable quality. The Funds,
including the Government Bond and Government Money Market Funds, also may invest
in multiple class securities issued by U.S. government agencies and
instrumentalities such as Fannie Mae, Freddie Mac and Ginnie Mae. The Funds,
except the Government Bond and Government Money Market Funds may invest in
multiple class securities issued by private issuers including guaranteed CMOs
and REMIC pass-through or participation certificates, when consistent with a
Fund's investment objective, policies and limitations. A REMIC is a CMO that
qualifies for special tax treatment under the code and invests in certain
mortgages principally secured by interests in real property and other permitted
investments.

         CMOs and guaranteed REMIC pass-through certificates ("REMIC
Certificates") issued by Fannie Mae, Freddie Mac, Ginnie Mae and private issuers
are types of multiple class pass-through securities. Investors may purchase
beneficial interests in REMICs, which are known as "regular" interests or
"residual" interests. The Funds do not currently intend to purchase residual
interests in REMICs. The REMIC Certificates represent beneficial ownership
interests in a REMIC Trust, generally consisting of mortgage loans or Fannie
Mae, Freddie Mac or Ginnie Mae guaranteed mortgage pass-through certificates
(the "Mortgage Assets"). The obligations of Fannie Mae, Freddie Mac or Ginnie
Mae under their respective guaranty of the REMIC Certificates are obligations
solely of Fannie Mae, Freddie Mac or Ginnie Mae, respectively.

         Fannie Mae REMIC Certificates are issued and guaranteed as to timely
distribution of principal and interest by Fannie Mae. In addition, Fannie Mae
will be obligated to distribute the principal balance of each class of REMIC
Certificates in full, whether or not sufficient funds are otherwise available.

         For Freddie Mac REMIC Certificates, Freddie Mac guarantees the timely
payment of interest, and also guarantees the payment of principal as payments
are required to be made on the underlying mortgage participation certificates
("PCs"). PCs represent undivided interests in specified residential mortgages or
participation therein purchased by Freddie Mac and placed in a PC pool. With
respect to principal payments on PCs, Freddie Mac generally guarantees ultimate
collection of all principal of the related mortgage loans without offset or
deduction. Freddie Mac also guarantees timely payment of principal on certain
PCs referred to as "Gold PCs."

         Ginnie Mae REMIC Certificates guarantee the full and timely payment of
interest and principal on each class of securities (in accordance with the terms
of those classes as specified in the related offering circular supplement). The
Ginnie Mae guarantee is backed by the full faith and credit of the United States
of America.

         REMIC Certificates issued by Fannie Mae, Freddie Mac and Ginnie Mae are
treated as U.S. government securities for purposes of investment policies. CMOs
and REMIC Certificates are issued in multiple classes. Each class of CMOs or
REMIC Certificates, often referred to as a "tranche," is issued at a specific
adjustable or fixed interest rate and must be fully retired no later than its
final distribution date. Principal prepayments on the mortgage loans or the
Mortgage Assets underlying the CMOs or REMIC Certificates may cause some or all
of the classes of CMOs or REMIC Certificates to be retired substantially earlier
than their final distribution dates. Generally,
    


                                                                              23
<PAGE>   618
   
interest is paid or accrues on all classes of CMOs or REMIC Certificates on a
monthly basis.

         The principal of and interest on the Mortgage Assets may be allocated
among the several classes of CMOs or REMIC Certificates in various ways. In
certain structures (known as "sequential pay" CMOs or REMIC Certificates),
payments of principal, including any principal prepayments, on the Mortgage
Assets generally are applied to the classes of CMOs or REMIC Certificates in the
order of their respective final distribution dates. Thus, no payment of
principal will be made on any class of sequential pay CMOs or REMIC Certificates
until all other classes having an earlier final distribution date have been paid
in full.

         Additional structures of CMOs and REMIC Certificates include, among
others, "parallel pay" CMOs and REMIC Certificates. Parallel pay CMOs or REMIC
Certificates are those which are structured to apply principal payments and
prepayments of the Mortgage Assets to two or more classes concurrently on a
proportionate or disproportionate basis. These simultaneous payments are taken
into account in calculating the final distribution date of each class.

         A wide variety of REMIC Certificates may be issued in the parallel pay
or sequential pay structures. These securities include accrual certificates
(also know as "Z-Bonds"), which only accrue interest at a specified rate until
all other certificates having an earlier final distribution date have been
retired and are converted thereafter to an interest-paying security, and planned
amortization class ("PAC") certificates, which are parallel pay REMIC
Certificates which generally require that specified amounts of principal be
applied on each payment date to one or more classes of REMIC Certificates (the
"PAC Certificates"), even though all other princilpal payments and prepayments
of the Mortgage Assets are then required to be applied to one or more other
classes of the certificates. The scheduled principal payments for the PAC
Certificates generally have the highest priority on each payment date after
interest due has been paid to all classes entitled to receive interest
currently. Shortfalls, if any, are added to the amount of principal payable on
the next payment date. The PAC Certificate payment schedule is taken into
account in calculating the final distribution date of each class of PAC. In
order to create PAC tranches, one or more tranches generally must be created
that absorb most of the volatility in the underlying Mortgage Assets. These
tranches tend to have market prices and yields that are much more volatile than
the PAC classes.

         The Z-Bonds in which the Funds may invest may bear the same non-credit-
related risks as do other types of Z-Bonds. Z-Bonds in which the Fund may invest
will not include residual interest.

         There can be no assurance that the United States government would
provide financial support to Fannie Mae, Freddie Mac or Ginnie Mae if
necessary in the future.
    

         Although certain mortgage-related securities are guaranteed by a third
party or otherwise similarly secured, the market value of the security, which
may fluctuate, is not so secured. If a Fund of the Trust purchases a
mortgage-related security at a premium, that portion may be lost if there is a
decline in the market value of the security whether resulting from changes in
interest rates or prepayments in the underlying mortgage collateral. As with
other interest-bearing securities, the prices of such securities are inversely
affected by changes in interest rates. However, though the value of a
mortgage-related security may decline when interest rates rise, the converse


                                                                              24
<PAGE>   619
is not necessarily true since in periods of declining interest rates the
mortgages underlying the securities are prone to prepayment. For this and other
reasons, a mortgage-related security's stated maturity may be shortened by
unscheduled prepayments on the underlying mortgages and, therefore, it is not
possible to predict accurately the security's return to the Trust's Funds. In
addition, regular payments received in respect of mortgage-related securities
include both interest and principal. No assurance can be given as to the return
the Funds of the Trust will receive when these amounts are reinvested.

         The market value of the Fund's adjustable rate Mortgage-Backed
Securities may be adversely affected if interest rates increase faster than the
rates of interest payable on such securities or by the adjustable rate mortgage
loans underlying such securities. Furthermore, adjustable rate Mortgage-Backed
Securities or the mortgage loans underlying such securities may contain
provisions limiting the amount by which rates may be adjusted upward and
downward and may limit the amount by which monthly payments may be increased or
decreased to accommodate upward and downward adjustments in interest rates.

         Certain adjustable rate mortgage loans may provide for periodic
adjustments of scheduled payments in order to amortize fully the mortgage loan
by its stated maturity. Other adjustable rate mortgage loans may permit their
stated maturity to be extended or shortened in accordance with the portion of
each payment that is applied to interest as affected by the periodic interest
rate adjustments.

         Although having less risk of decline during periods of rising interest
rates, adjustable rate Mortgage-Backed Securities have less potential for
capital appreciation than fixed rate Mortgage-Backed Securities because their
coupon rates will decline in response to market interest rate declines. The
market value of fixed rate Mortgage-Backed Securities may be adversely affected
as a result of increases in interest rates and, because of the risk of
unscheduled principal prepayments, may benefit less than other fixed rate
securities of similar maturity from declining interest rates. Finally, to the
extent Mortgage-Backed Securities are purchased at a premium, mortgage
foreclosures and unscheduled principal prepayments may result in some loss of
the Fund's principal investment to the extent of the premium paid. On the other
hand, if such securities are purchased at a discount, both a scheduled payment
of principal and an unscheduled prepayment of principal will increase current
and total returns and will accelerate the recognition of income.

   
         The Bond and Asset Allocation Funds may invest in mortgage-related
securities which are collateralized mortgage obligations structured on pools of
mortgage pass-through certificates or mortgage loans. Collateralized mortgage
obligations will be purchased only if rated in the four highest rating
categories by a nationally recognized rating organization such as Moody's or
S&P.

         There are a number of important differences among the agencies and
instrumentalities of the U.S. government that issue mortgage-related securities
and among the securities that they issue. Mortgage-related securities issued by
Ginnie Mae include Ginnie Mae Mortgage Pass-Through Certificates which are
guaranteed as to the timely payment of principal and interest by Ginnie Mae and
such guarantee is backed by the full faith and credit of the United States.
Ginnie Mae is a wholly-owned U.S. government corporation within the Department
of Housing and Urban Development. Ginnie Mae certificates also are supported by
the authority of Ginnie Mae to borrow funds
    


                                                                              25
<PAGE>   620
   
from the U.S. Treasury to make payments under its guarantee. Mortgage-related
securities issued by Fannie Mae include Fannie Mae Guaranteed Mortgage
Pass-Through Certificates which are solely the obligations of Fannie Mae and are
not backed by or entitled to the full faith and credit of the United States.
Fannie Mae is a government-sponsored organization owned entirely by private
stock-holders. Fannie Mae Certificates are guaranteed as to timely payment of
the principal and interest by Fannie Mae. Mortgage-related securities issued by
Freddie Mac include Freddie Mac Mortgage Participation Certificates. Freddie Mac
is a corporate instrumentality of the United States, created pursuant to an Act
of Congress, which is owned entirely by Federal Home Loan Banks. Freddie Mac
Certificates are not guaranteed by the United States or by any Federal Home Loan
Banks and do not constitute a debt or obligation of the United States or of any
Federal Home Loan Bank. Freddie Mac Certificates entitle the holder to timely
payment of interest, which is guaranteed by Freddie Mac. Freddie Mac guarantees
either ultimate collection or timely payment of all principal payments on the
underlying mortgage loans. When Freddie Mac does not guarantee timely payment of
principal, Freddie Mac may remit the amount due on account of its guarantee of
ultimate payment of principal at any time after default on an underlying
mortgage, but in no event later than one year after it becomes payable.

         The Funds may enter into mortgage "dollar rolls" in which the Funds
sell securities for delivery in the current month and simultaneously contract
with the same counterparty to repurchase similar (same type, coupon and
maturity) but not identical securities on a specified future date. When a Fund
enters into mortgage dollar rolls, the Fund will hold and maintain a segregated
account until the settlement date, cash or liquid, high grade debt securities in
an amount equal to the forward purchase price. The benefits derived from the use
of mortgage dollar rolls may depend upon Banc One Advisors' ability to predict
correctly mortgage prepayments and interest rates. There is no assurance that
mortgage dollar rolls can be successfully employed.

         The Funds currently intend to enter into mortgage dollar rolls that are
accounted for as a financing.

         For purposes of diversification and investment limitations, mortgage
dollar rolls are considered to be mortgage-backed securities.
    

         Yield, Market Value and Risk Considerations of Mortgage-Backed
Securities

         The Bond Funds and the Asset Allocation Fund may invest in certain
Mortgage-Backed Securities, such as Interest Only Stripped Mortgage-Backed
Securities, that are extremely sensitive to changes in prepayments and interest
rates. Even though such securities have been guaranteed by an agency or
instrumentality of the U.S. government, under certain interest rate or
prepayment rate scenarios, the Funds may fail to fully recover their investment
in such securities.

         The yield characteristics of Mortgage-Backed Securities differ from
those of traditional fixed income securities. The major differences typically
include more frequent interest and principal payments, usually monthly, and the
possibility that prepayments of principal may be made at any time. Prepayment
rates are influenced by changes in current interest rates and a variety of
economic, geographic, social and other factors and cannot be predicted with
certainty. As with fixed rate mortgage loans, adjustable rate mortgage loans may
be subject to a greater prepayment rate in a declining interest rate
environment. The yields to maturity of the Mortgage-Backed


                                                                              26
<PAGE>   621
Securities in which the Trust invests will be affected by the actual rate of
payment (including prepayments) of principal of the underlying mortgage loans.
The mortgage loans underlying such securities generally may be prepaid at any
time without penalty. In a fluctuating interest rate environment, a predominant
factor affecting the prepayment rate on a pool of mortgage loans is the
difference between the interest rates on the mortgage loans and prevailing
mortgage loan interest rates (giving consideration to the cost of any
refinancing). In general, if mortgage loan interest rates fall sufficiently
below the interest rates on fixed rate mortgage loans underlying mortgage
pass-through securities, the rate of prepayment would be expected to increase.
Conversely, if mortgage loan interest rates rise above the interest rates on the
fixed rate mortgage loans underlying the mortgage pass-through securities, the
rate of prepayment may be expected to decrease.

         In general, changes in both prepayment rates and interest rates will
change the yield on Mortgage-Backed Securities. The rate of principal
prepayments with respect to adjustable rate mortgage loans ("ARMs") has
fluctuated in recent years. As is the case with fixed mortgage loans, ARMs may
be subject to a greater rate of principal prepayments in a declining interest
rate environment. For example, if prevailing interest rates fall significantly,
ARMs could be subject to higher prepayment rates than if prevailing interest
rates remain constant because the availability of fixed rate mortgage loans at
competitive interest rates may encourage mortgagors to refinance their ARMs to
"lock-in" a lower fixed interest rate. Conversely, if prevailing interest rates
rise significantly, ARMs may prepay at lower rates than if prevailing rates
remain at or below those in effect at the time such ARMs were originated. As
with fixed rate mortgages, there can be no certainty as to the rate of
prepayments on the ARMs in either stable or changing interest rate environments.
In addition, there can be no certainty as to whether increases in the principal
balances of the ARMs due to the addition of deferred interest may result in a
default rate higher than that on ARMs that do not provide for negative
amortization. Other factors affecting prepayment of ARMs include changes in
mortgagors' housing needs, job transfers, unemployment, mortgagors' net equity
in the mortgage properties and servicing decisions.

         Foreign Investments

         The International Equity Index Fund will invest primarily in, and the
Prime Money Market Fund, the Institutional Prime Money Market Fund, the Asset
Allocation Fund, the remaining Equity Funds (other than the Equity Index Fund),
the Income Bond Fund, the Limited Volatility Bond Fund, the Intermediate Bond
Fund, the Income Fund and the Ultra Short-Term Income Fund, subject to their
respective investment objectives and policies, may also invest in certain
obligations or securities of foreign issuers. Possible investments include
equity securities of foreign entities, obligations of foreign branches of U.S.
banks and of foreign banks, including, without limitation, European Certificates
of Deposit, European Time Deposits, European Banker's Acceptances, Canadian Time
Deposits and Yankee Certificates of Deposits, and investments in Canadian
Commercial Paper, foreign securities and Europaper (as those terms are defined
in the relevant Prospectuses of the Trust). Securities of foreign issuers may
include sponsored and unsponsored American Depository Receipts ("ADRs").
Sponsored ADRs are listed on the New York Stock Exchange; unsponsored ADRs are
not. Therefore, there may be less information available about the issuers of
unsponsored ADRs than the issuers of sponsored ADRs. Unsponsored ADRs are
restricted securities. These instruments may subject a Fund to investment risks
that differ in some respects from those related to investments in obligations of
U.S. domestic


                                                                              27
<PAGE>   622
issuers. Such risks include future adverse political and economic developments,
the possible imposition of withholding taxes on interest or other income,
possible seizure, nationalization or expropriation of foreign deposits, the
possible establishment of exchange controls or taxation at the source, greater
fluctuations in value due to changes in exchange rates, or the adoption of other
foreign governmental restrictions which might adversely affect the payment of
principal and interest on such obligations. Such investments may also entail
higher custodial fees and sales commissions than domestic investments. Foreign
issuers of securities or obligations are often subject to accounting treatment
and engage in business practices different from those respecting domestic
issuers of similar securities or obligations. Foreign branches of U.S. banks and
foreign banks may be subject to less stringent reserve requirements than those
applicable to domestic branches of U.S. banks. Investments in all types of
foreign obligations or securities will not exceed 25% of the net assets of the
Asset Allocation Fund, the Equity Funds (with the exception of the International
Equity Index Fund) and the Income Bond and Limited Volatility Bond Funds.

         By investing in foreign securities, the International Equity Index Fund
attempts to take advantage of differences between both economic trends and the
performance of securities markets in the various countries, regions and
geographic areas as prescribed by the Fund's investment objective and policies.
During certain periods the investment return on securities in some or all
countries may exceed the return on similar investments in the United States,
while at other times the investment return may be less than that on similar U.S.
securities. Shares of the International Equity Index Fund, when included in
appropriate amounts in a portfolio otherwise consisting of domestic securities,
will provide a source of increased diversification. The International Equity
Index Fund itself seeks increased diversification by combining securities from
various countries and geographic areas that offer different investment
opportunities and are affected by different economic trends. The international
investments of the International Equity Index Fund may reduce the effect that
events in any one country or geographic area will have on its investment
holdings. Of course, negative movement by one of a Fund's investments in one
foreign market represented in its portfolio may offset potential gains from the
Fund's investments in another country's markets.

         PERCS*

         The Equity Funds may invest in Preferred Equity Redemption Cumulative
Stock ("PERCS") which is a form of convertible preferred stock that actually has
more of an equity component than it does fixed income characteristics. These
instruments permit companies to raise capital via a surrogate for common equity.
PERCS are preferred stock which convert to common stock after a specified period
of time, usually three years, and are considered the equivalent of equity by the
ratings agencies. Issuers pay holders a substantially higher dividend yield than
that on the underlying common, and in exchange, the holder's appreciation is
capped, usually at about 30 percent. PERCS are callable at any time. The PERC is
mandatorily convertible into common stock, but is callable at any time at an
initial call price that reflects a substantial premium to the stock's issue
price. PERCS offer a higher dividend than that available on the common stock,
but in exchange the investors agree to the company placing a cap on the
potential price appreciation. The call price declines daily in an amount that
reflects the incremental dividend that holders enjoy. PERCS are listed on an
exchange where the common stock is listed.

                                                                              28
<PAGE>   623
   
*PERCS are a registered trademark of Morgan Stanley, which does not sponsor and
is in no way affiliated with The One Group.
    

         When-Issued Securities

   
         As discussed in the Prospectuses, each Fund, except the Treasury Money
Market Fund and the Funds of Funds, may purchase securities on a "when-issued"
basis. When a Fund agrees to purchase securities, the Fund's custodian will set
aside cash or liquid portfolio securities equal to the amount of the commitment
in a separate account. Normally, the custodian will set aside portfolio
securities to satisfy a purchase commitment. In such a case, a Fund may be
required subsequently to place additional assets in the separate account in
order to assure that the value of the account remains equal to the amount of the
Fund's commitment. It may be expected that a Fund's net assets will fluctuate to
a greater degree when it sets aside portfolio securities to cover such purchase
commitments than when it sets aside cash. No Fund intends to purchase
"when-issued" securities for speculative purposes but only for the purpose of
acquiring portfolio securities. Because a Fund will set aside cash or liquid
portfolio securities to satisfy its purchase commitments in the manner
described, the Fund's liquidity and the ability of Banc One Advisors and the
Sub-Advisor to manage the Fund might, as described in the Prospectuses, be
affected in the event its commitments to purchase when-issued securities ever
exceeded 40% of the value of its assets. Commitments to purchase when-issued
securities will not, under normal market conditions, exceed 25% of a Fund's
total assets, and a commitment will not exceed 90 days. A Fund may dispose of a
when-issued security or forward commitment prior to settlement if Banc One
Advisors deems it appropriate to do so.
    

         When a Fund engages in "when-issued" transactions, it relies on the
seller to consummate the trade. Failure of the seller to do so may result in the
Fund's incurring a loss or missing the opportunity to obtain a price considered
to be advantageous.



         Securities Lending

   
         Each of the Funds, except the Funds of Funds, may lend up to 33% of its
portfolio securities to broker-dealers, banks or institutional borrowers of
securities. A Fund must receive a minimum of 100% collateral in the form of
cash, U.S. government securities, shares of an investment trust or shares of
an investment company or any combination of such cash and securities. This
collateral must be valued daily and should the market value of the loaned
securities increase, the borrower must furnish additional collateral to the
Fund. During the time portfolio securities are on loan, the borrower will pay
the Fund any dividends or interest paid on such securities. Loans will be
subject to termination by a Fund or the borrower at any time and are therefore
not considered to be illiquid investments. While a Fund will not have the right
to vote securities on loan, it intends to terminate the loan and regain the
right to vote if that is considered important with respect to the investment. A
Fund will only enter into loan arrangements with broker-dealers, banks or other
institutions which Banc One Advisors has determined are creditworthy under
guidelines established by the Trust's Board of Trustees and when, in the
judgement of Banc One Advisors, the consideration that can be earned
currently from such securities loans justifies the attendant risk.
    

         Index Investing by the Equity Index and International Equity Index
Funds

                                                                              29
<PAGE>   624
           It is anticipated that the indexing approach that will be employed by
the Equity Index Fund will be an effective method of substantially duplicating
percentage changes in the S&P 500 Index (the "Index"). It is a reasonable
expectation that there will be a close correlation between the Fund's
performance and that of the Index in both rising and falling markets. The Fund
will attempt to achieve a correlation between the performance of its portfolio
and that of the Index of at least 0.95, without taking into account expenses. A
correlation of 1.00 would indicate perfect correlation, which would be achieved
when the Fund's net asset value, including the value of its dividend and capital
gains distributions, increases or decreases in exact proportion to changes in
the Index. The Fund's ability to correlate its performance with the Index,
however, may be affected by, among other things, changes in securities markets,
the manner in which the Index is calculated by Standard & Poor's Corporation
("S&P") and the timing of purchases and redemptions. In the future, the Trustees
of the Trust, subject to the approval of Shareholders, may select another index
if such a standard of comparison is deemed to be more representative of the
performance of common stocks.

           S&P chooses the stocks to be included in the Index largely on a
statistical basis. Inclusion of a stock in the Index in no way implies an
opinion by S&P as to its attractiveness as an investment. The Index is
determined, composed and calculated by S&P without regard to the Equity Index
Fund. S&P is neither a sponsor of, nor in any way affiliated with the Equity
Index Fund, and S&P makes no representation or warranty, expressed or implied on
the advisability of investing in the Equity Index Fund or as to the ability of
the Index to track general stock market performance, and S&P disclaims all
warranties of merchantability or fitness for a particular purpose or use with
respect to the Index or any data included therein. "Standard and Poor's 500" is
a service mark of S&P.

           The weightings of stocks in the Index are based on each stock's
relative total market value, i.e., market price per share times the number of
Shares outstanding. Because of this weighting, approximately 50% of the Index is
currently composed of the 50 largest companies in the Index, and the Index
currently represents over 65% of the market value of all U.S. common stocks
listed on the New York Stock Exchange. Typically, companies included in the
Index are the largest and most dominant firms in their respective industries.

   
           Banc One Advisors generally selects stocks for the Equity Index
Fund in the order of their weightings in the Index beginning with the heaviest
weighted stocks. The percentage of the Equity Index Fund's assets to be invested
in each stock is approximately the same as the percentage it represents in the
Index. No attempt is made to manage the Equity Index Fund in the traditional
sense using economic, financial and market analysis. The Equity Index Fund is
managed using a computer program to determine which stocks are to be purchased
and sold to replicate the Index to the extent feasible. From time to time,
administrative adjustments may be made in the Fund because of changes in the
composition of the Index, but such changes should be infrequent.
    

           It is anticipated that the indexing approach that will be employed by
the International Equity Index Fund will be an effective method of substantially
duplicating percentage changes in the GDP weighted MSCI EAFE Index (the
"International Index"). The Fund will attempt to achieve a correlation between
the performance of its portfolio and that of the International Index of at least
0.95, without taking into account expenses. It is a reasonable expectation that
there will be a close correlation between the Fund's performance and that of the
International Index in both rising and


                                                                              30
<PAGE>   625
falling markets. A correlation of 1.00 would indicate perfect correlation, which
would be achieved when the Fund's net asset value, including the value of its
dividend and capital gains distributions, increases or decreases in exact
proportion to changes in the International Index. The Fund's ability to
correlate its performance with the International Index, however, may be affected
by, among other things, changes in securities markets, the manner in which the
International Index is calculated by Morgan Stanley International ("MSCI") and
the timing of purchases and redemptions. In the future, the Trustees of the
Trust, subject to the approval of Shareholders, may select another index if such
a standard of comparison is deemed to be more representative of the performance
of common stocks.

           MSCI computes and publishes the International Index. MSCI also
computes the country weights which are established based on annual GDP data.
Gross Domestic Product is defined as a country's Gross National Product, or
total output of goods and services, adjusted by the following two factors: net
labor income (labor income of domestic residents working abroad less labor
income of foreigners working domestically) plus net interest income (interest
income earned from foreign investments less interest income earned from domestic
investments by foreigners). Country weights are thus established in proportion
to the size of their economies as measured by Gross Domestic Product, which
results in a more uniform distribution of capital across the EAFE markets than
if capitalization weights were used as the basis. The country weights within the
International Index are systematically rebalanced annually to the most recent
GDP weights.

           MSCI chooses the stocks to be included in the International Index
largely on a statistical basis. Inclusion of a stock in the International Index
in no way implies an opinion by MSCI as to its attractiveness as an investment.
The International Index is determined, composed and calculated by MSCI without
regard to the International Equity Index Fund. MSCI is neither a sponsor of, nor
in any way affiliated with the International Equity Index Fund, and MSCI makes
no representation or warranty, expressed or implied on the advisability of
investing in the International Equity Index Fund or as to the ability of the
International Index to track general stock market performance, and MSCI
disclaims all warranties of merchantability or fitness for a particular purpose
or use with respect to the International Index or any data included therein.
"MSCI EAFE Index" is a service mark of MSCI.

           Foreign Currency Transactions

   
           Banc One Advisors or the Sub-Advisor of the International Equity
Index Fund may, if it so chooses, engage in Foreign Currency Transactions, as
discussed below.
    

Transaction Hedging. When a Fund engages in transaction hedging, it enters into
foreign currency transactions with respect to specific receivables or payables
of the Fund generally arising in connection with the purchase or sale of its
portfolio securities. The International Equity Index Fund will engage in
transaction hedging when it desires to "lock in" the U.S. dollar price of a
security it has agreed to purchase or sell, or the U.S. dollar equivalent of a
dividend or interest payment in a foreign currency. By transaction hedging, the
International Equity Index Fund will attempt to protect itself against a
possible loss resulting from an adverse change in the relationship between the
U.S. dollar and the applicable foreign currency during the period between the
date on which the security is purchased or sold, or on which the dividend or
interest payment is declared, and the date on which such payments are made or
received.


                                                                              31
<PAGE>   626
           The International Equity Index Fund may purchase or sell a foreign
currency on a spot (or cash) basis at the prevailing spot rate in connection
with the settlement of transactions in portfolio securities denominated in that
foreign currency. The Fund may also enter into contracts to purchase or sell
foreign currencies at a future date ("forward contracts"). Although there
is no current intention to do so, the International Equity Index Fund reserves
the right to purchase and sell foreign currency futures contracts traded in the
United States and subject to regulation by the CFTC.

           For transaction hedging purposes the International Equity Index Fund
may also purchase U.S. exchange-listed call and put options on foreign currency
futures contracts and on foreign currencies. A put option on a futures contract
gives the Fund the right to assume a short position in the futures contract
until expiration of the option. A put option on currency gives the Fund the
right to sell a currency at an exercise price until the expiration of the
option. A call option on a futures contract gives the Fund the right to assume a
long position in the futures contract until the expiration of the option. A call
option on currency gives the Fund the right to purchase a currency at the
exercise price until the expiration of the option.

   
Position Hedging. When it engages in position hedging, the International Equity
Index Fund enters into foreign currency exchange transactions to protect against
a decline in the values of the foreign currencies in which its portfolio
securities are denominated (or an increase in the value of currency for
securities which Banc One Advisors or the Sub-Advisor expects to purchase,
when the Fund holds cash or short-term investments). In connection with the
position hedging, the Fund may purchase or sell foreign currency forward
contracts or foreign currency on a spot basis. The International Equity Index
Fund may purchase U.S. exchange-listed put or call options on foreign currency
and foreign currency futures contracts and buy or sell foreign currency futures
contracts traded in the United States and subject to regulation by the CFTC,
although the International Equity Index Fund has no current intention to do so.
    

           The precise matching of the amounts of foreign currency exchange
transactions and the value of the portfolio securities involved will not
generally be possible since the future value of such securities in foreign
currencies will change as a consequence of market movements in the value of
those securities between the dates the currency exchange transactions are
entered into and the dates they mature.

           It is impossible to forecast with precision the market value of
portfolio securities at the expiration or maturity of a forward contract or
futures contract. Accordingly, it may be necessary for the Fund to purchase
additional foreign currency on the spot market (and bear the expense of such
purchase) if the market value of the security or securities being hedged is less
than the amount of foreign currency the Fund is obligated to deliver and if a
decision is made to sell the security or securities and make delivery of the
foreign currency. Conversely, it may be necessary to sell on the spot market
some of the foreign currency received upon the sale of the portfolio security or
securities if the market value of such security or securities exceeds the amount
of foreign currency the Fund is obligated to deliver.

           Although the Fund has no current intention to do so, the
International Equity Index Fund may write covered call options on up to 100% of
the currencies in its portfolio to offset some of the costs of hedging against
fluctuations in currency exchange rates.


                                                                              32
<PAGE>   627
           Transaction and position hedging do not eliminate fluctuations in the
underlying prices of the securities which the International Equity Index Fund
owns or expects to purchase or sell. They simply establish a rate of exchange
which one can achieve at some future point in time. Additionally, although
these techniques tend to minimize the risk of loss due to a decline in the value
of the hedged currency, they tend to limit any potential gain which might result
from the increase in the value of such currency.

Currency Forward and Futures Contracts. A forward foreign currency exchange
contract involves an obligation to purchase or sell a specific currency at a
future date, which may be any fixed number of days from the date of the contract
as agreed by the parties, at a price set at the time of the contract. In the
case of a cancellable forward contract, the holder has the unilateral right to
cancel the contract at maturity by paying a specified fee. The contracts are
traded in the interbank market conducted directly between currency traders
(usually large commercial banks) and their customers. A forward contract
generally has no deposit requirement, and no commissions are charged at any
stage for trades. A foreign currency futures contract is a standardized contract
for the future delivery of a specified amount of a foreign currency at a future
date at a price set at the time of the contract. Foreign currency futures
contracts traded in the United States are designed by and traded on exchanges
regulated by the CFTC, such as the New York Mercantile Exchange. The
International Equity Index Fund would enter into foreign currency futures
contracts solely for bona fide hedging or other appropriate risk management
purposes as defined in CFTC regulations.

           Forward foreign currency exchange contracts differ from foreign
currency futures contracts in certain respects. For example, the maturity date
of a forward contract may be any fixed number of days from the date of the
contract agreed upon by the parties, rather than a predetermined date in a given
month. Forward contracts may be in any amounts agreed upon by the parties rather
than predetermined amounts. Also, forward foreign exchange contracts are entered
into directly between currency traders so that no intermediary is required. A
forward contract generally requires no margin or other deposit.

           At the maturity of a forward or futures contract, the Fund may either
accept or make delivery of the currency specified in the contract, or at or
prior to maturity enter into a closing transaction involving the purchase or
sale of an offsetting contract. Closing transactions with respect to forward
contracts are usually effected with the currency trader who is a party to the
original forward contract. Closing transactions with respect to futures
contracts are effected on a commodities exchange; a clearing corporation
associated with the exchange assumes responsibility for closing out such
contracts.

           Positions in the foreign currency futures contracts may be closed out
only on an exchange or board of trade which provides a secondary market in such
contracts. Although the International Equity Index Fund intends to purchase or
sell foreign currency futures contracts only on exchanges or boards of trade
where there appears to be an active secondary market, there is no assurance that
a secondary market on an exchange or board of trade will exist for any
particular contract or at any particular time. In such event, it may not be
possible to close a futures position and, in the event of adverse price
movements, the Fund would continue to be required to make daily cash payments of
variation margin.

           General Characteristics of Currency Futures Contracts


                                                                              33
<PAGE>   628
           When a Fund purchases or sells a futures contract, it is required to
deposit with its custodian an amount of cash or U.S. Treasury bills known as
"initial margin." The nature of initial margin is different from that of margin
in security transactions in that it does not involve borrowing money to
finance transactions. Rather, initial margin is similar to a performance bond or
good faith deposit that is returned to the Fund upon termination of the
contract, assuming the Fund satisfies its contractual obligation.

           Subsequent payments to and from the broker occur on a daily basis in
a process known as "marking to market." These payments are called "variation
margin" and are made as the value of the underlying futures contract fluctuates.
For example, when a Fund sells a futures contract and the price of the
underlying currency rises above the delivery price, the Fund's position declines
in value. The Fund then pays a broker a variation margin payment equal to the
difference between the delivery price of the futures contract and the market
price of the currency underlying the futures contract. Conversely, if the price
of the underlying currency falls below the delivery price of the contract, the
Fund's futures position increases in value. The broker then must make a
variation margin payment equal to the difference between the delivery price of
the futures contract and the market price of the currency underlying the futures
contract.

           When a Fund terminates a position in a futures contract, a final
determination of variation margin is made, additional cash is paid by or to the
Fund, and the Fund realizes a loss or gain. Such closing transactions involve
additional commission costs.

           In addition to the margin requirements discussed above, transactions
in currency futures contracts may involve the segregation of funds pursuant to
requirements imposed by the Securities and Exchange Commission. Under those
requirements, where a Fund has a long position in a futures or forward contract,
it may be required to establish a segregated account (not with a futures
commission merchant or broker) containing cash or certain liquid assets equal to
the purchase price of the contract (less any margin on deposit). For a short
position in futures or forward contracts held by a Fund, those requirements may
mandate the establishment of a segregated account (not with a futures commission
merchant or broker) with cash or certain liquid assets that, when added to the
amounts deposited as margin, equal the market value of the instruments or
currency underlying the futures or forward contracts (but are not less than the
price at which the short positions were established). However, segregation of
assets is not required if the Fund "covers" a long position. For example,
instead of segregating assets, a Fund, when holding a long position in a futures
or forward contract, could purchase a put option on the same futures or forward
contract with a strike price as high or higher than the price of the contract
held by the Fund. In addition, where a Fund takes short positions, or engages in
sales of call options, it need not segregate assets if it "covers" these
positions. For example, where a Fund holds a short position in a futures or
forward contract, it may cover by owning the instruments or currency underlying
the contract. A Fund may also cover such a position by holding a call option
permitting it to purchase the same futures or forward contract at a price no
higher than the price at which the short position was established. Where a Fund
sells a call option on a futures or forward contract, it may cover either by
entering into a long position in the same contract at a price no higher than the
strike price of the call option or by owning the instruments or currency
underlying the futures or forward contract. The Fund could also cover this
position by holding a separate call option permitting it to purchase the same
futures or


                                                                              34
<PAGE>   629
forward contract at a price no higher than the strike price of the call option
sold by the Fund.

Foreign Currency Options. The International Equity Index Fund may purchase U.S.
exchange-listed call and put options on foreign currencies. Such options on
foreign currencies operate similarly to options on securities. Options on
foreign currencies are affected by all of those factors which influence foreign
exchange rates and investments generally.

           The value of a foreign currency option is dependent upon the value of
the foreign currency and the U.S. dollar, and may have no relationship to the
investment merits of a foreign security. Because foreign currency transactions
occurring in the interbank market involve substantially larger amounts than
those that may be involved in the use of foreign currency options, investors may
be disadvantaged by having to deal in an odd lot market (generally consisting of
transactions of less than $1 million) for the underlying foreign currencies at
prices that are less favorable than for round lots.

           There is no systematic reporting of last sale information for foreign
currencies and there is no regulatory requirement that quotations available
through dealer or other market sources be firm or revised on a timely basis.
Available quotation information is generally representative of very large
transactions in the interbank market and thus may not reflect relatively smaller
transactions (less than $1 million) where rates may be less favorable. The
interbank market in foreign currencies is a global, around-the-clock market. To
the extent that the U.S. options markets are closed while the markets for the
underlying currencies remain open, significant price and rate movements may take
place in the underlying markets that cannot be reflected in the options market.

Foreign Currency Conversion. Although foreign exchange dealers do not charge a
fee for currency conversion, they do realize a profit based on the difference
(the "spread") between prices at which they are buying and selling various
currencies. Thus, a dealer may offer to sell a foreign currency to a Fund at one
rate, while offering a lesser rate of exchange should the Fund desire to resell
that currency to the dealer.

           Variable and Floating Rate Notes

   
           Variable amount master demand notes, in which the Prime Money Market
Fund, the Tax Exempt Money Market Fund, the Institutional Prime Money Market
Fund, the Bond Funds, and the Equity Funds may invest, are unsecured demand
notes that permit the indebtedness thereunder to vary and provide for periodic
adjustments in the interest rate according to the terms of the instrument.
Because master demand notes are direct lending arrangements between a Fund and
the issuer, they are not normally traded. Although there is no secondary market
in the notes, a Fund may demand payment of principal and accrued interest at any
time. While the notes are not typically rated by credit rating agencies, issuers
of variable amount master demand notes (which are normally manufacturing,
retail, financial, and other business concerns) must satisfy the same criteria
as set forth above for commercial paper.  Banc One Advisers or the Sub-Advisor
will consider the earning power, cash flow, and other liquidity ratios of the
issuers of such notes and will continuously monitor their financial status and
ability to meet payment on demand. In determining average weighted portfolio
maturity, a variable amount master demand note will be deemed to have a maturity
equal to the period of time remaining until the principal amount can be
recovered from the issuer through demand.
    


                                                                              35
<PAGE>   630
   
           As described in the Prospectuses of the Bond Funds, the Equity Funds,
the Tax-Free Funds, the Ohio Municipal Money Market, the Municipal Money Market,
the Institutional Prime Money Market and the Government Money Market Funds,
subject to their investment objective policies and restrictions, each such Fund
(other than the Equity Index Fund) may acquire variable and floating
rate notes. A variable rate note is one whose terms provide for the adjustment
of its interest rate on set dates and which, upon such adjustment, can
reasonably be expected to have a market value that approximates its par value.
A floating rate note is one whose terms provide for the adjustment of its
interest rate whenever a specified interest rate changes and which, at any time,
can reasonably be expected to have a market value that approximates its par
value. Such notes are frequently not rated by credit rating agencies; however,
unrated variable and floating rate notes purchased by a Fund will be determined
by Banc One Advisors or the Sub-Advisor under guidelines established by the
Trust's Board of Trustees to be of comparable quality at the time of purchase to
rated instruments eligible for purchase under the Fund's investment policies. In
making such determinations, Banc One Advisors or the Sub-Advisor will consider
the earning power, cash flow and other liquidity ratios of the issuers of such
notes (such issuers include financial, merchandising, bank holding and other
companies) and will continuously monitor their financial condition. Although
there may be no active secondary market with respect to a particular variable or
floating rate note purchased by a Fund, the Fund may re-sell the note at any
time to a third party. The absence of such an active secondary market, however,
could make it difficult for the Fund to dispose of the variable or floating rate
note involved in the event the issuer of the note defaulted on its payment
obligations, and the Fund could, for this or other reasons, suffer a loss to the
extent of the default. Variable or floating rate notes may be secured by bank
letters of credit. A Fund will purchase a variable or floating rate instrument
to facilitate portfolio liquidity or to permit investment of the Fund's assets
at a favorable rate of return.
    

           Variable or floating rate notes with stated maturities of more than
397 days may, under the Securities and Exchange Commission's amortized cost
rule, Rule 2a-7 under the 1940 Act, be deemed to have shorter maturities as
follows:

   
           (1)  Adjustable Rate Government Securities. A Government Security
which is a Variable Rate Security where the variable rate of interest is
readjusted no less frequently than every 762 days shall be deemed to have
a maturity equal to the period remaining until the next readjustment of the
interest rate. A Government Security which is a Floating Rate Security shall be
deemed to have a remaining maturity of one day.

           (2) Short-Term Variable Rate Securities. A Variable Rate Security,
the principal amount of which, in accordance with the terms of the security,
must unconditionally be paid in 397 calendar days or less shall be deemed to
have maturity equal to the earlier of the period remaining until the next
readjustment of the interest rate or the period remaining until the principal
amount can be recovered through demand.

           (3) Long-Term Variable Rate Securities. A Variable Rate Security,
the principal amount of which is scheduled to be paid in more than 397 days,
that is subject to a Demand Feature shall be deemed to have a maturity equal
to the longer of the period remaining until the next readjustment of the
interest rate or the period remaining until the principal amount can be
recovered through demand.
    


                                                                              36
<PAGE>   631
   
           (4) Short-Term Floating Rate Securities. A Floating Rate Security,
the principal amount of which, in accordance with the terms of the security,
must unconditionally be paid in 397 calendar days or less shall be deemed to
have a maturity of one day.

           (5) Long-Term Floating Rate Securities. A Floating Rate Security, the
principal amount of which is scheduled to be paid in more than 397 days, that is
subject to a demand feature, shall be deemed to have a maturity equal to the
period remaining until the principal amount can be recovered through demand.

           As used above, a note is "subject to a demand feature" where the Fund
is entitled to receive the principal amount of the note either at any time on no
more than thirty days' notice or at specified intervals not exceeding 397 
calendar days and upon no more than 30 days notice.

           Variable and floating rate notes for which no readily available
market exists will be purchased in an amount which, together with securities
with legal or contractual restrictions on resale or for which no readily
available market exists (including repurchase agreements providing for
settlement more than seven days after notice), exceeds 10% (with respect to the
Money Market and Institutional Money Market Funds) or 15% (with respect to all
Funds other than the Money Market and Institutional Money Market Funds) of the
Fund's net assets only if such notes are subject to a demand feature that will
permit the Fund to demand payment of the principal within seven days after
demand by the Fund. There is no limit on the extent to which a Fund may purchase
demand notes that are not illiquid. If not rated, such instruments must be found
by Banc One Advisors or the Sub-Advisor, under guidelines established by the
Trust's Board of Trustees, to be of comparable quality to instruments that are
rated high quality. A rating may be relied upon only if it is provided by a
nationally recognized statistical rating organization that is not affiliated
with the issuer or guarantor of the instruments. For a description of the rating
symbols of S&P, Moody's, and Fitch used in this paragraph, see the Appendix. The
above Funds may also invest in Canadian Commercial Paper which is commercial
paper issued by a Canadian corporation or a Canadian counterpart of a U.S.
corporation and in Europaper which is U.S. dollar denominated commercial paper
of a foreign issuer.
    

           Municipal Securities

   
           As a matter of fundamental policy, under normal market conditions, at
least 80% of the total assets of each of the Municipal Money Market Fund, the
Ohio Municipal Money Market Fund, the Municipal Income Fund, the Intermediate
Tax-Free Bond Fund, the Ohio Municipal Bond Fund, the Texas Tax-Free Bond Fund,
the Kentucky Municipal Bond Fund, the Louisiana Municipal Bond Fund, the West
Virginia Municipal Bond Fund, the Arizona Municipal Bond Fund, and the Tax
Exempt Money Market Fund will be invested in Municipal Securities. Each of the
Prime Money Market, Asset Allocation, Income Bond, Limited Volatility Bond,
Intermediate Bond, Ultra Short-Term Income and Income Funds may also invest in
Municipal Securities if Banc One Advisors determines that such Municipal
Securities offer attractive yields. Municipal Securities are issued to obtain
funds for various public purposes, including the construction of a wide range of
public facilities such as bridges, highways, roads, schools, water and sewer
works, and other utilities. Other public purposes for which Municipal Securities
may be issued include refunding outstanding obligations, obtaining funds for
general operating expenses and obtaining funds to lend to other public
institutions and facilities. In addition, certain debt obligations known as
"private activity bonds" may be
    


                                                                              37
<PAGE>   632
issued by or on behalf of municipalities and public authorities to obtain funds
to provide certain water, sewage and solid waste facilities, qualified
residential rental projects, certain local electric, gas and other heating or
cooling facilities, qualified hazardous waste facilities, high-speed intercity
rail facilities, governmentally-owned airports, docks and wharves and mass
commuting facilities, certain qualified mortgages, student loan and
redevelopment bonds and bonds used for certain organizations exempt from federal
income taxation. Certain debt obligations known as "industrial development
bonds" under prior federal tax law may have been issued by or on behalf of
public authorities to obtain funds to provide certain privately operated housing
facilities, sports facilities, industrial parks, convention or trade show
facilities, airport, mass transit, port or parking facilities, air or water
pollution control facilities, sewage or solid waste disposal facilities, and
certain facilities for water supply. Other private activity bonds and industrial
development bonds issued to fund the construction, improvement, equipment or
repair of privately-operated industrial, distribution, research, or commercial
facilities may also be Municipal Securities, but the size of such issues is
limited under current and prior federal tax law. The aggregate amount of most
private activity bonds and industrial development bonds is limited (except in
the case of certain types of facilities) under federal tax law by an annual
"volume cap." The volume cap limits the annual aggregate principal amount of
such obligations issued by or on behalf of all governmental instrumentalities in
the state. The Tax-Free Funds may not be a desirable investment for "substantial
users" of facilities financed by private activity bonds or industrial
development bonds or for "related persons" of substantial users.

   
           Private activity bonds that are issued by or on behalf of public
authorities to finance various privately-operated facilities are included within
the term "Municipal Securities" as used in the Prospectuses of the Tax-Free
Funds (other than the Ohio Municipal Money Market, Ohio Municipal Bond and
Municipal Money Market Funds) and in this Statement of Additional Information
with respect to such Funds only if the interest paid thereon is both exempt from
federal income tax and not treated as a preference item for individuals for
purposes of the federal alternative minimum tax. Private activity bonds that are
subject to federal income tax and are treated as a preference item for
individuals for purposes of the federal alternative minimum tax are included
within the term Taxable Obligations as used in the Prospectuses of the Tax-Free
Funds (other than the Ohio Municipal Money Market Fund, the Ohio Municipal Bond
Fund and Municipal Money Market Fund). As used in the Prospectuses of the Ohio
Municipal Money Market Fund, the Ohio Municipal Bond Fund and the Municipal
Money Market Fund and in this Statement of Additional Information with respect
to such Funds, the term Municipal Securities includes private activity bonds
that are issued by or on behalf of public authorities to finance privately
operated facilities only if the interest paid thereon is exempt from federal
income tax (other than the Federal alternative minimum tax). Private activity
bonds that are subject to federal income tax are included within the term
Taxable Obligations as used in the Prospectuses of the Ohio Municipal Money
Market Fund, the Ohio Municipal Bond Fund, and the Municipal Money Market Fund.
    

           The two principal classifications of Municipal Securities consist of
"general obligation" and "limited" (or revenue) issues. General obligation bonds
are obligations involving the credit of an issuer possessing taxing power and
are payable from the issuer's general unrestricted revenues and not from any
particular fund or source. The characteristics and method of enforcement of
general obligation bonds vary according to the law applicable to the particular
issuer, and payment may be dependent upon appropriation by


                                                                              38
<PAGE>   633
the issuer's legislative body. Limited obligation bonds are payable only from
the revenues derived from a particular facility or class of facilities or, in
some cases, from the proceeds of a special excise or other specific revenue
source. Private activity bonds and industrial development bonds generally are
revenue bonds and thus not payable from the unrestricted revenues of the issuer.
The credit and quality of such bonds is generally related to the credit of the
bank selected to provide the letter of credit underlying the bond. Payment of
principal of and interest on industrial development revenue bonds is the
responsibility of the corporate user (and any guarantor).

           The Funds may also acquire "moral obligation" issues, which are
normally issued by special purpose authorities, and in other tax-exempt
investments including pollution control bonds and tax-exempt commercial paper.
Each Fund may purchase short-term tax-exempt General Obligations Notes, Tax
Anticipation Notes, Bond Anticipation Notes, Revenue Anticipation Notes, Project
Notes, and other forms of short-term tax-exempt loans. Such notes are issued
with a short-term maturity in anticipation of the receipt of tax funds, the
proceeds of bond placements, or other revenues. Project Notes are issued by a
state or local housing agency and are sold by the Department of Housing and
Urban Development. While the issuing agency has the primary obligation with
respect to its Project Notes, they are also secured by the full faith and credit
of the United States through agreements with the issuing authority which provide
that, if required, the federal government will lend the issuer an amount equal
to the principal of and interest on the Project Notes.

   
           There are, of course, variations in the quality of Municipal
Securities, both within a particular classification and between classifications,
and the yields on Municipal Securities depend upon a variety of factors,
including general money market conditions, the financial condition of the
issuer, general conditions of the municipal bond market, the size of a
particular offering, the maturity of the obligations, and the rating of the
issue. The ratings of Moody's and S&P represent their opinions as to the quality
of Municipal Securities. It should be emphasized, however, that ratings are
general and are not absolute standards of quality, and Municipal Securities with
the same maturity, interest rate and rating may have different yields while
Municipal Securities of the same maturity and interest rate with different
ratings may have the same yield. Subsequent to its purchase by a Fund, an issue
of Municipal Securities may cease to be rated or its rating may be reduced below
the minimum rating required for purchase by the Fund.  Banc One Advisors will
consider such an event in determining whether the Fund should continue to hold
the obligations.
    

           Municipal securities may include obligations of municipal housing
authorities and single-family mortgage revenue bonds. Weaknesses in Federal
housing subsidy programs and their administration may result in a decrease of
subsidies available for payment of principal and interest on housing authority
bonds. Economic developments, including fluctuations in interest rates and
increasing construction and operating costs, may also adversely impact revenues
of housing authorities. In the case of some housing authorities, inability to
obtain additional financing could also reduce revenues available to pay existing
obligations. Single-family mortgage revenue bonds are subject to extraordinary
mandatory redemption at par in whole or in part from the proceeds derived from
prepayments of underlying mortgage loans and also from the unused proceeds of
the issue within a stated period which may be within a year from the date of
issue.

           Municipal leases are obligations issued by state and local
governments or authorities to finance the acquisition of equipment and
facilities and may


                                                                              39
<PAGE>   634
be considered to be illiquid. They may take the form of a lease, an installment
purchase contract, a conditional sales contract, or a participation interest in
any of the above. Each Fund will limit its investment in municipal leases to no
more than 5% of its total assets. The Board of Trustees is responsible for
determining the credit quality of unrated municipal leases, on an ongoing basis,
including an assessment of the likelihood that the lease will not be cancelled.

   
           The exclusion from gross income for Federal income tax purposes for
certain housing authority bonds depends on qualification under relevant
provisions of the Code and on other provisions of Federal law. These provisions
of Federal law contain certain ongoing requirements relating to the cost and
location of the residences financed with the proceeds of the single-family
mortgage bonds and the income levels of tenants of the rental projects financed
with the proceeds of the multi-family housing bonds. While the issuers of the
bonds, and other parties, including the originators and servicers of the
single-family mortgages and the owners of the rental projects financed with the
multi-family housing bonds, covenant to meet these ongoing requirements and
generally agree to institute procedures designed to insure that these
requirements will be consistently met, there is no assurance that the
requirements will be consistently met. The failure to meet these requirements
could cause the interest on the bonds to become taxable, possibly retroactively
from the date of issuance, thereby reducing the value of the bonds and
subjecting Shareholders to unanticipated tax liabilities and possibly requiring
a Fund to sell the bonds at the reduced value. Furthermore, any failure to meet
these ongoing requirements might constitute an event of default under the
applicable mortgage or permit the holder to accelerate payment of the bond or
require the issuer to redeem the bond. In any event, where the mortgage is
insured by the Federal Housing Administration ("FHA"), the consent of the FHA
may be required before insurance proceeds would become payable to redeem the
mortgage subsidy bonds. 
    

           Information about the financial condition of issuers of Municipal
Securities may be less available than about corporations having a class of
securities registered under the Securities Exchange Act of 1934.

           An issuer's obligations under its Municipal Securities are subject to
the provisions of bankruptcy, insolvency, and other laws affecting the rights
and remedies of creditors, such as the federal bankruptcy code, and laws, if
any, which may be enacted by Congress or state legislatures extending the time
for payment of principal or interest, or both, or imposing other constraints
upon the enforcement of such obligations. The power or ability of an issuer to
meet its obligations for the payment of interest on and principal of its
Municipal Securities may be materially adversely affected by litigation or other
conditions.

           Such litigation or conditions may from time to time have the effect
of introducing uncertainties in the market for tax-exempt obligations or certain
segments thereof, or may materially affect the credit risk with respect to
particular bonds or notes. Adverse economic, business, legal or political
developments might affect all or a substantial portion of a Fund's Municipal
Securities in the same manner.

           From time to time, proposals have been introduced before Congress for
the purpose of restricting or eliminating the federal income tax exemption for
interest on tax exempt bonds, and similar proposals may be introduced in the
future. A recent decision of the United States Supreme Court has held that
Congress has the constitutional authority to enact such legislation. It is not


                                                                              40
<PAGE>   635
possible to determine what effect the adoption of such proposals could have on
(i) the availability of Municipal Securities for investment by the Funds, and
(ii) the value of the investment portfolios of the Funds.

           The Internal Revenue Code of 1986, as amended (the "Code") imposes
certain continuing requirements on issuers of tax-exempt bonds regarding the
use, expenditure and investment of bond proceeds and the payment of rebates to
the United States of America. Failure by the issuer to comply subsequent to the
issuance of tax-exempt bonds with certain of these requirements could cause
interest on the bonds to become includable in gross income retroactive to the
date of issuance.

           The Funds may invest in Municipal Securities either by purchasing
them directly or by purchasing certificates of accrual or similar instruments
evidencing direct ownership of interest payments or principal payments, or both,
on Municipal Securities, provided that, in the opinion of counsel to the initial
seller of each such certificate or instrument, any discount accruing on such
certificate or instrument that is purchased at a yield not greater than the
coupon rate of interest on the related Municipal Securities will to the same
extent as interest on such Municipal Securities be exempt from federal income
tax and state income tax (where applicable) and not treated as a preference item
for individuals for purposes of the federal alternative minimum tax. The Funds
may also invest in Municipal Securities by purchasing from banks participation
interests in all or part of specific holdings of Municipal Securities. Such
participation may be backed in whole or in part by an irrevocable letter of
credit or guarantee of the selling bank. The selling bank may receive a fee from
a Fund in connection with the arrangement. A Fund will not purchase
participation interests unless it receives an opinion of counsel or a ruling of
the Internal Revenue Service that interest earned by it on Municipal Securities
in which it holds such participation interest is exempt from federal income tax
and state income tax (where applicable) and not treated as a preference item for
individuals for purposes of the federal alternative minimum tax.

           Demand Features

   
           The Funds (except the Funds of Funds) may acquire securities that are
subject to puts and standby commitments ("demand features") to purchase the
securities at their principal amount (usually with accrued interest) within a
fixed period (usually seven days) following a demand by the Fund. The demand
feature may be issued by the issuer of the underlying securities, a dealer in
the securities or by another third party, and may not be transferred separately
from the underlying security. The underlying securities subject to a put may be
sold at any time at market rates. The Funds expect that they will acquire puts
only where the puts are available without the payment of any direct or indirect
consideration. However, if advisable or necessary, a premium may be paid for put
features. A premium paid will have the effect of reducing the yield otherwise
payable on the underlying security.
    

           Under a "stand-by commitment," a dealer would agree to purchase, at a
Fund's option, specified municipal securities at a specified price. A Fund will
acquire these commitments solely to facilitate portfolio liquidity and does not
intend to exercise its rights thereunder for trading purposes. Stand-by
commitments may also be referred to as put options. A Fund will generally limit
its investments in stand-by commitments to 25% of its total assets.

           Swaps, Caps and Floors


                                                                              41
<PAGE>   636
           All of the Bond Funds (except the Limited Volatility Bond Fund) and
the fixed income portion of the Asset Allocation Fund may enter into swaps,
caps, and floors on various securities (such as U.S. government securities),
securities indexes, interest rates, prepayment rates, foreign currencies or
other financial instruments or indexes, in order to protect the value of the
Fund from interest rate fluctuations and to hedge against fluctuations in the
floating rate market in which the Fund's investments are traded, for both
hedging and non-hedging purposes. While swaps, caps, and floors (sometimes
hereinafter collectively referred to as "swap contracts") are different from
futures contracts (and options on futures contracts) in that swap contracts are
individually negotiated with specific counterparties, the Funds will use swap
contracts for purposes similar to the purposes for which they use options,
futures, and options on futures. Those uses of swap contracts (i.e., risk
management and hedging) present the Funds with risks and opportunities similar
to those associated with options contracts, futures contracts, and options on
futures. See "Futures Contracts and Related Options;" and "Options."

           The Funds may enter into these transactions to manage their exposure
to changing interest rates and other market factors. Some transactions may
reduce each Fund's exposure to market fluctuations while others may tend to
increase market exposure.

           Swap contracts typically involve an exchange of obligations by two
sophisticated parties. For example, in an interest rate swap, the Fund may
exchange with another party their respective rights to receive interest, such as
an exchange of fixed rate payments for floating rate payments. Currency swaps
involve the exchange of respective rights to make or receive payments in
specified currencies. Mortgage swaps are similar to interest rate swaps in that
they represent commitments to pay and receive interest. The notional principal
amount, however, is tied to a reference pool or pools of mortgages.

           Caps and floors are variations on swaps. The purchase of a cap
entitles the purchaser to receive a principal amount from the party selling the
cap to the extent that a specified index exceeds a predetermined interest rate
or amount. The purchase of an interest rate floor entitles the purchaser to
receive payments on a notional principal amount from the party selling the floor
to the extent that a specified index falls below a predetermined interest rate
or amount. Caps and floors are similar in many respects to over-the-counter
options transactions, and may involve investment risks that are similar to those
associated with options transactions and options on futures contracts.

           Because swap contracts are individually negotiated, they remain the
obligation of the respective counterparties, and there is a risk that a
counterparty will be unable to meet its obligations under a particular swap
contract. If a counterparty defaults on a swap contract with a Fund, the Fund
may suffer a loss. To address this risk, each Fund will usually enter into
interest rate swaps on a net basis, which means that the two payment streams
(one from the Fund to the counterparty, one to the Fund from the counterparty)
are netted out, with the Fund receiving or paying, as the case may be, only the
net amount of the two payments. Interest rate swaps do not involve the delivery
of securities, other underlying assets, or principal, except for the purposes of
collateralization as discussed below. Accordingly, the risk of loss with respect
to interest rate swaps entered into on a net basis would be limited to the net
amount of the interest payments that the Fund is contractually obligated to
make. If the other party to an interest rate swap defaults, the Fund's risk of
loss consists of the net amount of interest


                                                                              42
<PAGE>   637
   
payments that a Fund is contractually entitled to receive. In addition, the Fund
may incur a market value adjustment on securities held upon the early
termination of the swap. To protect against losses related to counterparty
default, the Funds may enter into swaps that require transfers of collateral for
changes in market value. In contrast, currency swaps and other types of swaps
may involve the delivery of the entire principal value of one designated
currency or financial instrument in exchange for the other designated currency
or financial instrument. Therefore, the entire principal value of such swaps may
be subject to the risk that the other party will default on its contractual
delivery obligations.

           In addition, because swap contracts are individually negotiated and
ordinarily non-transferable, there also may be circumstances in which it would
be impossible for a Fund to close out its obligations under the swap contract
prior to its maturity. Under such circumstances, the Fund might be able to
negotiate another swap contract with a different counterparty to offset the risk
associated with the first swap contract. Unless the Fund is able to negotiate
such an offsetting swap contract, however, the Fund could be subject to
continued adverse developments, even after Banc One Advisors has determined
that it would be prudent to close out or offset the first swap contract.

           The Funds will not enter into any mortgage swap, interest rate swap,
cap or floor transaction unless the unsecured commercial paper, senior debt, or
the claims paying ability of the other party thereto is rated in one of the top
two rating categories by at least one NRSRO, or if unrated, determined by Banc
One Advisors to be of comparable quality.

           The use of swaps involves investment techniques and risks different
from and potentially greater than those associated with ordinary Fund securities
transactions. If Banc One Advisors is incorrect in its expectations of market
values, interest rates, or currency exchange rates, the investment performance
of the Funds would be less favorable than it would have been if this investment
technique were not used.

           The Staff of the Securities and Exchange Commission is presently
considering its position with respect to swaps, caps and floors as senior
securities. Pending a determination by the Staff, the Funds will either treat
swaps, caps and floors as being subject to their senior securities restrictions
or will refrain from engaging in swaps, caps and floors. Once the Staff has
expressed a position with respect to swaps, caps and floors, the Funds intend to
engage in swaps, caps and floors, if at all, in a manner consistent with such
position. To the extent the net amount of an interest rate or mortgage swap is
held in a segregated account, consisting of cash or liquid, high grade debt
securities, the Funds and Banc One Advisors believe that swaps do not
constitute senior securities under the Investment Company Act of 1940 and,
accordingly, will not treat them as being subject to each Fund's borrowing
restrictions. The net amount of the excess, if any, of each Fund's obligations
over its entitlements with respect to each interest rate swap will be accrued on
a daily basis and an amount of cash or liquid securities having an aggregate net
asset value at least equal to the accrued excess will be maintained in a
segregated account by the Funds' Custodian.
    

           Structured Instruments

           All of the Bond Funds (except the Limited Volatility Bond Fund) and
the fixed income portion of the Asset Allocation Fund may invest, from time to
time, in one or more structured instruments. Structured instruments are debt


                                                                              43
<PAGE>   638
securities issued by agencies of the U.S. government (such as Ginnie Mae, Fannie
Mae, and Freddie Mac), banks, corporations, and other business entities whose
interest and/or principal payments are indexed to certain specific foreign
currency exchange rates, interest rates, or one or more other reference indexes.
Structured instruments frequently are assembled in the form of medium-term
notes, but a variety of forms are available and may be used in particular
circumstances.

           The terms of such structured instruments provide that their principal
and/or interest payments are adjusted upwards or downwards to reflect changes in
the reference index while the structured instruments are outstanding. In
addition, the reference index may be used in determining when the principal is
redeemed. As a result, the interest and/or principal payments that may be made
on a structured product may vary widely, depending on a variety of factors,
including the volatility of the reference index and the effect of changes in the
reference index on principal and/or interest payment.

   
           While structured instruments may offer the potential for a favorable
rate of return from time to time, they also entail certain risks. Structured
instruments may be less liquid than other debt securities, and the price of
structured instruments may be more volatile. If the value of the reference index
changes in a manner other than that expected by Banc One Advisors, principal
and/or interest payments on the structured instrument may be substantially less
than expected. The Funds will invest only in structured securities that are
consistent with each Fund's investment objective, policies and restrictions and
Banc One Advisors' outlook on market conditions. In some cases, depending on
the terms of the reference index, a structured instrument may provide that the
principal and/or interest payments may be adjusted below zero; however, the
Funds will not invest in structured instruments if the terms of the structured
instrument provide that the Funds may be obligated to pay more than their
initial investment in the structured instrument, or to repay any interest or
principal that has already been collected or paid back. Structured instruments
that are registered under the federal securities laws may be treated as liquid.
In addition, many structured instruments may not be registered under the federal
securities laws. In that event, a Fund's ability to resell such a structured
instrument may be more limited than its ability to resell other Fund securities.
The Funds will treat such instruments as illiquid, and will limit their
investments in such instruments to no more than 15% of each Fund's net assets,
when combined with all other illiquid investments of each Fund. In addition,
although structured instruments may be sold in the form of a corporate debt
obligation, they may not have some of the protection against counterparty
default that may be available with respect to publicly traded debt securities
(i.e., the existence of a trust indenture). In that respect, the risks of
default associated with structured instruments may be similar to those
associated with swap contracts. See "Swaps, Caps and Floors."
    

           New Financial Products

           New options and futures contracts and other financial products, and
various combinations thereof, continue to be developed and all of the Bond Funds
(except the Limited Volatility Bond Fund) and the fixed income portion of the
Asset Allocation Fund may invest in any such options, contracts and products as
may be developed to the extent consistent with each Fund's investment objective,
policies and restrictions and the regulatory requirements applicable to
investment companies.


                                                                              44
<PAGE>   639
           These various products may be used to adjust the risk and return
characteristics of each Fund's investments. These various products may increase
or decrease exposure to security prices, interest rates, commodity prices, or
other factors that affect security values, regardless of the issuer's credit
risk. If market conditions do not perform consistent with expectations, the
performance of each Fund would be less favorable than it would have been if
these products were not used. In addition, losses may occur if counterparties
involved in transactions do not perform as promised. These products may expose
the Fund to potentially greater return as well as potentially greater risk of
loss than more traditional fixed income investments.

           Restricted Securities

   
           Each of the Equity Funds (except the Equity Index Fund and the
International Equity Index Fund), each of the Bond Funds (except the Ohio
Municipal Bond Fund) and each of the Money Market Funds may invest in commercial
paper issued in reliance on the exemption from registration afforded by Section 
4(2) of the Securities Act of 1933 and other restricted securities. Section 4(2)
commercial paper is restricted as to disposition under federal securities law
and is generally sold to institutional investors, such as the Funds, who agree
that they are purchasing the paper for investment purposes and not with a view
to public distribution. Any resale by the purchaser must be in an exempt
transaction. Section 4(2) commercial paper is normally resold to other
institutional investors like the Funds through or with the assistance of the
issuer or investment dealers who make a market in Section 4(2) commercial paper,
thus providing liquidity. The Funds believe that Section 4(2) commercial paper
and possibly certain other restricted securities which meet the criteria for
liquidity established by the Trustees are quite liquid. The Funds intend,
therefore, to treat the restricted securities which meet the criteria for
liquidity established by the Trustees, including Section 4(2) commercial paper,
as determined by the Funds' Advisor, as liquid and not subject to the
investment limitation applicable to illiquid securities.

           The ability of the Trustees to determine the liquidity of certain
restricted securities is permitted under a Securities and Exchange Commission
("SEC") Staff position set forth in the adopting release for Rule 144A under the
Securities Act of 1933 (the "Rule"). The Rule is a nonexclusive safe-harbor for
certain secondary market transactions involving securities subject to
restrictions on resale under federal securities laws. The Rule provides an
exemption from registration for resales of otherwise restricted securities to
qualified institutional buyers. The Rule was expected to further enhance the
liquidity of the secondary market for securities eligible for resale under Rule
144A. The Funds believe that the Staff of the SEC has left the question of
determining the liquidity of all restricted securities to the Trustees. The
Trustees have directed Banc One Advisors to consider the following criteria in
determining the liquidity of certain restricted securities:
    

           -         the frequency of trades and quotes for the security;

           -         the number of dealers willing to purchase or sell the
                     security and the number of other potential buyers;

           -         dealer undertakings to make a market in the security; and


                                                                              45
<PAGE>   640
           -         the nature of the security and the nature of the
                     marketplace trades.

   
           Certain Section 4(2) commercial paper programs cannot rely on Rule
144a because, among other things, they were established before the adoption of
the rule. However, the Trustees may determine for purposes of the Trust's
liquidity requirements that an issue of 4(2) commercial paper is liquid if the
following conditions, which are set forth in a 1994 SEC no-action letter, are
met:

           -         The 4(2) paper must not be traded flat or in default as to
                     principal or interest;

           -         The 4(2) paper must be rated in one of the two highest
                     rating categories by a least two nationally recognized
                     statistical rating organizations ("NRSROs"), or if only one
                     NRSRO rates the security, by that NRSRO, or if unrated, is
                     determined by Banc One Advisors to be of equivalent
                     quality; and

           -         Banc One Advisors must consider the trading market for the
                     specific security, taking into account all relevant
                     factors, including but not limited, to whether the paper is
                     the subject of a commercial paper program that is
                     administered by an issuing and paying agent bank and for
                     which there exists a dealer willing to make a market in
                     that paper, or is administered by a direct issuer pursuant
                     to a direct placement program; and

           -         Banc One Advisors shall monitor the liquidity of the 4(2)
                     commercial paper purchased and shall report to the Board of
                     Trustees promptly if any such securities are no longer
                     determined to be liquid if such determination causes a fund
                     to hold more than 15% (10% for Money Market Funds) of its
                     total assets in illiquid securities in order for the Board
                     of Trustees to consider what action, if any, should be
                     taken on behalf of The One Group, unless Banc One Advisors
                     is able to dispose of illiquid assets in an orderly manner
                     in an amount that reduces the Fund's holdings of illiquid
                     assets to less than 15% (10% for Money Market Funds) of its
                     total assets; and

           -         Banc One Advisors shall report to the Board of Trustees on
                     the appropriateness of the purchase and retention of liquid
                     restricted securities under these Guidelines no less
                     frequently that quarterly.
    

           High Yield Securities

           The Income Fund may invest in high yield securities. High yield bonds
are securities that are rated below investment grade by the primary rating
agencies (BB or lower by S&P and BA or lower by Moody's). Other terms used to
describe such securities include "lower rated bonds", "non-investment grade
bonds" and "junk bonds". Generally, lower rated debt securities provide a higher
yield than higher rated debt securities of similar maturity, but are subject to
a greater degree of risk with respect to the ability of the issuer to meet its
principal and interest obligations. Issuers of high yield securities may not be
as strong financially as those issuing higher rated securities. These securities
are regarded as predominately speculative. The market value of high yield
securities may fluctuate more than the market value


                                                                              46
<PAGE>   641
of higher rated securities, since high yield securities tend to reflect
short-term corporate and market developments to a greater extent than higher
rated securities, which fluctuate primarily in response to the general level of
interest rates, assuming that there has been no change in the fundamental
quality of such securities. The market prices of fixed income securities
generally fall when interest rates rise. Conversely, the market prices of
fixed-income securities generally rise when interest rates fall.

           Additional risks of high yield securities include limited liquidity
and secondary market support. As a result, the prices of high yield securities
may decline rapidly in the event that a significant number of holders decide to
sell. Changes in expectations regarding an individual issuer, an industry or
high yield securities generally could reduce market liquidity for such
securities and make their sale by the Fund more difficult, at least in the
absence of price concessions. Reduced liquidity also could adversely affect the
Fund's ability to accurately value high yield securities. Issuers of high yield
securities also are more vulnerable to real or perceived economic changes (for
instance, an economic downturn or prolonged period of rising interest rates),
political changes or adverse developments specific to the issuer. Adverse
economic, political or other developments may impair the issuer's ability to
service principal and interest obligations, to meet projected business goals and
to obtain additional financing, particularly if the issuer is highly leveraged.
In the event of a default, the Fund would experience a reduction of its income
and could expect a decline in the market value of the defaulted securities.

           Further, proposed new laws may have a possible negative impact on the
market for high yield bonds. As an example, legislation requires
federally-insured savings and loan associations to divest their investments in
high yield bonds. New legislation, if enacted, could have a material negative
effect on a Fund's net asset value and investment practices.

           Finally, the market prices of high-yield securities structured as
zero coupon or pay-in-kind securities are generally affected to a greater extent
by interest rate changes and tend to be more volatile than securities which pay
interest periodically. In addition, zero coupon, pay-in-kind and delayed
interest bonds often do not pay interest until maturity. However, the Fund must
recognize a computed amount of interest income and pay dividends to shareholders
even though it has received no cash. In some instances, the Fund may have to
sell securities to have sufficient cash to pay the dividends.

           The high yield securities in which the Fund may invest include the
following:

           -- Straight fixed-income debt securities. These include bonds and
           other debt obligations which bear a fixed or variable rate of
           interest payable at regular intervals and have a fixed or resettable
           maturity date. The particular terms of such securities vary and may
           include features such as call provisions and sinking funds.

           -- Zero-coupon debt securities. These bear no interest obligation but
           are issued at a discount from their value at maturity. When held to
           maturity, their entire return equals the difference between their
           issue price and their maturity value.

           -- Zero-fixed-coupon debt securities. These are zero-coupon debt
           securities which convert on a specified date to interest-bearing debt
           securities.


                                                                              47
<PAGE>   642
           Ohio Municipal Securities

           As used in the Trust's Prospectuses and this Statement of Additional
Information, the term "Ohio Municipal Securities" refers to debt securities
which (i) are issued by or on behalf of the State of Ohio or its respective
authorities, agencies, instrumentalities, and political subdivisions, and (ii)
produce interest which, in the opinion of issuer's counsel at the time of
issuance, is exempt from both federal income tax, and Ohio personal income tax.

RISK FACTORS REGARDING INVESTMENTS IN OHIO MUNICIPAL SECURITIES

           The economy of Ohio, while becoming increasingly diversified and
increasingly reliant on the service sector, continues to rely in significant
part on durable goods manufacturing, which is largely concentrated in motor
vehicles and equipment, steel, rubber products and household appliances. As a
result, general economic activity in Ohio, as in many other industrial states,
tends to be more cyclical than in some other states and in the nation as a
whole. Agriculture also is an important segment of the Ohio economy, and the
state has instituted several programs to provide financial assistance to
farmers. Although revenue obligations of the state or its political subdivisions
may be payable from a specific source or project, and general obligation debt
may be payable from a specific tax, there can be no assurance that future
economic difficulties and the resulting impact on state and local government
finances will not adversely affect the market value of the Ohio Municipal
Securities in the Funds of the Trust or the ability of the respective obligators
to make timely payment of interest and principal on such obligations.

   
           Since the Ohio Municipal Bond Fund and Ohio Municipal Money Market
Fund invest primarily in Ohio Municipal Securities, the value of each Fund's
Shares may be especially affected by factors pertaining to the economy of Ohio
and other factors specifically affecting the ability of issuers of Ohio
Municipal Securities to meet their obligations. As a result, the value of the
Shares of the Ohio Municipal Bond Fund and the Ohio Municipal Money Market Fund
may fluctuate more widely than the value of Shares of a portfolio investing in
securities relating to a number of different states. The ability of Ohio state,
county, or local governments to meet their obligations will depend primarily on
the availability of tax and other revenues to those governments and on their
fiscal conditions generally. The amounts of tax and other revenues available to
issuers of Ohio Municipal Securities may be affected from time to time by
economic, political and demographic conditions within the state. In addition,
constitutional or statutory restrictions may limit a government's power to raise
revenues or increase taxes. The availability of federal, state, and local aid to
issuers of Ohio Municipal Securities may also affect their ability to meet their
obligations. Payments of principal and interest on limited obligation securities
will depend on the economic condition of the facility or specific revenue source
from whose revenues the payments will be made, which in turn could be affected
by economic, political, and demographic conditions in the state. Any reduction
in the actual or perceived ability to meet obligations on the part of either an
issuer of an Ohio Municipal Security or a provider of credit enhancement for
such Ohio Municipal Security (including a reduction in the rating of its
outstanding securities) would likely affect adversely the market value and
marketability of that Ohio Municipal Security and could adversely affect the
values of other Ohio Municipal Securities as well.
    


                                                                              48
<PAGE>   643
           West Virginia Municipal Securities

           As used in the Prospectus and this Statement of Additional
Information, the term "West Virginia Municipal Securities" refers to debt
securities which are issued by or on behalf of West Virginia or its respective
authorities, agencies, instrumentalities and political subdivisions and which
produce interest which, in the opinion of counsel for the issuer, is exempt from
federal income tax, and is exempt from West Virginia personal income tax.

RISK FACTORS REGARDING INVESTMENTS IN WEST VIRGINIA MUNICIPAL SECURITIES

   
           West Virginia's economy is dependent upon the coal mining industry.
A reduction in the demand for certain types of coal and increasing governmental
regulation affecting production and usage of coal has had an adverse impact upon
the industry and upon the economy of the state. Notwithstanding the importance
of the coal mining industry to the West Virginia economy, over the course of
the past few years, West Virginia's economy has benefitted from a developing
tourism industry. Tourism directly and indirectly accounts for a material
portion of the West Virginia economy.

           In 1989, state taxes were substantially increased by applying sales,
service and use taxes to a vast number of consumer and industrial products and
services that were previously exempt from such tax. In 1993, the state's
gasoline tax was substantially increased. In 1994, full implementation of a
reappraisal of real property for ad valorem tax purposes took effect.

           The increase in taxes in recent years and other measures have
helped to bring governmental expenses in line with income; and, at the end of
its three most recent fiscal years, state government has reported a surplus.
However, as in many other states, the state, local governments and school boards
continue to struggle to produce sufficient revenues to fund operations and
support public education.

           West Virginia led the nation in unemployment from July, 1991 through
August, 1993. Since then West Virginia's unemployment rate has dropped
significantly, but the state still has one of the highest unemployment rates in
the nation. Although the seasonally adjusted rate in West Virginia declined
slightly from 7.7% in June, 1995 to 7.3% in June, 1996, West Virginia's
unemployment rate is still well above the 5.3% national rate for June, 1996.
Relatively high unemployment continues to reflect weakness in the West Virginia
economy.
    

           Kentucky Municipal Securities

           As used in the Prospectus and this Statement of Additional
Information, the term "Kentucky Municipal Securities" refers to debt securities
which are issued by or on behalf of Kentucky or its respective authorities,
agencies, instrumentalities and political subdivisions and which produce
interest which, in the opinion of counsel for the issuer, is exempt from federal
income tax, and is exempt from Kentucky personal income tax.

RISK FACTORS REGARDING INVESTMENTS IN KENTUCKY MUNICIPAL SECURITIES


                                                                              49
<PAGE>   644
   
           As of May 31, 1996, Kentucky had an unemployment rate of 4.9%,
which was below the national average of 5.3%. For calendar year 1995,
Kentucky's per capita income ranked 43rd in the nation and was 82% of the
national average. The most current audited financial statements for Kentucky 
indicated a surplus of funds in the General Fund of $389,864,000 as of June
30, 1995, which was $299,295,000 above the budgeted balance.

           Unlike the municipal securities of most states, nearly all Kentucky
Municipal Securities are not general obligations of the issuer; rather,
payment depends on revenues generated by the property financed by the
securities.
    

           Texas Municipal Securities

           As used in the Prospectus and this Statement of Additional
Information, the term "Texas Municipal Securities" refers to debt securities
which are issued by or on behalf of Texas or its respective authorities,
agencies, instrumentalities and political subdivisions and which produce
interest which, in the opinion of counsel for the issuer, is exempt from federal
income tax .

RISK FACTORS REGARDING INVESTMENTS IN TEXAS MUNICIPAL SECURITIES

           Because the Fund invests primarily in obligations issued by Texas
entities, the Fund's performance is partially dependent upon economic conditions
within the State of Texas generally and upon the economic condition of issuing
governments and their instrumentalities in particular. In the late 1980's,
weakness in the oil and gas related and agricultural sectors of the Texas
economy adversely affected consumer spending, financial institutions, utility
demand, and real estate values within the state. Consequently, the state and
many of its local governments had to increase sales, utilities, and ad valorem
tax rates in order to maintain revenue yields. In the past two years, however,
in contrast to the national economy, business activity in Texas has
strengthened, with employment growth occurring in most sectors. In addition,
Texas' major financial institutions have been recapitalized and bank failures
have generally ceased.

           Arizona Municipal Securities

           As used in the Prospectus and this Statement of Additional
Information, the term "Arizona Municipal Securities" refers to debt securities
which are issued by or on behalf of Arizona or its respective authorities,
agencies, instrumentalities and political subdivisions and which produce
interest which, in the opinion of counsel for the issuer, is exempt from federal
income tax .

RISK FACTORS REGARDING INVESTMENTS IN ARIZONA MUNICIPAL SECURITIES

   
           Arizona's outlook remains uncertain as long as the state does not
adopt a plan regarding long term matching of revenues and expenditures,
especially for education, health care and corrections.  Arizona's growth
continues to out pace national averages, for example: (i) the state's 35%
population growth during the 1980's was the third fastest rate in the nation,
next to Alaska and Nevada; (ii) Arizona's current population growth is over 2%
per year, about twice the national average; and (iii) the state's unemployment
rate currently is 4.5%.
    

           Nonetheless, growth has been expensive for Arizona. During the
high-growth 1980's, combined per capita state and local expenditures climbed to
about 105% of the U.S. average from about 95%, according to data from the


                                                                              50
<PAGE>   645
   
Advisory Commission on Intergovernmental Relations. Between fiscal 1985 and
1990, the state managed five successive years of shortfalls with internal
borrowing, tax accelerations, one-time adjustments, and budget cuts. Since
1991, the state's budget has been balanced. Although the Arizona State debt
limit is $350,000, and, by its Constitution, Arizona is a "pay as you go" State,
the State finances many capital improvements through revenue bonds, special tax
bonds or lease purchase arrangements, which are not treated as "debts", but
which greatly reduce the pressure on the State's annual budget. For example, the
Arizona Department of Transportation issues bonds supported by excise taxes on
fuel for propulsion of motor vehicles, the State's universities and community
colleges are funded in part through revenue bonds payable solely from tuitions
and student fees, and the State itself, from time to time, finances facilities
through annually renewable lease-purchase agreements. The various political
subdivisions of the state have differing debt limits, and their debts are not
aggregated into the State's debt limit.

           In addition, local conditions may materially effect any given issue
or issuer. Such conditions include, without limitation, (1) acts of God (such as
flooding or droughts), (2) mismanagement or bankruptcy of large tax payers or
users of an issuer's services or conduit borrowers who may be the true obligors
of a tax exempt issue, or who may bear a disproportionate share of the taxes,
special assessments or revenues supporting securities issued by an issuer, (3)
environmental enforcement actions instituted by the State or federal government,
(4) mismanagement of the issuer's affairs, (5) damage claims which exceed
insurance coverage or self-insurance reserves (neither the State of Arizona nor
its political subdivisions enjoy sovereign immunity from damage claims), or (6)
issuer bankruptcy.

           In addition, Arizona's continued population growth depends to some
extent on its ability to manage its water resources, as the State is
predominantly arid. Specifically, the great bulk of Arizona's population, and
the area wherein most future growth is expected to occur, is located in three
central Arizona counties, i.e. Maricopa (including the greater Phoenix
metropolitan area), Pima (including the Tucson metropolitan area), and Pinal
Counties.

           To a great extent continued growth in these counties will depend on
continued importation of water from the Colorado River. This is accomplished
through the Central Arizona Project, a federal water reclamation project, a
major portion (2 to 2.5 billion dollars) of which must be repaid through water
sales to, and taxes levied on, the water users in such counties. The actual
amount to be repaid is now the subject of litigation, which can be expected to
continue for several years. Construction of the Central Arizona Project was
declared to be substantially complete in October of 1993.

           Arizona's share of Colorado River water, although adjudicated by the
U.S. Supreme Court, is, to some extent, sought by the States of California and
Nevada who have expressed interest in gaining access to that portion of
Arizona's share not being put to beneficial use within the State. Arizona demand
for Central Arizona Project water is currently in the range of 35 to 40% of
Project capacity. The long range success of either California or Nevada's
position cannot be determined at this time.

           There is litigation pending in Arizona which could have material
effects on the value of school district bonds. In the Roosevelt Elementary
School District case, plaintiffs have alleged a failure on behalf of the State
to ensure that school facilities in districts with lower assessed valuations are
properly capitalized, in line with uniformly applied objective standards. The
    


                                                                              51
<PAGE>   646
   
Arizona Supreme Court ruled that Arizona's statutory financing scheme for public
education is not in compliance with the Arizona Constitution.

           In 1996, the Arizona Legislature adopted legislation appropriating
additional state funding for school districts. It is unclear whether, when or
in what form the Arizona Legislature may further respond to the Court's
direction in Roosevelt to enact appropriate school budget and finance laws, nor
can any assurance be given that the Supreme Court will approve any such
legislative response or that the Supreme Court will not take further action in
this matter, either before or after any legislative response. The effect of any
such legislative or judicial action cannot be determined at this time, but such
action may have future material effects on the financial operations of Arizona
School Districts.

           In the Creighton Elementary School District case, taxpayers within
Creighton Elementary School District No. 14 of Maricopa County, Arizona (the
"Creighton District"), brought suit in the Superior Court of Maricopa County
against the Creighton District on the basis that the outstanding principal
amount of bonds previously issued by the Creighton District, together with
premium received in connection with the issuance of such bonds, should be
treated as debt for constitutional and statutory debt limit purposes. The
plaintiffs sought to enjoin the issuance of additional bonds, arguing that
accumulated initial issue premium should be treated as debt for constitutional
debt limit purposes. This premium, associated with the issuance of prior
Creighton District Bonds, if counted as debt, would, plaintiffs contended, cause
the bonds sought to be issued to exceed the Creighton District's debt limit. On
April 18, 1996, the Court entered a judgment in favor of the taxpayers,
enjoining the issuance of additional Creighton District Bonds. In a subsequent
minute entry, the court stated that the premium to be treated as debt is
determined on the amount the underwriter paid to the Creighton District for the
bonds in question and not on the price for which the underwriter resold such
bonds. In addition, the court has also subsequently stated that the premium
treated as debt attributable to each maturity is retired upon the payment of the
principal amount of the applicable maturity. It is not clear if, pursuant to the
judgment against the Creighton District, all or part of any premium received by
the Creighton District is subject to constitutional and statutory requirements
other than debt limits, such as the requirement for voter authorization. The
judgment was not appealed by the Creighton District. Many school districts in
Arizona have outstanding obligations (i.e. obligations, wherein large initial
issue premiums were received) similar to that of the Creighton District.

           Notwithstanding such litigation, issuer's counsel, representing
school districts has or will issue an unqualified opinion with respect to the
validity, enforceability and tax-exempt status of School District Bonds before
such Bonds are acquired by the fund. The standard of certainty applicable to
such opinion is that it would be unreasonable for a court to hold to the
contrary to matters addressed therein.

           The Arizona Legislature has passed legislation with respect to the
treatment of premium and debt (the "Act"). Under the Act, the outstanding
indebtedness of a jurisdiction is equal to the total principal amount of all
bonds outstanding at the time of calculation. Under this legislation, premium is
not counted as debt, but the amount of premium permitted for bonds issued after
the Act's enactment is limited to the greater of 2% of the par value of the bond
issue or $100,000. The Act further validated all then outstanding
    


                                       52
<PAGE>   647
   
general obligation and general obligation refunding Bonds which might have been
subject to challenge after the Creighton ruling.

           It is not known whether the Act will be challenged in court or
whether, if challenged, all or any portion of the act would be upheld in a
court.
    

           Louisiana Municipal Securities

           As used in the Prospectus and this Statement of Additional
Information, the term "Louisiana Municipal Securities" refers to debt securities
which are issued by or on behalf of Louisiana or its respective authorities,
agencies, instrumentalities and political subdivisions and which produce
interest which, in the opinion of counsel for the issuer, is exempt from federal
income tax .

RISK FACTORS REGARDING INVESTMENTS IN LOUISIANA MUNICIPAL SECURITIES

           Louisiana's general obligation bonds are currently rated Baa1 by
Moody's Investors Service, Inc. ("Moody's") and A minus by Standard and Poor's
Rating Group ("S&P"). Louisiana's ratings reflect an ongoing recovery process
from the severe financial problems which developed after oil prices declined in
the mid-to-late 1980's. Also, both rating agencies have commended the State for
enacting constitutional reforms in the Fall of 1993 that curb borrowing and
require that non-recurring revenues be applied to debt reduction. However,
Louisiana remains one of the weakest states in terms of its credit fundamentals.
While ratings of individual cities, parishes, agencies and special districts
vary, most Louisiana issuers have been affected to some degree by Louisiana's
economy.

           Through the oil boom of the late 1970s and early 1980s, Louisiana's
labor force and employment grew steadily, as did its financial position. By June
30, 1981, the General Fund had run several years of operating surpluses,
bringing the ending fund balance to $839.5 million, a sizeable 16% of operating
expenditures. When the oil industry weakened, economic growth slowed and
operating deficits occurred, Louisiana's undesignated General Fund deficit
reached $512 million in fiscal 1988 (ended June 30) and the fund balance was a
negative $377 million.

   
           To address its deficits, Louisiana created the Louisiana Recovery
District in 1988, which sold $979 million revenue bonds secured by (i) the
revenues derived from the Recovery District's 1% statewide sales and use tax,
and (ii) all funds and accounts held under the Recovery District's general bond
resolution and all investment earnings on such funds and accounts. As of
December 31, 1994, the principal amount of all these bonds (including bonds
issued to defease certain portions of the original bond issue) was $486,795
million. Article VI, Section 30.1 of the State Constitution, effective November
3, 1994, prohibits the Recovery District from issuing additional bonds except to
refund bonds at a lower effective interest rate. All bonds of the Recovery
District have been retired.

           During the period from fiscal year 1990-91 through fiscal year 
1994-95, the state experienced operating budget surpluses in four of the five
fiscal years. The table below sets forth in summary fashion the condition of the
State's General Fund from fiscal years 1990-91 through 1994-95.
    

   
<TABLE>
<CAPTION>
                        1994-95(1)        1993-94        1992-93       1991-92(2)       1990-91
                       ------------     -----------    -----------    -----------     -----------
<S>                    <C>              <C>            <C>            <C>             <C>        
</TABLE>
    


                                                                              53
<PAGE>   648
   
<TABLE>
<S>                    <C>              <C>            <C>            <C>             <C>        
Total Revenue          $10,515,148      $10,674,052    $10,655,246    $8,743,623      $7,603,457

Total Expenditures      10,721,280       10,570,658     10,344,339     9,249,014       7,917,823

Net Other Financing
Sources                      24,607          25,698          8,501        18,960               0

Excess (Deficiency)
of Revenues and
Other Sources Over
Expenditures and
Other Uses                 (181,525)        129,102        319,408      (485,431)       (314,366)

Beginning
Fund Balance                594,920         457,909         50,013       535,906         841,428

Fund Balance
Adjustments                  13,764           7,909         88,488           538           8,844

Ending Fund Balance         427,159         594,920        457,909        50,013         535,906

Undesignated Fund
Balance                     145,689         212,941        101,138       (83,342)        417,983
</TABLE>
    


                                                                              54
<PAGE>   649
   
Note:      For purposes of this comparison, transfers have been reclassified as
           revenue/expenditure

(1)        Approximately $106 million in beginning undesignated fund balance was
           utilized to defease future debt service attributable to fiscal year
           1995-96 as described below.

(2)        Included in fiscal year 1992-93 are the Office of Risk Management and
           State Employees Group Benefits. The fund balance in fiscal year
           1991-1992 was not restated to reflect this change.

           Fiscal year 1989-90 ended with a small operating surplus of $47
million, which included $13 million of adjustments. This $47 million, when
added to the $655 million balance from the prior fiscal year, brought the
accumulated surplus to $702 million as of June 30, 1990.

            Approximately $284 million of the 1989-90 surplus was ultimately
used to fund the fiscal year 1990-91 budget. As a result, the State ended the
1990-91 fiscal year with an accumulated General Fund surplus of $417.98
million.

            Upon the actual completion of the fiscal year 1991-1992, it was
learned that the State's General Fund actually ended fiscal year 1991-92 with an
undesignated fund balance deficit of $83 million. This shortfall was eliminated
within the 1992-93 budgetary fiscal cycle by utilizing a set aside against the
total balance available for appropriations, resulting from the official
projections of the Revenue Estimating Conference, prior to any budget adjustment
approval submitted to the Joint Legislative Committee on the Budget.

            The State ended the fiscal year 1992-93 with a positive
undesignated fund balance in its General Fund of $101 million. During 1994,
$30.6 million of the surplus funds were utilized to cover known shortfalls in
current year program operations. As noted in the table above, the State ended
the fiscal year 1993-94 with an operating surplus of $129 million dollars.
This amount together with the prior year fund balance of $101 million and
reserve changes left an all unreserved-undesignated balance in the General
Fund of $212.9 million.

           The State began fiscal year 1994-95 with a General Fund balance of
$594 million. At the time the projections of the Revenue Estimating Conference
for fiscal year 1993-94 were published, the undesignated fund balance was
reflected at $212 million. Subsequent to publication, it was determinate that
$106 million of the $212 million was, in fact, designated for other mandated
purposes and was not available for general operating purposes. The remaining
$106 million was subsequently utilized prior to June 30, 1995, to structure a
current portfolio that was utilized to defease a portion of the State's fiscal
year 1994-95 general obligation debt service requirement, which freed an
equivalent amount of projected general fund revenues for fiscal year 1994-95 to
be utilized to cover normal operating costs.

           The State's General Fund has an operating loss (on a generally
accepted accounting principles basis) of $181 million in fiscal year 1994-95 (on
a budgetary basis, this balance would be reduced by those fund balances utilized
to structure the aforementioned portfolio). As a result of operations and
inventory valuation changes, the State General Fund balance, as of June 30,
1996, declined to $427 million, of which $145 million was undesignated or
reserved for a future purpose.
    


                                                                              55
<PAGE>   650
   
           The current general fund expenditure authorizations necessary to
continue all existing programs through fiscal year 1995-96 is approximately
$4,912 million, inclusive of currently known supplemental appropriations needs.
The revenue estimating conference has adopted its revised estimate of revenues
for fiscal year 1995-96 in the amount of $4,970.7 million. In addition, General
Fund revenues of $18.6 million were carried forward from fiscal year 1994-95,
making a total of $4,989.3 million available for General Fund expenditures in
fiscal year 1995-96. The $76.8 million balance between available revenues and
projected expenditures is available for unanticipated supplemental needs or
retirement of debt.

           The State's budget projections may also be impacted by certain
matters relating to the Medicaid program. In fiscal year 1995-96, the State has
dealt with a Medicaid revenue shortfall by reducing disproportionate share
payments to health care providers, implementing budget cuts of approximately
$300 million in the Medicaid program. Proposed changes in the design of the
Medicaid program at the federal level (i.e. elimination of "Medicaid" and
adoption of "Medigrant") may cause the State to make additional modifications to
its Medicaid program in order to continue to provide necessary medical services
to the indigent population of the State in future years. The State submitted a
Section 1115 Waiver to the U.S. Department of Health and Human Services ("DHHS")
on December 31, 1994, and subsequently amended the waiver to include public
health maintenance organizations. The proposed funding in the amended waiver was
unacceptable to DHHS. Currently, the waiver application is in a pending status
and the State is working with DHHS to achieve an acceptable funding mechanism.

           In 1996, the Louisiana Legislature passed a "local option" bill which
will permit voters in each parish to decide at the general election to be held
November 1996 whether, and in what forms, gaming will be permitted in their
parish. Each form of gaming will be considered separately in each parish. If the
voters decide to prohibit a form of gaming in a parish, those currently holding
licenses for that form of gaming will be permitted to continue operations only
until the license expires; provided, however, video draw poker devices, which
are licensed for one-year time periods, will be permitted to be renewed only two
more times. The Louisiana Lottery and the Powerball Lottery, which are permitted
by the State Constitution, will not be included in the referendum. It cannot be
predicted whether any particular form of gaming will be prohibited in any or all
of the parishes and to what extent the revenues of the State will be affected.
If all forms of gaming are rejected in every parish of the State, however, the
impact on the State budget will be gradual, as the "local option" bill provides
for a "phasing out" of gaming as described above.
    

           Economically, Louisiana will continue to be affected by world energy
markets. Approximately 15% of the nation's crude oil and approximately 28% of
its natural gas are produced in Louisiana. In the past the State has estimated
that up to 25% of its economy is directly or indirectly related to energy. This
is despite the fact that only 5.5% of employment is in oil and gas extraction,
chemicals and allied products and petroleum refining. Oil and oil related jobs
also tend to be at relatively high wages, magnifying their economic effect.
Similarly, although severance taxes and royalties accounted for almost 4.3% of
operating revenues for fiscal year 1993-1994, compared with almost 25% ten years
ago, energy related activity affects individual and corporate taxes, which
together with sales taxes account for 21.3% of general revenues. Unemployment
declined in Louisiana from 12% in 1987 to 6.2% in 1990. This was due in part to
increased employment but also to out-migration of population and a decline in
labor force. Louisiana's jobless rate has since risen to 7.4% as of December 31,
1994. The comparable national unemployment rate was 6.8%. In addition to oil and


                                                                              56
<PAGE>   651
gas, major contributors to Louisiana's economy include chemical production,
shipping, agriculture and tourism.

           Louisiana's debt burden is well above that of other states, while
wealth and income indicators are below the national average. In 1993, for
example, the most recent year for which data is available, Louisiana's per
capita personal income was 80% of the United States average. According to
Moody's, Louisiana's State-level tax supported debt is the sixth highest as a
percentage of personal income and eighth highest on a per-capita basis.

           Municipal obligations are subject to the provisions of bankruptcy,
insolvency and other laws affecting the rights and remedies of creditors, such
as the Federal Bankruptcy Code, and laws, if any, which may be enacted by
Congress or State legislatures extending the time for payment of principal or
interest, or both, or imposing other constraints upon enforcement of such
obligations or upon municipalities to levy taxes. There is also the possibility
that as a result of litigation or other conditions the power or ability of any
one or more issuers to pay when due principal or interest on its or their
municipal obligations may be materially affected.

INVESTMENT RESTRICTIONS

           Unless otherwise specifically noted, the following investment
restrictions may be changed with respect to a particular Fund only by a vote of
a majority of the outstanding Shares of that Fund. See "ADDITIONAL INFORMATION--
Miscellaneous" in this Statement of Additional Information.

           None of the Funds may:

           1. Purchase securities on margin, sell securities short, or
participate in a joint or joint and several basis in any securities trading
account, except, in the case of the Municipal Bond Funds, for use of short-term
credit necessary for clearance of purchases of portfolio securities.

           2. Underwrite the securities of other issuers except to the extent
that a Fund may be deemed to be an underwriter under certain securities laws in
the disposition of "restricted securities."

           3. Purchase or sell commodities or commodity contracts (including
futures contracts), except that for bona fide hedging and other permissible
purposes: (i) the Equity, Bond and International Equity Index Funds may purchase
or sell financial futures contracts and may purchase call or put options on
financial futures contracts, and (ii) the International Equity Index Fund may
purchase or sell foreign currency futures contracts and foreign currency forward
contacts, and may purchase put or call options on foreign currency futures
contracts and on foreign currencies on appropriate U.S. exchanges, and may
purchase or sell foreign currency on a spot basis.

           4. Purchase participation or other direct interests in oil, gas or
mineral exploration or development programs (although investments by all Funds
other than the U.S. Treasury Securities Money Market, Treasury Money Market,
Treasury Only Money Market and Government Money Market Funds in marketable
securities of companies engaged in such activities are not hereby precluded).

           5. Invest in any issuer for purposes of exercising control or
management.

           6. Purchase securities of other investment companies except as
permitted by the 1940 Act and rules, regulations and applicable exemptive relief
thereunder.


                                                                              57
<PAGE>   652
           7. Purchase or sell real estate (however, each Fund except the Money
Market Funds may, to the extent appropriate to its investment objective,
purchase securities secured by real estate or interests therein or securities
issued by companies investing in real estate or interests therein).

           8. Borrow money or issue senior securities, except that each Fund may
borrow from banks or enter into reverse repurchase agreements for temporary
purposes in amounts up to 10% of the value of its total assets at the time of
such borrowing; or mortgage, pledge, or hypothecate any assets, except in
connection with any such borrowing and in amounts not in excess of the lesser of
the dollar amounts borrowed or 10% of the value of the Fund's total assets at
the time of its borrowing. A Fund will not purchase securities while its
borrowings (including reverse repurchase agreements) in excess of 5% of its
total assets are outstanding.

           In addition, the U.S. Treasury Securities Money Market, the Prime
Money Market and the Institutional Money Market Funds may not:

           1. Buy common stocks or voting securities.

           In addition, the U.S. Treasury Securities Money Market, the Prime
Money Market, and the Government Money Market Funds may not:

           1. Buy State, municipal, or private activity bonds.

           The following investment restrictions are non-fundamental except as
noted otherwise and therefore can be changed by the Board of Trustees without
prior shareholder approval.

           No Fund may:

   
           1. Purchase or retain securities of any issuer if the officers or
Trustees of the Trust or the officers or directors of its Advisor owning
beneficially more than one-half of 1% of the securities of such issuer together
own beneficially more than 5% of such securities.
    

           2. Invest more than 5% of a Fund's total assets in the securities of
issuers which together with any predecessors have a record of less than three
years continuous operation. (This restriction shall not apply to investments in
asset-backed securities and other mutual funds authorized for purchase by such
Fund, as described in its Prospectus. For purposes of this restriction, an
"Asset-Backed Security" means a debt obligation issued by a limited-purpose
entity whose primary business activity is acquiring and holding financial
assets.) (This restriction is fundamental with respect to the Ohio Municipal
Money Market Fund.)

           3. Invest in illiquid securities in an amount exceeding, in the
aggregate 15% of the Fund's net assets (10% of net assets for a Fund that is a
Money Market Fund). An illiquid security is a security which cannot be disposed
of promptly (within seven days) and in the usual course of business without a
loss, and includes repurchase agreements maturing in excess of seven days, time
deposits with a withdrawal penalty, non-negotiable instruments and instruments
for which no market exists. (This restriction is fundamental with respect to the
Ohio Municipal Money Market Fund.)


                                                                             58
<PAGE>   653
         The Equity Funds, the Municipal Bond Funds, and the Institutional Money
Market Funds may not:

         1. Acquire securities that are subject to restrictions on resale
         because they are not registered under the Securities Act of 1933, if
         such investment would exceed 5% of the Fund's total assets.

         Each of the Asset Allocation and Intermediate Bond Funds may not:

         1. Invest more than 15% of its net assets in securities with legal or
         contractual restrictions on resale. However, this restriction shall not
         apply to securities eligible for resale to institutional buyers under
         Rule 144A of the Securities and Exchange Commission or to securities
         that become a part of the Fund's assets through merger, exchange or
         recapitalization involving securities already held in a Fund.

None of the Money Market Funds or Institutional Money Market Funds may:

         1. Write or purchase call options.

         2. Write or purchase put options except that each of the Ohio Municipal
         Money Market, Municipal Money Market and Tax-Exempt Money Market Funds
         may acquire puts with respect to Municipal Securities in its portfolio
         and sell those puts in conjunction with a sale of those Municipal
         Securities.

The Municipal Income Fund, Ohio Municipal Money Market Fund, Municipal Money
Market Fund and the Tax-Exempt Money Market Fund may not:

         1. Write or sell puts, calls, straddles, spreads or combinations
         thereof except that a Fund may acquire puts with respect to Municipal
         Securities in its portfolio and sell those puts in conjunction with a
         sale of those Municipal Securities.

         Additionally, although not a matter controlled by their fundamental
investment policies or restrictions (and therefore subject to change without
Shareholder approval), the Equity Funds and the Bond Funds will not, so long as
their Shares are registered under the securities laws of the State of Texas and
such restrictions are required as a consequence of such registration, (1) invest
more than 5% of any Fund's net assets in warrants; provided that, of this 5%, no
more than 2% will be in warrants that are not listed on the New York Stock
Exchange or the American Stock Exchange or (2) invest more than 15% of any
Fund's net assets in securities which are not readily marketable. For purposes
of restriction (1) in the preceding sentence, warrants acquired by a Fund in
units or attached to other securities may be deemed to be without value.

         Additionally, although not a matter controlled by their fundamental
investment policies or restrictions (and therefore subject to change without
Shareholder approval), the Equity Funds, the Bond Funds, the Municipal Money
Market Fund, the U.S. Treasury Securities Money Market Fund, the Prime Money
Market Fund, the Intermediate Tax-Free Bond Fund, the Municipal Income Fund, and
the Texas Tax-Free Bond Fund will not, so long as their Shares are registered
under the securities laws of the State of Texas and such restrictions are
required as a consequence of such registration, (1) purchase participations or
other direct interests in oil, gas, or mineral explorations or development
programs and oil, gas or mineral leases, or (2) purchase or sell real estate or
real estate limited partnership interests.


                                                                              59
<PAGE>   654
   
         Additionally, although not a matter controlled by their fundamental
investment policies or restrictions (and therefore subject to change without
Shareholder approval), each of the Funds may, so long as their Shares are
registered under the securities laws of the State of California and such
restrictions are required as a consequence of such registration, purchase
securities of other open-end investment companies, provided that the Advisor
will waive its fee on that portion of the assets placed in such open-end
investment companies.
    

         Additionally, although not a matter controlled by their fundamental
investment policies or restrictions (and therefore subject to change without
Shareholder approval), so long as its Shares are registered under the securities
laws of the State of Arkansas and such restrictions are required as a
consequence of such registration, (1) none of the Money Market Funds, the
Institutional Money Market Funds or the Bond Funds may acquire securities that
are subject to restrictions on resale because they are not registered under the
Securities Act of 1933, if such investment would exceed 10% of such Fund's net
assets; and (2) none of the International Equity Index Fund, the Equity Index
Fund, the Tax Exempt Money Market Fund or the Government Money Market Fund will
invest in puts, calls, straddles, spreads or any combination thereof if such
investment would exceed 5% of such Fund's total assets.

         Additionally, although not a matter controlled by its fundamental
investment policies or restrictions (and therefore subject to change without
Shareholder approval), so long as its Shares are registered under the securities
laws of the State of Ohio, and such restriction is required as a consequence of
such registration, none of the Intermediate Tax-Free Bond Fund or the
Institutional Money Market Funds will acquire securities which are restricted as
to disposition, in excess of fifteen percent (15%) of such Fund's net assets.

PORTFOLIO TURNOVER

   
         The portfolio turnover rate for each Fund is calculated by dividing the
lesser of purchases or sales of portfolio securities for the year by the monthly
average value of the portfolio securities. The calculation excludes all
securities whose maturities at the time of acquisition were one year or less.
Thus, for regulatory purposes, the portfolio turnovers with respect to the Money
Market Funds were zero for the period from the commencement of their respective
operations to June 30, 1996 and are expected to remain zero, and the portfolio
turnover rate with respect to the Institutional Money Market Funds is expected
to be zero.

         The portfolio turnover rates of the Funds for the fiscal years ended
June 30, 1996 and 1995 were as follows:

                                  THE ONE GROUP
                               PORTFOLIO TURNOVER
    


   
<TABLE>
<CAPTION>
                                                                              FISCAL YEAR ENDED JUNE 30,
         FUND                                                                  1996             1995 
         ----                                                                  ----             ----
<S>                                                                        <C>               <C> 
U.S. Treasury Securities Money Market                                          0%**               0%**
Prime Money Market                                                             0%**               0%**
Municipal Money Market                                                         0%**               0%**
Ohio Municipal Money Market                                                    0%**               0%**
Income Equity                                                              14.92%              4.03% 
Disciplined Value                                                          90.55%            176.66%
</TABLE>
    


                                                                              60
<PAGE>   655
   
<TABLE>
<CAPTION>
                                                                             FISCAL YEAR ENDED JUNE 30,
         FUND                                                                  1996              1995
         ----                                                                  ----              ----
<S>                                                                          <C>               <C>     
Growth Opportunities                                                         435.30%           132.63% 
Equity Index                                                                   9.08%             2.71% 
Large Company Value                                                          186.84%           203.13% 
Asset Allocation                                                              73.38%           115.36% 
International Equity Index                                                     6.28%             4.67% 
Large Company Growth                                                          35.51%            14.22% 
Income Bond                                                                   95.52%           262.25% 
Limited Volatility Bond                                                       75.20%            76.43% 
Intermediate Tax-Free Bond                                                   111.58%           199.76% 
Municipal Income                                                              83.17%            66.02% 
Ohio Municipal Bond                                                           24.61%            77.69% 
Government Bond                                                               62.70%           106.14% 
Ultra Short-Term Income                                                       67.65%             2.91% 
Intermediate Bond                                                            101.06%            99.71%***
Treasury Only Money Market                                                        0%**              0%**
Government Money Market                                                           0%**              0%**
Kentucky Municipal Bond                                                       16.78%            19.75%****
Institutional Prime Money Market                                                NA*                NA*
Treasury Money Market                                                           NA*                NA*
Tax-Exempt Money Market                                                         NA*                NA*
Arizona Municipal Bond                                                         NA*                NA*
Texas Tax-Free Bond                                                             NA*                NA*
W. Virginia Municipal Bond                                                     NA*                NA*
Louisiana Municipal Bond                                                      16.72%++             28%+
Value Growth                                                                  65.21%++             77%+
Gulf South Growth                                                             59.57%++             65%+
Investor Growth                                                                 NA*                NA*
Investor Growth & Income                                                        NA*                NA*
Investor Aggressive Growth                                                      NA*                NA*
Investor Conservative Growth                                                    NA*                NA*
Investor Balanced                                                               NA*                NA*
Investor Fixed Income                                                           NA*                NA*
Income                                                                          NA*                NA*
</TABLE>
    

   
*        As of June 30, 1996, the Fund had not commenced operations.
    

**       Turnover rate is not applicable to money market funds.

***      Portfolio turnover rate for the period from November 1, 1994 to June
         30, 1995.

****     Portfolio turnover rate for the period from January 20, 1995 to June
         30, 1995 for Class A and Fiduciary Class shares and from March 16, 1995
         (commencement of operations) to June 30, 1995 for Class B shares. For
         the period from February 1, 1994 to January 19, 1995 the portfolio
         turnover rate was 10.00% and for the period from March 12, 1993 to
         January 31, 1994 the portfolio turnover rate was 5.00%.

   
 +       Portfolio turnover rate for the fiscal year ended November 30, 1995.
    

   
 ++      Portfolio turnover rate for the period December 1, 1995 to 
         June 30, 1996.
    
                                                                              61
<PAGE>   656
   
         The high portfolio turnover rates for the fiscal year ended June 30,
1996 for the  Growth Opportunities Fund, Large Company Value Fund, Intermediate
Tax-Free Bond,  and Intermediate Bond Fund resulted from various factors,
including some or all of the following: investment strategies, decreasing
interest rates, unusually high market volatility and significant growth of the
Funds. In addition, portfolio turnover in the Growth Opportunities Fund in 1996
also was higher than normal due to the conversion to a new benchmark
representing a mixture of mid-cap and small-cap stocks. This coincides with the
name change of the Fund from the Small Growth Fund to the Growth Opportunities
Fund. Portfolio turnover may vary greatly from year to year as well as within a
particular year, and may also be affected by cash requirements for redemptions
of Shares and by requirements which enable the Trust to receive certain
favorable tax treatments. Portfolio turnover will not be a limiting factor in
making portfolio decisions.

ADDITIONAL TAX INFORMATION CONCERNING ALL  FUNDS OF THE TRUST
    

         It is the policy of each Fund of the Trust to meet the requirements
necessary to qualify as a "regulated investment company" under Subchapter M of
the Internal Revenue Code of 1986, as amended (the "Code"). By following such
policy, each Fund expects to eliminate or reduce to a nominal amount the federal
income taxes to which it may be subject.

         In order to qualify as a regulated investment company, each Fund of the
Trust must, among other things, (1) derive at least 90% of its gross income from
dividends, interest, payments with respect to securities loans, and gains from
the sale or other disposition of stock or securities, foreign currencies or
other income (including gains from options, futures or forward contracts)
derived with respect to its business of investing in stock, securities or
currencies, (2) derive less than 30% of its gross income from the sale or other
disposition of stock, securities, options, futures, forward contracts, and
certain foreign currencies (or certain options, futures, or forward contracts on
foreign currencies) held for less than three months, and (3) diversify its
holdings so that at the end of each quarter of its taxable year (i) at least 50%
of the market value of the Fund's assets is represented by cash or cash items,
United States government securities, securities of other regulated investment
companies, and other securities limited, in respect of any one issuer, to an
amount not greater than 5% of the value of the Fund's assets and 10% of the
outstanding voting securities of such issuer, and (ii) not more than 25% of the
value of its assets is invested in the securities of any one issuer (other than
United States government securities or the securities of other regulated
investment companies) or of two or more issuers that the Fund controls and that
are engaged in the same, similar, or related trades or businesses. These
requirements may restrict the degree to which the Fund may engage in short-term
trading and limit the range of the Fund's investments. If a Fund of the Trust
qualifies as a regulated investment company, it will not be subject to federal
income tax on the part of its income distributed to Shareholders, provided the
Fund distributes during its taxable year at least (a) 90% of its taxable net
investment income (very generally, dividends, interest, certain other income,
and the excess, if any, of net short-term capital gain over net long-term loss),
and (b) 90% of the excess of (i) its tax-exempt interest income (if any) less
(ii) certain deductions attributable to that income. Each Fund of the Trust
intends to make sufficient distributions to Shareholders to qualify for this
special tax treatment.

         If a Fund failed to qualify as a regulated investment company receiving
special tax treatment in any taxable year, the Fund would be subject to tax on
its taxable income at corporate rates, and all distributions from earnings and
profits, including any distributions of net tax-exempt income and net long-term
capital gains, would be taxable to Shareholders as ordinary income. In addition,
the Fund could be required to recognize unrealized gains, pay substantial taxes
and interest and make substantial distributions before requalifying as a
regulated investment company and being accorded special tax treatment.


                                                                              62
<PAGE>   657
         Regulated investment companies that do not distribute in each calendar
year (regardless of whether they otherwise have a non-calendar taxable year) an
amount equal to 98% of their "ordinary income" (as defined) for the calendar
year, plus 98% of their capital gain net income (as defined) for the one-year
period ending on October 31 of such calendar year, plus any undistributed
amounts from the previous year are subject to a non-deductible excise tax equal
to 4% of the undistributed amounts. For purposes of the excise tax, a Fund is
treated as having distributed any amount on which it is subject to income tax
for any taxable year ending in such calendar year. Each Fund of the Trust
intends to make sufficient distributions to avoid liability for the excise tax.

         Shareholders of the Funds will generally pay federal income tax on
distributions received from the Funds. Dividends that are attributable to a
Fund's net investment income will be taxed to shareholders as ordinary income.
Distributions of net capital gain that are designated by a Fund as capital gain
dividends will generally be taxable to a Shareholder receiving such
distributions as long-term capital gain regardless of how long the Shareholder
has held its shares. Distributions in excess of a Fund's current and accumulated
"earnings and profits" will be treated by a Shareholder receiving such
distributions as a return of capital to the extent of such Shareholder's basis
in its Shares in the Fund, and thereafter as capital gain. A return of capital
is not taxable, but reduces a Shareholder's basis in its shares. Shareholders
not subject to tax on their income generally will not be required to pay tax on
amounts distributed to them. The sale, exchange or redemption of Fund shares by
a Shareholder may give rise to a taxable gain or loss to that Shareholder. In
general, any gain or loss realized upon a taxable disposition of shares will be
treated as long-term capital gain or loss if the Shareholder has held the shares
for more than 12 months, and otherwise as short-term capital gain or loss.
However, if a Shareholder sells shares at a loss within six months of purchase,
any loss will be disallowed for Federal income tax purposes to the extent of any
exempt-interest dividends received on such shares. In addition, any loss (not
already disallowed as provided in the preceding sentence) realized upon a
taxable disposition of shares held for six months or less will be treated as
long-term to the extent of any long-term capital gain distributions received by
the Shareholder with respect to the shares. All or a portion of any loss
realized upon a taxable disposition of Fund shares will be disallowed if other
Fund shares are purchased within 30 days before or after the disposition. In
such a case, the basis of the newly purchased shares will be adjusted to reflect
the disallowed loss.

         Certain investment and hedging activities of the Funds, including
transactions in options, futures contracts, hedging transactions, forward
contracts, straddles, foreign currencies, and foreign securities will be subject
to special tax rules. In a given case, these rules may accelerate income to the
Fund, defer losses to the Fund, cause adjustments in the holding periods of the
Fund's securities, convert short-term capital losses into long-term capital
losses, or otherwise affect the character of the Fund's income. These rules
could therefore affect the amount, timing and character of distributions to
Shareholders and cause differences between a Fund's book income and taxable
income. Income earned as a result of these transactions would, in general, not
be eligible for the dividends-received deduction or for treatment as
exempt-interest dividends when distributed to Shareholders. The Fund will
endeavor to make any available elections pertaining to such transactions in a
manner believed to be in the best interest of the Fund.

         Certain securities purchased by the Funds (such as STRIPS, CUBES, TRS,
TIGRS, and CATS), as defined in the Description of Permitted Investments in the
Funds' Prospectuses, are sold at original issue discount and thus do not make


                                                                              63
<PAGE>   658
   
periodic cash interest payments. Similarly, zero-coupon bonds do not make
periodic interest payments. A Fund will be required to include as part of its
current income for tax purposes the imputed interest on such obligations even
though the Fund has not received any interest payments on such obligations
during that period. Because each Fund distributes substantially all of its net
investment income to its Shareholders (including such imputed interest), the
Fund may have to sell portfolio securities in order to generate the cash
necessary for the required distributions. Such sales may occur at a time when 
Banc One Advisors would not have chosen to sell such securities and may result
in a taxable gain or loss.
    

         A Fund will be required in certain cases to withhold and remit to the
United States Treasury 31% of taxable dividends or of gross proceeds from
redemptions paid to any individual Shareholder who has provided to the Fund
either an incorrect tax identification number or no number at all, or who is
subject to withholding by the Internal Revenue Service for failure properly to
report payments of interest or dividends. This withholding, known as backup
withholding, is not an additional tax, and any amounts withheld may be credited
against the Shareholder's ultimate U.S. tax liability.

   
         The foregoing is only a summary of some of the important federal tax
considerations generally affecting purchasers of Shares of a Fund of the Trust.
Further tax information regarding the Tax-Free Funds and the International
Equity Index Fund is included in following sections of this Statement of
Additional Information. No attempt is made to present herein a complete
explanation of the federal income tax treatment of each Fund or its
Shareholders, and this discussion is not intended as a substitute for careful
tax planning. Accordingly, prospective purchasers of Shares of a Fund are urged
to consult their tax advisors with specific reference to their own tax
situation, including the potential application of state, local and (if
applicable) foreign taxes.
    

         The foregoing discussion and the discussion below regarding the
Tax-Free Funds and the International Equity Index Fund are based on tax laws and
regulations which are in effect on the date of this Statement of Additional
Information; such laws and regulations may be changed by legislative, judicial
or administrative action, and such changes may be retroactive.

ADDITIONAL TAX INFORMATION CONCERNING THE TAX-FREE FUNDS

         The Code permits a regulated investment company which has invested, at
the close of each quarter of its taxable year, at least 50% of its assets in
tax-free Municipal Securities and other securities the interest on which is
exempt from the regular federal income tax to pay exempt-interest dividends to
its Shareholders.

         The policy of each Tax-Free Fund is to distribute each year as
exempt-interest dividends substantially all the Fund's net exempt interest
income. An exempt-interest dividend is any dividend or part thereof (other than
a capital gain dividend) paid by a Tax-Free Fund and designated as an
exempt-interest dividend in a written notice mailed to Shareholders after the
close of the Fund's taxable year, which does not exceed, in the aggregate, the
net interest income from Municipal Securities and other securities the interest
on which is exempt from the regular federal income tax received by the Fund
during the taxable year. The percentage of the total dividends paid for any
taxable year which qualifies as federal exempt-interest dividends will be the
same for all Shareholders receiving dividends from a Tax-Free Fund during such
year, regardless of the period for which the Shares were held.

                                                                              64
<PAGE>   659
   
         Exempt-interest dividends may generally be treated by a Tax-Free Fund's
Shareholders as items of interest excludable from their gross income under
Section 103(a)(1) of the Code. However, each Shareholder of a Tax-Free Fund is
advised to consult his or her tax advisor with respect to whether such
Shareholder may be treated as a "substantial user" or a "related person" to such
user under Section 147(a) with respect to facilities financed through any of the
tax-exempt obligations held by the Fund. "Substantial user" is defined under
U.S. Treasury Regulations to include a non-exempt person who regularly uses a
part of such facilities in his trade or business and (a)(i) whose gross revenues
derived with respect to the facilities financed by the issuance of bonds are
more than 5% of the total revenues derived by all users of such facilities or
(ii) who occupies more than 5% of the usable area of the facility or (b) for
whom such facilities or a part thereof were specifically constructed,
reconstructed or acquired.
    

         "Related persons" includes certain related natural persons, affiliated
corporations, partners and partnerships.

         Dividends attributable to interest on certain private activity bonds
issued after August 7, 1986 must be included in alternative minimum taxable
income for purposes of determining liability (if any) for the alternative
minimum tax applicable to individuals and the alternative minimum tax applicable
to corporations. In the case of corporations, all tax-exempt interest dividends
will be taken into account in determining adjusted current earnings for the
purpose of computing the alternative minimum tax imposed on corporations (as
defined for federal income tax purposes).

         Each Tax-Free Fund may at times purchase Municipal Securities (or other
securities the interest on which is exempt from the regular federal income tax)
at a discount from the price at which they were originally issued. For federal
income tax purposes, some or all of the market discount will be included in the
Fund's ordinary income and will be taxable to shareholders as such when it is
distributed to them.

         Each Tax-Free Fund may acquire rights regarding specified portfolio
securities under puts. See "Puts." The policy of each Tax-Free Fund is to limit
its acquisition of puts to those under which the Fund will be treated for
federal income tax purposes as the owner of the Municipal Securities acquired
subject to the put and the interest on the Municipal Securities will be
tax-exempt to the Fund. Although the Internal Revenue Service has issued a
published ruling that provides some guidance regarding the tax consequences of
the purchase of puts, there is currently no guidance available from the Internal
Revenue Service that definitively establishes the tax consequences of many of
the types of puts that the Funds could acquire under the 1940 Act. Therefore,
although a Tax-Free Fund will only acquire a put after concluding that it will
have the tax consequences described above, the Internal Revenue Service could
reach a different conclusion from that of the Fund.

   
         The foregoing is only a summary of some of the important tax
considerations generally affecting purchasers of Shares of a Tax-Free Fund.
Additional tax information concerning all Funds of the Trust is contained in the
immediately preceding section of this Statement of Additional Information. No
attempt is made to present a complete explanation of the federal income tax
treatment of each Tax-Free Fund or its Shareholders, and this discussion is not
intended as a substitute for careful tax planning. Accordingly, prospective
purchasers of Shares of a Tax-Free Fund are urged to consult their tax 
advisors with specific reference to their own tax situation, including the
potential application of state, local and foreign taxes.
    

                                                                              65
<PAGE>   660
ADDITIONAL TAX INFORMATION CONCERNING THE INTERNATIONAL EQUITY INDEX FUND

         Transactions of the International Equity Index Fund in foreign
currencies, foreign currency denominated debt securities and certain foreign
currency options, future contracts and forward contracts (and similar
instruments) may result in ordinary income or loss to the Fund for federal
income tax purposes which will be taxable to the Shareholders as such when it is
distributed to them.

   
         Gains from foreign currencies (including foreign currency options,
foreign currency futures and foreign currency forward contracts) will constitute
qualifying income for purposes of the 90% test only to the extent that they are
directly related to the trust's business of investing in stock or securities.
    

         Investment by the International Equity Index Fund in certain "passive
foreign investment companies" could subject the Fund to a U.S. federal income
tax or other charge on proceeds from the sale of its investment in such a
company or other distributions from such a company, which tax cannot be
eliminated by making distributions to International Equity Index Fund
Shareholders. If the International Equity Index Fund elects to treat a passive
foreign investment company as a "qualified electing fund," different rules would
apply, although the International Equity Index Fund does not expect to make such
an election. Rather, the Fund intends to avoid such tax or other charge by
making an election to mark such investments to market annually.

FOREIGN TAX CREDIT

         If more than 50% of the International Equity Index Fund's total assets
at year end consist of the debt and equity securities of foreign corporations,
the Fund intends to elect to permit its Shareholders who are U.S. citizens to
claim a foreign tax credit or deduction on their U.S. income tax returns for
their pro rata share of foreign taxes paid by the Fund. In that case,
Shareholders will be required to include in gross income their pro rata share of
foreign taxes paid by the Fund. Each Shareholder may then claim a foreign tax
credit or a tax deduction that would offset some or all of the increased tax
liability. Generally, a credit for foreign taxes is subject to the limitation
that it may not exceed the Shareholder's U.S. tax attributable to his or her
total foreign source taxable income. For this purpose, the source of the income
to the International Equity Index Fund flows through to the Fund's Shareholders.
Gains to the International Equity Index Fund from the sale of securities
generally will be treated as derived from U.S. sources and certain currency
fluctuation gains, including fluctuation gains from foreign currency denominated
debt securities, receivables and payables, will be treated as ordinary income
derived from U.S. sources. With limited exceptions, the foreign tax credit is
allowed to offset only 90% of the alternative minimum tax imposed on
corporations and individuals. Because of these limitations, Shareholders may be
unable to claim a credit for the full amount of their proportionate share of the
foreign taxes paid by the International Equity Index Fund.

   
         The foregoing is only a general description of the treatment of foreign
source income or foreign taxes under the United States federal income tax laws.
Because the availability of a credit or deduction depends on the particular
circumstances of each Shareholder, Shareholders are advised to consult their own
tax advisors.
    


                                    VALUATION

VALUATION OF THE MONEY MARKET AND INSTITUTIONAL MONEY MARKET FUNDS

                                                                              66

<PAGE>   661
         The Money Market and Institutional Money Market Funds have elected to
use the amortized cost method of valuation pursuant to Rule 2a-7 under the 1940
Act. This involves valuing an instrument at its cost initially and thereafter
assuming a constant amortization to maturity of any discounts or premium,
regardless of the impact of fluctuating interest rates on the market value of
the instrument. This method may result in periods during which value, as
determined by amortized cost, is higher or lower than the price each Fund would
receive if it sold the instrument. The value of securities in the Funds can be
expected to vary inversely with changes in prevailing interest rates.

         Pursuant to Rule 2a-7, the Money Market and Institutional Money Market
Funds will maintain a dollar-weighted average portfolio maturity appropriate to
their objective of maintaining a stable net asset value per Share, provided that
no Fund will purchase any security with a remaining maturity of more than 397
days (securities subject to repurchase agreements and certain variable or
floating rate instruments may bear longer maturities) nor maintain a
dollar-weighted, average portfolio maturity which exceeds 90 days. The Trust's
Board of Trustees has also undertaken to establish procedures reasonably
designed, taking into account current market conditions and a Fund's investment
objective, to stabilize the net asset value per Share of the Money Market Funds
for purposes of sales and redemptions at $1.00. These procedures include review
by the Trustees, at such intervals as they deem appropriate, to determine the
extent, if any, to which the net asset value per Share of each Fund calculated
by using available market quotations deviates from $1.00 per Share. In the event
such deviation exceeds one half of one percent, the Rule requires that the Board
promptly consider what action, if any, should be initiated. If the Trustees
believe that the extent of any deviation from a Fund's $1.00 amortized cost
price per Share may result in material dilution or other unfair results to new
or existing investors, they will take such steps as they consider appropriate to
eliminate or reduce to the extent reasonably practicable any such dilution or
unfair results. These steps may include selling portfolio instruments prior to
maturity, shortening the average portfolio maturity, withholding or reducing
dividends, reducing the number of a Fund's outstanding Shares without monetary
consideration, or utilizing a net asset value per Share determined by using
available market quotations.

VALUATION OF THE EQUITY FUNDS, THE BOND FUNDS AND THE MUNICIPAL BOND FUNDS

         Except as noted below, investments of the Asset Allocation Fund, Equity
Funds, Bond Funds, and Municipal Bond Funds of the Trust in securities the
principal market for which is a securities exchange are valued at their market
values based upon the latest available sales price or, absent such a price, by
reference to the latest available bid and asked prices in the principal market
in which such securities are normally traded. Except as noted below, investments
of the International Equity Index Fund in securities the principal market for
which is a securities exchange are valued at the closing mid-market price on
that exchange on the day of computation.

   
With regard to each of the above-mentioned Funds, securities the principal
market for which is not a securities exchange are valued at the mean of their
latest bid and ask quotations in such principal market. Securities and other
assets for which quotations either (1) are not readily available or (2) in the
case of the International Equity Index Fund are determined by that Fund's 
Advisor or Sub-Advisor to not accurately reflect their value are valued at
their fair value as determined in good faith under consistently applied
procedures established by and under the general supervision of the Trustees of
the Trust. Short-term securities are valued at either amortized cost or original
cost plus accrued interest, which
    


                                                                              67
<PAGE>   662
approximates current value. Mutual fund investments of the Funds of Funds will
be valued at the most recently calculated net asset value.

         The value of a foreign security is determined in its national currency
as of the close of trading on the foreign exchange or other principal market on
which it is traded, which value is then converted into its U.S. dollar
equivalent at the foreign exchange closing mid-market rate reported in the
FINANCIAL TIMES as the closing rate for that date. When an occurrence subsequent
to the time a value of a foreign security was so established is likely to have
changed the value, then the fair value of those securities will be determined by
consideration of other factors by or under the direction of the Trustees of the
Trust or their delegates.

   
         Securities for which market quotations are readily available will be
valued on the basis of quotations provided by dealers in such securities or
furnished by a pricing service. Securities for which market quotations are not
readily available and other assets will be valued at fair value using methods
determined in good faith by the Investment Advisor under the supervision of
the Trustees and may include yield equivalents or a pricing matrix.
    



                ADDITIONAL INFORMATION REGARDING THE CALCULATION
                          OF PER SHARE NET ASSET VALUE

         The net asset value of each Fund is determined and its Fiduciary Class,
Class A, Class B and Service Class Shares are priced as of the times specified
in each Fund's Prospectus. The net asset value per Share of each Fund's
Fiduciary Class, Class A, Class B and Service Class Shares is calculated by
determining the value of the respective Class's proportional interest in the
securities and other assets of the Fund, less (i) such Class's proportional
share of general liabilities and (ii) the liabilities allocable only to such
Class, and dividing such amount by the number of Shares of the Class
outstanding. The net asset value of a Fund's Fiduciary Class, Class A, Class B
and Service Class Shares may differ from each other due to the expense of the
Distribution and Shareholders Services Plan fee applicable to a Fund's Class A,
Class B and Service Class Shares.

                 ADDITIONAL PURCHASE AND REDEMPTION INFORMATION

         All of the classes of Shares in each Fund (other than Class A shares of
the Income Fund) are sold on a continuous basis by The One Group Services
Company (the "Distributor"), and the Distributor has agreed to use appropriate
efforts to solicit all purchase orders.

         Fiduciary Class Shares in a Fund may be purchased, through procedures
established by the Distributor, by institutional investors, including affiliates
of BANC ONE CORPORATION and any bank, depository institution, insurance company,
pension plan or other organization authorized to act in fiduciary, advisory,
agency, custodial or similar capacities.

         Class A and Class B Shares (except Class A shares of the Income Fund)
may be purchased by any investor that does not meet the purchase eligibility
criteria, described above, with respect to Fiduciary Shares. Class A shares of
the Income Fund may only be purchased in connection with investment company
consolidations and reorganizations. In addition to purchasing Class A and Class
B Shares directly from the Distributor, an investor may purchase Class A and
Class B Shares through a financial institution, such as a bank, savings and loan
association, insurance company (each a "Shareholder Servicing Agent") that has


                                                                              68
<PAGE>   663
established a Shareholder servicing agreement with the Distributor, or through a
broker-dealer that has established a dealer agreement with the Distributor.
Questions concerning the eligibility requirements for each class of the Trust's
Shares may be directed to the Distributor at 1-800-480-4111.

         Service Class Shares are available only in the Prime Money Market and
U.S. Treasury Securities Money Market Funds. This class of shares is available
to broker-dealers, other financial intermediaries, banks and other depository
institutions requiring special administrative and accounting services (E.G.,
sweep processing).


   
         As described in each Prospectus for each of the Equity and Bond Funds
and the Funds of Funds, and in the Multiple Class Plan, under certain
circumstances, Class A Shares of a Fund may be purchased free of the sales
charge applicable to such Class A Shares. No sales charge is imposed on Class A
Shares of the Funds: (i) issued through reinvestment of dividends and capital
gains distributions; (ii) acquired through the exercise of exchange privileges
where a comparable sales charge has been paid for exchanged Shares; (iii)
purchased by officers, directors or trustees, retirees and employees (and their
spouses and immediate family members) of the Trust, of BANC ONE CORPORATION and
its subsidiaries and affiliates, of the Distributor and its subsidiaries and
affiliates, or of an investment sub-Advisor of a Fund of the Trust and such
sub-Advisor's subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE
CORPORATION and certain accounts (other than Individual Retirement Accounts) for
which financial organizations, including any bank, depository institution,
insurance company, pension plan or other organization are authorized to act in
fiduciary, advisory, agency, custodial or similar capacities, or purchased by
investment Advisors, financial planners or other intermediaries who have a
dealer arrangement with the Distributor, who place trades for their own accounts
or for the accounts of their clients and who charge a management, consulting or
other fee for their services, as well as clients of such investment Advisors,
financial planners or other intermediaries who place trades for their own
accounts if the accounts are linked to the master account of such investment
Advisor, financial planner or other intermediary; (v) purchased with proceeds
from the recent redemption of Fiduciary Class Shares of a Fund of the Trust or
acquired in an exchange of Fiduciary Class Shares of a Fund for Class A Shares
of the same Fund; (vi) purchased with proceeds from the recent redemption of
Shares of a mutual fund (other than a Fund of the Trust) for which a sales
charge was paid; (vii) purchased in an Individual Retirement Account with the
proceeds of a distribution from an employee benefit plan, provided that, at the
time of distribution, the employee benefit plan had plan assets invested in a
Fund of the Trust; (viii) purchased with Trust assets; (ix) purchased in
accounts as to which a bank or broker-dealer charges an asset allocation fee,
provided the bank or broker-dealer has an agreement with the Distributor; (x)
directly purchased with the proceeds of a distribution on a bond for which a
BANC ONE CORPORATION affiliate bank or trust company is the Trustee or Paying
Agent; or (xi) purchased in connection with plans of reorganization of a Fund,
such as mergers, asset acquisitions and exchange offers to which a Fund is a
party.
    

         An investor relying upon any of the categories of waivers of the sales
charge must qualify for such waiver in advance of the purchase with the
Distributor or the financial institution or intermediary through which Shares
are purchased by the investor.

         The waiver of the sales charge under circumstances (v), (vi), and (vii)
above applies only if the purchase is made within 60 days of the redemption and
if conditions imposed by the Distributor are met. The waiver policy with respect
to the purchase of Shares through the use of proceeds from a recent redemption
or


                                                                              69
<PAGE>   664
distribution as described in clauses (v), (vi), and (vii) above will not be
continued indefinitely and may be discontinued at any time without notice.
Investors should call the Distributor at 1-800-480-4111 to determine whether
they are eligible to purchase Shares without paying a sales charge through the
use of proceeds from a recent redemption or distribution as described above, and
to confirm continued availability of these waiver policies prior to initiating
the procedures described in clauses (v), (vi), and (vii).

         Fiduciary Class Shareholders of a Fund may exchange their Shares for
Class A Shares of the same Fund or for Class A Shares or Fiduciary Class Shares
of another Fund of the Trust. Class A Shareholders may exchange their Shares for
Fiduciary Class Shares of a Fund or for Fiduciary Class or Class A Shares of
another Fund or the Trust, if the Shareholder is eligible to purchase such
Shares. If a Class A Shareholder of the Income Fund exchanges his or her Shares
within one year of receipt of the Shares, the Shareholder will be assessed a 2%
redemption fee. The exchange privilege may be exercised only in those states
where the Shares of the Fund or such other Fund may be legally sold. All
exchanges discussed herein are made at the net asset value of the exchanged
Shares, except as provided below. The Trust does not impose a charge for
processing exchanges of Shares. If a Shareholder seeks to exchange Class A
Shares of a Fund that does not impose a sales charge for Class A Shares of a
Fund that does, or the Fund being exchanged into has a higher sales charge, the
Shareholder will be required to pay a sales charge in the amount equal to the
difference between the sales charge applicable to the Fund into which the Shares
are being exchanged and any sales charge previously paid for the exchanged
Shares, including any sales charges incurred on any earlier exchanges of the
Shares (unless such sales charge is otherwise waived as provided above). The
exchange of Fiduciary Class Shares for Class A Shares also will require payment
of the sales charge unless the sales charge is waived, as provided above. If a
Shareholder (no longer eligible to purchase Fiduciary Shares) purchases Class A
Shares of a Fund, the Shareholder will be subject to Distribution and
Shareholder Services Plan Fees.

         Class B Shareholders of a Fund may exchange their Shares for Class B
Shares of any other Fund of the Trust on the basis of the net asset value of the
exchanged Class B Shares, without the payment of any Contingent Deferred Sales
Charge that might otherwise be due upon redemption of the outstanding Class B
Shares. The newly acquired Class B Shares will be subject to the higher
Contingent Deferred Sales Charge of either the Fund from which the Shares were
exchanged or the Fund into which the Shares were exchanged. With respect to
outstanding Class B Shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the Fund the Shares are
exchanging into or any other Fund from which the Shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B Shares, the
holding period for outstanding Class B Shares of the Fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B Shares. For purposes of calculating the holding period applicable to the newly
acquired Class B Shares, the newly acquired Class B Shares shall be deemed to
have been issued on the date of receipt of the Shareholder's order to purchase
the outstanding Class B Shares of the Fund from which the initial exchange was
made.

         Service Class Shareholders may not exchange their Service Class Shares
for Shares of any other class, nor may Shares of any other class be exchanged
for Service Class Shares.


                                                                              70
<PAGE>   665
         Shares of the Institutional Money Market Funds may be purchased by
commercial and retail institutional investors, including affiliates of BANC ONE
CORPORATION, that have opened an account with the Transfer Agent either directly
or through a Shareholder Servicing Agent, by persons whose individual net worth,
or joint net worth with that person's spouse, at the time of his or her purchase
exceeds $1,000,000, or by persons whose individual annual income, or joint
annual income with that person's spouse, at the time of his or her purchase
exceeds $200,000.

         The Trust may suspend the right of redemption or postpone the date of
payment for Shares during any period when (a) trading on the New York Stock
Exchange (the "Exchange") is restricted by applicable rules and regulations of
the Securities and Exchange Commission, (b) the Exchange is closed for other
than customary weekend and holiday closings, (c) the Securities and Exchange
Commission has by order permitted such suspension, or (d) an emergency exists as
determined by the Securities and Exchange Commission.

         The Trust may redeem Shares involuntarily if redemption appears
appropriate in light of the Trust's responsibilities under the 1940 Act. (See
"Valuation of the Money Market and Institutional Money Market Funds and the
Municipal Money Market Fund" above.)


                             MANAGEMENT OF THE TRUST

TRUSTEES & OFFICERS

         Overall responsibility for management of the Trust rests with the Board
of Trustees of the Trust, who are elected by the Shareholders of the Trust.
There are currently four Trustees, all of whom are not "interested persons" of
the Trust within the meaning of that term under the 1940 Act. The Trustees, in
turn, elect the officers of the Trust to supervise actively its day-to-day
operations.

         The Trustees of the Trust, their addresses, and principal occupations
during the past five years are set forth below.


   
<TABLE>
<CAPTION>
                                       Position(s) Held                Principal Occupation During
Name and Address                       With the Trust                  Past 5 Years
- ----------------                       ----------------                ------------
<S>                                    <C>                             <C>             
Peter C. Marshall                      Trustee                         From November, 1993 to present,
DCI Marketing, Inc.                                                    President, DCI Marketing, Inc.; 
2727 W. Good Hope Road                                                 from 1992 to November, 1993, Vice
Milwaukee, WI 53209                                                    President-Finance and Treasurer,
                                                                       DCI  Marketing, Inc.; from 1987 to
August,                                                                1992, has served as an officer in the
                                                                       corporate finance group of Blunt,
                                                                       Ellis & Loewi and its successor
                                                                       corporation, Kemper Securities, Inc.


Charles I. Post                        Trustee                         From July, 1986 to present, has
7615 4th Avenue West                                                   been self-employed as a
Bradenton, FL 34209                                                    consultant.
</TABLE>
    


                                                                              71
<PAGE>   666
   
<TABLE>
<S>                                    <C>                             <C>           
John S. Randall                        Trustee                         Since 1972, has been
1840 North Prospect Ave.                                               self-employed as
Apt. 419                                                               a management consultant.
Milwaukee, WI   53202

Frederick W. Ruebeck                   Trustee                         From June, 1988 to present, has 
Eli Lilly & Company                                                    been Director of Investments, Eli
Lilly  Corporate Center                                                Lilly and Company.
307 East McCarty
Indianapolis, IN 46285
</TABLE>
    

         The Trustees of the Trust receive fees and expenses for each meeting of
the Board of Trustees attended. No officer or employee of the Distributor
currently acts as a Trustee of the Trust.

   
         The Compensation Table below sets forth the estimated total
compensation to the Trustees from the Trust and the operational funds of The One
Group for the Trust's fiscal year ended June 30, 1996.
    

                                                                              72
<PAGE>   667
                              COMPENSATION TABLE(1) 

   
<TABLE>
<CAPTION>
                                                                PENSION OR
                                                                RETIREMENT
                                                                 BENEFITS          ESTIMATED          TOTAL
                                              AGGREGATE           ACCRUED           ANNUAL        COMPENSATION
              NAME OF                       COMPENSATION          AS PART          BENEFITS           FROM
              PERSON,                         FROM THE            OF FUND            UPON           THE FUND
             POSITION                           TRUST            EXPENSES         RETIREMENT       COMPLEX(2)
             --------                       ------------        -----------       ----------      ------------
<S>                                             <C>                   <C>              <C>             <C>    
Peter C. Marshall,                              $36,000               N/A              N/A             $39,000
Chairman

Charles I. Post,                                $33,500               N/A              N/A             $36,500
Trustee

John S. Randall,                                $33,500               N/A              N/A             $36,500
Trustee

Frederick W. Ruebeck,                           $33,500               N/A              N/A             $36,500
Trustee
</TABLE>
    

   
1        Figures are for the Trust's fiscal year ended June 30, 1996.
    

   
2        "Fund Complex" comprises the 26 operational funds of The One Group
         as well as the 4 funds of The One Group(R) Investment Trust at June 30,
         1996.
    

         The officers of the Trust receive no compensation directly from the
Trust for performing the duties of their offices. The officers of the Trust,
their addresses, and principal occupations during the past five years are shown
below.


                                                                              73
<PAGE>   668
<TABLE>
<CAPTION>
                                                 POSITION(s) HELD                       PRINCIPAL OCCUPATION
NAME AND ADDRESS                                 WITH THE TRUST                         DURING PAST 5 YEARS
- ----------------                                 --------------                         -------------------

<S>                                              <C>                                    <C>                   
Mark Dillon                                      President                              From 1993 to present, Vice-
The One Group Services                                                                  President of BISYS Fund
Company                                                                                 Services, Inc. and President of
3435 Stelzer Road                                                                       The One Group Services
Columbus, Ohio 43219                                                                    Company; from 1986 to 1993,
                                                                                        Vice-President of the Winsbury
                                                                                        Company

Mark Redman                                      Vice President                         From June, 1995 to present,
BISYS Fund Services                              & Treasurer                            Vice President, The One Group
3435 Stelzer Road                                                                       Services Company; from
Columbus, Ohio 43219                                                                    February 1989 to present,
                                                                                        employee of the Winsbury
                                                                                        Company

George O. Martinez                               Secretary                              From March 1995 to present,
BISYS Fund Services, Inc.                                                               Senior Vice President and
3435 Stelzer Road                                                                       Director of Legal and
Columbus, OH 43219                                                                      Compliance Services, BISYS
                                                                                        Fund Services, Inc.; from June
                                                                                        1989 - March 1995, Vice
                                                                                        President and Associate
                                                                                        General Counsel, Alliance
                                                                                        Capital Management

Alaina J. Metz                                   Assistant Secretary                    From June 1995 to present,
BISYS Fund Services, Inc.                                                               Chief Administrator,
3435 Stelzer Road                                                                       Administration and Regulatory
Columbus, Ohio 43219                                                                    Services, BISYS Fund Services,
                                                                                        Inc.; from May 1989 - June 1995,
                                                                                        Supervisor, Mutual Fund Legal
                                                                                        Department, Alliance Capital
                                                                                        Management.
</TABLE>


                                                                              74
<PAGE>   669
   
INVESTMENT  ADVISOR
    

         Banc One Investment Advisors Corporation

   
         Investment advisory services to each of the Trust's Funds are provided
by Banc One Advisors. Banc One Advisors makes the investment decisions for the
assets of the Fund and continuously reviews, supervises and administers the
Fund's investment program, subject to the supervision of, and policies
established by, the Trustees of the Trust. The Trust's Shares are not sponsored,
endorsed or guaranteed by, and do not constitute obligations or deposits of any
bank affiliate of Banc One Advisors and are not insured by the FDIC or issued
or guaranteed by the U.S. government or any of its agencies.

          Banc One Advisors is an indirect, wholly-owned subsidiary of BANC ONE
CORPORATION, a bank holding company incorporated in the state of Ohio. BANC ONE
CORPORATION has affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Ohio, Oklahoma, Texas, Utah, West Virginia and
Wisconsin. In addition, BANC ONE CORPORATION has several affiliates that engage
in data processing, venture capital, investment and merchant banking, and other
diversified services including trust management, investment management,
brokerage, equipment leasing, mortgage banking, consumer finance, and insurance.
On a consolidated basis, BANC ONE CORPORATION had assets of over  $90 billion
as of June 30, 1996.

          Banc One Advisors represents a consolidation of the investment
advisory staffs of a number of bank affiliates of BANC ONE CORPORATION, which
have considerable experience in the management of open-end management investment
company portfolios, including The One Group (formerly, the Helmsman Fund)
since 1985.

         Prior to January 11, 1993, investment advisory services were provided
to the Income Equity, Disciplined Value, Growth Opportunities, and Large Company
Value Funds by Bank One, Milwaukee, NA ("Bank One, Milwaukee"). Prior to January
11, 1993, investment advisory services were provided to the Money Market Funds,
the Institutional Money Market Funds, the Bond Funds, and the Intermediate
Tax-Free Bond Fund by Bank One, Indianapolis, NA ("Bank One, Indianapolis").
Prior to January 11, 1993, investment advisory services were provided to the
International Equity Index, Equity Index, and the Ohio Municipal Bond Funds by
Bank One, Columbus, NA ("Bank One, Columbus"). Prior to January 11, 1993,
investment sub-advisory services were also provided to the Large Company Value
Fund by Bank One, Columbus. Prior to January, 1994, investment advisory services
were provided to the predecessor funds of Intermediate Bond Fund and Large
Company Growth Fund, Sun Eagle Intermediate Fixed Income Fund and Sun Eagle
Equity Growth Fund, respectively, by Bank One, Arizona, NA. Prior to January 20,
1995, investment advisory services were provided to the predecessor Fund of the
Kentucky Municipal Bond Fund, the Trademark Kentucky Municipal Bond Fund, by
Liberty National Bank and Trust Company of Kentucky. Prior to January 2, 1996,
investment advisory services were provided to the predecessor Funds of the
Louisiana Municipal Bond Fund, the Value Growth Fund, and the Gulf South Growth
Fund, formerly Paragon Louisiana Tax-Free Fund, Paragon Value Growth Fund and
Paragon Gulf South Growth Fund, by Premier Investment Advisors, LLP.
    


                                                                              75
<PAGE>   670
   
         During the fiscal years ended June 30, 1996, 1995 and 1994, the
Funds of the Trust paid the following investment advisory fees to Banc One
Advisors (except as noted above) and Banc One Advisors voluntarily waived
investment advisory fees as follows:

                           THE ONE GROUP ADVISORY--NET
    
   
<TABLE>
<CAPTION>
                                                              FISCAL YEAR ENDED JUNE 30,
                                             1996                        1995                          1994      
                                             ----                        ----                          ----       -
FUND                                   NET         WAIVED          NET          WAIVED           NET            WAIVED
- ----                                   ---         ------          ---          ------           ---            ------
<S>                                 <C>           <C>           <C>            <C>            <C>              <C>
U.S. Treasury Securities
  Money Market                      $3,335,123    $2,120,534    $2,258,214     $1,956,704     $1,605,856       $1,134,557
Prime Money Market                  $5,939,373    $2,662,726    $3,991,856     $2,887,240     $2,660,254       $2,092,557
Municipal Money Market              $1,111,463    $  930,328    $  964,943     $  834,690     $  618,798       $  489,886
Ohio Municipal Money Market         $  171,609    $  114,565    $  163,752     $  112,517     $   52,130       $  103,823
Income Equity                       $1,809,128    $   70,594    $1,466,342     $    7,338     $1,467,442       $  107,348
Disciplined Value                   $3,934,183    $   61,237    $3,306,317     $        0     $2,365,739       $  151,852
Growth Opportunities                $3,688,445    $   54,262    $3,024,214     $    6,973     $2,338,599       $  141,253
Equity Index                        $  238,008    $  638,315    $  167,195     $  396,281     $  281,951       $  123,050
Large Company Value                 $3,763,553    $        0    $1,730,555     $        0     $  993,450       $   85,726
Asset Allocation                    $  306,083    $   92,023    $  214,418     $   68,226     $  178,798       $   84,284
International Equity Index          $1,279,277    $   91,958    $1,036,935     $        0     $  507,696       $        0
Large Company Growth                $5,235,736    $  245,284    $2,515,585     $        0     $  318,079       $  226,900
Income Bond                         $1,918,010    $1,135,461    $1,662,030     $1,317,284     $1,774,670       $1,543,297
Limited Volatility Bond             $1,330,873    $1,450,516    $1,155,274     $1,393,194     $1,275,561       $1,428,366
Intermediate Tax-Free Bond          $  629,789    $  769,809    $  499,312     $  699,036     $  523,644       $  599,746
Municipal Income                    $  714,573    $  387,167    $  572,498     $  246,244     $  365,946       $  166,864
Ohio Municipal Bond                 $  257,158    $  328,794    $  299,400     $  302,235     $  328,834       $  314,126
Government Bond                     $2,182,543    $   70,159    $1,251,932     $   38,861     $  611,976       $   21,496
Ultra Short-Term Income             $   29,293    $  227,497    $  277,435     $  208,134     $  848,254       $  299,477
Intermediate Bond                   $  612,348    $  747,012    $  239,603     $  597,220     $        0       $  353,976
Treasury Only Money Market          $  287,729    $        0    $  181,522     $   16,794     $   82,477       $   53,130
Government Money Market             $  612,362    $    5,166    $  478,342     $  101,302     $  129,862       $  290,296
Kentucky Municipal Bond
(Trademark Kentucky Municipal
Bond)**                             $  108,684    $  132,964    $   53,481     $   59,433     $  263,106***    $    8,528***
Institutional Prime Money Market           NA*           NA*           NA*            NA*            NA*              NA*
Treasury Money Market                      NA*           NA*           NA*            NA*            NA*              NA*
Tax-Exempt Money Market                    NA*           NA*           NA*            NA*            NA*              NA*
Arizona Municipal Bond                     NA*           NA*           NA*            NA*            NA*              NA*
Texas Tax-Free Bond                        NA*           NA*           NA*            NA*            NA*              NA*
W. Virginia Municipal Bond                 NA*           NA*           NA*            NA*            NA*              NA*
Louisiana Municipal Bond            $  207,766++  $  103,883++  $  992,485+    $  198,495+    $  808,335+      $  202,083+
Value Growth                        $  400,112++  $   51,948++  $1,281,345+           NA+     $1,154,672+             NA+
Gulf South Growth                   $  184,391++  $   25,531++  $  582,482+           NA+     $  523,002+             NA+
Income Fund                                NA*           NA*           NA*            NA*            NA*              NA*
Investor Growth                            NA*           NA*           NA*            NA*            NA*              NA*
Investor Growth & Income                   NA*           NA*           NA*            NA*            NA*              NA*
Investor Aggressive Growth                 NA*           NA*           NA*            NA*            NA*              NA*
Investor Conservative Growth               NA*           NA*           NA*            NA*            NA*              NA*
Investor Balanced                          NA*           NA*           NA*            NA*            NA*              NA*
Investor Fixed Income                      NA*           NA*           NA*            NA*            NA*              NA*
</TABLE>
    


                                                                              76
<PAGE>   671
   
*        As of June 30, 1996, the Fund had not commenced operations.

**       In the fiscal year ended June 30,  1994, and from July 1, 1994 through
         January 19, 1995, the Advisor was Liberty National Bank and Trust
         Company of Kentucky.
    

***     Fees for the period from February 1, 1994 through January 19, 1995.



   
 +       For fiscal years ended November 30, 1994 and 1995, the Advisor was
         Premier Investment Advisors, LLC.
 
++       Fees for the period from December 31, 1995 to June 30, 1996.     

         All investment advisory services are provided to the Funds by Banc
One Advisors pursuant to an investment advisory agreement dated January 11, 1993
(the "Investment Advisory Agreement"). The Investment Advisory Agreement (and
the Sub-Investment Advisory Agreement described immediately following,
collectively, the "Advisory and Sub-Advisory Agreements") will continue in
effect as to a particular Fund from year to year, if such continuance is
approved at least annually by the Trust's Board of Trustees or by vote of a
majority of the outstanding Shares of such Fund (as defined under "ADDITIONAL
INFORMATION--Miscellaneous" in this Statement of Additional Information), and a
majority of the Trustees who are not parties to the respective investment
advisory agreements or interested persons (as defined in the Investment Company
Act of 1940) of any party to the respective investment advisory agreements by
votes cast in person at a meeting called for such purpose. The Advisory and
Sub-Advisory Agreements were renewed by the Trust's Board of Trustees at their
quarterly meeting on August 17, 1995. The Advisory and Sub-Advisory Agreements
are terminable as to a particular Fund at any time on 60 days' written notice
without penalty by the Trustees, by vote of a majority of the outstanding Shares
of that Fund, or by the Fund's Advisor or Sub-Advisor as the case may be.
The Advisory and Sub-Advisory Agreements also terminate automatically in the
event of any assignment, as defined in the 1940 Act.

         The Advisory and Sub-Advisory Agreements each provide that the
respective Advisor or Sub-Advisor shall not be liable for any error of
judgment or mistake of law or for any loss suffered by the Trust in connection
with the performance of the respective investment advisory agreements, except a
loss resulting from a breach of fiduciary duty with respect to the receipt of
compensation for services or a loss resulting from willful misfeasance, bad
faith, or gross negligence on the part of Banc One Advisors or Sub-Advisor
in the performance of its duties, or from reckless disregard by it of its duties
and obligations thereunder.

         Goldman Sachs Asset Management, formerly the investment Sub-Advisor
to the Ultra Short-Term Income Fund, received $417,950 in sub-advisory fees
from Banc One Advisors for the fiscal year ended June 30, 1994, $176,570 in
sub-advisory fees from Banc One Advisors for the fiscal year ended June 30, 
1995 and $26,251 in sub-advisory fees from Banc One Advisors for the fiscal
year ended June 30, 1996.
    

         Boston International Advisors, Inc.

   
         Boston International Advisors serves as investment Sub-Advisor to the
International Equity Index Fund pursuant to an agreement with Banc One Advisors
dated January 11, 1993. The principal executive officers of Boston International
Advisors, Inc. ("Boston International"), Messrs. Lyle H. Davis, Norman H. Meltz,
    


                                                                              77
<PAGE>   672
   
and David A. Umstead, each own more than 25 percent of the outstanding voting
securities of Boston International. Boston International received $113,644 in
sub-advisory fees from Banc One Advisors for the fiscal year ended June 30,
1994, $161,906 in sub-advisory fees from Banc One Advisors for the fiscal year
ended June 30, 1995 and $212,352 in sub-advisory fees from Banc One Advisors 
for the fiscal year ended June 30, 1996.
    

GLASS-STEAGALL ACT

   
         In 1971 the United States Supreme Court held in INVESTMENT COMPANY
INSTITUTE V. CAMP that the federal statute commonly referred to as the
Glass-Steagall Act prohibits a national bank from operating a Fund for the
collective investment of managing agency accounts. Subsequently, the Board of
Governors of the Federal Reserve System (the "Board") issued a regulation and
interpretation to the effect that the Glass-Steagall Act and such decision: (a)
forbid a bank holding company registered under the Federal Bank Holding Company
Act of 1956 (the "Holding Company Act") or any non-bank affiliate thereof from
sponsoring, organizing, or controlling a registered, open-end investment company
continuously engaged in the issuance of its Shares, but (b) do not prohibit such
a holding company or affiliate from acting as investment Advisor, transfer
agent, and custodian to such an investment company. In 1981, the United States
Supreme Court held in BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM V.
INVESTMENT COMPANY INSTITUTE that the Board did not exceed its authority under
the Holding Company Act when it adopted its regulation and interpretation
authorizing bank holding companies and their non-bank affiliates to act as
investment Advisors to registered closed-end investment companies. In the
BOARD OF GOVERNORS case, the Supreme Court also stated that if a national bank
complied with the restrictions imposed by the Board in its regulation and
interpretation authorizing bank holding companies and their non-bank affiliates
to act as investment Advisors to investment companies, a national bank
performing investment advisory services for an investment company would not
violate the Glass-Steagall Act. In addition, state securities laws on this issue
may differ from the interpretations of federal law expressed herein and banks
and financial institutions may be required to register as dealers pursuant to
state law.

         In the Investment Advisory Agreement with the Trust, Banc One
Advisors has represented to the Trust that it possesses the legal authority to
perform the investment advisory services contemplated by the agreement and
described in the Prospectuses and this Statement of Additional Information
without violation of applicable statutes and regulations. Future changes in
either federal or state statutes and regulations relating to the permissible
activities of banks or bank holding companies and the subsidiaries or affiliates
of those entities, as well as further judicial or administrative decisions or
interpretations of present and future statutes and regulations, could prevent or
restrict Banc One Advisors from continuing to perform such services for the
Trust. Depending upon the nature of any changes in the services which could be
provided by Banc One Advisors, the Board of Trustees of the Trust would
review the Trust's relationship with Banc One Advisors and consider taking all
action necessary in the circumstances.
    

         Should future legislative, judicial, or administrative action prohibit
or restrict the proposed activities of BANC ONE CORPORATION subsidiary banks or
their correspondent banks in connection with customer purchases of Shares of the
Trust, these banks might be required to alter materially or discontinue the
services offered by them to customers. It is not anticipated, however, that any
change in the Trust's method of operations would affect its net asset value per
Share or result in financial losses to any customer.

PORTFOLIO TRANSACTIONS


                                                                              78
<PAGE>   673
   
         Pursuant to the Advisory and Sub-Advisory Agreements, Banc One Advisors
and the Sub-Advisor determine, subject to the general supervision of the Board
of Trustees of the Trust and in accordance with each Fund's investment objective
and restrictions, which securities are to be purchased and sold by each such
Fund and which brokers are to be eligible to execute its portfolio transactions.
Purchases and sales of portfolio securities with respect to the Money Market
Funds, the Bond Funds, the Funds of Funds and (to a varying degree) the Asset
Allocation Fund usually are principal transactions in which portfolio securities
are purchased directly from the issuer or from an underwriter or market maker
for the securities. Purchases from underwriters of portfolio securities
generally include (but not in the case of mutual fund shares purchased by the
Funds of Funds) a commission or concession paid by the issuer to the underwriter
and purchases from dealers serving as market makers may include the spread
between the bid and asked price. Transactions on stock exchanges (other than
certain foreign stock exchanges) involve the payment of negotiated brokerage
commissions. Transactions in the over-the-counter market are generally principal
transactions with dealers. With respect to the over-the-counter market, the
Trust, where possible, will deal directly with the dealers who make a market in
the securities involved except in those circumstances where better price and
execution are available elsewhere. While the Banc One Advisors generally seeks
competitive spreads or commissions, the Trust may not necessarily pay the lowest
spread or commission available on each transaction, for reasons discussed below.

         Allocation of transactions, including their frequency, to various
dealers is determined by Banc One Advisors and the Sub-Advisor with respect
to the Funds each serves based on their best judgment and in a manner deemed
fair and reasonable to Shareholders. The primary consideration is prompt
execution of orders in an effective manner at the most favorable price. Subject
to this consideration, dealers who provide supplemental investment research to 
Banc One Advisors or the Sub-Advisor may receive orders for transactions by the
Trust. Information so received is in addition to and not in lieu of services
required to be performed by Banc One Advisors or the Sub-Advisor and does not
reduce the advisory fees payable to Banc One Advisors or the Sub-Advisor. Such
information may be useful to Banc One Advisors or the Sub-Advisor in serving
both the Trust and other clients and, conversely, supplemental information
obtained by the placement of business of other clients may be useful to Banc
One Advisors or the Sub-Advisor in carrying out their obligations to the
Trust.

         The Trust will not execute portfolio transactions through, acquire
portfolio securities issued by, make savings deposits in, or enter into
repurchase or reverse repurchase agreements with its Advisors or their
affiliates except as may be permitted under the 1940 Act, and will not give
preference to correspondents of BANC ONE CORPORATION subsidiary banks with
respect to such transactions, securities, savings deposits, repurchase
agreements, and reverse repurchase agreements.

         During the Trust's fiscal year ended June 30, 1994, the Trust paid
brokerage commissions to Goldman Sachs Asset Management ("Goldman") for
brokerage services provided. The Asset Allocation Fund, Disciplined Value Fund,
Growth Opportunities Fund and Large Company Value Fund paid $419, $11,504,
$17,688 and $9,208 respectively, to Goldman in brokerage commissions.

         During the Trust's fiscal year ended June 30, 1995, the Trust paid
brokerage commissions to Goldman for brokerage services provided.
    

                      FUND                     COMMISSIONS PAID


                                                                              79

<PAGE>   674
<TABLE>
<S>                                                                             <C>    
         Income Equity                                                          $   700
         Disciplined Value                                                      $81,124
         Growth Opportunities                                                   $47,160
         Large Company Value                                                    $47,640
         Equity Index                                                           $ 6,741
         Asset Allocation                                                       $ 6,677
         Ultra Short-Term Income                                                $   531
         Large Company Growth                                                   $ 3,381
</TABLE>


   
         During the Trust's fiscal year ended June 30, 1996, the Trust paid
brokerage commissions to Goldman for brokerage services provided as follows:


<TABLE>
<CAPTION>
                  FUND                         COMMISSIONS PAID
             <S>                                <C>
             Income Equity                      $    5,750
             Disciplined Value                  $    1,810
             Growth Opportunities               $   11,714
             Equity Index                       $   42,243
             Large Company Value                $   10,650
             Asset Allocation                   $    9,602
             Gulf South Growth                  $    2,265
             Value Growth                       $    1,647

</TABLE>

         During the Trust's fiscal year ended June 30, 1996, the percentage of
the Trust's aggregate brokerage commissions paid to Goldman was 1.26% and the
percentage of the Trust's aggregate dollar amount of transactions involving the
payment of commissions effected through Goldman was 1.47%.

         In the fiscal years ended June 30, 1996, 1995 and 1994, each of the
Funds of the Trust that paid brokerage commissions and the amounts paid for each
year were as follows:

                                  THE ONE GROUP
                              BROKERAGE COMMISSIONS
    

   
<TABLE>
<CAPTION>
                                                FISCAL YEAR ENDED JUNE 30,
FUND                                     1996             1995            1994 
- ----                                     ----             ----            ----  
<S>                                   <C>              <C>              <C>      
Income Equity                         $   96,204       $  102,275       $129,736
Disciplined Value                     $  613,774       $2,572,895       $615,999
Growth Opportunities                  $2,798,442       $1,242,481       $810,546
Equity Index                          $   56,155       $   21,858       $ 79,617
Large Company Value                   $2,126,632       $1,783,768       $539,937
Asset Allocation                      $   61,678       $   42,796       $ 34,662
International Equity Index            $  176,140       $  223,386       $120,976
Large Company Growth                  $  596,397       $  442,672       $169,455
Ultra Short-Term Income               $        0       $      531       $      0
Gulf South Growth                     $   43,039
Value Growth                          $  224,373
</TABLE>
    

   
         Investment decisions for each Fund of the Trust are made independently
from those for the other Funds or any other investment company or account
managed by Banc One Advisors or the Sub-Advisor. Any such other investment
company or account may also invest in the same securities as the Trust. When a
purchase or sale of the same security is made at substantially the same time on
behalf of a given Fund and another Fund, investment company or account (or, in
the case of the International Equity Index Fund, another account), the
transaction will be averaged as to price, and available investments allocated as
to amount, in a manner which Banc One Advisors or the Sub-Advisor of the given
Fund believes to be equitable to the Fund(s) and such other investment company
or account. In some
    


                                                                              80
<PAGE>   675
   
instances, this investment procedure may adversely affect the price paid or
received by a Fund or the size of the position obtained by a Fund. To the extent
permitted by law, Banc One Advisors and the Sub-Advisor may aggregate the
securities to be sold or purchased by it for a Fund with those to be sold or
purchased by it for other Funds or for other investment companies or accounts in
order to obtain best execution. As provided by the Investment Advisory and
Sub-Advisory Agreements, in making investment recommendations for the Trust,
Banc One Advisors and the Sub-Advisor will not inquire or take into
consideration whether an issuer of securities proposed for purchase or sale by
the Trust is a customer of Banc One Advisors or the Sub-Advisor or their parents
or subsidiaries or affiliates and, in dealing with its commercial customers,
Banc One Advisors and the Sub-Advisor and their respective parent, subsidiaries,
and affiliates will not inquire or take into consideration whether securities of
such customers are held by the Trust.
    

ADMINISTRATOR

         The One Group Services Company serves as Administrator (the
"Administrator") to each Fund of the Trust pursuant to a Management and
Administration Agreement with the Trust (the "Administration Agreement"). The
Board of Trustees of the Trust approved The One Group Services Company as the
sole Administrator for each Fund beginning December 1, 1995. The Administrator
assists in supervising all operations of each Fund to which it serves as
Administrator (other than those performed under the respective investment
advisory agreements and Custodian and Transfer Agency Agreements for that Fund).

         Under the Administration Agreement, the Administrator has agreed to
price the portfolio securities of each Fund it serves and to compute the net
asset value and net income of such Funds on a daily basis, to maintain office
facilities for the Trust, to maintain each such Fund's financial accounts and
records, and to furnish the Trust statistical and research data, data
processing, clerical, accounting, and bookkeeping services, and certain other
services required by the Trust with respect to each such Fund. The Administrator
prepares annual and semi-annual reports to the Securities and Exchange
Commission, prepares federal and State tax returns, prepares filings with State
securities commissions, and generally assists in all aspects of the Trust's
operations other than those performed under the investment advisory agreements,
and Custodian and Transfer Agency Agreements. Under the Administration
Agreement, the Administrator may delegate all or any part of its
responsibilities thereunder.

   
          Banc One Advisors also serves as Sub-Administrator to each Fund of
the Trust, pursuant to an agreement between the Administrator and Banc One
Advisors. Pursuant to this agreement, Banc One Advisors performs many of the
Administrator's duties, for which Banc One Advisors receives a fee paid by the
Administrator.

         The Trust paid fees for administrative services to 440 Financial and to
SEI Financial Management, previous Administrators of the Trust, to The Winsbury
Company, the prior Administrator to the predecessor funds of the Large Company
Growth and Intermediate Bond Funds, and to Federated Administrative Services,
the prior Administrator to the predecessor Fund of the Kentucky Municipal Bond
Fund, for the fiscal years ended June 30, 1996, 1995, and 1994  as follows:
    


                                                                              81
<PAGE>   676
   
                                  THE ONE GROUP
                               ADMINISTRATOR--NET
    

   
<TABLE>
<CAPTION>
                                                                        FISCAL YEAR ENDED JUNE 30, 1996
                                                                        --------------------------------    
                                             THE ONE GROUP
                                           SERVICES COMPANY                 BANC ONE ADVISORS **                           440*** 
FUND                                           NET           WAIVED          NET         WAIVED              NET           WAIVED

<S>                                         <C>               <C>         <C>               <C>           <C>              <C>
U.S. Treasury Securities Money Market       $1,675,933        $23,824     $  928,127        0             $  881,386       $ 19,060 
Prime Money Market                          $2,490,499        $     0     $1,463,271        0             $1,611,838       $      0 
Municipal Money Market                      $  504,611        $58,625     $  340,160        0             $  328,817       $ 82,052 
Ohio Municipal Money Market                 $    9,933        $87,195     $   53,819        0             $   22,276       $ 39,800 
Income Equity                               $  286,663        $     0     $  151,456        0             $  136,804       $      0 
Disciplined Value                           $  543,544        $     0     $  321,420        0             $  357,658       $      0 
Growth Opportunities                        $  511,634        $     0     $  301,050        0             $  332,353       $      0 
Equity Index                                $  219,301        $96,276     $  165,797        0             $   52,623       $119,116 
Large Company Value                         $  532,314        $     0     $  300,440        0             $  283,851       $ 32,509 
Asset Allocation                            $   19,184        $48,482     $   33,779        0             $   22,718       $ 11,794 
International Equity Index                  $  307,633        $     0     $  171,529        0             $  172,763       $      0 
Large Company Growth                        $  778,543        $     0     $  441,303        0             $  457,430       $      0 
(Sun Eagle: Equity Growth)                                                                                                          
Income Bond                                 $  505,703        $     0     $  302,920        0             $  343,646       $    186 
Limited Volatility Bond                     $  471,594        $     0     $  275,961        0             $  301,887       $      0 
Intermediate Tax-Free Bond                  $  222,203        $     0     $  138,734        0             $  167,244       $      0 
Municipal Income                            $  210,905        $43,781     $  142,512        0             $  110,442       $ 43,233 
Ohio Municipal Bond                         $   81,876        $15,630     $   57,825        0             $   55,179       $ 11,740 
Government Bond                             $  544,937        $ 6,947     $  297,480        0             $  270,620       $ 12,171 
Ultra Short-Term Income                     $        0        $50,706     $   28,274                      $        0       $ 35,162 
Intermediate Bond (Sun Eagle:                                                                                                       
Intermediate Fixed Income)                  $  229,988        $     0     $  134,912        0             $  148,161       $      0 
Treasury Only Money Market                  $  113,945        $     0     $  179,830        0             $   65,888       $      0 
Government Money Market                     $  232,688        $     0     $  385,955        0             $  153,141       $    131 
Institutional Prime Money Market                   NA*            NA*           NA                               NA*            NA* 
Treasury Money Market                              NA*            NA*           NA                               NA*            NA* 
Tax-Exempt Money Market                            NA*            NA*           NA                               NA*            NA* 
Arizona Municipal Bond                             NA*            NA*           NA                               NA*            NA* 
Kentucky Municipal Bond                         38,104        $ 1,196     $   23,883        0             $   26,310       $  2,256 
Texas Tax-Free Bond                                NA*            NA*           NA                               NA*            NA* 
W. Virginia Municipal Bond                         NA*            NA*           NA                               NA*            NA* 
Louisiana Municipal Bond                    $   86,078+       $     0     $   31,165+       0             $        0       $      0 
Value Growth                                $  101,245+       $     0     $   36,656+       0             $        0       $      0 
Gulf South Growth                           $   47,011+       $     0     $   17,021+       0             $        0       $      0 
Income                                             NA*            NA*            NA*       NA*                   NA*            NA*
Investor Growth                                    NA*            NA*            NA*       NA*                   NA*            NA*
Investor Growth & Income                           NA*            NA*            NA*       NA*                   NA*            NA*
Investor Aggressive Growth                         NA*            NA*            NA*       NA*                   NA*            NA*
Investor Conservative Growth                       NA*            NA*            NA*       NA*                   NA*            NA*
Investor Balanced                                  NA*            NA*            NA*       NA*                   NA*            NA*
Investor Fixed Income                                                                                            NA*            NA* 
</TABLE>
    
                                                                            
   
*        As of June 30, 1996, the Fund had not commenced operations.          

**       These are fees paid by The One Group Services Company to Banc One
         Advisors pursuant to the Sub-Administration Agreement for the period
         from December 1, 1995 through June 30, 1996, and by 440 for the period 
         June 30, 1995 to December 1, 1995.

***      These are fees paid from July 1, 1995 through early November 30, 1995.

+        These fees are paid from March 26, 1996 through June 30, 1996.
    


                                                                              82
<PAGE>   677
   
                                  THE ONE GROUP
                               ADMINISTRATOR--NET
    

   
<TABLE>
<CAPTION>
                                                                        FISCAL YEAR ENDED JUNE 30, 1995
                                                  440                              ADVISOR**                FEDERATED
FUND                                        NET            WAIVED              NET          WAIVED       NET          WAIVED
- ----                                        ---            ------              ---          ------       ---          ------
<S>                                    <C>                 <C>               <C>               <C>         <C>           <C>
U.S. Treasury Securities Money
  Market $1,731,370                    $  122,233          $176,604          $      0                      NA            NA
Prime Money Market                     $2,897,503          $111,313          $304,170          $0          NA            NA
Municipal Money Market                 $  699,142          $ 92,641          $ 75,012          $0          NA            NA
Ohio Municipal Money Market            $   82,050          $ 61,415          $ 11,806          $0          NA            NA
Income Equity                          $  308,619          $      0          $ 27,163          $0          NA            NA
Disciplined Value                      $  687,537          $      0          $ 65,713          $0          NA            NA
Growth Opportunities                   $  631,524          $      0          $ 59,053          $0          NA            NA
Equity Index                           $   90,704          $195,567          $ 30,329          $0          NA            NA
Large Company Value                    $  317,839          $ 27,527          $ 48,604          $0          NA            NA
Asset Allocation                       $   62,570          $  4,439          $  6,304          $0          NA            NA
International Equity Index             $  285,929          $      0          $ 31,831          $0          NA            NA
Large Company Growth                   $  495,980          $      0          $ 76,459          $0          NA            NA
Income Bond                            $  763,202          $  6,504          $ 67,577          $0          NA            NA
Limited Volatility Bond                $  653,915          $  2,136          $ 60,084          $0          NA            NA
Intermediate Tax-Free Bond             $  305,651          $      0          $ 31,017          $0          NA            NA
Municipal Income                       $  198,808          $ 79,249          $ 28,635          $0          NA            NA
Ohio Municipal Bond                    $  124,734          $ 32,085          $ 13,946          $0          NA            NA
Government Bond                        $  414,276          $ 14,952          $ 53,984          $0          NA            NA
Ultra Short-Term Income                $   68,313          $ 72,059          $  8,546          $0          NA            NA
Intermediate Bond                      $  208,925          $      0          $ 26,063          $0          NA            NA
Treasury Only Money Market             $   86,438          $      0          $ 33,470          $0          NA            NA
Government Money Market                $  273,911          $ 23,414          $ 88,367          $0          NA            NA
Kentucky Municipal Bond                $   24,352***       $  1,554***       $  6,155***       $0***       $77,852****   $0****
Institutional Prime Money Market              NA*               NA*               NA*          NA*         NA            NA
Treasury Money Market                         NA*               NA*               NA*          NA*         NA            NA
Tax-Exempt Money Market                       NA*               NA*               NA*          NA*         NA            NA
Arizona Municipal Bond                        NA*               NA*               NA*          NA*         NA            NA
Texas Tax-Free Bond                           NA*               NA*               NA*          NA*         NA            NA
W. Virginia Municipal Bond                    NA*               NA*               NA*          NA*         NA            NA
Louisiana Municipal Bond               $  297,746+         $ 99,248+               NA          NA          NA            NA
Value Growth                           $  295,695+              NA+                NA          NA          NA            NA
Gulf South Growth                      $  134,419+              NA+                NA          NA          NA            NA
Income                                        NA*               NA*               NA*          NA*         NA            NA
Investor Growth                               NA*               NA*               NA*          NA*         NA            NA
Investor Growth & Income                      NA*               NA*               NA*          NA*         NA            NA
Investor Aggressive Growth                    NA*               NA*               NA*          NA*         NA            NA
Investor Conservative Growth                  NA*               NA*               NA*          NA*         NA            NA
Investor Balanced                             NA*               NA*               NA*          NA*         NA            NA
Investor Fixed Income                         NA*               NA*               NA*          NA*         NA            NA
</TABLE>
    

*        As of June 30, 1995, the Fund had not commenced operations.

   
**       These are fees paid by 440 to Banc One Advisors pursuant to the
         Sub-Administration Agreement for the period from April 1, 1995 through
         June 30, 1995.
    

***      These fees are paid from January 20, 1995 through June 30, 1995.

****     These fees are paid from February 1, 1994 through January 19, 1995.

+        These fees were paid for fiscal year ended November 30, 1995 to Goldman
         Sachs Asset Management, the Funds' prior administrator.


                                                                              83
<PAGE>   678
                                THE ONE GROUP(R)
                               ADMINISTRATOR--NET

   
<TABLE>
<CAPTION>
                                                              FISCAL YEAR ENDED JUNE 30, 1994
                                                              -------------------------------
FUND                                             440                       SEI                 WINSBURY          FEDERATED
- ----                                             ---                       ---                 --------          ---------
                                         NET          WAIVED       NET          WAIVED    *NET       WAIVED   NET       WAIVED
                                     ----------      --------     --------     --------   ----       ------   ---       ------
<S>                                  <C>             <C>          <C>          <C>          <C>         <C>    <C>         <C>
U.S. Treasury Securities Money       $  784,527      $145,627     $291,772     $120,358     NA          NA     NA          NA
Market
Prime Money Market                   $1,198,953      $259,937     $586,109     $267,864     NA          NA     NA          NA
Municipal Money Market               $  297,555      $ 62,779     $114,253     $ 61,144     NA          NA     NA          NA
Ohio Municipal Money Market          $   41,436      $ 21,037     $  6,987     $ 19,013     NA          NA     NA          NA
Income Equity                        $  218,261      $  8,246     $115,876     $ 21,790     NA          NA     NA          NA
Disciplined Value                    $  389,399      $  5,841     $157,726     $ 30,050     NA          NA     NA          NA
Growth Opportunities                 $  363,523      $  8,369     $168,296     $ 30,159     NA          NA     NA          NA
Equity Index                         $  139,191      $ 13,656     $ 40,299     $ 36,379     NA          NA     NA          NA
Large Company Value                  $  150,681      $  1,293     $ 79,477     $ 16,782     NA          NA     NA          NA
Asset Allocation                     $   35,653      $  8,115     $  9,104     $ 16,053     NA          NA     NA          NA
International Equity Index           $  116,426      $    476     $ 39,564     $      0     NA          NA     NA          NA
Large Company Growth                 $   73,974      $    901           NA           NA     $44,593     $0     NA          NA
Income Bond                          $  497,328      $ 65,405     $234,878     $143,075     NA          NA     NA          NA
Limited Volatility Bond              $  403,410      $ 59,568     $199,661     $107,428     NA          NA     NA          NA
Intermediate Tax-Free Bond           $  169,440      $ 19,827     $ 73,417     $ 55,558     NA          NA     NA          NA
Municipal Income                     $  129,864      $ 14,224     $ 39,346     $ 18,232     NA          NA     NA          NA
Ohio Municipal Bond                  $   97,895      $ 14,926     $ 43,502     $ 26,271     NA          NA     NA          NA
Government Bond                      $  168,602      $  6,771     $ 59,555     $  6,230     NA          NA     NA          NA
Ultra Short-Term Income              $  195,828      $ 15,187     $115,709     $ 29,093     NA          NA     NA          NA
Intermediate Bond                    $   55,677      $ 19,323           NA           NA     $48,000     $0     NA          NA
Treasury Only Money Market           $   33,500      $ 35,403     $      0     $ 18,868     NA          NA     NA          NA
Government Money Market              $  164,560      $ 92,943     $  2,467     $ 78,512     NA          NA     NA          NA
Institutional Prime Money Market            NA*           NA*          NA*          NA*     NA          NA     NA          NA
Treasury Money Market                       NA*           NA*          NA*          NA*     NA          NA     NA          NA
Tax-Exempt Money Market                     NA*           NA*          NA*          NA*     NA          NA     NA          NA
Arizona Municipal Bond                      NA*           NA*          NA*          NA*     NA          NA     NA          NA
Kentucky Municipal Bond                     NA*           NA*          NA*          NA*     NA          NA     $62,930**   $0**
Texas Tax-Free Bond                         NA*           NA*          NA*          NA*     NA          NA     NA          NA
W. Virginia Municipal Bond                  NA*           NA*          NA*          NA*     NA          NA     NA          NA
Louisiana Municipal Bond                             $202,083+ $10  NA042+           NA     NA          NA     NA          NA
Value Growth                         $  266,463+          NA+           NA           NA     NA          NA     NA          NA
Gulf South Growth                    $  120,693+          NA+           NA           NA     NA          NA     NA          NA
Income                                      NA*           NA*          NA*          NA*     NA          NA     NA          NA
Investor Growth                             NA*           NA*          NA*          NA*     NA          NA     NA          NA
Investor Growth & Income                    NA*           NA*          NA*          NA*     NA          NA     NA          NA
Investor Aggressive Growth                  NA*           NA*          NA*          NA*     NA          NA     NA          NA
Investor Conservative Growth                NA*           NA*          NA*          NA*     NA          NA     NA          NA
Investor Balanced                           NA*           NA*          NA*          NA*     NA          NA     NA          NA
Investor Fixed Income                       NA*           NA*          NA*          NA*     NA          NA     NA          NA
</TABLE>
    

*        As of June 30, 1994, the Fund had not commenced operations.

**       For the fiscal year ended January 31, 1994.

         These fees were paid for fiscal year ended November 30, 1994 to Goldman
         Sachs Asset Management, the Funds' prior administrator.


                                                                              84

<PAGE>   679
         Unless sooner terminated, the Administration Agreement between the
Trust and The One Group Services Company will continue in effect through
November 30, 1996. The Administration Agreement thereafter shall be renewed
automatically for successive one year terms, unless written notice not to renew
is given by the non-renewing party to the other party at least sixty days prior
to the expiration of the then-current term. The Administration Agreement will be
reviewed and ratified at least annually by the Trust's Board of Trustees,
provided that the Administration Agreement is also reviewed and ratified by the
majority of the Trust's Trustees who are not parties to the Administration
Agreement or interested persons (as defined in the 1940 Act) of any party to the
Administration Agreement, by vote cast in person at a meeting called for the
purpose of reviewing and ratifying the Administration Agreement. The
Administration Agreement is terminable with respect to a particular Trust only
upon mutual agreement of the parties to the Administration Agreement and for
cause (as defined in the Administration Agreement) by the party alleging cause,
on not less than sixty days' notice by the Trust's Board of Trustees or by The
One Group Services Company.

         The Administration Agreement provides that the Administrator shall not
be liable for any error of judgment or mistake of law or any loss suffered by
the Trust in connection with the matters to which the Administration Agreement
relates, except a loss resulting from willful misfeasance, bad faith, or
negligence in the performance of its duties, or from the reckless disregard by
it of its obligations and duties thereunder.

EXPENSES

   
         If total expenses borne by any one of the Funds in any fiscal year
exceed expense limitations imposed by applicable State securities regulations, 
Banc One Advisors and the Administrator will reimburse that Fund by the amount
of such excess in proportion to their respective fees. As of the date of this
Prospectus, under the most restrictive State expense limitation applicable to
the Trust, the annual expenses of the Trust may not exceed the total of two and
one-half percent (2.5%) of the first thirty million dollars ($30,000,000) of the
Trust's average net assets, plus two percent (2.0%) of the next seventy million
dollars ($70,000,000) of the Trust's average net assets, plus one and one-half
percent (1.5%) of the remaining amount of the Trust's average net assets. Any
expense reimbursements will be estimated daily and reconciled and paid on a
monthly basis. Fees charged to customers by certain entities in connection with
investments in a Fund on a customer's behalf are not included within Fund
expenses for purposes of any such expense limitation.
    

DISTRIBUTOR

         The One Group Services Company serves as Distributor to each Fund of
the Trust pursuant to its Distribution Agreement with the Trust (the
"Distribution Agreement"). The Board of Trustees of the Trust approved The One
Group Services Company as the sole Distributor beginning November 1, 1995.
Unless otherwise terminated, the Distribution Agreement will continue in effect
until November 30, 1996 and will continue from year to year if approved at least
annually (i) by the Trust's Board of Trustees or by the vote of a majority of
the outstanding Shares of the Funds (see "ADDITIONAL INFORMATION--
Miscellaneous," in this Statement of Additional Information) that are parties to
the Distribution Agreement, and (ii) by the vote of a majority of the Trustees
of the Trust who are not parties to the Distribution Agreement or interested
persons of any such party, cast in person at a meeting called for the purpose of
voting on such approval. The agreement may be terminated in the event of its
assignment, as defined in the 1940 Act. The One Group Services Company is a
broker-dealer registered with the Securities and Exchange Commission, and is a
member of the National Association of Securities Dealers, Inc.

                                                                              85
<PAGE>   680
DISTRIBUTION PLAN

         The operation and fees with respect to Class A Shares, Class B Shares,
and Service Class Shares of the Trust payable under the Trust's Distribution and
Shareholder Services Plans, to which Class A Shares, Class B Shares, and Service
Class Shares of each Fund of the Trust are subject, are described in each such
Fund's Prospectuses and in the Multiple Class Plan.

         The Distribution and Shareholder Services Plan with respect to Class A
Shares (the "Distribution Plan") was initially approved on July 28, 1989 by the
Trust's Board of Trustees, including a majority of the Trustees who are not
interested persons of the Trust (as defined in the 1940 Act) and who have no
direct or indirect financial interest in the Distribution Plan (the "Independent
Trustees"). The Distribution Plan originally applied to the single class of
Shares of each Fund of the Trust that existed prior to the offering of the
Funds' Shares as four separate classes. An amendment to the Distribution Plan
was approved by the Independent Trustees on October 21, 1991, and became
effective on February 7, 1992. Such amendment limited fees under the
Distribution Plan only to the Class A Shares of each Fund. The Distribution Plan
was amended again on February 11, 1993 in order to make Retirement Class Shares
(now the Service Class Shares) subject to distribution fees. The Distribution
Plan was further amended on February 29, 1996, to eliminate certain "defensive"
provisions of the Distribution Plan. A Distribution and Shareholder Services
Plan (the "Class B Distribution Plan") for Class B Shares was initially approved
on August 12, 1993 by the Independent Trustees. The Class B Distribution Plan
was re-executed on December 13, 1995. Prior to February 7, 1992, distribution
fees were waived with respect to every Fund of the Trust except the U.S.
Treasury Securities Money Market Fund and the Prime Money Market Fund.

   
         During the fiscal year ending June 30, 1996, the distribution fees
paid by the Class A, Class B and Service Class Shares (formerly Retirement Class
Shares) of the Trust to 440 Financial Distributors, the previous Distributor to
the Trust and to Federated Administrative Services, the distributor to the
predecessor Fund of the Kentucky Municipal Bond Fund, the Trademark Kentucky
Municipal Bond Fund, were as follows:
    


                                                                              86
<PAGE>   681
   
                                  THE ONE GROUP
         DISTRIBUTION FEES PAID FOR THE FISCAL YEAR ENDED JUNE 30, 1996
    

   
<TABLE>
<CAPTION>
                                                                                                                          SERVICE
FUND                                                        DISTRIBUTOR                 CLASS A           CLASS B          CLASS

<S>                                                        <C>                           <C>                <C>             <C> 
U.S. Treasury Securities Money Market                      440 Finl:                    $ 95,887              NA             0
                                                           One Group Ser.               $158,356              NA             0
                                                           ----------------------------------------------------------------------- 
Prime Money Market                                         440 Finl:                    $252,965              NA             0
                                                           One Group Ser.               $436,739              NA             0
                                                           -----------------------------------------------------------------------  
Municipal Money Market                                     440 Finl:                    $ 67,967              NA              NA
                                                           One Group Ser.               $ 92,604              NA             0
                                                           -----------------------------------------------------------------------
Ohio Municipal Money Market                                440 Finl:                    $ 43,895              NA              NA
                                                           One Group Ser.               $ 70,604              NA             0
                                                           -----------------------------------------------------------------------  
Income Equity                                              440 Finl:                    $ 17,079          $ 23,062            NA
                                                           One Group Ser.               $ 45,011          $ 99,172
                                                           -----------------------------------------------------------------------  
Disciplined Value                                          440 Finl:                    $ 15,357          $ 50,493            NA
                                                           One Group Ser.               $ 27,687          $ 85,251
                                                           -----------------------------------------------------------------------  
Growth Opportunities                                       440 Finl:                    $ 15,247          $ 15,986            NA
                                                           One Group Ser.               $ 30,939          $ 49,433
                                                           -----------------------------------------------------------------------  
Equity Index                                               440 Finl:                    $  6,395          $ 14,481            NA
                                                           One Group Ser.               $ 28,845          $114,425
                                                           -----------------------------------------------------------------------
Large Company Value                                        440 Finl:                    $  4,772          $  5,565            NA
                                                           One Group Ser.               $ 12,163          $ 17,024
                                                           -----------------------------------------------------------------------  
Asset Allocation                                           440 Finl:                    $  6,741          $ 17,781            NA
                                                           One Group Ser.               $ 19,297          $ 67,442
                                                           ------------------------------------------------------------------------ 
International Equity Index                                 440 Finl:                    $  5,867          $ 15,916            NA
                                                           One Group Ser.               $ 12,143          $ 28,121
                                                           ------------------------------------------------------------------------ 
Large Company Growth                                       440 Finl:                    $ 39,251          $ 55,576            NA
                                                           One Group Ser.               $ 89,017          $214,351
                                                           ------------------------------------------------------------------------
Income Bond                                                440 Finl:                    $  7,647          $  9,108            NA
                                                           One Group Ser.               $ 13,300          $ 23,100
                                                           ------------------------------------------------------------------------
Limited Volatility Bond                                    440 Finl:                    $ 13,223          $  9,149            NA
                                                           One Group Ser.               $ 24,663          $ 19,443
                                                           ------------------------------------------------------------------------
Intermediate Tax-Free Bond                                 440 Finl:                    $  7,548          $  5,052            NA
                                                           One Group Ser.               $ 10,539          $  9,597
                                                           ------------------------------------------------------------------------
Municipal Income                                           440 Finl:                    $ 15,155          $ 36,106            NA
                                                           One Group Ser.               $ 30,695          $ 89,152
                                                           ------------------------------------------------------------------------
Ohio Municipal Bond                                        440 Finl:                    $ 13,084          $ 14,525            NA
                                                           One Group Ser.               $ 20,939          $ 35,444
                                                           ------------------------------------------------------------------------
Government Bond                                            440 Finl:                    $  9,612          $ 12,977            NA
                                                           One Group Ser.               $ 35,311          $ 40,586
                                                           ------------------------------------------------------------------------
Ultra Short-Term Income                                    440 Finl:                    $  2,308          $    521       
                                                           One Group Ser.               $  3,316          $  3,369
                                                           -----------------------------------------------------------------------
Intermediate Bond                                          440 Finl:                    $  6,802          $  3,548            NA
                                                           One Group Ser.               $ 17,159          $ 19,147
                                                           ------------------------------------------------------------------------
Treasury Only Money Market                                 440 Finl:                    $      0          $     0             NA
                                                           One Group Ser.               $      0          $     0
                                                           ------------------------------------------------------------------------
Government Money Market                                    440 Finl:                    $      0          $     0             NA
                                                           One Group Ser.               $      0          $     0
                                                           ------------------------------------------------------------------------
Kentucky Municipal Bond                                    Federated:****               $      0          $     0
                                                           440 Finl:**                  $  9,180          $    642            NA
                                                           One Group Ser.               $ 12,332          $  4,154
                                                           ------------------------------------------------------------------------
Treasury Money Market                                      440 Finl:                       NA*              NA*               NA*
                                                           One Group Ser.
                                                           ------------------------------------------------------------------------
Tax-Exempt Money Market                                    440 Finl:                       NA*              NA*               NA*
                                                           One Group Ser.
                                                           ------------------------------------------------------------------------
Arizona Municipal Bond                                     440 Finl:                       NA*              NA*               NA*
</TABLE>
    


                                                                              87
<PAGE>   682
   
<TABLE>
<S>                                                        <C>                             <C>              <C>             <C> 

                                                           One Group Ser.
                                                           ------------------------------------------------------------------------
Texas Tax-Free Bond                                        440 Finl:                       NA***            NA***           NA***
                                                           One Group Ser.
                                                           ------------------------------------------------------------------------
W. Virginia Municipal Bond                                 440 Finl:                       NA***            NA***           NA***
                                                           One Group Ser.
                                                           ------------------------------------------------------------------------
Louisiana Municipal Bond                                   One Group Ser.                 37,113++         $ 7,304++        NA++
                                                           Goldman                        52,494++           8,200++        NA++
                                                           ------------------------------------------------------------------------
Value Growth                                               One Group Ser.                 23,749++         $11,216++        NA++
                                                           Goldman                        33,592++          11,332++        NA++
                                                           ------------------------------------------------------------------------
Gulf South Growth                                          One Group Ser.                 12,222++         $ 6,378++        NA++
                                                           Goldman                        17,228++           6,444++        NA++
                                                           ------------------------------------------------------------------------
Income                                                     One Group Ser.                  NA***            NA***           NA***
                                                           ------------------------------------------------------------------------
Investor Growth                                            One Group Ser.                  NA*              NA*             NA*
                                                           ------------------------------------------------------------------------
Investor Growth & Income                                   One Group Ser.                  NA*              NA*             NA*
                                                           ------------------------------------------------------------------------
Investor Aggressive Growth                                 One Group Ser.                  NA*              NA*             NA*
                                                           ------------------------------------------------------------------------
Investor Conservative Growth                               One Group Ser.                  NA*              NA*             NA*
                                                           ------------------------------------------------------------------------
Investor Balanced                                          One Group Ser.                  NA*              NA*             NA*
                                                           ------------------------------------------------------------------------
Investor Fixed Income                                      One Group Ser.                  NA*              NA*             NA*
                                                           ------------------------------------------------------------------------
</TABLE>
    

   
*        These fees had not commenced operations as of June 30, 1996.
    

**       These are fees paid from January 20, 1995 through June 30, 1995.

****     These are fees paid from February 1, 1994 through January 19, 1995.

++       These fees were paid from March 26, 1996 to June 30, 1996.

   
    


                                                                              88
<PAGE>   683
         In accordance with Rule 12b-1 under the 1940 Act, the Distribution Plan
and Class B Distribution Plan may be terminated with respect to the Class A
Shares, Class B Shares or Service Class Shares of any Fund by a vote of a
majority of the Independent Trustees, or by a vote of a majority of the
outstanding Class A Shares, Class B Shares or Service Class Shares,
respectively, of that Fund. The Distribution Plan and Class B Distribution Plan
may be amended by vote of the Trust's Board of Trustees, including a majority of
the Independent Trustees, cast in person at a meeting called for such purpose,
except that any change in the Distribution Plan or Class B Distribution Plan
that would materially increase the distribution fee with respect to the Class A
Shares, Class B Shares or Service Class Shares of a Fund requires the approval
of that Fund's Class A, Class B or Service Class Shareholders, respectively. The
Trust's Board of Trustees will review on a quarterly and annual basis written
reports of the amounts received and expended under the Distribution Plan
(including amounts expended by the Distributor to Participating Organizations
pursuant to the Servicing Agreements entered into under the Distribution Plan)
indicating the purposes for which such expenditures were made.

CUSTODIAN AND TRANSFER AGENT

         Cash and securities owned by the Funds of the Trust are held by State
Street Bank and Trust Company ("State Street") as Custodian. State Street serves
the respective Funds as Custodian pursuant to a Custodian Agreement with the
Trust (the "Custodian Agreement"). Under the Custodian Agreement, State Street
(i) maintains a separate account or accounts in the name of each Fund; (ii)
makes receipts and disbursements of money on behalf of each Fund; (iii) collects
and receives all income and other payments and distributions on account of the
Funds' portfolio securities; (iv) responds to correspondence from security
brokers and others relating to its duties; and (v) makes periodic reports to the
Trust's Board of Trustees concerning the Trust's operations. State Street may,
at its own expense, open and maintain a sub-custody account or accounts on
behalf of the Trust, provided that State Street shall remain liable for the
performance of all of its duties under the Custodian Agreement.

         Bank One Trust Company, N.A. serves as Sub-Custodian in connection with
the Trust's securities lending activities, pursuant to an agreement between
State Street and Bank One Trust Company. Bank One Trust Company receives a fee
paid by the Trust.

         Rules adopted under the 1940 Act permit the Trust to maintain its
securities and cash in the custody of certain eligible banks and securities
depositories. The Trust intends to select foreign custodians or sub-custodians
to maintain foreign securities of the International Equity Index Fund pursuant
to such rules, following a consideration of a number of factors, including, but
not limited to, the reliability and financial stability of the institution; the
ability of the institution to perform custodial services for the Trust; the
reputation of the institution in its national market; the political and economic
stability of the country in which the institution is located; and the risks of
potential nationalization or expropriation of Trust assets. In addition, the
1940 Act requires that foreign bank sub-custodians, among other things have
Shareholder equity in excess of $200 million, have no lien on the Trust's assets
and maintain adequate and accessible records.

         State Street Bank & Trust ("State Street") serves as Transfer Agent and
Dividend Disbursing Agent for each Fund pursuant to Transfer Agency Agreements
with the Trust (the "Transfer Agency Agreement"). Under the Transfer Agency
Agreements, State Street has agreed (i) to issue and redeem Shares of the Trust;
(ii) to address and mail all communications by the Trust to its Shareholders,
including reports to Shareholders, dividend and distribution notices, and proxy
material for its meetings


                                                                              89
<PAGE>   684
of Shareholders; (iii) to respond to correspondence or inquiries by Shareholders
and others relating to its duties; (iv) to maintain Shareholder accounts and
certain sub-accounts; and (v) to make periodic reports to the Trust's Board of
Trustees concerning the Trust's operations.

EXPERTS

   
         The financial statements of the Trust for the fiscal year ended June
30, 1996 appearing in this Statement of Additional Information have been
audited by Coopers & Lybrand L.L.P., independent accountants, as set forth in
their reports appearing elsewhere herein, and are included in reliance upon such
reports and on the authority of such firm as experts in auditing and accounting.
    

         The financial statements for the predecessor funds of the Intermediate
Bond Fund and Large Company Growth Fund, Sun Eagle Intermediate Fixed Income
Fund and Sun Eagle Equity Growth Fund, respectively, for the fiscal year ended
June 30, 1993 and for the period from February 28, 1992 (commencement of
operations of each Fund) to June 30, 1992 appearing in this Statement of
Additional Information have been audited by KPMG Peat Marwick LLP, independent
accountants, and are included in reliance upon the authority of such firm as
experts in auditing and accounting.

         The financial statements for the predecessor Fund of the Kentucky
Municipal Bond Fund, the Trademark Kentucky Municipal Bond Fund, for the period
from February 1, 1994 to January 19, 1995, and for the period from March 12,
1993 (commencement of operations) to January 31, 1994 appearing in this
Statement of Additional Information have been audited by KPMG Peat Marwick LLP,
independent accountants, and are included in reliance upon the authority of such
firm as experts in auditing and accounting.

         The financial statements for the predecessor funds of the Louisiana
Municipal Bond Fund, the Value Growth Fund, and the Gulf South Growth Fund, the
Paragon Louisiana Tax-Free Fund, the Paragon Value Growth Fund and the Paragon
Gulf South Growth Fund, for the fiscal year ended November 30, 1995 appearing in
this Statement of Additional Information have been audited by Price Waterhouse
LLP, independent accountants, and are included in reliance upon such reports and
on the authority of such firm as experts in auditing and accounting.

   
         The law firm of Ropes & Gray, One Franklin Square, 1301 K Street, N.W.,
Suite 800 East, Washington, D.C. 20005 is counsel to the Trust. From time to
time, Ropes & Gray have rendered legal services to Bank One, Milwaukee and Bank
One, Wisconsin Trust Company, NA.
    

                             ADDITIONAL INFORMATION

DESCRIPTION OF SHARES

   
         The Trust is a Massachusetts Business Trust. The Trust's Declaration of
Trust was filed with the Secretary of State of the Commonwealth of Massachusetts
on May 23, 1985 and authorizes the Board of Trustees to issue an unlimited
number of Shares, which are units of beneficial interest, without par value. The
Trust's Declaration of Trust authorizes the Board of Trustees to establish one
or more series of Shares of the Trust, and to classify or reclassify any series
into one or more classes by setting or changing in any one or more respects the
preferences, designations, conversion, or other rights, restrictions, or
limitations as to dividends, conditions of redemption, qualifications, or other
terms applicable to the Shares of such class, subject to those matters expressly
provided for in the Declaration of Trust, as amended, with respect to the Shares
of each series of the Trust. The Trust presently includes  40 series of Shares,
which represent interests
    


                                                                              90
<PAGE>   685
   
in the Prime Money Market Fund, the U.S. Treasury Securities Money Market Fund,
the Municipal Money Market Fund, the Ohio Municipal Money Market Fund, the
Income Equity Fund, the Disciplined Value Fund, the Growth Opportunities Fund,
the Value Growth Fund, the Gulf South Growth Fund, the Large Company Value Fund,
the Large Company Growth Fund, the International Equity Index Fund, the Equity
Index Fund, the Asset Allocation Fund, the Income Bond Fund, the Limited
Volatility Bond Fund, the Intermediate Bond Fund, the Government Bond Fund, the
Ultra Short-Term Income Fund, the Income Fund, the Investor Growth Fund, the
Investor Growth & Income Fund, the Investor Aggressive Growth Fund, the Investor
Fixed Income Fund, the Investor Conservative Growth Fund, the Investor Balanced
Fund, the Municipal Income Fund, the Intermediate Tax-Free Bond Fund, the Ohio
Municipal Bond Fund, the Texas Tax-Free Bond Fund, the West Virginia Tax-Free
Bond Fund, the Kentucky Municipal Bond Fund, the Louisiana Municipal Bond Fund,
the Arizona Municipal Bond Fund, the Treasury Money Market Fund, the Treasury
Only Money Market Fund, the Government Money Market Fund, the Tax Exempt Money
Market Fund, the Institutional Prime Money Market Fund and the Treasury and
Agency Fund. The Funds of the Trust (other than the Institutional Money Market
Funds, the U.S. Treasury Securities Money Market Fund and the Prime Money Market
Fund) offer Shares in three separate classes: Fiduciary Shares, Class A Shares
and Class B Shares. The U.S. Treasury Securities Money Market Fund and the Prime
Money Market Fund offer Fiduciary Shares, Class A Shares and Service Class
Shares. See the relevant Prospectus for those Funds for more details.
    

            Shares have no subscription or preemptive rights and only such
conversion or exchange rights as the Board may grant in its discretion. When
issued for payment as described in the Prospectus and this Statement of
Additional Information, the Trust's Shares will be fully paid and
non-assessable. In the event of a liquidation or dissolution of the Trust,
Shares of a Fund are entitled to receive the assets available for distribution
belonging to the Fund, and a proportionate distribution, based upon the relative
asset values of the respective Funds, of any general assets not belonging to any
particular Fund which are available for distribution.

            Rule 18f-2 under the 1940 Act provides that any matter required to
be submitted to the holders of the outstanding voting securities of an
investment company such as the Trust shall not be deemed to have been
effectively acted upon unless approved by the holders of a majority of the
outstanding Shares of each Fund affected by the matter. For purposes of
determining whether the approval of a majority of the outstanding Shares of a
Fund will be required in connection with a matter, a Fund will be deemed to be
affected by a matter unless it is clear that the interests of each Fund in the
matter are identical, or that the matter does not affect any interest of the
Fund. Under Rule 18f-2, the approval of an investment advisory agreement or any
change in investment policy would be effectively acted upon with respect to a
Fund only if approved by a majority of the outstanding Shares of such Fund.
However, Rule 18f-2 also provides that the ratification of independent public
accountants, the approval of principal underwriting contracts, and the election
of Trustees may be effectively acted upon by Shareholders of the Trust voting
without regard to series.

            Class A Shares, Class B Shares and Service Class Shares of a Fund
have exclusive voting rights with respect to matters pertaining to the Fund's
Distribution Plan.

SHAREHOLDER AND TRUSTEE LIABILITY

            Under Massachusetts law, holders of units of beneficial interest in
a business trust may, under certain circumstances, be held personally liable as
partners for the obligations of the trust. However, the Trust's Declaration of
Trust provides that Shareholders shall not be subject to any personal liability
for the obligations of the Trust, and that every written agreement, obligation,
instrument, or

                                                                              91
<PAGE>   686
undertaking made by the Trust shall contain a provision to the effect that the
Shareholders are not personally liable thereunder. The Declaration of Trust
provides for indemnification out of the trust property of any Shareholder held
personally liable solely by reason of his being or having been a Shareholder.
The Declaration of Trust also provides that the Trust shall, upon request,
assume the defense of any claim made against any Shareholder for any act or
obligation of the Trust, and shall satisfy any judgment thereon. 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 Declaration of Trust states further that no Trustee, officer, or
agent of the Trust shall be personally liable in connection with the
administration or preservation of the assets of the trust or the conduct of the
Trust's business; nor shall any Trustee, officer, or agent be personally liable
to any person for any action or failure to act except for his own bad faith,
willful misfeasance, gross negligence, or reckless disregard of his duties. The
Declaration of Trust also provides that all persons having any claim against the
Trustees or the Trust shall look solely to the assets of the trust for payment.

CALCULATION OF PERFORMANCE DATA

            Each Money Market Fund and the Treasury Only and Government Money
Market Funds' yield was computed with respect to each class of Shares by
determining the percentage net change, excluding capital changes, in the value
of an investment in one Share of the particular class of the Fund over the base
period, and multiplying the net change by 365/7 (or approximately 52 weeks). The
effective yield of each class of each Fund represents a compounding of the yield
by adding 1 to the number representing the percentage change in value of the
investment during the base period, raising that sum to a power equal to 365/7,
and subtracting 1 from the result. No performance data is available with respect
to the Tax Exempt Money Market, Treasury Money Market and Institutional Prime
Money Market Funds because those Funds had not commenced operations as of June
30, 1995.

   
            The tax equivalent yields for the classes of the Municipal Money
Market, Ohio Municipal Money Market, and Tax Exempt Money Market Funds are
computed by dividing that portion of the Fund's yield (with respect to a
particular class) which is tax-exempt by 1 minus a stated income tax rate and
adding the product to that portion, if any, of the yield of the Fund (with
respect to a particular class) that is not tax-exempt. The tax equivalent yields
for the classes of the Municipal Money Market Fund contained in the preceding
paragraph were computed based on an assumed effective federal income tax rate of
39.6%. No such data was provided for the Tax Exempt Money Market Fund because it
had not commenced operations as of June 30,  1996. The tax equivalent effective
yield for the classes of the Municipal Money Market Fund, Ohio Municipal Money
Market Fund, and Tax Exempt Money Market Funds are computed by dividing that
portion of the effective yield of the Fund (with respect to a particular class)
which is tax-exempt by 1 minus a stated income tax rate and adding the product
to that portion, if any, of the effective yield of the Fund (with respect to a
particular class) that is not tax-exempt.
    

            Performance information showing a Fund's total return and/or 30-day
yield with respect to a particular class may be presented from time to time in
advertising and sales literature regarding the Equity Funds, the Bond Funds, the
Funds of Funds, and the Municipal Bond Funds. A 30-day yield is calculated by
dividing the net investment income per-share earned during the 30-day base
period by the maximum offering price per share on the last day of the period,
according to the following formula:

                                                                              92
<PAGE>   687
                                         a-b
                     30-Day Yield = 2[( ----- +1)6-1]
                                         cd

            In the above formula, "a" represents dividends and interest earned
by a particular class during the 30-day base period; "b" represents expenses
accrued to a particular class for the 30-day base period (net of
reimbursements); "c" represents the average daily number of Shares of a
particular class outstanding during the 30-day base period that were entitled to
receive dividends; and "d" represents the maximum offering price per share of a
particular class on the last day of the 30-day base period.

   
            From time to time the tax equivalent 30-day yield of a particular
class of a Municipal Bond Fund may be presented in advertising and sales
literature. The tax equivalent 30-day yield will be computed by dividing that
portion of a Fund's yield (respecting a particular class) which is tax-exempt by
1 minus a stated income tax rate and adding the product to that portion, if any,
of the yield of the Fund (respecting a particular class) that is not tax-exempt.
The tax equivalent 30-day yields for a Municipal Bond Fund (respecting a
particular class) will, unless otherwise noted, be computed based on an assumed
effective federal income tax rate of 31%. No tax equivalent 30-day yield
information is available for the West Virginia Municipal Bond, Texas Tax-Free
Bond and Arizona Municipal Bond Funds.
    

            A Fund's respective cumulative total return and average annual total
return was determined by calculating the change in the value of a hypothetical
$1,000 investment in a particular class of the Fund for each of the periods
shown. Cumulative total return for a particular class of a Fund is computed by
determining the rate of return over the applicable period that would equate the
initial amount invested to the ending redeemable value of the investment. The
cumulative return is calculated as the total dollar increase or decrease in the
value of an account assuming reinvestment of all distributions divided by the
original initial investment. The average annual return for a particular class of
a Fund is computed by determining the average annual compounded rate of return
over the applicable period that would equate the initial amount invested to the
ending redeemable value of the investment. The ending redeemable value includes
dividends and capital gain distributions reinvested at net asset value. The
resulting percentages indicated the positive or negative investment results that
an investor would have experienced from changes in share price and reinvestment
of dividends and capital gains distributions.

            Performance information showing a Fund's and/or particular Class's
distribution rate may be presented from time to time in advertising and sales
literature regarding the Bond Funds and Equity Funds. The distribution rate is
calculated as follows:

                                               a
                                              ---
                         distribution yield = (b) * 365
                                              ---------
                                                 c

            In the formula, "a" represents dividends distributed by a particular
class during that period; "b" represents month end offer price or net asset
value for a particular class; "c" represents the number of days in the period
being calculated. "365" is the number of days in a year, used to annualize the
distribution yield.

            Performance will fluctuate from time to time and is not necessarily
representative of future results. Accordingly, a Fund's performance may not
provide for comparison with bank deposits or other investments that pay a fixed
return for a stated period of time. Performance is a function of a Fund's
quality, composition,

                                                                              93
<PAGE>   688
   
and maturity, as well as expenses allocated to the Fund. Fees imposed upon
customer accounts at a bank, with regard to Fiduciary Class Shares and Service
Class Shares, or a Participating Organization, with regard to Class A and Class
B Shares, will reduce a Fund's effective yield to customers.
            Performance data for the Funds through June 30,  1996 (calculated
as described above) is as follows:
    

   
<TABLE>
<CAPTION>
                                                         TAX-EQUIVALENT YIELD

                                          FIDUCIARY                                                      Class A
                          7 Day           ---------                          7 Day                       -------
                          Yield       28% Tax            39.6% Tax           Yield               28% Tax        39.6% Tax
                          -----       -------            ---------           -----               --------       ---------
<S>                       <C>          <C>                 <C>               <C>                   <C>             <C>
Municipal Money           3.00%        4.17%               4.97%             2.75%                 3.82%           4.55%
  Market
Ohio Municipal
  Money Market            3.00%        4.19%               5.00%             2.77%                 3.85%           4.59%
</TABLE>
    

   
THE MONEY MARKET AND INSTITUTIONAL MONEY MARKET FUNDS may quote actual total
return performance in advertising and other types of literature compared to
indices or averages of alternative financial products available to prospective
investors. The performance comparisons may include the average return of various
bank instruments, some of which may carry certain return guarantees offered by
leading banks and thrifts, as monitored by the BANK RATE MONITOR, and those of
corporate and government security price indices of various durations prepared by
Shearson Lehman Brothers, Salomon Brothers, Inc. and the IBC/Donoghue
organization. These indices are not managed for any investment goals.
    

            The Money Market and Institutional Money Market Funds may also use
comparative performance information computed by and available from certain
industry and general market research and publications, such as Lipper Analytical
Services, Inc.

            Statistical and performance information compiled and maintained by
CDA Technologies, Inc. and Interactive Data Corporation may also be used. CDA is
a performance evaluation service that maintains a statistical data base of
performance, as reported by a diverse universe of independently-managed mutual
funds. Interactive Data Corporation is a statistical access service that
maintains a data base of various industry indicators, such as historical and
current price/earning information and individual stock and fixed income price
and return information.

            Current interest rate and yield information on government debt
obligations of various durations, as reported weekly by the Federal Reserve
(Bulletin H. 15), may also be used. Also current rate information on municipal
debt obligations of various durations, as reported daily by the Bond Buyer, may
also be used. The BOND BUYER is published daily and is an industry-accepted
source for current municipal bond market information.

            Comparative information on the Consumer Price Index may also be
included. This Index, as prepared by the U.S. Bureau of Labor Statistics, is the
most commonly used measure of inflation. It indicates the cost fluctuations of a
representative group of consumer goods. It does not represent a return on
investment.

                                                                              94
<PAGE>   689
THE EQUITY, BOND AND MUNICIPAL BOND FUNDS AND THE FUNDS OF FUNDS may quote
actual total return performance from time to time in advertising and other types
of literature compared to results reported by the Dow Jones Industrial Average.

            The Dow Jones Industrial Average is an industry-accepted unmanaged
index of generally conservative securities used for measuring general market
performance. The performance reported will reflect the reinvestment of all
distributions on a quarterly basis and market price fluctuations. The index does
not take into account any brokerage commissions or other fees. Comparative
information on the Consumer Price Index may also be included.

            The Equity Funds, the Bond Funds, the Municipal Bond Funds and the
Funds of Funds may also promote the yield and/or total return performance and
use comparative performance information computed by and available from certain
industry and general market research and publications, such as Lipper Analytical
Services, Inc.; they may also use indices such as the Standard & Poor's 400
Composite Stock Index, the Standard & Poor's 500 Composite Stock Index, the
Standard & Poor's 600 Composite Stock Index, the Russell 2000, or the Morgan
Stanley International European, Asian and Far East Gross Domestic Product Index
for performance comparison. Statistical and performance information compiled and
maintained by CDA Technologies, Inc. and Interactive Data Corporation may also
be used.

THE BOND FUNDS, THE FUNDS OF FUNDS AND THE ASSET ALLOCATION FUND may quote
actual yield and/or total return performance in advertising and other types of
literature compared to indices or averages of alternative financial products
available to prospective investors. The performance comparisons may include the
average return of various bank instruments, some of which may carry certain
return guarantees offered by leading banks and thrifts as monitored by BANK RATE
MONITOR, and those of corporate bond and government security price indices of
various durations. Comparative information on the Consumer Price Index may also
be included.

            The Bond Funds, the Funds of Funds and the Asset Allocation Fund may
also use comparative performance information computed by and available from
certain industry and general market research and publications, as well as
statistical and performance information, compiled and maintained by CDA
Technologies, Inc. and Interactive Data Corporation.

            The Bond Funds, the Funds of Funds and the Asset Allocation Fund may
also use current interest rate and yield information on government debt
obligations of various durations, as reported weekly by the Federal Reserve
(Bulletin H. 15). In addition, current rate information on municipal debt
obligations of various durations, as reported daily by the Bond Buyer, may also
be used.

MISCELLANEOUS

            The Trust is not required to hold a meeting of Shareholders for the
purpose of electing Trustees except that (i) the Trust is required to hold a
Shareholders' meeting for the election of Trustees at such time as less than a
majority of the Trustees holding office have been elected by Shareholders and
(ii) if, as a result of a vacancy on the Board of Trustees, less than two-thirds
of the Trustees holding office have been elected by the Shareholders, that
vacancy may only be filled by a vote of the Shareholders. In addition, Trustees
may be removed from office by a written consent signed by the holders of Shares
representing two-thirds of the outstanding Shares of the Trust at a meeting duly
called for the purpose, which meeting shall be held upon the written request of
the holders of Shares representing not less than 20% of the outstanding Shares
of 

                                                                              95
<PAGE>   690
the Trust. Except as set forth above, the Trustees may continue to hold office
and may appoint successor Trustees.

            As used in the Trust's Prospectuses and in this Statement of
Additional Information, "assets belonging to a Fund" means the consideration
received by the Trust upon the issuance or sale of Shares in that Fund, together
with all income, earnings, profits, and proceeds derived from the investment
thereof, including any proceeds from the sale, exchange, or liquidation of such
investments, and any funds or payments derived from any reinvestment of such
proceeds, and any general assets of the Trust not readily identified as
belonging to a particular Fund that are allocated to that Fund by the Trust's
Board of Trustees. The Board of Trustees may allocate such general assets in any
manner it deems fair and equitable. It is anticipated that the factor that will
be used by the Board of Trustees in making allocations of general assets to
particular Funds will be the relative net asset values of the respective Funds
at the time of allocation. Assets belonging to a particular Fund are charged
with the direct liabilities and expenses in respect of that Fund, and with a
share of the general liabilities and expenses of the Trust not readily
identified as belonging to a particular Fund that are allocated to that Fund in
proportion to the relative net asset values of the respective Funds at the time
of allocation. The timing of allocations of general assets and general
liabilities and expenses of the Trust to particular Funds will be determined by
the Board of Trustees of the Trust and will be in accordance with generally
accepted accounting principles. Determinations by the Board of Trustees of the
Trust as to the timing of the allocation of general liabilities and expenses and
as to the timing and allocable portion of any general assets with respect to a
particular Fund are conclusive. For information regarding the allocations of
Class Expenses to particular classes of a Fund, see the respective Prospectus of
the Fund under "MANAGEMENT-Expenses."

            As used in the Trust's Prospectuses and in this Statement of
Additional Information, a "vote of a majority of the outstanding Shares" of the
Trust, a particular Fund, or a particular class of Shares of a Fund, means the
affirmative vote of the lesser of (a) more than 50% of the outstanding Shares of
the Trust, such Fund, or such class of Shares of such Fund, or (b) 67% or more
of the Shares of the Trust, such Fund, or such class of Shares of such Fund
present at a meeting at which the holders of more than 50% of the outstanding
Shares of the Trust, such Fund, or such class of Shares of such Fund are
represented in person or by proxy.

            The Trust is registered with the Securities and Exchange Commission
as a management investment company. Such registration does not involve
supervision by the Commission of the management or policies of the Trust.

            The Prospectus and this Statement of Additional Information omit
certain of the information contained in the Registration Statement filed with
the Securities and Exchange Commission. Copies of such information may be
obtained from the Commission upon payment of the prescribed fee.

            The Prospectus and this Statement of Additional Information are not
an offering of the securities herein described in any State in which such
offering may not lawfully be made. No salesman, dealer, or other person is
authorized to give any information or make any representation other than those
contained in the Prospectus and Statement of Additional Information.

   
            As of August 1, 1996, BANC ONE CORPORATION, 100 East Broad Street,
Columbus, Ohio 43271-0152 (an Ohio Corporation) through Bank Subsidiaries,
acting on behalf of their underlying accounts, held of record substantially all
of the 
    

                                                                              96
<PAGE>   691
Fiduciary Class Shares of the Trust, and possessed voting or investment
power as follows:

                                                                              97
<PAGE>   692
   

<TABLE>
<CAPTION>
                                                       PERCENT OF
                                                       BENEFICIAL
FUND                                                   OWNERSHIP
<S>                                                    <C>
Large Company Growth Fund                               96.43
Disciplined Value Fund                                  96.16
Growth Opportunities Fund                               96.64
Income Bond Fund                                        96.47
Intermediate Tax-Free Bond Fund                         95.69
Prime Money Market Fund                                 57.23
U.S. Treasury Securities Money Market Fund              22.92
Municipal Money Market Fund                             82.70
Income Equity Fund                                      95.28
Equity Index Fund                                       91.39
Large Company Value Fund                                96.26
Ohio Municipal Bond Fund                                89.52
Limited Volatility Bond Fund                            93.81
International Equity Fund                               97.13
Asset Allocation Fund                                   96.03
Ohio Municipal Money Market Fund                        79.00
Municipal Income                                        85.69
Kentucky Municipal Bond Fund                            94.66
Government Bond Fund                                    95.33
Ultra Short-Term Income Fund                            96.36
Louisiana Municipal Bond Fund                           96.50
Value Growth Fund                                       98.82
Gulf South Growth Fund                                  96.12
Intermediate Bond Fund                                  96.73
    
</TABLE>

As a result, BANC ONE CORPORATION may be deemed to be a "controlling person" of
the Fiduciary Class Shares of each of the aforementioned Funds under the
Investment Company Act of 1940.

   
            In addition, as of August 1, 1996, the following persons were the
beneficial owners of more than 25% of the outstanding Shares of the following
class of Shares of the following Funds:
    

   
<TABLE>
<CAPTION>
                                              25% SHAREHOLDERS

NAME AND                                                                            PERCENTAGE OF        TYPE OF
ADDRESS                                       FUND/CLASS                            OWNERSHIP            OWNERSHIP
- --------                                      ----------                            -------------        ---------

<S>                                           <C>                                   <C>                  <C>
Strafe & Co.                                  Kentucky Municipal                    95.79%               Record
Attn: Bank One Trust                          Bond Fund
235 West Schrock Road                         Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co.                                  Large Company Growth Fund             27.16%               Record
Attn: Mutual Funds 0393                       Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

Strafe & Co.                                  Large Company Growth Fund             27.82%               Record
Attn: Mutual Funds 0393                       Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874
</TABLE>
    

                                                                              98
<PAGE>   693
   
<TABLE>
<CAPTION>
                                              25% SHAREHOLDERS

NAME AND                                                                            PERCENTAGE OF        TYPE OF
ADDRESS                                       FUND/CLASS                            OWNERSHIP            OWNERSHIP
- --------                                      ----------                            -------------        ---------
<S>                                           <C>                                   <C>                  <C>
Strafe & Co.                                  Disciplined Value Fund                26.90%               Record
Attn: Mutual Funds 0393                       Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

LaBanc & Co                                   Gulf South Growth                     90.29%               Record
Premier Bank                                  Fund
P.O. Box 91210                                Fiduciary
Baton Rouge, LA 70821-9210

LaBanc & Co                                   Value Growth Fund                     87.31%               Record
Premier Bank                                  Fiduciary
P.O. Box 91210
Baton Rouge, LA 70821-9210

Clark & Co.                                   Income Bond Fund                      25.47%               Record
Database 2 - Attn One  Group/                 Fiduciary
Cash Mgmt. 
235 W. Schrock Road
Westerville, Ohio 43081-2871

Strafe  & Co.                                 Income Bond Fund                      31.32%               Record
Attn: Mutual Funds 0393                       Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

LaBanc & Co                                   Louisiana Municipal                   86.16%               Record 
Premier Bank                                  Bond  Fund
P.O. Box 91210                                Fiduciary
Baton Rouge, LA 70821-9210

Clark & Co.                                   International Equity                  27.04%               Record
Database 2 - Attn One Group/                  Index Fund
Cash Mgmt.                                    Fiduciary
235 W. Schrock Road
Westerville, Ohio 43081-2871

Clark & Co.                                   Intermediate Tax Free Fund            53.73%               Record
Database 2 - Attn One  Group/                 Fiduciary
Cash Mgmt. 
235 W. Schrock Road
Westerville, Ohio 43081-2871

Strafe & Co.                                  Intermediate Tax Free Fund            26.24%               Record
Attn: Mutual Funds 0393                       Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874
</TABLE>
    

                                                                              99
<PAGE>   694
   
<TABLE>
<CAPTION>
                                25% SHAREHOLDERS

NAME AND                                                                          PERCENTAGE OF        TYPE OF
ADDRESS                                        FUND/CLASS                         OWNERSHIP            OWNERSHIP
- -------                                        ----------                         ---------            ---------
<S>                                            <C>                                <C>                  <C>
Clark & Co.                                    Limited Volatility Bond            29.19%               Record
 Database 2 - Attn One Group/                  Fund
 Cash Mgmt.                                    Fiduciary
235 W. Schrock Road
Westerville, Ohio 43081-2871

Strafe & Co.                                   Limited Volatility Bond            25.28%               Record
Attn: Mutual Funds 0393                        Fund 
235 West Schrock Road                          Fiduciary
Westerville, Ohio 43081-2874

Clark  & Co.                                   Prime Money Market                 36.09%               Record
 Database 2 - Attn One Group/                  Fund
 Cash Mgmt.                                    Fiduciary
235 W. Schrock Road
Westerville, Ohio 43081-2871

Strafe & Co.                                   Prime Money Market Fund            54.82%               Record
Bank One Ohio Trust Co., NA                    Fiduciary
Department 0393 S.T.I.F
Columbus, Ohio 43271

Strafe & Co.                                   Ohio Municipal Bond Fund           89.90%               Record
Attn: Mutual Funds 0393                        Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

Strafe  & Co. (N)                              US Treasury Securities             45.28%               Record
Bank One Ohio Trust Co., NA                    Money Market
Department 0393 S.T.I.F.                       Fiduciary
Westerville, Ohio 43081-2874

Strafe  & Co.                                  Large Company Value Fund           33.60%               Record
Attn: Mutual Funds 0393                        Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

Clark  & Co.                                   Municipal Money Market             38.71%               Record
 Database 2 - Attn  One Group/Cash             Fund
 Mgmt.                                         Fiduciary
235 W. Schrock Road
Westerville, Ohio 43081-2871

Strafe  & Co. (D)                              Municipal Money Market Fund        58.21%               Record
Bank One Ohio Trust Co., NA                    Fiduciary
Department 0393 S.T.I.F.
Westerville, Ohio 43081-2874

Strafe & Co. (D)                               Equity Index                       47.41%               Record
Bank One Ohio Trust Co., NA                    Fund
Department 0393 S.T.I.F.                       Fiduciary
Westerville, Ohio 43081-2874
</TABLE>
    

                                                                             100
<PAGE>   695
   
<TABLE>
<CAPTION>
                                25% SHAREHOLDERS
NAME AND                                                                        PERCENTAGE OF       TYPE OF
ADDRESS                                         FUND/CLASS                      OWNERSHIP           OWNERSHIP
- -------                                         ----------                      ---------           ---------
<S>                                             <C>                             <C>                 <C>
Banc One Savings Plan                           Equity Index                    27.91%              Beneficial
235 W Schrock Rd.                               Fund
Westerville Oh 43081                            Fiduciary

LaBanc & Co                                     Income Equity Fund              35.42%              Record
Premier Bank                                    Fiduciary
P.O. Box 91210
Baton Rouge, LA 70821-9210

LaBanc & Co                                     Government Bond Fund            31.42%              Record
Premier Bank                                    Fiduciary
P.O. Box 91210
Baton Rouge, LA 70821-9210

Strafe & Co.                                    Government Bond                 29.82%              Record
Attn Mutual Funds 0393                          Fund
100 E Broad Street                              Fiduciary
Columbus, OH 43215

Clark & Co.                                     Asset Allocation Fund           39.28%              Record
Database 2 - Attn One Group/Cash Mgmt.          Fiduciary
235 W. Schrock Road
Westerville, Ohio 43081-2871

Clark & Co.                                     Intermediate Bond Fund          32.91%              Record
Database 2 - Attn One Group/Cash Mgmt.          Fiduciary
235 W. Schrock Road
Westerville, Ohio 43081-2871

Strafe & Co.                                    Intermediate Bond Fund          37.88%              Record
Attn: Mutual Funds 0393                         Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

Donaldson Lufkin Jenrette                       Ultra Short-Term Income         29.36%              Record
Securities Corporation Inc                      Fund
P.O. Box 2052                                   Class A
Jersey City, NJ 07303-2052

International Precious Metals Corp              Ultra Short-Term Income         25.46%              Record
4625 S. Ash Ave., #J1                           Class A
Tempe, AZ 85282-6761

Donaldson Lufkin Jenrette                       Ultra Short-Term Income         25.38%              Record
Securities Corporation Inc                      Class A
P.O. Box 2052
Jersey City, NJ 07303-2052

Clark & Co.                                     Ultra Short-Term Income         32.49%              Record
Database 2 - Attn One Group/Cash Mgmt.          Fund
235 W. Schrock Road                             Fiduciary
Westerville, Ohio 43081-2871
</TABLE>
    

                                                                             101
<PAGE>   696
   
<TABLE>
<CAPTION>
                                               25% SHAREHOLDERS

NAME AND                                                                             PERCENTAGE OF      TYPE OF
ADDRESS                                         FUND/CLASS                           OWNERSHIP          OWNERSHIP
- -------                                         ----------                           ---------           ---------
<S>                                             <C>                                  <C>                <C>
Strafe & Co.                                    Ultra Short-Term Income              41.09%             Record
Attn: Mutual Funds 0393                         Fund
235 West Schrock Road                           Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co.                                    Ohio Municipal Money Market Fund     94.27%             Record
Attn: Mutual Funds 0393                         Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

Clark & Co.                                     Municipal Income Fund                55.70%             Record
Database 2 - Attn One Group/Cash Mgmt.          Fiduciary
235 W. Schrock Road
Westerville, Ohio 43081-2871

Strafe & Co.                                    Municipal Income                     26.79%             Record
Attn: Mutual Funds 0393                         Fund
235 West Schrock Road                           Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co.                                    Treasury Only Money Market Fund      66.89%             Record
Attn: Mutual Funds 0393
235 West Schrock Road
Westerville, Ohio 43081-2874

Clark & Co.                                     US Government Money Market Fund      40.85%             Record
Database 2 - Attn One Group/Cash Mgmt.
235 W. Schrock Road
Westerville, Ohio 43081-2871
</TABLE>
    


   
As a result, the aforementioned persons may be deemed to be "controlling
persons" of the class of Shares of the Fund in which they own such Shares under
the Investment Company Act of 1940. The table below indicates record and
beneficial owners of over 5% of any class of Shares of any Fund of the Trust.
    

                                                                             102
<PAGE>   697
   
<TABLE>
<CAPTION>
                                               5% SHAREHOLDERS

NAME AND                                                                PERCENTAGE OF        TYPE OF
ADDRESS                                    FUND/CLASS                   OWNERSHIP            OWNERSHIP
- --------                                   ----------                   -------------        ---------
<S>                                        <C>                           <C>                 <C>
Donaldson Lufkin Jenrette                  Kentucky Municipal            7.39%               Record
Securities Corporation Inc.                Bond Fund
P.O. Box 2052                              Class A
Jersey City, NJ 07303-2052

Middle KY Construction Co                  Kentucky Municipal           20.10%               Record
J Edwin Ruby Jr   Secretary                Bond Fund
135 Tilford Dr                             Class A
Beaver Dam, KY 42320-9717

Heartland Environmental                    Kentucky Municipal            9.08%               Record
Thomas W. Smith President                  Bond Fund
831 Eagle Mill Rd                          Class A
Sonora, KY 42776-9721

Donaldson Lufkin Jenrette                  Kentucky Municipal            6.12%               Record
Securities Corporation Inc.                Bond Fund
P.O. Box 2052                              Class B
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                  Kentucky Municipal           12.23%               Record
Securities Corporation Inc.                Bond Fund
P.O. Box 2052                              CLASS B
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                  Kentucky Municipal            6.51%               Record
Securities Corporation Inc.                Bond Fund
P.O. Box 2052                              Class B
Jersey City, NJ 07303-2052

Strafe & Co.                               Kentucky Municipal           95.79%               Record
Attn: Bank One Trust                       Bond Fund
235 West Schrock Road                      Fiduciary
Westerville, Ohio 43081-2874

Banc One Securities                        Large Company Growth Fund     9.26%               Beneficial
Savings Plan                               Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

Banc One Corporation                       Large Company Growth Fund    12.41%               Beneficial
235 W Schrock Rd                           Fiduciary
Westerville OH 43081

Clark & Co.                                Large Company Growth Fund    20.59%               Record
Database 2 - Attn One Group/Cash Mgmt      Fiduciary
235 W. Schrock Rd
Westerville, Ohio 43081-2874

Clark  & Co.                               Large Company Growth Fund     8.24%               Record
 Database 2 - Attn One Group/Cash Mgmt     Fiduciary
235 W. Schrock Rd
Westerville, Ohio 43081-2874
</TABLE>
    

                                                                             103
<PAGE>   698
   
<TABLE>
<CAPTION>
                                          5% SHAREHOLDERS

NAME AND                                                                PERCENTAGE OF        TYPE OF
ADDRESS                                    FUND/CLASS                   OWNERSHIP            OWNERSHIP
- --------                                   ----------                   -------------        ---------
<S>                                        <C>                          <C>                  <C>
Strafe & Co.                               Large Company                  9.45%              Record
Attn: Mutual Funds 0393                    Growth Fund
100 E. Board Street                        Fiduciary
Columbus, Ohio 43215-3607

Strafe & Co.                               Large Company                27.16%               Record
Attn: Mutual Funds 0393                    Growth Fund
100 E. Board Street                        Fiduciary
Columbus, Ohio 43215-3607

Strafe  & Co.                              Large Company                27.82%               Record
Attn: Mutual Funds 0393                    Growth Fund
100 E. Board Street                        Fiduciary
Columbus, Ohio 43215-3607

Banc One Corporation                       Disciplined Value            10.75%               Beneficial 
235 West Schrock Road                      Fund 
Westerville, Ohio 43081-2874               Fiduciary

Strafe & Co.                               Disciplined Value            22.55%               Record
Attn: Mutual Funds 0393                    Fund
100 E. Board Street                        Fiduciary
Columbus, Ohio 43215-3607

Strafe & Co.                               Disciplined Value            26.90%               Record
Attn: Mutual Funds 0393                    Fund
100 E. Board Street                        Fiduciary
Columbus, Ohio 43215-3607

Clark & Co.                                Disciplined Value            24.27%               Record
Database 2 - Attn One Group/Cash Mgmt      Fund
235 W. Schrock Rd                          Fiduciary
Westerville, Ohio 43081-2874

Clark & Co.                                Disciplined Value            15.67%               Record
Database 2 - Attn One Group/Cash Mgmt      Fund
235 W. Schrock Rd                          Fiduciary
Westerville, Ohio 43081-2874

LaBanc & Co.                               Gulf South Growth            90.29%               Record
Premier Bank                               Fund
PO Box 91210                               Fiduciary
Baton Rouge LA 70821

Strafe & Co.                               Gulf South Growth              5.24%              Record
Attn Mutual Funds 0393                     Fund
100 E Broad Street                         Fiduciary
Columbus OH 43215
</TABLE>
    

                                                                             104
<PAGE>   699
   
<TABLE>
<CAPTION>
                                                5% SHAREHOLDERS
NAME AND                                                                       PERCENTAGE OF      TYPE OF
ADDRESS                                           FUND/CLASS                   OWNERSHIP          OWNERSHIP
- --------                                          ----------                   -------------      ---------
<S>                                               <C>                          <C>                <C>
Premier Bancorp Retirement Plan                   Gulf South Growth             5.90%             Beneficial
P.O. Box 91210                                    Fund
Baton Rouge LA 70821                              Fiduciary

Clark & Co.                                       Growth Opportunities         21.98%             Record
 Database 2 - Attn One Group/Cash Mgmt            Fund
235 W. Schrock Rd                                 Fiduciary
Westerville, Ohio 43081-2874

Banc One Corporation                              Growth Opportunities          7.63%             Beneficial
235 W Schrock Rd                                  Fund
Westerville OH 43081                              Fiduciary

Clark & Co.                                       Growth Opportunities         16.16%             Record
 Database 2- Attn: One Group/Cash Mgmt            Fund
235 W. Schrock Rd.                                Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co.                                      Growth Opportunities         22.36%             Record
Attn: Mutual Funds 0393                           Fund
 100 E. Board Street                              Fiduciary
Columbus, Ohio 43215-3607

Strafe & Co.                                      Growth Opportunities         24.02%             Record
Attn: Mutual Funds 0393                           Fund
100 E Broad Street                                Fiduciary
Columbus, Ohio 43215-3607

Labanc & Co.                                      Value Growth Fund            87.31%             Record
Premier Bank                                      Fiduciary
P.O. Box 91210
Baton Rouge, LA 70821-9210

Strafe & Co.                                      Value Growth Fund             8.88%             Record
Attn: Mutual Funds 0393                           Fiduciary
 100 E Broad Street 
Columbus, Ohio 43215-3607

Clark & Co.                                       Income Bond Fund             25.47%             Record
 Database 2- Attn One Group/Cash Mgmt             Fiduciary
235 West Schrock Road
Westerville, Ohio 43081-2874

Clark & Co.                                       Income Bond Fund              9.41%             Record
 Database 2 - Attn One Group/Cash Mgmt            Fiduciary
235 W. Schrock Rd
Westerville, Ohio 43081-2874
</TABLE>
    

                                                                             105
<PAGE>   700
   
<TABLE>
<CAPTION>
                                            5% SHAREHOLDERS
NAME AND                                                                     PERCENTAGE OF     TYPE OF
ADDRESS                                       FUND/CLASS                     OWNERSHIP         OWNERSHIP
- --------                                      ----------                     -------------     ---------
<S>                                           <C>                            <C>               <C>

Strafe & Co.                                  Income Bond Fund               31.32%            Record
Attn: Mutual Funds 0393                       Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                  Income Bond Fund               22.61%            Record
Attn: Mutual Funds 0393                       Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Banc One SEC Savings Plan                     Income Bond Fund                 7.36%           Beneficial
235 W Schrock Rd.                             Fiduciary
Westerville, OH 43081

Labanc & Co.                                  Louisiana Municipal            86.16%            Record
Premier Bank                                  Bond Fund
P.O. Box 91210                                Fiduciary
Baton Rouge, LA 70821-9210

Banc One Corporation                          International Equity           15.04%            Beneficial
235 W Schrock Rd                              Index Fund
Westerville OH 43081                          Fiduciary

Strafe & Co.                                  Louisiana Municipal            13.84%            Record
Attn: Mutual Funds 0393                       Bond Fund
100 E. Board Street                           Fiduciary
Columbus, Ohio 43215-3607

Clark & Co.                                   International Equity           5.01%             Record
Database 2 - Attn One Group/Cash Mgmt         Index Fund
235 W. Schrock Rd                             Fiduciary
Westerville, Ohio 43081-2874

Clark  & Co.                                  International Equity           27.04%            Record
Database 2 - Attn One Group/Cash Mgmt         Index Fund
235 W. Schrock Rd                             Fiduciary
Westerville, Ohio  43081-2874

Clark & Co.                                   International Equity           9.25%             Record
Database 2 - Attn One Group/Cash Mgmt         Index Fund 
235 W. Schrock Rd                             Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co.                                  International Equity           23.71%            Record
Attn: Mutual Funds 0393                       Index Fund
100 E. Board Street                           Fiduciary
Columbus, Ohio  43215-3607

Strafe & Co.                                  International Equity           24.73%            Record
Attn: Mutual Funds 0393                       Index Fund
100 E. Board Street                           Fiduciary
Columbus, Ohio 43215-3607
</TABLE>
    

                                                                             106
<PAGE>   701
   
<TABLE>
<CAPTION>
                                                 5% SHAREHOLDERS
NAME AND                                                                            PERCENTAGE OF       TYPE OF
ADDRESS                                    FUND/CLASS                               OWNERSHIP           OWNERSHIP
- --------                                   ----------                               -------------       ---------
<S>                                        <C>                                      <C>                 <C>
Donaldson Lufkin Jenrette                  Intermediate Tax Free                    5.07%               Record
Securities Corporation Inc.                Bond Fund
Jersey City, NJ 07303-2052                 Class A

Donaldson Lufkin Jenrette                  Intermediate Tax Free                    5.07%               Record
Securities Corporation Inc.                Bond Fund
Jersey City, NJ 07303-2052                 CLASS A

Donaldson Lufkin Jenrette                  Intermediate Tax Free                    5.07%               Record
Securities Corporation Inc.                Bond Fund
Jersey City, NJ 07303-2052                 CLASS A

Donaldson Lufkin Jenrette                  Intermediate Tax Free                    5.07%               Record
Securities Corporation Inc.                Bond Fund
Jersey City, NJ 07303-2052                 Class A

Donaldson Lufkin Jenrette                  Intermediate Tax Free Bond Fund          6.29%               Record
Securities Corporation Inc.                Class A
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                  Intermediate Tax Free Bond Fund          5.24%               Record
Securities Corporation Inc.                Class B
Jersey City, NJ 07303-2052

Katherine M Lee                            Intermediate Tax Free Bond Fund          14.12%              Record
Pamela K Adams JT WROS                     Class B
7740 E Gainey Ranch Rd
Scottsdale AZ 85258

Clark & Co.                                Intermeidate Tax Free Bond Fund          53.73%              Record
Database 2-Attn One Group/Cash Mgmt        Fiduciary
235 W Schrock Rd
Westerville, OH 43081

Strafe & Co.                               Intermediate Tax Free Bond Fund          8.56%               Record
Attn: Mutual Funds 0393                    Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                               Intermediate Tax Free Bond Fund         26.24%               Record
Attn: Mutual Funds 0393                    Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                               Intermediate Tax Free Bond Fund          9.09%               Record
Attn: Mutual Funds 0393                    Fiduciary
100 E Broad St.
Columbus,  OH 43215

Donaldson Lufkin Jenrette                  Limited Volatility Bond                  5.37%               Record
Securities Corporation Inc.                Fund
Jersey City, NJ 07303-2052                 Class A
</TABLE>
    

                                                                             107
<PAGE>   702
   
<TABLE>
<CAPTION>
                                                     5% SHAREHOLDERS
NAME AND                                                                                   PERCENTAGE OF      TYPE OF
ADDRESS                                           FUND/CLASS                               OWNERSHIP          OWNERSHIP
- --------                                          ----------                               -------------      ---------
<S>                                               <C>                                      <C>                <C>
Wallace & Co.                                     Limited Volatility Bond                  5.04%              Record 
P.O. Box  21119                                   Fund
Shreveport, LA 71152-0001                         Class A

LaBanc & Co.                                      Limited Volatility Bond                  16.76%             Record
Premier Bank                                      Fund
P.O. Box 91210                                    Fiduciary
Baton Rouge, LA 70821-9210

Clark & Co.                                       Limited Volatility Bond Fund             29.19%             Record
Database 2 - Attn One Group/Cash Mgmt             Fiduciary
235 W. Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                      Limited Volatility Bond Fund             25.28%             Record
Attn: Mutual Funds 0393                           Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607 

Strafe & Co.                                      Limited Volatility Bond Fund             13.78%             Record
Attn: Mutual Funds 0393                           Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Clark & Co.                                       Prime Money Market                       36.09%             Record
Database 2 - Attn One Group/Cash Mgmt             Fund
235 W. Schrock Rd                                 Fiduciary
Westerville,  Ohio 43081-2874

Bank One Trust Company NA                         Prime Money Market                       7.41%              Record
Omnibus - Corporate Cash Sweep Acct               Fund
Attn : Cash Management DB3                        Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                      Prime Money Market                       54.82%             Record
Bank One Ohio Trust Co., NA                       Fund
Department 0393 S.T.I.F.                          Fiduciary
Columbus, Ohio 43271

Donaldson Lufkin Jenrette                         Ohio Municipal Bond                      6.55%              Record
Securities Corporation Inc.                       Fund
P.O. Box 2052                                     Class A
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                         Ohio Municipal Bond                      7.66%              Record
Securities Corporation Inc.                       Fund
P.O. Box 2052                                     Class A
Jersey City, NJ 07303-2052

Strafe & Co.                                      Ohio Municipal Bond                      89.90%             Record
Attn: Mutual Funds 0393                           Fund
100 E. Board Street                               Fiduciary
Columbus, Ohio 43215-3607
</TABLE>
    

                                                                             108
<PAGE>   703
   
<TABLE>
<CAPTION>
                                                  5% SHAREHOLDERS
NAME AND                                                                             PERCENTAGE OF        TYPE OF
ADDRESS                                              FUND/CLASS                      OWNERSHIP            OWNERSHIP
- --------                                             ----------                      -------------        --------- 
<S>                                                  <C>                               <C>                <C>
Strafe & Co.                                         Ohio Municipal Bond               7.34%              Record 
Attn: Mutual Funds 0393                              Fund
100 E. Board Street                                  Fiduciary
Columbus, Ohio 43215-3607

Labanc & Co                                          US Treasury Securities            15.69%             Record
Premier Bank                                         Money Market
P.O. Box 91210                                       Fiduciary
Baton Rouge, LA 70821-9210

Clark & Co                                           US Treasury Securities            21.98%             Record
Database 2 - Attn One Group/Cash Mgmt                Money Market
235 W Schrock Rd                                     Fiduciary
Westerville, Ohio 43081-2874

Bank One Trust Company NA                            US Treasury Securities            16.48%             Record
Omnibus-Corporate Cash Sweep Acct                    Money Market
Attn: Cash Management DB3                            Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co (N)                                      US Treasury Securities            45.28%             Record
Bank One Ohio Trust Co., NA                          Money Market
Department 0393 S.T.I.F.                             Fiduciary
Columbus, Ohio 43271

Bank One TTEE                                        Large Company                     6.82%              Record
Harrison Holding Corp  401K                          Value Fund
C/O Bisys Qualified Plan Svcs                        Class A
Springhouse Corp CTR 11- Invest A/C
323 Norristown Rd Attn: S. Loch
Amber, Pa 19002-2756

Clark & Co                                           Large Company                     22.48%             Record
Database 2 - Attn One Group/Cash Mgmt                Value Fund
235 W Schrock Rd                                     Fiduciary
Westerville, Ohio 43081-2874

Clark & Co                                           Large Company                     7.90%              Record
Database 2 - Attn One Group/Cash Mgmt                Value Fund
235 W Schrock Rd                                     Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co.                                         Large Company                     24.70%             Record
Attn: Mutual Funds 0393                              Value Fund
100 E. Board Street                                  Fiduciary
Columbus, Ohio 43215-3607

Strafe & Co.                                         Large Company                     33.60%             Record
Attn: Mutual Funds 0393                              Valuew  Fund
100 E. Board Street                                  Fiduciary
Columbus, Ohio 43215-3607
</TABLE>
    

                                                                             109
<PAGE>   704
   
<TABLE>
<CAPTION>
                                                  5% SHAREHOLDERS
NAME AND                                                                           PERCENTAGE OF       TYPE OF
ADDRESS                                            FUND/CLASS                      OWNERSHIP           OWNERSHIP
- -------                                            ----------                      ---------           ---------
<S>                                                <C>                             <C>                 <C>
Banc One Corporation                               Large Company                   19.83%              Beneficial
235 West Schrock Road                              Value Fund
Westerville, Ohio  43081-2874                      Fiduciary

Exabyte                                            Municipal Money Market           7.70%              Record
Attn: Bob Stover                                   Fund
1685 38th St                                       Class A
Boulder, CO  80301-2601

Joseph B Udvare Trustee                            Municipal Money Market          10.64%              Record
Udvare Revocable Trust Agreement                   Fund
Dated 1/21/91                                      Class A
5301 N 25th Place
Phoenix, AZ 85016-3629

Clark & Co                                         Municipal Money Market          38.71%              Record 
Database 2 - Attn One Group/Cash Mgmt              Fund
235 W Schrock Rd                                   Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co (D)                                    Municipal Money Market          58.21%              Record
Bank One Ohio Trust Co., Na                        Fund
Department 0393 S.T.I.F                            Fiduciary
Columbus, Ohio 43271

Clark & Co                                         Equity Index Fund               6.25%               Record
Database 2 - Attn One Group/Cash Mgmt              Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                       Equity Index Fund               9.05%               Record
Attn: Mutual Funds 0393                            Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                       Equity Index Fund               16.15%              Record
Attn: Mutual Funds 0393                            Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                       Equity Index  Fund              47.41%              Record
Attn: Mutual Funds 0393                            Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

LaBanc & Co                                        Income Equity Fund              35.42%              Record 
Premier Bank                                       Fiduciary
P.O. Box 91210
Baton Rouge, LA 70821-9210

Clark & Co                                         Income Equity Fund              16.95%              Record
Database 2 - Attn One Group/Cash Mgmt              Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874
</TABLE>
    

                                                                             110
<PAGE>   705
   
<TABLE>
<CAPTION>
                                                   5% SHAREHOLDERS
NAME AND                                                                                PERCENTAGE OF       TYPE OF
ADDRESS                                               FUND/CLASS                        OWNERSHIP           OWNERSHIP
- --------                                              ----------                        -------------       ---------
<S>                                                   <C>                               <C>                 <C>
Clark & Co                                            Income Equity Fund                6.35%               Record
Database 2 - Attn One Group/Cash Mgmt                 Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                          Income Equity Fund                5.95%               Record
Attn: Mutual Funds 0393                               Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                          Income Equity Fund                17.48%              Record
Attn: Mutual Funds 0393                               Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                          Income Equity Fund                8.22%               Record
Attn: Mutual Funds 0393                               Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

LaBanc & Co                                           Government Bond Fund              31.42%              Record
Premier Bank                                          Fiduciary
P.O. Box 91210
Baton Rouge, LA 70821-9210

Clark & Co                                            Government Bond Fund              17.57%              Record
Database 2 - Attn One Group/Cash Mgmt                 Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Clark & Co                                            Government Bond Fund              5.24%               Record
Database 2 - Attn One Group/Cash Mgmt                 Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                          Government Bond Fund              5.79%               Record 
Attn: Mutual Funds 0393                               Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                          Government Bond Fund              29.82%              Record
Attn: Mutual Funds 0393                               Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                          Government Bond Fund              5.53%               Record
Attn: Mutual Funds 0393                               Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

OFDA (MT2)                                            Asset Allocation Fund             6.39%               Beneficial
235 W Schrock Rd.                                     Fiduciary
Westerville, OH 43081
</TABLE>
    

                                                                             111
<PAGE>   706
   
<TABLE>
<CAPTION>
                                                      5% SHAREHOLDERS
NAME AND                                                                                 PERCENTAGE OF        TYPE OF
ADDRESS                                                 FUND/CLASS                       OWNERSHIP            OWNERSHIP
- --------                                                ----------                       -------------        ---------
<S>                                                     <C>                              <C>                  <C>
Clark & Co                                              Asset Allocation Fund            8.54%                Record
Database 2 - Attn One Group/Cash Mgmt                   Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Clark & Co                                              Asset Allocation Fund            39.28%               Record
Database 2 - Attn One Group/Cash Mgmt                   Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                            Asset Allocation Fund            5.42%                Record
Attn: Mutual Funds 0393                                 Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                            Asset Allocation Fund            7.16%                Record
Attn: Mutual Funds 0393                                 Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                            Asset Allocation Fund            22.54%               Record
Attn: Mutual Funds 0393                                 Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Clark & Co                                              Intermediate Bond Fund           32.91%               Record
Database 2 - Attn One Group/Cash Mgmt                   Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Clark & Co                                              Intermediate Bond Fund           5.44%                Record
Database 2 - Attn One Group/Cash Mgmt                   Fiduciary
235 W Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                            Intermediate Bond Fund           8.43%                Record
Attn: Bank One Trust                                    Fiduciary
235 W. Schrock Rd
Westerville, Ohio 43081-2874

Strafe & Co.                                            Intermediate Bond Fund           37.88%               Record
Attn: Mutual Funds 0393                                 Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                            Intermediate Bond Fund           7.92%                Record
Attn: Mutual Funds 0393                                 Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607
</TABLE>
    

                                                                             112
<PAGE>   707
   
<TABLE>
<CAPTION>
                                                5% SHAREHOLDERS
NAME AND                                                                         PERCENTAGE OF        TYPE OF
ADDRESS                                            FUND/CLASS                    OWNERSHIP            OWNERSHIP
- -------                                            ----------                    ---------            ---------
<S>                                                <C>                           <C>                  <C>
Cook Children Medical Ctr                          Ultra Short-Term              5.01%                Beneficial
235 W. Schrock Rd.                                 Income Fund
Westerville, Oh 43081                              Fiduciary

Elca Mission Invest Fd                             Ultra Short-Term              6.15%                Beneficial
235 W Schrock Rd.                                  Income Fund
Westerville, OH 43081                              Fiduciary

Donaldson Lufkin Jenrette                          Ultra Short-Term              8.70%                Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class A
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                          Ultra Short-Term              29.36%               Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class A
Jersey City, NJ 07303-2052

International Precious Metals Corp                 Ultra Short-Term              25.46%               Record
4625 S Ash Ave #J1                                 Income Fund
Tempe AZ 85282                                     Class A

Donaldson Lufkin Jenrette                          Ultra Short-Term              8.67%                Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class A
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                          Ultra Short-Term              25.38%               Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class A
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                          Ultra Short-Term              8.47%                Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class B
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                          Ultra Short-Term              5.05%                Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class B
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                          Ultra Short-Term              5.03%                Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class B
Jersey City, NJ 07303-2052

Donaldson Lufkin Jenrette                          Ultra Short-Term              14.88%               Record
Securities Corporation Inc                         Income Fund
P.O. Box 2052                                      Class B
Jersey City, NJ 07303-2052
</TABLE>
    

                                                                             113
<PAGE>   708
   
<TABLE>
<CAPTION>
                                              5% SHAREHOLDERS
NAME AND                                                                                 PERCENTAGE OF      TYPE OF
ADDRESS                                         FUND/CLASS                               OWNERSHIP          OWNERSHIP
- --------                                        ----------                               -------------      ---------
<S>                                             <C>                                      <C>                <C>
Clark & Co                                      Ultra Short-Term                         32.49%             Record
Database 2 - Attn One Group/Cash Mgmt           Income Fund
235 W Schrock Rd                                Fiduciary
Westerville, Ohio 43081-2874

Clark & Co                                      Ultra Short-Term                         13.93%             Record
Database 2 - Attn One Group/Cash Mgmt           Income Fund
235 W Schrock Rd                                Fiduciary
Westerville, Ohio 43081-2874

Strafe & Co.                                    Ultra Short-Term                         41.09%             Record
Attn: Mutual Funds 0393                         Income Fund
100 E. Board Street                             Fiduciary
Columbus, Ohio 43215-3607

Strafe & Co.                                    Ultra Short-Term                          7.26%             Record
Attn: Mutual Funds 0393                         Income Fund
100 E. Board Street                             Fiduciary
Columbus, Ohio 43215-3607

CBC Companies Inc                               Ohio Municipal Money                      6.61%             Record
Attn: Dirk Cantrell                             Market Fund
250 East Town St                                Class A
Columbus, Ohio 43215-4637

Cincinnati Riverfront Coliseum                  Ohio Municipal Money                      5.31%             Record
Inc. Box Office                                 Market Fund
Attn : Steve Suttles                            Class A
100 Broadway
Cincinnati, Ohio 45202

Mag-Nif Inc                                     Ohio Municipal Money                      5.92%             Record
P O Box 720                                     Market Fund
Mentor Ohio 44061                               Class A

Herkenhoff, John F- Agency                      Ohio Municipal Money Market Fund          5.71%             Beneficial
235 W Schrock Rd                                Fiduciary
Westerville, OH 43081
                                                
Wallick Properties, Inc.                        Ohio Municipal Money Market Fund          5.02%             Beneficial
235 W Schrock Rd                                Fiduciary
Westerville, OH 43081

Sandman & Co.                                   Ohio Municipal Money                      5.73%             Record
c/o State Street Bank & Trust Co.               Market Fund
P O Box 1713                                    Fiduciary
Mutual Funds P2N Palmer Bldg
Boston MA 02105
</TABLE>
    

                                                                             114
<PAGE>   709
   
<TABLE>
<CAPTION>
                                                     5% SHAREHOLDERS
NAME AND                                                                                        PERCENTAGE OF     TYPE OF
ADDRESS                                                FUND/CLASS                               OWNERSHIP         OWNERSHIP
- --------                                               ----------                               -------------     ---------
<S>                                                    <C>                                      <C>               <C>
Strafe & Co.                                           Ohio Municipal Money                     94.27%             Record
Attn: Bank One Trust                                   Market Fund
235 W. Schrock Rd                                      Fiduciary
Westerville, Ohio 43081-2873

Clark & Co.                                            Municipal Income Fund                    55.70%            RECORD
Database 2 Attn One Group/Cash Mgmt                    Fiduciary
235 W Schrock Rd
Westerville Ohio  43081

Strafe & Co.                                           Municipal Income Fund                    8.77%             Record
Attn: Bank One Trust                                   Fiduciary
235 W. Schrock Rd
Westerville, Ohio 43081-2873

Strafe & Co.                                           Municipal Income Fund                    26.79%            Record
Attn: Mutual Funds 0393                                Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Strafe & Co.                                           Municipal Income Fund                    5.40%             Record
Attn: Mutual Funds 0393                                Fiduciary
100 E. Board Street
Columbus, Ohio 43215-3607

Clark & Co                                             Treasury Only Money                      16.07%            Record
Database 2 - Attn One Group/Cash Mgmt                  Market Fund
235 W Schrock Rd
Westerville, Ohio 43081-2874

Bank One Texas NA                                      Treasury Only Money                      13.61%            Record
1717 Main St                                           Market Fund
Dallas, TX 75201-4605

Strafe & Co.                                           Treasury Only Money                      66.89%            Record
Attn: Mutual Funds 0393                                Market Fund
100 E. Board Street
Columbus, Ohio 43215-3607

Clark & Co                                             US Government Money                      40.85%            Record
Database 2 - Attn One Group/Cash Mgmt                  Market Fund
235 W Schrock Rd
Westerville, Ohio 43081-2874

Bank One Texas NA                                      US Government Money Market Fund          21.47%            Record
1717 Main St
Dallas, TX 75201-4605

Bank One Trust Company NA                              US Government Money Market Fund          16.30%            Record
Omnibus-Corporate Cash Sweep Acct
Attn: Cash Management DB3
235 West Schrock Rd
Westerville, Ohio 43081-2874
</TABLE>
    

                                                                             115
<PAGE>   710
   
<TABLE>
<CAPTION>
                                                     5% SHAREHOLDERS
NAME AND                                                                                        PERCENTAGE OF     TYPE OF
ADDRESS                                                FUND/CLASS                               OWNERSHIP         OWNERSHIP
- --------                                               ----------                               -------------     ---------
<S>                                                    <C>                                      <C>               <C>
Strafe & Co.                                           Us Government Money Market Fund          21.38%            Record
Attn: Mutual Funds 0393
100 E. Board Street
Columbus, Ohio 43215-3607
</TABLE>
    

As a group, the Trustees and Officers of the Trust owned less than 1% of the
Shares of each class of the Trust.

                                                                             116
<PAGE>   711
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
U.S. TREASURY SECURITIES MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
<C>          <S>                                         <C>
                          U.S. TREASURY BILLS (16.7%):
 $  50,000   8/22/96(b)................................   $  49,604
    75,000   9/19/96(b)................................      74,131
    20,000   11/14/96(b)...............................      19,638
   105,000   2/6/97(b).................................     101,873
     5,000   3/6/97....................................       4,829
    35,000   4/3/97(b).................................      33,616
    35,000   5/1/97(b).................................      33,448
    10,000   5/29/97(b)................................       9,502
                                                         -----------
                             Total U.S. Treasury Bills      326,641
                                                         -----------
                          U.S. TREASURY NOTES (13.9%):
    45,000   7.88%, 7/15/96(b).........................      45,040
    10,000   6.13%, 7/31/96(b).........................      10,004
    15,000   7.88%, 7/31/96(b).........................      15,032
    25,000   7.25%, 8/31/96............................      25,051
    20,000   6.50%, 9/30/96(b).........................      20,032
    25,000   8.00%, 10/15/96(b)........................      25,189
    50,000   7.25%, 11/30/96(b)........................      50,348
    50,000   6.88%, 2/28/97............................      50,581
    10,000   6.63%, 3/31/97(b).........................      10,085
    10,000   6.50%, 4/30/97............................      10,064
    10,000   6.13%, 5/31/97(b).........................      10,023
                                                         -----------
                             Total U.S. Treasury Notes      271,449
                                                         -----------
                  Total Investments, at amortized cost      598,090
                                                         -----------
                         REPURCHASE AGREEMENTS (69.5%)
    75,000   Barclays de Zoette Wedd, 5.40%, 7/1/96
               (collateralized by $282,824 U.S.
               Treasury Securities, 0.00%,
               8/15/97-8/15/25, market value
               $76,500)................................      75,000
    75,000   CIBC, 5.45%, 7/1/96 (collateralized by
               $78,255 Various U.S. Government
               Securities, 5.06%-5.375%,
               12/26/96-11/30/97, market value
               $77,517)................................      75,000
 
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
<C>          <S>                                         <C>
                     REPURCHASE AGREEMENTS, CONTINUED:
 $  75,000   Deutsche, Morgan, Grenfell, 5.45%, 7/1/96
               (collateralized by $73,008 U.S. Treasury
               Securities, 0.00%-8.50%,
               7/01/96-8/15/25, market value
               $76,500)................................   $  75,000
    75,000   Dresdner Securities, 5.45%, 7/1/96
               (collateralized by $73,098 U.S. Treasury
               Notes, 7.50%, 12/31/96, market value
               $76,523)................................      75,000
    75,000   Goldman, 5.45%, 7/1/96 (collateralized by
               $75,663 U.S. Treasury Notes,
               6.13%-6.50%, 4/30/97-8/15/02, market
               value $76,500)..........................      75,000
   475,000   Aubrey G. Lanston & Co., 5.45%, 7/1/96
               (collateralized by $486,932 Various U.S.
               Government Securities, 0.00%-6.875%,
               9/5/96-4/30/01, market value
               $484,882)...............................     475,000
   434,888   Lehman Brothers, 5.50%, 7/1/96
               (collateralized by $841,252 U.S.Treasury
               Strips, 0.00%, 5/15/04-5/15/06, market
               value $443,587).........................     434,888
    75,000   J.P. Morgan, 5.45%, 7/1/96 (collateralized
               by $118,217 U.S. Treasury Securities,
               0.00%-6.25%, 8/15/96-2/15/25, market
               value $76,501 ).........................      75,000
                                                         -----------
                           Total Repurchase Agreements    1,359,888
                                                         -----------
                           Total (Cost--$1,957,978)(a)    $1,957,978
                                                         -----------
                                                         -----------
</TABLE>
 
- ------------
 
Percentage indicated are based on net assets of $1,955,454.
 
<TABLE>
<C>        <S>
      (a)  Cost for federal income tax and financial reporting purposes are the same.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          9 ----
<PAGE>   712
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
PRIME MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                              AMORTIZED
   AMOUNT              SECURITY DESCRIPTION               COST
- ------------  ---------------------------------------  -----------
<C>           <S>                                      <C>
FUNDING AGREEMENTS (11.8%):
$     50,000  All State Floating Repo, 5.65%,
                9/1/96*..............................   $  50,000
     125,000  General American Life Insurance Co.,
                5.64%, 3/19/97.......................     125,000
      60,000  Peoples Security Life, 5.55%,
                04/22/97*............................      60,000
      25,000  Providian Life & Health Insurance Co.,
                5.59%, 3/1/97........................      25,000
      35,000  Providian Life & Health Insurance Co.,
                5.59%, 3/1/97........................      35,000
                                                       -----------
  Total Funding Agreements                                295,000
                                                       -----------
COMMERCIAL PAPER (59.1%):
Automotive (5.0%):
      20,000  American Honda Finance Corp., 5.34%,
                7/25/96..............................      19,929
      40,000  American Honda Finance Corp., 5.35%,
                8/14/96..............................      39,738
      41,500  General Motors Acceptance Corp., 5.35%,
                8/12/96..............................      41,241
      25,000  General Motors Acceptance Corp., 5.33%,
                9/12/96..............................      24,730
                                                       -----------
                                                          125,638
                                                       -----------
Banking (1.0%):
      25,000  Monte Dei Paschi Di Siena, 5.29%,
                7/26/96..............................      24,908
                                                       -----------
Banking & Financial Services (2.0%):
      50,000  Lehman Brothers Holdings, Inc., 5.31%,
                9/17/96..............................      49,425
                                                       -----------
Chemicals (4.9%):
      20,000  Akzo Nobel, Inc., 5.30%, 8/19/96.......      19,856
      25,000  Akzo Nobel, Inc., 5.45%, 10/18/96......      24,587
      24,400  Akzo Nobel, Inc., 5.45%, 10/21/96......      23,986
      25,000  Akzo Nobel, Inc., 5.45%, 10/25/96......      24,561
      15,000  Akzo Nobel, Inc., 5.40%, 11/22/96......      14,676
      15,000  Akzo Nobel, Inc., 5.40%, 11/26/96......      14,667
                                                       -----------
                                                          122,333
                                                       -----------
Computer Software (3.9%):
      27,500  CSC Enterprises, 5.37%, 7/8/96.........      27,471
      20,000  CSC Enterprises, 5.35%, 7/24/96........      19,932
      29,000  CSC Enterprises, 5.34%, 8/23/96........      28,772
      21,000  CSC Enterprises, 5.33%, 8/29/96........      20,817
                                                       -----------
                                                           96,992
                                                       -----------
Consumer Goods & Services (0.9%):
      10,000  Tambrands Corp., 5.35%, 9/26/96........       9,871
      12,000  Tambrands Corp., 5.52%, 11/12/96.......      11,753
                                                       -----------
                                                           21,624
                                                       -----------
 
<CAPTION>
 PRINCIPAL                                              AMORTIZED
   AMOUNT              SECURITY DESCRIPTION               COST
- ------------  ---------------------------------------  -----------
<C>           <S>                                      <C>
COMMERCIAL PAPER, CONTINUED:
Electrical & Electronic (2.6%):
$     11,000  Hitachi Credit America Corp., 5.32%,
                8/27/96..............................   $  10,907
      18,000  Hitachi Securities, 5.32%, 8/29/96.....      17,843
      15,000  Toshiba America, Inc., 5.31%,
                7/18/96..............................      14,963
      20,000  Toshiba America, Inc., 5.35%, 7/8/96...      19,979
                                                       -----------
                                                           63,692
                                                       -----------
Financial & Insurance (1.2%):
      12,658  Enterprise Funding Corp., 5.40%,
                8/16/96..............................      12,570
      17,312  Enterprise Funding Corp., 5.40%,
                8/26/96..............................      17,167
                                                       -----------
                                                           29,737
                                                       -----------
Financial Services (9.0%):
      12,297  Equipment Funding, Inc., 5.35%,
                7/8/96...............................      12,284
      21,010  Finova Capital Corp., 5.38%, 7/11/96...      20,978
      35,000  Finova Capital Corp., 5.38%, 8/15/96...      34,765
      32,000  Finova Capital Corp., 5.40%, 8/22/96...      31,750
      40,000  Finova Capital Corp., 5.50%, 9/6/96....      39,591
      25,000  Lehman Brothers Holding, Inc., 5.45%,
                9/30/96..............................      24,656
      60,605  Old Line Funding Corp., 5.31%,
                7/2/96...............................      60,596
      25,000  Old Line Funding Corp., 5.45%,
                7/24/96..............................      24,913
                                                       -----------
                                                          249,533
                                                       -----------
Gas & Electric Utility (3.8%):
      30,900  CSW Credit, Inc., 5.29%, 7/17/96.......      30,827
      30,500  CSW Credit, Inc., 5.40%, 8/5/96........      30,340
      32,886  National Rural Utilities Finance Corp.,
                5.28%, 7/22/96.......................      32,785
                                                       -----------
                                                           93,952
                                                       -----------
Leasing (4.3%):
      35,000  International Lease Finance Corp.,
                5.33%, 8/7/96........................      34,809
      31,000  International Lease Funding Corp.,
                5.30%, 9/20/96.......................      30,630
      20,000  USL Capital Corp., 5.30%, 7/2/96.......      19,997
      21,000  USL Capital Corp., 5.37%, 7/15/96......      20,957
                                                       -----------
                                                          106,393
                                                       -----------
Office Equipment & Services (3.6%):
      50,000  International Business Machines, 5.90%,
                07/29/96.............................      49,998
  41,000,000  Xerox Corp., 5.35%, 8/20/96............      40,695
                                                       -----------
                                                           90,693
                                                       -----------
</TABLE>
 
CONTINUED
 
- ----10
<PAGE>   713
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
PRIME MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                              AMORTIZED
   AMOUNT              SECURITY DESCRIPTION               COST
- ------------  ---------------------------------------  -----------
COMMERCIAL PAPER, CONTINUED:
<C>           <S>                                      <C>
Oil & Gas Exploration Products & Services (5.9%):
$     30,000  Pemex Capital, Inc., 5.32%, 8/2/96.....   $  29,858
      15,000  Pemex Capital, Inc., 5.40%, 9/10/96....      14,840
      15,000  Pemex Capital, Inc., 5.40%, 9/12/96....      14,836
      25,000  Petroleo Brasileird S.A., 5.26%,
                7/23/96..............................      24,920
      20,000  Petroleo Brasileiro S.A.--Petrobras,
                5.33%, 8/9/96........................      19,885
      10,000  Petroleo Brasileiro S.A.--Petrobras
                "B", 5.37%, 8/16/96..................       9,931
      13,500  Petroleo Brasileiro S.A., 5.345%,
                11/18/96.............................      13,219
      20,000  Petroleo Brasileiro S.A., 5.345%,
                12/4/96..............................      19,537
                                                       -----------
                                                          147,026
                                                       -----------
Real Estate (4.4%):
      45,000  Countrywide Funding Corp., 5.43%,
                7/23/96..............................      44,851
      19,840  Countrywide Funding Corp., 5.45%,
                9/3/96...............................      19,648
      46,000  Countrywide Funding Corp., 5.42%,
                9/9/96...............................      45,515
                                                       -----------
                                                          110,014
                                                       -----------
Telecommunications (5.8%):
      30,000  GTE Corp., 5.33%, 7/2/96...............      29,996
      50,000  GTE Corp., 5.39%, 7/9/96...............      49,940
      17,500  Nynex Corp., 5.37%, 7/8/96.............      17,482
      24,500  Nynex Corp., 5.35%, 8/6/96.............      24,369
      24,500  Nynex Corp., 5.32%, 8/26/96............      24,297
                                                       -----------
                                                          146,084
                                                       -----------
  Total Commercial Paper                                1,478,044
                                                       -----------
CORPORATE BONDS (1.7%):
Financial Services (1.7%):
      25,000  IBM Credit Corp., 5.90%, 8/28/96.......      24,996
      17,875  John Deere, 4.625%, 9/2/96.............      17,838
                                                       -----------
  Total Corporate Bonds                                    42,834
                                                       -----------
MEDIUM TERM/SENIOR NOTES (13.4%):
Banking (5.0%):
      50,000  Abbey National Treasury Services, PLC.,
                5.08%, 2/27/97.......................      49,994
      25,000  Abbey National Treasury Services, PLC.,
                5.08%, 2/27/97.......................      24,994
      50,000  Abbey National Treasury Services, PLC.,
                5.11%, 3/17/97.......................      49,969
                                                       -----------
                                                          124,957
                                                       -----------
 
<CAPTION>
 PRINCIPAL                                              AMORTIZED
   AMOUNT              SECURITY DESCRIPTION               COST
- ------------  ---------------------------------------  -----------
<C>           <S>                                      <C>
MEDIUM TERM/SENIOR NOTES, CONTINUED:
Banking and Financial Services (3.0%):
$     50,000  Bear Stearns Companies, Inc., 5.60%,
                3/14/97..............................   $  50,000
      25,000  Merrill Lynch & Co., Inc., 5.58%,
                3/14/97..............................      25,000
                                                       -----------
                                                           75,000
                                                       -----------
Brokerage (5.0%):
     125,000  Greenwich Capital Holding, Inc., 5.80%,
                10/1/96 Master Note Purchase
                Agreement*...........................     125,000
                                                       -----------
Leasing (0.4%):
      10,000  International Leasing Finance, Inc.,
                8.73%, 8/9/96........................      10,033
                                                       -----------
  Total Medium Term/Senior Notes                          334,990
                                                       -----------
FLOATING RATE NOTES (3.3%):
      31,440  Student Loan Marketing Association,
                6.08%, 7/1/96*.......................      31,440
      50,000  Student Loan Marketing Assoc., 5.45%,
                9/28/98*.............................      50,000
                                                       -----------
  Total Floating Rate Notes                                81,440
                                                       -----------
U.S. TREASURY BILLS (1.0%):
      25,000  3/6/97.................................      24,144
                                                       -----------
  Total U.S. Treasury Bills                                24,144
                                                       -----------
  Total Investments, at amortized cost                  2,256,452
                                                       -----------
REPURCHASE AGREEMENTS (10.0%):
     100,000  Lehman Brothers, 5.51%, 7/1/96,
                (collateralized by $104,920 Various
                U.S. Government Securities,
                0.00%-8.36%, 12/24/96-12/08/14,
                market value $102,004)...............     100,000
      23,841  Lehman Brothers, 5.50%, 7/1/96,
                (collateralized by $18,957 U.S.
                Treasury Bonds, 8.00%-15.75%
                2/15/01-2/15/02, market value
                $24,305).............................      23,841
     125,000  Prudential Securities, 5.53%, 7/1/96,
                (collateralized by $84,763 Various
                U.S. Government Securities,
                0.00%-8.25%, 7/02/96-5/15/18, market
                value $68,899 and cash-$57,452)......     125,000
                                                       -----------
  Total Repurchase Agreements                             248,841
                                                       -----------
Total (Cost--$2,505,293)(a)                             $2,505,293
                                                       -----------
                                                       -----------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $2,501,936.
 
<TABLE>
<C>        <S>
      (a)  Cost for federal income tax and financial reporting purposes is the same.
</TABLE>
 
<TABLE>
<C>        <S>
        *  Variable rate securities having liquidity sources through bank letters of credit or other credit and/or liquidity
           agreements. The interest rate, which will change periodically, is based upon bank prime rates or a index of market
           interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in effect at June 30, 1996.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          11----
<PAGE>   714
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
<C>          <S>                                        <C>
                             MUNICIPAL BONDS (16.2%):
                                  Connecticut (0.9%):
 $   4,500   Special Assessment Unemployment
               Compensation Revenue Notes (Curbs),
               3.9%, 11/15/01*........................   $   4,500
                                                        -----------
                                      Florida (0.7%):
     3,500   Putnam County, Development Authority,
               3.50%, 12/15/09*.......................       3,500
                                                        -----------
                                    Louisiana (1.0%):
     5,000   State Refunding, Series A, 4.20%,
               8/1/96.................................       5,002
                                                        -----------
                                     Michigan (8.4%):
     2,500   Municipal Bond Authority Revenue, Series
               B, 4.50%, 7/3/96.......................       2,500
    10,000   Muncipal Bond Authority, Series A, 4.50%,
               7/3/97.................................      10,058
    30,000   State GO Notes, 4.00%, 9/30/96...........      30,073
                                                        -----------
                                                            42,631
                                                        -----------
                                       Nevada (0.4%):
     2,000   State GO Bonds, 6.35%, 8/1/96............       2,005
                                                        -----------
                                         Ohio (0.6%):
     3,000   School District Cash Flow, 4.53%,
               6/30/97................................       3,015
                                                        -----------
                                        Texas (2.5%):
     4,980   Austin Independent School District,
               6.70%, 8/1/99
               Prefunded 8/1/96 at 100................       4,994
     4,000   Dallas Independent School District,
               7.10%, 8/15/96
               LOC: NationsBank of Texas..............       4,016
     1,400   Gulf Coast Waste Disposal Authority
               Texas, PCR, 3.50%, 10/1/17, Amoco Oil
               Co. Project*...........................       1,400
     2,200   North Central, Health Facilities, 3.65%,
               12/1/15, Development Corp., Revenue
               Bonds, Series D*.......................       2,200
                                                        -----------
                                                            12,610
                                                        -----------
                                     Virginia (1.0%):
     5,300   Public School Authority, Series C, 5.00%,
               8/1/96.................................       5,307
                                                        -----------
                                    Wisconsin (0.3%):
     1,460   Milwaukee, Series BQ, 6.00%, 7/15/96,
               GO.....................................       1,461
                                                        -----------
                                      Wyoming (0.5%):
     2,500   Uinta County, PCR, Amoco Standard Oil Co
               Ind., 3.98%, 12/1/12*..................       2,502
                                                        -----------
                                Total Municipal Bonds       82,533
                                                        -----------
 
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
<C>          <S>                                        <C>
                           DAILY DEMAND NOTES (3.6%):
                                      Alabama (1.2%):
 $   5,900   Phenix County, Al 93-A, 3.75%, 6/1/28,
               LOC: Toronto Dominion*.................   $   5,900
                                                        -----------
                                     Colorado (0.3%):
     1,600   Moffat County PCR, Pacific Corp., 3.60%,
               5/1/13*................................       1,600
                                                        -----------
                                         Ohio (0.4%):
     1,900   State Air Quality, 3.75%, 12/1/15, LOC:
               JP Morgan*.............................       1,900
                                                        -----------
                                        Texas (1.4%):
     3,000   Brazos River Authority PCR
               Coll Utilities Electric Co. Series B,
               3.85%, 6/1/30, LOC: Union Bank of
               Switzerland, AMT*......................       3,000
     4,300   Sabine River Authority PCR
               Utilities Electric Co. Project Series
               C, 3.85%, 6/1/30, LOC: Union Bank of
               Switzerland, AMT*......................       4,300
                                                        -----------
                                                             7,300
                                                        -----------
                                   Washington (0.3%):
     1,500   State Health Care Facilities Authority,
               Fred Hutchinson Cancer-C, 3.65%, 1/1/18
               LOC: Morgan Guaranty*..................       1,500
                                                        -----------
                             Total Daily Demand Notes       18,200
                                                        -----------
                         WEEKLY DEMAND NOTES (56.4%):
                                     Arkansas (1.6%):
     8,100   Clark County Solid Waste Disposal Revenue
               - Reynolds Metals Co. Project, 3.55%,
               8/1/22, LOC: Trust Co. Bank, AMT*......       8,100
                                                        -----------
                                     Colorado (2.3%):
     2,500   Student Obligation Bond Authority 90-A
               3.40%, 9/1/24, AMT*....................       2,500
     4,400   Student Obligation Bond Authority,
               Student Loan Revenue, 3.40%, 7/1/20,
               AMT*...................................       4,400
     5,000   Regents University Of Colorado Student
               Housing Bonds, 3.35%, 6/1/20 LOC:
               Morgan Guaranty*.......................       5,000
                                                        -----------
                                                            11,900
                                                        -----------
                                      Florida (2.0%):
    10,000   Housing Finance Authority, Woodlands Apt.
               855, 3.35%, 12/1/17*...................      10,000
                                                        -----------
</TABLE>
 
CONTINUED
 
- ----12
<PAGE>   715
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
                      WEEKLY DEMAND NOTES, CONTINUED:
<C>          <S>                                        <C>
                                      Georgia (2.1%):
 $  10,900   Cobb County Georgia Housing Authority
               Multifamily Housing Revenue - Pittco
               Frey Assoc. Project, 3.15%, 6/1/23,
               LOC: Societe Generale*.................   $  10,900
                                                        -----------
                                     Illinois (8.9%):
    10,900   Chicago O'Hare International
               AirportRevenue - Second Lien - Series
               B, 3.50%, 1/1/18, LOC: Societe
               Generale, AMT*.........................      10,900
     5,900   Development Finance Authority Revenue
               Special Facility - Little City
               Foundation, 3.40%, 2/1/19, LOC: LaSalle
               National Bank*.........................       5,900
     4,700   Development Finance Authority Revenue
               Aurora Central Catholic High School,
               3.40%, 4/1/24, LOC: Northern Trust*....       4,700
     4,500   Development Finance Authority Revenue
               Roosevelt University Project, 3.40%,
               4/1/25, LOC: American National Bank*...       4,500
     1,625   Development Finance Authority Revenue St
               Pauls House Project, 3.40%, 2/1/25,
               LOC: LaSalle National Bank*............       1,625
     2,500   Educational Facility Authority Revenues
               Northwestern University, 3.40%, 3/1/28,
               LOC: Northern Trust*...................       2,500
     1,000   Health Facilities Authority Revenue
               Revolving Fund Pooled, Series C, 3.40%,
               8/1/15, LOC: First National Bank of
               Chicago*...............................       1,000
     1,900   Health Facilities Authority Revenue
               Hospital Sisters Service Series E,
               3.40%, 12/1/14, LOC: Morgan
               Guaranty*..............................       1,900
     3,000   Health Facilities Authority Revenue
               Washington & Jane Smith Home, 3.50%,
               7/1/26, LOC: First Chicago Bank*.......       3,000
     5,000   Jacksonville Industrial Project Revenue
               Agi Inc. Project, 3.65%, 2/1/26, LOC:
               Bank of America*.......................       5,000
     2,240   Lombard Industrial Development Revenue
               Chicago Roll Co., Inc Project, 3.95%,
               2/1/10, LOC: American National Bank*...       2,240
 
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
<C>          <S>                                        <C>
                      WEEKLY DEMAND NOTES, CONTINUED:
                                 Illinois, continued:
 $   2,000   Orland Hills Multi-Family Mortgage
               Revenue 88th Avenue Project, 3.40%,
               12/1/04, LOC: LaSalle National Bank*...   $   2,000
                                                        -----------
                                                            45,265
                                                        -----------
                                      Indiana (6.5%):
    12,400   Health Facility Financing Authority
               Rehabilitation Hospital Indiana, Inc.,
               3.40%, 11/1/20, LOC: Toronto Dominion
               Bank*..................................      12,400
     3,000   Indianapolis Economic Development Revenue
               -Childrens Museum Project, 3.45%,
               10/1/25, LOC: National Bank of Detroit,
               Indianapolis*..........................       3,000
     3,900   Jasper Economic Development Revenue Best
               Chairs Inc. Project, 3.70%, 3/1/19,
               LOC: PNC Bank*.........................       3,900
    14,035   Rockport PCR, Indiana & Michigan Electric
               Co., Series A, 3.15%, 8/1/14, LOC:
               Swiss Bank*............................      14,035
                                                        -----------
                                                            33,335
                                                        -----------
                                    Louisiana (0.8%):
     4,000   Jefferson Parish Hospital Service
               District No. 2 Hospital Revenue, 3.10%,
               12/1/15, FGIC*.........................       4,000
                                                        -----------
                                     Michigan (3.4%):
    14,100   Higher Education Student Loan, Series B,
               3.40%, 10/1/13, AMT, AMBAC*............      14,100
     1,750   State Strategic Fund Limited Wayne
               Disposal Oakland Project, 3.60%, 3/1/5,
               LOC: Comercia Bank*....................       1,750
     1,000   State Strategic Fund Limited Obligation
               Revenue Environmental Quality, 3.60%,
               5/1/05 LOC: Comercia Bank, AMT*........       1,000
                                                        -----------
                                                            16,850
                                                        -----------
                                       Nevada (3.4%):
     7,400   Clark County Airport Improvement Revenue
               Sub Lien Series A-1, 3.30%, 7/1/25,
               LOC: Toronto Dominion Bank*............       7,400
    10,000   Clark County Industrial Development
               Revenue - Power Co. Project, Series A,
               3.30%, 10/1/30, LOC: Barclays Bank,
               AMT*...................................      10,000
                                                        -----------
                                                            17,400
                                                        -----------
</TABLE>
 
CONTINUED
 
                                                                          13----
<PAGE>   716
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
                      WEEKLY DEMAND NOTES, CONTINUED:
<C>          <S>                                        <C>
                                   New Mexico (0.4%):
 $   2,000   Albuquerque Airport Revenue Sub Lien,
               3.30%, 7/1/14, AMBAC*..................   $   2,000
                                                        -----------
                                         Ohio (5.7%):
     6,000   Franklin County Hospital Revenue Holy
               Cross Health Systems, 3.35%, 6/1/16,
               LOC: Morgan Guaranty*..................       6,000
     6,800   State Air Quality Development Authority
               Revenue Funding Limited Partnership,
               Series A, 3.50%, 4/1/28, LOC: Societe
               Generale*..............................       6,800
     6,300   Air Quality Development Authority, 3.50%,
               4/1/29, LOC: Societe Generale*.........       6,300
     4,600   The Ohio State University General
               Receipts, Series B, 3.00%, 12/1/12*....       4,600
     5,500   State Water Development Authority Revenue
               Timken Company Project, 3.35%, 5/1/07,
               LOC: Wachovia Bank*....................       5,500
                                                        -----------
                                                            29,200
                                                        -----------
                                 Rhode Island (1.0%):
     5,000   Commonwealth Student Loan Revenue Bond
               #3, 3.45%, 06/01/26, LOC: Nat West*....       5,000
                                                        -----------
                               South Carolina (0.3%):
     1,700   Cherokee County Industrial Revenue
               Oshkosh Truck Project, 3.50%, 8/1/19,
               LOC: Bank of Nova Scotia, AMT*.........       1,700
                                                        -----------
                                    Tennessee (0.7%):
     3,800   Oak Ridge Industrial Board Economic
               Development Revenue Limited Obligation,
               3.45%, 5/1/09
               LOC: Algemene Bank Nederland*..........       3,800
                                                        -----------
                                       Texas (12.4%):
    14,100   Capital Health Facilities Development
               Corp. Island On Lake Travis Limited
               Project, 3.40%, 12/1/16, LOC: Credit
               Suisse, AMT*...........................      14,100
    10,000   Panhandle Plains Higher Education Inc.
               Student Loan Revenue, Series A, 3.40%,
               6/1/21*................................      10,000
     5,000   Panhandle Plains Higher Education
               Authority, Student Loan Revenue, Series
               A, 3.40%, 6/1/23, AMT*.................       5,000
    15,900   San Antonio Health Facilities Development
               Corp. Hospital Revenue Warm Springs
               Rehabilitation Foundation Series A,
               3.30%, 6/1/08 LOC: Nationsbank of
               Texas*.................................      15,900
 
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
<C>          <S>                                        <C>
                      WEEKLY DEMAND NOTES, CONTINUED:
                                    Texas, continued:
 $   5,900   San Antonio Housing Finance Corp. Harbor
               Cove Apartments Project, 3.50%, 6/1/06
               LOC: Bank of America Illinois, AMT*....   $   5,900
     4,090   Higher Education Authority Inc.
               Educational Series B, 3.10%, 12/1/25,
               FGIC*..................................       4,090
     8,100   Travis County Housing Finance Corp.
               Multifamily Housing Revenue - Aspen
               Hills Apartments Project, 3.50%, 6/1/06
               LOC: Bank of America Illinois, AMT*....       8,100
                                                        -----------
                                                            63,090
                                                        -----------
                                         Utah (2.8%):
    14,500   Salt Lake City Airport Revenue, Sub
               Series A, 3.40%, 6/1/98, LOC: Credit
               Suisse, AMT*...........................      14,500
                                                        -----------
                                   Washington (0.7%):
     3,715   Pierce County Economic Development Corp.
               Industrial Revenue - Mcfarland Cascade
               Project, 3.55%, 10/1/07, LOC: First
               National Bank of Seattle, AMT*.........       3,715
                                                        -----------
                                West Virginia (1.4%):
     2,400   Marion County Community Solid Waste
               Disposal Facility Revenue Granttown,
               3.60%, 10/1/17, LOC: National
               Westminster, AMT*......................       2,400
     4,700   Marion County Community Solid Waste
               Disposal Facility Revenue Granttown,
               3.40%, 10/1/17, LOC: National
               Westminster, AMT*......................       4,700
                                                        -----------
                                                             7,100
                                                        -----------
                            Total Weekly Demand Notes      287,855
                                                        -----------
                         MONTHLY DEMAND NOTES (3.1%):
                                      Arizona (0.4%):
     2,000   Chandler Industrial Development
               Authority, Industrial Development
               Revenue - Parsons Municipal Service
               Inc., 3.70%, 12/15/09, LOC: National
               Westminster*...........................       2,000
                                                        -----------
                                      Indiana (2.7%):
    13,700   Gary Environmental Improvement Revenue US
               Steel Corp. Project, 3.70%, 7/15/02,
               LOC: Bank of Nova Scotia*..............      13,700
                                                        -----------
                           Total Monthly Demand Notes       15,700
                                                        -----------
</TABLE>
 
CONTINUED
 
- ----14
<PAGE>   717
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
                              SHORT-TERM PUTS (5.7%):
<C>          <S>                                        <C>
                                      Arizona (1.0%):
 $   5,000   Conchise County, PCR, Electric Power
               Corp., 3.30%, 9/1/24 AMT**.............   $   5,000
                                                        -----------
                                      Florida (0.8%):
     4,000   Putnam County, 3.25%, 3/15/14**..........       4,000
                                                        -----------
                                     Missouri (0.6%):
     3,000   State Environmental Improvement & Energy
               Resource Authority PCR Union Electric
               Co. Series B, 3.65%, 6/1/14, LOC: Union
               Bank of Switzerland**..................       3,000
                                                        -----------
                                New Hampshire (1.2%):
     5,900   Industrial Development Authority Solid
               Waste Disposal Facility Revenue, 3.30%,
               9/1/15, AMT**..........................       5,900
                                                        -----------
                               South Carolina (0.4%):
     2,000   York County, Saluda River Project
               National Rural Utilities, Series E-2,
               3.10%, 8/15/14**.......................       2,000
                                                        -----------
                                    Tennessee (1.0%):
     5,000   Shelby County Health Educational &
               Housing Facility Board Hospital Revenue
               Methodist Health System, Series C,
               3.90%, 8/1/15, MBIA**..................       5,000
                                                        -----------
                                        Texas (0.8%):
     4,065   Gulf Coast Industrial Development
               Authority Marine Term Revenue Amoco Oil
               Co Project, 3.60%, 6/1/25**............       4,065
                                                        -----------
                                Total-Short Term Puts       28,965
                                                        -----------
                    TAX-FREE COMMERCIAL PAPER (8.1%):
                                      Alabama (0.8%):
     4,000   Phenix County Industrial Development
               Board Environmental Improvement Revenue
               - Mead Coated Board Project, 3.45%,
               12/1/23, LOC: ABN AMRO Bank, AMT*......       4,000
                                                        -----------
                                     Colorado (1.1%):
     5,500   Platte River Authority,Electric Power
               3.55%, 7/1/96, LOC: Morgan Guaranty....       5,500
                                                        -----------
 
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
<C>          <S>                                        <C>
                TAX-FREE COMMERCIAL PAPER, CONTINUED:
                                      Georgia (1.2%):
 $   6,000   Municipal Electric Authority, Series
               85-A, 3.65%, 7/17/96 LOC: Credit
               Suisse, Morgan, Bayerische
               Landesbank.............................   $   6,000
                                                        -----------
                                     Michigan (2.9%):
    15,000   State Underground Storage Tank Financial
               Assurance Authority Series 1, 3.45%,
               12/1/04 LOC: Canadian Imperial Bank*...      15,000
                                                        -----------
                                        Texas (1.5%):
     5,000   Brazos River Authority - Texas Utilities
               3.30%, 5/1/29, AMT*....................       5,000
     2,400   State Transportation, 3.65%, 8/20/96.....       2,400
                                                        -----------
                                                             7,400
                                                        -----------
                                West Virginia (0.7%):
     3,500   Public Energy Authority Energy Revenue -
               Morgantown Assoc. Project, 3.70%,
               7/24/96 LOC: Suisse Bank, AMT..........       3,500
                                                        -----------
                      Total Tax-Free Commercial Paper       41,400
                                                        -----------
                          ANTICIPATION NOTES (11.3%):
                                   California (3.0%):
    15,000   Los Angeles County Tax & Revenue
               Anticipation Notes, Series A, 4.50%,
               6/30/97, LOC: Credit Suisse............      15,094
                                                        -----------
                                        Idaho (1.8%):
     9,000   State Tax Anticipation Note, 4.50%,
               6/30/97................................       9,052
                                                        -----------
                                 Pennsylvania (1.2%):
     6,000   Penn State University, 4.00%, 12/18/96...       6,017
                                                        -----------
                                    Tennessee (1.5%):
     7,500   State Anticipation Note, Series 96A,
               3.25%, 7/2/01**........................       7,500
                                                        -----------
                                        Texas (3.9%):
    20,000   State Tax & Revenue Anticipation Notes,
               Series A, 4.75%, 8/30/96...............      20,029
                                                        -----------
                             Total Anticipation Notes       57,692
                                                        -----------
Total (Cost--$532,345) (a)                                 532,345
                                                        -----------
                                                        -----------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $510,527.
 
<TABLE>
<C>        <S>
      (a)  Cost and value for federal income tax and financial reporting purposes are the same.
</TABLE>
 
<TABLE>
<C>        <S>
        *  Variable rate securities having liquidity sources through bank letters of credit or other credit and/or liquidity
           agreements. The interest rate, which will change periodically, is based upon bank prime rates or an index of market
           interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in effect at June 30, 1996.
</TABLE>
 
CONTINUED
 
                                                                          15----
<PAGE>   718
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
 
<TABLE>
<C>        <S>
       **  Put and demand features exist allowing the Fund to require the purchase of the instrument within variable time periods
           including daily, weekly, monthly, or semiannually.
</TABLE>
 
<TABLE>
<S>        <C>
AMBAC      AMBAC Indemnity Corporation
AMT        Alternative Minimum Tax Paper
GO         General Obligation
FGIC       Insured by Financial Guaranty Insurance Corp.
LOC        Letter of Credit
PCR        Pollution Control Revenue
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----16
<PAGE>   719
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
OHIO MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
<C>          <S>                                         <C>
                              MUNICIPAL BONDS (75.4%):
                                                 Ohio:
 $   1,000   Air Quality Development Authority, 3.50%,
               4/1/29*.................................   $   1,000
     3,050   Clermont County, Series B, 3.35%, 12/1/15,
               Hospital Facilities Mercy Health Care of
               Cincinnati*.............................       3,050
     3,000   Cleveland Waterworks Revenue, 7.75%,
               1/1/97, Prerefunded 1/1/97 @ 102,
               MBIA....................................       3,128
     2,500   Columbus Sewer Revenue, 3.30%, 6/1/11*....       2,500
       300   Cuyahoga County, 3.40%, 4/1/12, LOC:
               Dresdner Bank*..........................         300
     1,600   Cuyahoga County, 3.25%, 12/1/15, LOC:
               Union Bank of Switzerland*..............       1,600
     4,000   Cuyahoga County, 3.25%, 1/1/26, LOC:
               Morgan Guaranty Bank*...................       4,000
     1,500   Franklin County Hospital Authority, 3.45%,
               5/1/15, LOC: National Bank of
               Detroit*................................       1,500
     1,800   Franklin County Hospital Revenue Holy
               Cross Health Systems, 3.35%, 6/1/16,
               LOC: Morgan Guaranty Bank*..............       1,800
     1,700   Franklin County Inland Products, Inc.,
               3.70%, 6/1/04*..........................       1,700
     2,000   Geauga County Industrial Development,
               3.50%, 4/1/04*..........................       2,000
       500   Hamilton County Economic Development
               Revenue, 3.55%, 6/15/05*................         500
     2,000   Hamilton County Hospital Revenue, 3.20%,
               2/15/24*................................       2,000
     1,000   Higher Education Facility, 3.45%,
               9/1/20*.................................       1,000
     3,400   Housing Financial Agency, 3.60%, 12/1/15,
               LOC: Morgan Guaranty Bank*..............       3,400
       500   Montgomery County, 3.25%, 5/15/25*........         500
     1,000   Ross County, Ohio Hospital Facilities,
               3.45%, 12/1/20*.........................       1,000
     3,000   School District Cash Flow, 4.53%,
               6/30/97.................................       3,015
     1,000   Shaker Heights, BAN, 4.30%, 10/18/96......       1,001
     1,000   State, GO, 6.95%, 9/1/98, Prerefunded
               9/1/96 @102.............................       1,027
     4,500   State Air Quality Development Authority
               Revenue JMG Co. Funding Limited
               Partnership Series A, 3.50%, 4/1/28,
               LOC: Soci'ete Generale*.................       4,500
     3,000   State Air Quality Development Revenue
               Bonds, 3.35%, 6/1/01, LOC: Soci'ete
               Generale*...............................       3,000
 
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
<C>          <S>                                         <C>
                           MUNICIPAL BONDS, CONTINUED:
                                      Ohio, continued:
 $   1,000   State Court Street Center, 3.55%,
               10/1/98*................................   $   1,000
     2,850   State Higher Education Facilities, 3.35%,
               10/1/15, LOC: Bank of Tokyo*............       2,850
     1,900   State Natural Resources Facilities, 4.20%,
               10/1/96.................................       1,902
     3,000   State Water Development Authority, 3.35%,
               6/1/01*.................................       3,000
     2,000   Student Loan Funding Corp., 3.45%,
               1/1/07*.................................       2,000
     2,800   Student Loan Funding Corp., Cincinnati
               Student Loan Revenue Series A-3, 3.45%,
               1/1/07, LOC: National Westminster Bank,
               AMT*....................................       2,800
       500   The Ohio State University, General
               Receipts, Series B, 3.40%, 12/1/01*.....         500
     1,800   The Ohio State University, General
               Receipts, Series B, 3.40%, 12/1/06, LOC:
               National Westminster Bank*..............       1,800
     7,950   The Ohio State University, General
               Receipts, Series B, 3.00%, 12/1/12*.....       7,950
     1,600   Twinsburg Industrial Development Revenue,
               3.75%, 12/1/11*.........................       1,600
     1,700   University of Cincinnati, General
               Receipts, Series K1, 3.75%, 3/20/97.....       1,705
       400   Water Development Authority, Series B,
               3.60%, 11/1/15*.........................         400
     2,100   Wooster Industrial Development Revenue,
               3.75%, 12/1/10*.........................       2,100
                                                         -----------
                                 Total Municipal Bonds       73,128
                                                         -----------
                               SHORT TERM PUTS (2.5%):
                                                 Ohio:
     2,500   Air Quality Development Authority Revenue,
               Series B, 3.80%, 5/1/18, AMT, LOC: Union
               Bank of Switzerland**...................       2,500
                                                         -----------
                                 Total Short Term Puts        2,500
                                                         -----------
                    TAX-FREE COMMERCIAL PAPER (11.6%):
                                                 Ohio:
     1,000   Air Quality Development Authority, 3.60%,
               7/10/96, FGIC...........................       1,000
     1,300   State Air Quality Development Authority,
               Series B, Refunding Revenue Bonds,
               3.70%, 7/10/96, FGIC....................       1,300
     2,300   Toledo, (Lucas County) CSX Transportation,
               3.35%, 7/15/96, LOC: Bank of Nova
               Scotia..................................       2,300
     1,300   Toledo, (Lucas County) CSX Transportation,
               3.50%, 8/1/96...........................       1,300
</TABLE>
 
CONTINUED
 
                                                                          17----
<PAGE>   720
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
OHIO MUNICIPAL MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
                 TAX-FREE COMMERCIAL PAPER, CONTINUED:
<C>          <S>                                         <C>
                                      Ohio, continued:
 $   2,400   Toledo, (Lucas County) Ohio Port
               Authority, 3.65%, 7/15/96, LOC: Bank of
               Nova Scotia.............................   $   2,400
     1,000   Water Development Authority, 3.55%,
               9/4/96..................................       1,000
     2,000   Water Development Authority, CEI Co.,
               3.55%, 9/4/96...........................       2,000
                                                         -----------
                       Total Tax-Free Commercial Paper       11,300
                                                         -----------
                           ANTICIPATION NOTES (10.1%):
                                                 Ohio:
     5,000   Brecksville, (Broadview Heights) City
               School District, 3.90%, 1/17/97, BAN....       5,009
 
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
<C>          <S>                                         <C>
                        ANTICIPATION NOTES, CONTINUED:
                                      Ohio, continued:
 $   1,700   Cincinnati School District, TAN, 6.00%,
               7/11/96 LOC: Fifth Third Bank...........   $   1,701
     1,670   Summit County, BAN, Series B, 4.00%,
               6/5/97..................................       1,676
     1,000   University of Cincinnati, General
               Receipts, BAN, Series Aa, 3.89%,
               3/20/97.................................       1,002
       438   Warren County, 4.58%, 9/5/96, BAN.........         438
                                                         -----------
                              Total Anticipation Notes        9,826
                                                         -----------
                             Total (Cost--$96,754) (a)    $  96,754
                                                         -----------
                                                         -----------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $97,047.
 
<TABLE>
<C>        <S>
      (a)  Cost for federal income tax and financial reporting purposes is the same.
</TABLE>
 
<TABLE>
<C>        <S>
        *  Variable rate securities having liquidity sources through bank letters of credit or other credit and/or liquidity
           agreements. The interest rate, which will change periodically, is based upon bank prime rates or an index of market
           interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in effect at June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
       **  Put and demand features exist allowing the Fund to require the repurchase of the instrument within variable time
           periods including daily, weekly, monthly, or semiannually.
</TABLE>
 
<TABLE>
<S>        <C>
AMT        Alternative Minimum Tax Paper
BAN        Bond Anticipation Notes
FGIC       Insured by Financial Guaranty Insurance Corp.
GO         General Obligation
LOC        Letter of Credit
MBIA       Insured by Municipal Bond Insurance Association
TAN        Tax Anticipation Notes
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----18
<PAGE>   721
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF ASSETS AND LIABILITIES                               JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                          (Amounts in Thousands,
                                                                         except per share amounts)
 
<S>                                                   <C>             <C>             <C>             <C>
                                                      U.S. TREASURY
                                                        SECURITIES                      MUNICIPAL     OHIO MUNICIPAL
                                                       MONEY MARKET    PRIME MONEY     MONEY MARKET    MONEY MARKET
                                                           FUND        MARKET FUND         FUND            FUND
                                                      --------------  --------------  --------------  ---------------
ASSETS:
Investments, at amortized cost......................   $    598,090    $  2,256,452     $  532,345       $  96,754
Repurchase agreements, at cost......................      1,359,888         248,841             --              --
                                                      --------------  --------------  --------------       -------
Total...............................................      1,957,978       2,505,293        532,345          96,754
Cash................................................              1              --             --              38
Interest receivable.................................          6,156           8,529          3,504             563
Receivable from brokers for investments sold........             --              --         15,000              --
Receivable from advisor.............................            209             170             67              25
Deferred organization costs.........................             --              --             --               2
                                                      --------------  --------------  --------------       -------
TOTAL ASSETS........................................      1,964,344       2,513,992        550,916          97,382
                                                      --------------  --------------  --------------       -------
LIABILITIES:
Cash overdraft......................................             --              --             75              --
Dividends payable...................................          7,925          10,646          1,273             253
Payable to brokers for investments purchased........             --              --         38,703              --
Accrued expenses and other payables:
    Investment advisory fees........................            562             745            150              26
    Administration fees.............................            266             352             71              14
    12b-1 fees (Class A)............................             25              62             11               9
    Other...........................................            112             251            106              33
                                                      --------------  --------------  --------------       -------
Total Liabilities...................................          8,890          12,056         40,389             335
                                                      --------------  --------------  --------------       -------
NET ASSETS:
Capital.............................................      1,955,445       2,501,956        510,658          97,098
Undistributed (distributions in excess of) net
 investment income..................................             43               7           (127)            (51)
Accumulated undistributed net realized losses from
 investment transactions............................            (34)            (27)            (4)             --
                                                      --------------  --------------  --------------       -------
NET ASSETS..........................................   $  1,955,454    $  2,501,936     $  510,527       $  97,047
                                                      --------------  --------------  --------------       -------
                                                      --------------  --------------  --------------       -------
Net Assets
    Fiduciary.......................................   $  1,844,590    $  2,186,562     $  459,807       $  55,915
    Class A.........................................        110,864         315,374         50,720          41,132
                                                      --------------  --------------  --------------       -------
Total...............................................   $  1,955,454    $  2,501,936     $  510,527       $  97,047
                                                      --------------  --------------  --------------       -------
                                                      --------------  --------------  --------------       -------
Outstanding units of beneficial interest
    Fiduciary.......................................      1,844,578       2,186,583        459,924          55,946
    Class A.........................................        110,865         315,373         50,734          41,152
                                                      --------------  --------------  --------------       -------
Total...............................................      1,955,443       2,501,956        510,658          97,098
                                                      --------------  --------------  --------------       -------
                                                      --------------  --------------  --------------       -------
Net asset value--offering and redemption price per
 share (Fiduciary and Class A shares)...............   $       1.00    $       1.00     $     1.00       $    1.00
                                                              -----           -----          -----           -----
                                                              -----           -----          -----           -----
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          19----
<PAGE>   722
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF OPERATIONS                        FOR THE YEAR ENDED JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                           (Amounts in Thousands)
 
<S>                                                   <C>              <C>             <C>              <C>
                                                       U.S. TREASURY
                                                        SECURITIES                                      OHIO MUNICIPAL
                                                       MONEY MARKET     PRIME MONEY    MUNICIPAL MONEY   MONEY MARKET
                                                           FUND         MARKET FUND      MARKET FUND         FUND
                                                      ---------------  --------------  ---------------  ---------------
INVESTMENT INCOME:
Interest income.....................................     $  87,131       $  142,118       $  21,285        $   3,394
Dividend income.....................................            --               --             332               43
Income from securities lending......................            88                6              --               --
                                                           -------     --------------       -------          -------
Total Income........................................        87,219          142,124          21,617            3,437
                                                           -------     --------------       -------          -------
EXPENSES:
Investment advisory fees............................         5,456            8,602           2,042              286
Administration fees.................................         2,600            4,102             974              159
12b-1 fees (Class A)................................           356              965             225              160
Custodian and accounting fees.......................           131              145              80               25
Legal and audit fees................................           189              262             138               35
Organization costs..................................            --               --              --                1
Trustees' fees and expenses.........................            30               42              19                4
Transfer agent fees.................................            83              208              85              128
Registration and filing fees........................           126              207              86                9
Printing costs......................................            59               76              36                9
Other...............................................            96               41              33                7
                                                           -------     --------------       -------          -------
Total expense before waivers/reimbursements.........         9,126           14,650           3,718              823
Less waivers/reimbursements.........................        (2,265)          (2,939)         (1,135)            (327)
                                                           -------     --------------       -------          -------
NET EXPENSES........................................         6,861           11,711           2,583              496
                                                           -------     --------------       -------          -------
Net Investment Income...............................        80,358          130,413          19,034            2,941
                                                           -------     --------------       -------          -------
REALIZED GAINS (LOSSES) FROM INVESTMENT
 TRANSACTIONS:
Net realized gains (losses) from investment
 transactions.......................................            (9)               9              (4)              --
                                                           -------     --------------       -------          -------
Net increase in net assets resulting
 from operations....................................     $  80,349       $  130,422       $  19,030        $   2,941
                                                           -------     --------------       -------          -------
                                                           -------     --------------       -------          -------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----20
<PAGE>   723
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                                (Amounts in Thousands)
 
<S>                            <C>          <C>          <C>          <C>          <C>          <C>          <C>
                                                                                                                OHIO
                               U.S. TREASURY SECURITIES                                                       MUNICIPAL
                                                         PRIME MONEY MARKET FUND    MUNICIPAL MONEY MARKET      MONEY
                                  MONEY MARKET FUND                                          FUND            MARKET FUND
                               ------------------------  ------------------------  ------------------------  -----------
                               YEAR ENDED   YEAR ENDED   YEAR ENDED   YEAR ENDED   YEAR ENDED   YEAR ENDED   YEAR ENDED
                                JUNE 30,     JUNE 30,     JUNE 30,     JUNE 30,     JUNE 30,     JUNE 30,     JUNE 30,
                                  1996         1995         1996         1995         1996         1995         1996
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income....   $  80,358    $  59,506    $ 130,413    $ 103,272    $  19,034    $  16,629    $   2,941
    Net realized gains
      (losses) from
      investment
      transactions...........          (9)          14            9           --           (4)        (126)          --
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
Change in net assets
  resulting from
  operations.................      80,349       59,520      130,422      103,272       19,030       16,503        2,941
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
DISTRIBUTIONS TO FIDUCIARY
  SHAREHOLDERS:
    From net investment
      income.................     (75,330)     (56,332)    (116,410)     (96,873)     (17,075)     (15,228)      (1,588)
    In excess of net
      investment income......          --           --           --           --           --          (43)         (22)
    From net realized gains
      from investment
      transactions...........          --           --           --           --           (4)          --           --
DISTRIBUTIONS TO CLASS A
  SHAREHOLDERS:
    From net investment
      income.................      (5,012)      (3,144)     (13,976)      (6,244)      (1,947)      (1,358)      (1,353)
    In excess of net
      investment income......          --          (30)          --         (142)          --           --          (19)
DISTRIBUTIONS TO SERVICE
  SHAREHOLDERS:
    From net investment
      income.................          --           --           --          (13)          --           --           --
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
Change in net assets from
  shareholder
  distributions..............     (80,342)     (59,506)    (130,386)    (103,272)     (19,026)     (16,629)      (2,982)
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
CAPITAL TRANSACTIONS:
    Proceeds from shares
      issued.................   4,000,794    3,158,947    5,382,651    4,749,069    1,409,174    1,502,281      337,815
    Proceeds from shares
      issued in connection
      with acquisition.......     356,742           --           --           --           --           --           --
    Dividends reinvested.....       4,792        4,531       14,099       13,261        1,889        2,064        1,337
    Cost of shares
      redeemed...............  (3,683,695)  (2,909,428)  (5,062,234)  (4,270,622)  (1,394,801)  (1,404,255)    (329,660)
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
Change in net assets from
  share transactions.........     678,633      254,050      334,516      491,708       16,262      100,090        9,492
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
Change in Net Assets.........     678,640      254,064      334,552      491,708       16,266       99,964        9,451
NET ASSETS:
    Beginning of period......   1,276,814    1,022,750    2,167,384    1,675,676      494,261      394,297       87,596
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
    End of period............   $1,955,454   $1,276,814   $2,501,936   $2,167,384   $ 510,527    $ 494,261    $  97,047
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
SHARE TRANSACTIONS:
    Issued...................   4,000,794    3,158,947    5,382,651    4,749,069    1,409,174    1,502,281      337,815
    Issued in connection with
      acquisition............     356,742           --           --           --           --           --           --
    Reinvested...............       4,792        4,531       14,099       13,261        1,889        2,064        1,337
    Redeemed.................  (3,683,695)  (2,909,428)  (5,062,234)  (4,270,622)  (1,394,801)  (1,404,255)    (329,660)
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
Change in shares.............     678,633      254,050      334,516      491,708       16,262      100,090        9,492
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
Undistributed (distributions
  in excess of) net
  investment income included
  in net assets:
    End of Period............   $      43    $      27    $       7    $     (20)   $    (127)   $    (139)   $     (51)
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
                               -----------  -----------  -----------  -----------  -----------  -----------  -----------
 
<CAPTION>
 
<S>                            <C>
 
                               YEAR ENDED
                                JUNE 30,
                                  1995
                               -----------
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income....   $   2,785
    Net realized gains
      (losses) from
      investment
      transactions...........          --
                               -----------
Change in net assets
  resulting from
  operations.................       2,785
                               -----------
DISTRIBUTIONS TO FIDUCIARY
  SHAREHOLDERS:
    From net investment
      income.................      (1,535)
    In excess of net
      investment income......          --
    From net realized gains
      from investment
      transactions...........          --
DISTRIBUTIONS TO CLASS A
  SHAREHOLDERS:
    From net investment
      income.................      (1,240)
    In excess of net
      investment income......         (10)
DISTRIBUTIONS TO SERVICE
  SHAREHOLDERS:
    From net investment
      income.................          --
                               -----------
Change in net assets from
  shareholder
  distributions..............      (2,785)
                               -----------
CAPITAL TRANSACTIONS:
    Proceeds from shares
      issued.................     376,500
    Proceeds from shares
      issued in connection
      with acquisition.......          --
    Dividends reinvested.....       1,226
    Cost of shares
      redeemed...............    (382,861)
                               -----------
Change in net assets from
  share transactions.........      (5,135)
                               -----------
Change in Net Assets.........      (5,135)
NET ASSETS:
    Beginning of period......      92,731
                               -----------
    End of period............   $  87,596
                               -----------
                               -----------
SHARE TRANSACTIONS:
    Issued...................     376,500
    Issued in connection with
      acquisition............          --
    Reinvested...............       1,226
    Redeemed.................    (382,861)
                               -----------
                               -----------
Change in shares.............      (5,135)
                               -----------
                               -----------
Undistributed (distributions
  in excess of) net
  investment income included
  in net assets:
    End of Period............   $     (10)
                               -----------
                               -----------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          21----
<PAGE>   724
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS                                      JUNE 30, 1996
 
1.  ORGANIZATION:
 
    The  One Group (the "Trust") is  registered under the Investment Company Act
    of 1940, as amended (the "1940 Act"), as a diversified, open-end  investment
    company  established  as  a  Massachusetts  business  trust.  The  Trust  is
    registered to offer four classes of shares: Fiduciary, Class A, Class B, and
    Service. The  Trust  currently  consists of  twenty-six  active  funds.  The
    accompanying  financial statements and financial highlights are those of the
    U.S. Treasury Securities Money Market Fund, the Prime Money Market Fund, the
    Municipal Money  Market  Fund, and  the  Ohio Municipal  Money  Market  Fund
    (individually, a "Fund"; collectively, the "Funds") only.
 
    The  Trust  entered  into  an  Agreement  and  Plan  of  Reorganization (the
    "Agreement")  with  the  Paragon  Portfolio  ("Paragon"),  a   Massachusetts
    business  trust. Pursuant to the Agreement all of the assets and liabilities
    of each Paragon Fund transferred to a fund of The One Group in exchange  for
    shares  of the corresponding  fund of The One  Group. Results of operations,
    changes in net  assets and  financial highlights  for periods  prior to  the
    Reorganization,  March 25,  1996 are  presented for  funds of  The One Group
    only.
 
    The Funds' investment objectives are as follows:
 
<TABLE>
<CAPTION>
FUND                                                                        OBJECTIVE
- --------------------------------------------------------  ---------------------------------------------
<S>                                                       <C>
U.S. Treasury Securities Money Market Fund                Current income with liquidity and stability
                                                           of principal.
Prime Money Market Fund                                   Current income with liquidity and stability
                                                           of principal.
Municipal Money Market Fund                               As high a level of current interest income
                                                           exempt from Federal income taxes as is
                                                           consistent with the preservation of capital
                                                           and stability of principal.
Ohio Municipal Money Market Fund                          As high a level of current interest income
                                                           exempt from Federal income taxes and Ohio
                                                           personal income tax as is consistent with
                                                           the preservation of capital and stability of
                                                           principal.
</TABLE>
 
2.  SIGNIFICANT ACCOUNTING POLICIES:
 
    The following is a  summary of significant  accounting policies followed  by
    the  Trust in the preparation of  its financial statements. The policies are
    in conformity with generally accepted accounting principles. The preparation
    of  financial  statements   requires  management  to   make  estimates   and
    assumptions  that affect the  reported amounts of  assets and liabilities at
    the date of the financial statements and the reported amounts of income  and
    expenses for the period. Actual results could differ from those estimates.
 
     SECURITY VALUATION
 
     Securities  are  valued utilizing  the amortized  cost method  permitted in
     accordance with Rule  2a-7 under  the 1940  Act. Under  the amortized  cost
     method,  discount  or  premium is  amortized  on  a constant  basis  to the
     maturity of the security. In addition,  the Funds may not (a) purchase  any
     instrument  with a remaining  maturity greater than  thirteen months unless
     such instrument  is  subject  to  a  demand  feature,  or  (b)  maintain  a
     dollar-weighted average maturity which exceeds 90 days.
 
CONTINUED
 
- ----22
<PAGE>   725
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     REPURCHASE AGREEMENTS
 
     The  Funds may invest  in repurchase agreements  with institutions that the
     Fund's investment adviser has determined are creditworthy. Each  repurchase
     agreement  is  recorded  at cost.  The  Fund requires  that  the securities
     purchased in a repurchase transaction be transferred to the custodian in  a
     manner  sufficient to  enable the  Fund to  obtain those  securities in the
     event  of  a  counterparty  default.  The  seller,  under  the   repurchase
     agreement,  is required to maintain the value of the securities held at not
     less than the repurchase price, including accrued interest.
 
     SECURITY TRANSACTIONS AND RELATED INCOME
 
     Security transactions are accounted for on a trade date basis. Net realized
     gains or  losses on  sales of  securities are  determined on  the  specific
     identification  cost method. Interest income and expenses are recognized on
     the accrual basis. Interest income,  including any discount or premium,  is
     accrued as earned using the effective interest method.
 
     SECURITIES LENDING
 
     To  generate additional income, the Funds may  lend up to 33% of securities
     in which they are invested pursuant  to agreements requiring that the  loan
     be  continuously secured by cash, U.S. Government or U.S. Government Agency
     securities,  shares  of  an  investment  trust  or  mutual  fund,  or   any
     combination of cash and such securities as collateral equal at all times to
     at  least 100% of the market value  plus accrued interest on the securities
     lent. The  Funds  continue  to  earn  interest  on  securities  lent  while
     simultaneously  seeking to earn  interest on the  investment of collateral.
     Collateral is marked to  market daily to provide  a level of collateral  at
     least  equal to the market value of  securities lent. There may be risks of
     delay in  recovery  of  the  securities  or even  loss  of  rights  in  the
     collateral should the borrower of the securities fail financially. However,
     loans  will be made only  to borrowers deemed by the  Adviser to be of good
     standing and  creditworthy under  guidelines established  by the  Board  of
     Trustees  and when, in the judgment of the Adviser, the consideration which
     can be earned currently from such securities loans justifies the  attendant
     risk.  Loans are subject to termination by the Funds or the borrower at any
     time, and are, therefore, not considered to be illiquid investments. As  of
     June 30, 1996, the following Funds had securities with the following market
     values on loan (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                                                       MARKET VALUE
                                                                                                        OF LOANED
                                                                                                        SECURITIES
                                                                                                      --------------
<S>                                                                                                   <C>
U.S. Treasury Securities Money Market Fund..........................................................  $  479,865,232
</TABLE>
 
     The loaned securities were fully collateralized by cash and U.S. Government
     securities as of June 30, 1996.
 
     EXPENSES
 
     Expenses directly attributable to a Fund are charged directly to that Fund,
     while  the expenses  which are  attributable to more  than one  fund of the
     Trust are allocated among the respective Funds. Each class of shares  bears
     its  pro-rata portion of  expenses attributable to  its series, except that
     each class separately  bears expenses related  specifically to that  class,
     such as distribution fees.
 
     DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
 
     Dividends  from net investment income are  declared daily and paid monthly.
     Net income  for this  purpose  consists of  interest accrued  and  discount
     earned  (including both original  issue discount and  market discount) less
     amortization of  any  market premium  and  accrued expenses.  Net  realized
     capital gains, if any, are
 
CONTINUED
 
                                                                          23----
<PAGE>   726
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     distributed  at least annually. Dividends  are declared separately for each
     class. No class has preferential dividend rights; differences in per  share
     dividend rates are generally due to differences in separate class expenses.
 
     Net  investment income and net capital gain distributions are determined in
     accordance with  income tax  regulations which  may differ  from  generally
     accepted  accounting  principles. These  differences  are primarily  due to
     differing treatments of expiring  capital loss carryforwards and  deferrals
     of certain losses.
 
     ORGANIZATION COSTS
 
     Costs  incurred by the Trust in connection with its organization, including
     the fees  and  expenses  of  registering  and  qualifying  its  shares  for
     distribution   have  been  deferred  and  are  being  amortized  using  the
     straight-line method  over  a  period  of five  years  beginning  with  the
     commencement  of each Fund's operations. All such costs have been allocated
     among the funds of the Trust pro-rata, based on the relative net assets  of
     each  fund. In the event that any of the initial shares are redeemed during
     such period by any holder thereof,  the related Fund will be reimbursed  by
     such holder for any unamortized organization costs in the proportion as the
     number  of initial  shares being  redeemed bears  to the  number of initial
     shares outstanding at the time of redemption.
 
     FEDERAL INCOME TAXES
 
     Each Fund intends to continue to qualify as a regulated investment  company
     by  complying with the provisions available to certain investment companies
     as defined in applicable sections of the Internal Revenue Code, and to make
     distributions of  net  investment income  and  net realized  capital  gains
     sufficient  to relieve  it from all,  or substantially  all, federal income
     taxes.
 
3.  SHARES OF BENEFICIAL INTEREST:
 
    The Trust has an unlimited number of shares of beneficial interest, with  no
    par  value  which  may, without  shareholder  approval, be  divided  into an
    unlimited number of series of such  shares and any series may be  classified
    or reclassified into one or more classes. Currently, shares of the Trust are
    registered  to  be  offered  through  thirty-six  series  and  four classes:
    Fiduciary, Class A,  Class B, and  Service. During the  year ended June  30,
    1995,  Service Shares  transferred to  Class A Shares.  As of  June 30, 1996
    there were no shareholders in  the Service Class. Shareholders are  entitled
    to  one vote for each full share held and will vote in the aggregate and not
    by class or series,  except as otherwise expressly  required by law or  when
    the  Board of Trustees has determined that the matter to be voted on affects
    only the  interest of  shareholders of  a particular  class or  series.  The
    following  is a summary of  transactions in Fund shares  for the years ended
    June 30, 1996 and 1995:
 
CONTINUED
 
- ----24
<PAGE>   727
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
                              (Amounts in Thousands)
 
<TABLE>
<CAPTION>
                                                                    U.S. TREASURY SECURITIES
                                                                                                      PRIME MONEY
                                                                       MONEY MARKET FUND              MARKET FUND
                                                                   --------------------------  --------------------------
                                                                                     YEAR          YEAR          YEAR
                                                                       YEAR       ENDED JUNE    ENDED JUNE    ENDED JUNE
                                                                    ENDED JUNE       30,           30,           30,
                                                                     30, 1996        1995          1996          1995
                                                                   ------------  ------------  ------------  ------------
<S>                                                                <C>           <C>           <C>           <C>
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
    Proceeds from shares issued..................................  $  3,573,870  $  2,783,997  $  4,119,886  $  3,951,914
    Proceeds from shares issued in connection with acquisition...       333,798            --            --            --
    Dividends reinvested.........................................           345         1,467         1,683         7,187
    Cost of shares redeemed......................................    (3,241,505)   (2,576,713)   (3,900,430)   (3,594,562)
                                                                   ------------  ------------  ------------  ------------
    Change in net assets from Fiduciary Share transactions.......       666,508  $    208,751       221,139  $    364,539
                                                                   ------------  ------------  ------------  ------------
                                                                   ------------  ------------  ------------  ------------
CLASS A SHARES:
    Proceeds from shares issued..................................  $    426,924  $    374,950  $  1,262,765  $    796,201
    Proceeds from shares issued in connection with acquisition...        22,944            --            --            --
    Dividends reinvested.........................................         4,447         3,064        12,416         6,061
    Cost of shares redeemed......................................      (442,190)     (332,715)   (1,161,804)     (675,053)
                                                                   ------------  ------------  ------------  ------------
    Change in net assets from Class A Share transactions.........  $     12,125  $     45,299  $    113,377  $    127,209
                                                                   ------------  ------------  ------------  ------------
                                                                   ------------  ------------  ------------  ------------
SERVICE SHARES:
    Proceeds from shares issued..................................                                                     954
    Dividends reinvested.........................................                                                      13
    Cost of shares redeemed......................................                                                  (1,007)
                                                                                                             ------------
    Change in net assets from Service Share transactions.........                                                     (40)
                                                                                                             ------------
                                                                                                             ------------
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
    Issued.......................................................     3,573,870     2,783,997     4,119,886     3,951,914
    Issued in connection with acquisition........................       333,798            --            --            --
    Reinvested...................................................           345         1,467         1,683         7,187
    Redeemed.....................................................    (3,241,505)   (2,576,713)   (3,900,430)   (3,594,562)
                                                                   ------------  ------------  ------------  ------------
    Change in Fiduciary Shares...................................       666,508       208,751       221,139       364,539
                                                                   ------------  ------------  ------------  ------------
                                                                   ------------  ------------  ------------  ------------
CLASS A SHARES:
    Issued.......................................................       426,924       374,950     1,262,765       796,201
    Issued in connection with acquisition........................        22,944            --            --            --
    Reinvested...................................................         4,447         3,064        12,416         6,061
    Redeemed.....................................................      (442,190)     (332,715)   (1,161,804)     (675,053)
                                                                   ------------  ------------  ------------  ------------
    Change in Class A Shares.....................................        12,125        45,299       113,377       127,209
                                                                   ------------  ------------  ------------  ------------
                                                                   ------------  ------------  ------------  ------------
SERVICE SHARES:
    Issued.......................................................                                                     954
    Reinvested...................................................                                                      13
    Redeemed.....................................................                                                  (1,007)
                                                                                                             ------------
    Change in Service Shares.....................................                                                     (40)
                                                                                                             ------------
                                                                                                             ------------
</TABLE>
 
CONTINUED
 
                                                                          25----
<PAGE>   728
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
                             (Amounts in Thousands)
 
<TABLE>
<CAPTION>
                                                                         MUNICIPAL MONEY MARKET
                                                                                                    OHIO MUNICIPAL MONEY
                                                                                  FUND                  MARKET FUND
                                                                       --------------------------  ----------------------
                                                                                         YEAR         YEAR        YEAR
                                                                           YEAR       ENDED JUNE   ENDED JUNE  ENDED JUNE
                                                                        ENDED JUNE       30,          30,         30,
                                                                         30, 1996        1995         1996        1995
                                                                       ------------  ------------  ----------  ----------
<S>                                                                    <C>           <C>           <C>         <C>
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
    Proceeds from shares issued......................................  $  1,109,221  $  1,202,916  $  165,403  $  182,275
    Dividends reinvested.............................................           114           738          62          41
    Cost of shares redeemed..........................................    (1,087,267)   (1,118,500)   (161,325)   (185,885)
                                                                       ------------  ------------  ----------  ----------
    Change in net assets from Fiduciary share transactions...........  $     22,068  $     85,154  $    4,140  $   (3,569)
                                                                       ------------  ------------  ----------  ----------
                                                                       ------------  ------------  ----------  ----------
CLASS A SHARES:
    Proceeds from shares issued......................................  $    299,953  $    299,365  $  172,412  $  194,225
    Dividends reinvested.............................................         1,775         1,326       1,275       1,185
    Cost of shares redeemed..........................................      (307,534)     (285,755)   (168,335)   (196,976)
                                                                       ------------  ------------  ----------  ----------
    Change in net assets from Class A share transactions.............  $     (5,806) $     14,936  $    5,352  $   (1,566)
                                                                       ------------  ------------  ----------  ----------
                                                                       ------------  ------------  ----------  ----------
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
    Issued...........................................................     1,109,221     1,202,916     165,403     182,275
    Reinvested.......................................................           114           738          62          41
    Redeemed.........................................................    (1,087,267)   (1,118,500)   (161,325)   (185,885)
                                                                       ------------  ------------  ----------  ----------
    Change in Fiduciary Shares.......................................        22,068        85,154       4,140      (3,569)
                                                                       ------------  ------------  ----------  ----------
                                                                       ------------  ------------  ----------  ----------
CLASS A SHARES:
    Issued...........................................................       299,953       299,365     172,412     194,225
    Reinvested.......................................................         1,775         1,326       1,275       1,185
    Redeemed.........................................................      (307,534)     (285,755)   (168,335)   (196,976)
                                                                       ------------  ------------  ----------  ----------
    Change in Class A Shares.........................................        (5,806)       14,936       5,352      (1,566)
                                                                       ------------  ------------  ----------  ----------
                                                                       ------------  ------------  ----------  ----------
</TABLE>
 
4.  INVESTMENT ADVISORY, ADMINISTRATIVE, AND DISTRIBUTION AGREEMENTS:
 
    The Trust and Banc One Investment Advisors Corporation (the "Adviser"),  are
    parties  to  an investment  advisory agreement  under  which the  Adviser is
    entitled to receive an annual fee, computed daily and paid monthly, equal to
    0.35% of the  average daily  net assets of  the U.S.  Treasury Money  Market
    Fund,  the Prime Money Market  Fund and the Municipal  Money Market Fund and
    0.30% of the  average daily net  assets of the  Ohio Municipal Money  Market
    Fund.
 
    The  Trust  and  The One  Group  Services Company  (the  "Administrator"), a
    wholly-owned subsidiary  of  The  BISYS  Group,  Inc.,  are  parties  to  an
    administration agreement under which the Administrator provides services for
    a fee that is computed daily and payable monthly, at an annual rate of 0.20%
    on  each Fund's average daily net assets  on the first $1.5 billion of Trust
    net assets (excluding the Treasury Only Money Market Fund and the Government
    Money Market Fund -  the "Institutional Money Market  Funds"); 0.18% on  the
    next  $0.5 billion  of Trust net  assets (excluding  the Institutional Money
    Market Funds); and 0.16%  on Trust net  assets (excluding the  Institutional
    Money   Market  Funds)  over   $2  billion.  The   Adviser  also  serves  as
    Sub-Administrator to  each  fund of  the  Trust, pursuant  to  an  agreement
    between  the Administrator and the Adviser.  Pursuant to this agreement, the
    Adviser performs many of the  Administrator's duties, for which the  Adviser
    receives  a fee paid by  the Administrator. Prior to  November 30, 1995, The
    Shareholder Services Group d/b/a 440 Financial served
 
CONTINUED
 
- ----26
<PAGE>   729
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   as administrator of each Fund under essentially the same terms as the current
    administration agreement.  Prior  to March  26,  1996, Goldman  Sachs  Asset
    Management  served as  administrator of  Paragon. The  terms of  the current
    administraton  agreement   are  substantially   the  same   as  the   former
    administration agreement.
 
    The Trust and The One Group Services Company (the "Distributor") are parties
    to  a distribution agreement under  which shares of the  Funds are sold on a
    continuous  basis.  Class  A  Shares  are  subject  to  a  distribution  and
    shareholder services plan (the "Plan") pursuant to Rule 12b-1 under the 1940
    Act.  As provided in the  Plan, the Trust will pay  the Distributor a fee of
    0.35% of the  average daily  net assets  of Class A  Shares of  each of  the
    Funds.  The Distributor has  voluntarily agreed to  limit payments under the
    Plan to 0.25%  of average daily  net assets of  the Class A  Shares of  each
    Fund.  Up  to 0.25%  of  the fees  payable  under the  Plan  may be  used as
    compensation of  shareholder services  by the  Distributor and/or  financial
    institutions  and intermediaries. Fees paid under the Plan may be applied by
    the Distributor toward (i) compensation for its services in connection  with
    distribution  assistance  or  provision  of  shareholder  services;  or (ii)
    payments  to  financial  institutions  and  intermediaries  such  as   banks
    (including   affiliates  of   the  Adviser),  brokers,   dealers  and  other
    institutions, including  the Distributor's  affiliates and  subsidiaries  as
    compensation   for  services  or  reimbursement   of  expenses  incurred  in
    connection  with  distribution  assistance   or  provision  of   shareholder
    services.   Fiduciary  Class  Shares  of   each  Fund  are  offered  without
    distribution fees.
 
    Prior to January  2, 1996, Premier  Investment Advisors, L.L.C.  ("Premier")
    served  as  investment  adviser  and  Goldman  Sachs  &  Company  served  as
    distributor to Paragon. Pursuant to the approval of the Board of Trustees of
    Paragon on  October 31,  1995 and  its Shareholders  on December  20,  1995,
    Paragon entered into an investment advisory agreement with the Adviser and a
    distribution  agreement with the Distributor  effective January 2, 1996. The
    terms of  the  investment advisory  agreements  with Premier  and  with  the
    Adviser and the distribution agreements with Goldman Sachs & Company and the
    Distributor  were substantially the same. Certain  officers of the Trust are
    affiliated the Administrator. Such officers receive no compensation from the
    Funds for serving in their respective roles.
 
    The Adviser, Administrator  and Distributor  voluntarily agreed  to waive  a
    portion  of their fees and to reimburse  the Funds for certain expenses. For
    the year ended June 30, 1996, fees  in the following amounts were waived  or
    reimbursed to the Funds (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                            INVESTMENT
                                                                           ADVISORY FEES    ADMINISTRATION     12B-1 FEES
                                                                              WAIVED/        FEES WAIVED/     WAIVED CLASS
                                                                            REIMBURSED        REIMBURSED            A
                                                                          ---------------  -----------------  -------------
<S>                                                                       <C>              <C>                <C>
U.S. Treasury Securities Money Market Fund..............................     $   2,120         $      43        $     102
Prime Money Market Fund.................................................         2,663                --              276
Municipal Money Market Fund.............................................           930               141               64
Ohio Municipal Money Market Fund........................................           114               167               46
</TABLE>
 
5.  CONCENTRATION OF CREDIT RISK:
 
    The  Ohio Municipal Money Market Fund  invests primarily in debt obligations
    issued by the  State of Ohio  and its political  subdivisions, agencies  and
    public  authorities to obtain funds for various public purposes. The Fund is
    more susceptible  to  economic  and political  factors  adversely  affecting
    issuers  of  Ohio's specific  municipal securities  than are  municipal bond
    funds that are not concentrated in these issuers to the same extent.
 
CONTINUED
 
                                                                          27----
<PAGE>   730
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
6.  FEDERAL TAX INFORMATION: (UNAUDITED)
 
    The Funds had the following  capital loss carryforwards which are  available
    to offset future gains, if any, at June 30, 1996 (amounts in thousands):
<TABLE>
<CAPTION>
                                                               U.S. TREASURY
                                                             SECURITIES MONEY      PRIME MONEY      MUNICIPAL MONEY
                                                                MARKET FUND        MARKET FUND        MARKET FUND
                                                             -----------------  -----------------  -----------------
<S>                                                          <C>                <C>                <C>
Expiring in 2001...........................................      $      --          $       1          $      --
Expiring in 2002...........................................             --                 26                 --
Expiring in 2003...........................................             25                 --                 --
Expiring in 2004...........................................              9                 --                  3
                                                                       ---                ---                ---
                                                                 $      34          $      27          $       3
                                                                       ---                ---                ---
                                                                       ---                ---                ---
 
<CAPTION>
                                                              OHIO MUNICIPAL
                                                                   MONEY
                                                                MARKET FUND
                                                             -----------------
<S>                                                          <C>
Expiring in 2001...........................................      $      --
Expiring in 2002...........................................             --
Expiring in 2003...........................................              1
Expiring in 2004...........................................             --
                                                                       ---
                                                                 $       1
                                                                       ---
                                                                       ---
</TABLE>
 
CONTINUED
 
- ----28
<PAGE>   731
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   Of  the  dividends paid  from net  investment income  by the  Municipal Money
   Market Fund and the Ohio Municipal Money Market Fund for the year ended  June
   30,  1996, 100.0% constituted  exempt interest dividends  for regular federal
   income tax purposes. The percentage  break-down of exempt-interest income  by
   state of the Funds' taxable year ended June 30, 1996 is as follows:
 
<TABLE>
<CAPTION>
                                                                                    MUNICIPAL             OHIO MUNICIPAL
                                                                                MONEY MARKET FUND       MONEY MARKET FUND
                                                                              ----------------------  ----------------------
<S>                                                                           <C>                     <C>
Alabama.....................................................................              1.0%                    0.1%
Alaska......................................................................              0.7%                    0.1%
Arizona.....................................................................              1.2%                     --
Arkansas....................................................................              0.9%                     --
California..................................................................              0.1%                     --
Colorado....................................................................              4.8%                     --
Delaware....................................................................              0.3%                     --
District of Columbia........................................................              2.0%                     --
Florida.....................................................................              5.3%                     --
Georgia.....................................................................              2.6%                     --
Hawaii......................................................................              1.0%                     --
Idaho.......................................................................              5.6%                     --
Illinois....................................................................             10.5%                     --
Indiana.....................................................................              3.3%                     --
Iowa........................................................................              0.1%                     --
Kentucky....................................................................              1.4%                     --
Louisiana...................................................................              1.0%                     --
Massachusetts...............................................................              0.0%                     --
Michigan....................................................................              6.8%                    0.1%
Minnesota...................................................................              0.8%                     --
Missouri....................................................................              0.4%                     --
Montana.....................................................................              0.6%                     --
Nevada......................................................................              3.4%                     --
New Hampshire...............................................................              0.5%                     --
New Mexico..................................................................              0.9%                     --
New York....................................................................              2.3%                    0.1%
North Carolina..............................................................              1.8%                     --
North Dakota................................................................              0.8%                     --
Ohio........................................................................              5.3%                   98.5%
Oregon......................................................................              0.0%                     --
Pennsylvania................................................................              1.1%                     --
Puerto Rico.................................................................              0.1%                    0.6%
South Carolina..............................................................              2.1%                     --
Tennessee...................................................................              2.0%                     --
Texas.......................................................................             20.4%                     --
Utah........................................................................              1.0%                    0.5%
Virginia....................................................................              0.7%                     --
Washington..................................................................              2.5%                    0.1%
West Virginia...............................................................              1.9%                     --
Wisconsin...................................................................              2.3%                     --
Wyoming.....................................................................              0.5%                     --
                                                                                        -----                   -----
                                                                                        100.0%                  100.0%
                                                                                        -----                   -----
                                                                                        -----                   -----
</TABLE>
 
CONTINUED
 
                                                                          29----
<PAGE>   732
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
7.  REORGANIZATION
 
    The  Trust  entered an  Agreement and  Plan  of Reorganization  with Paragon
    pursuant to which  all of the  assets and liabilities  of each Paragon  Fund
    transferred  to  a fund  of  The One  Group in  exchange  for shares  of the
    corresponding fund of The One Group. The Paragon Treasury Money Market  Fund
    transferred its assets and liabilities to the U.S. Treasury Securities Money
    Market  Fund. The reorganization, which qualified as a tax-free exchange for
    federal income tax purposes,  was completed at the  close of business  March
    25,  1996 following approval  by shareholders of the  Paragon Portfolio at a
    special  shareholder  meeting.  The  following   is  a  summary  of   shares
    outstanding, net assets and net asset value per share immediately before and
    after the reorganization:
 
<TABLE>
<CAPTION>
                                                                           BEFORE REORGANIZATION       REORGANIZATION
                                                                       ------------------------------  ---------------
                                                                          PARAGON      U.S. TREASURY    U.S. TREASURY
                                                                          TREASURY       SECURITIES      SECURITIES
                                                                        MONEY MARKET    MONEY MARKET    MONEY MARKET
                                                                            FUND            FUND            FUND
                                                                       --------------  --------------  ---------------
<S>                                                                    <C>             <C>             <C>
Shares (000).........................................................       356,742        1,735,489        2,092,231
Net Assets (000).....................................................    $  356,742     $  1,735,505    $   2,092,247
Net Asset Value:
  Fiduciary..........................................................                   $       1.00    $        1.00
  Class A............................................................    $     1.00     $       1.00    $        1.00
</TABLE>
 
CONTINUED
 
- ----30
<PAGE>   733
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                        U.S. TREASURY SECURITIES MONEY MARKET FUND
                                                                 ---------------------------------------------------------
                                                                                         FIDUCIARY
                                                                 ---------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                 ---------------------------------------------------------
                                                                    1996         1995        1994       1993       1992
                                                                 -----------  -----------  ---------  ---------  ---------
<S>                                                              <C>          <C>          <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD...........................................  $     1.000  $     1.000  $   1.000  $   1.000  $   1.000
                                                                 -----------  -----------  ---------  ---------  ---------
Investment Activities
  Net investment income........................................        0.052        0.050      0.030      0.029      0.043
                                                                 -----------  -----------  ---------  ---------  ---------
Less: Distributions
  Net investment income........................................       (0.052)      (0.050)    (0.030)    (0.029)    (0.043)
                                                                 -----------  -----------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD.................................................  $     1.000  $     1.000  $   1.000  $   1.000  $   1.000
                                                                 -----------  -----------  ---------  ---------  ---------
                                                                 -----------  -----------  ---------  ---------  ---------
Total Return...................................................         5.34%        5.07%      3.01%      2.89%      4.40%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................  $ 1,844,590  $ 1,178,091  $ 969,326  $ 492,862  $ 410,146
  Ratio of expenses to average net assets......................         0.42%        0.41%      0.40%      0.45%      0.55%
  Ratio of net investment income to average net assets.........         5.17%        4.96%      3.02%      2.85%      4.25%
  Ratio of expenses to average net assets*.....................         0.56%        0.59%      0.58%      0.67%      0.77%
  Ratio of net investment income to average net assets*........         5.03%        4.78%      2.84%      2.63%      4.04%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          31----
<PAGE>   734
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                               U.S. TREASURY SECURITIES MONEY MARKET FUND
                                                                         -------------------------------------------------------
                                                                                                 CLASS A
                                                                         -------------------------------------------------------
                                                                                          YEARS ENDED JUNE 30,
                                                                         -------------------------------------------------------
                                                                           1996       1995       1994       1993       1992(a)
                                                                         ---------  ---------  ---------  ---------  -----------
<S>                                                                      <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                         ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income................................................      0.050      0.047      0.027      0.026       0.012
                                                                         ---------  ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income................................................     (0.050)    (0.047)    (0.027)    (0.026)     (0.012)
                                                                         ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD........................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                         ---------  ---------  ---------  ---------  -----------
                                                                         ---------  ---------  ---------  ---------  -----------
Total Return...........................................................       5.08%      4.81%      2.76%      2.63%       3.38%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)....................................  $ 110,864  $  98,723  $  53,423  $  30,759   $       6
  Ratio of expenses to average net assets..............................       0.67%      0.66%      0.63%      0.65%       0.59%(b)
  Ratio of net investment income to average net assets.................       4.92%      4.71%      2.81%      2.52%       2.51%(b)
  Ratio of expenses to average net assets*.............................       0.91%      0.94%      0.87%      1.02%       0.71%(b)
  Ratio of net investment income to average net assets*................       4.68%      4.43%      2.57%      2.15%       2.39%(b)
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----32
<PAGE>   735
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                 PRIME MONEY MARKET FUND
                                                               -----------------------------------------------------------
                                                                                        FIDUCIARY
                                                               -----------------------------------------------------------
                                                                                  YEARS ENDED JUNE 30,
                                                               -----------------------------------------------------------
                                                                  1996         1995         1994        1993       1992
                                                               -----------  -----------  -----------  ---------  ---------
<S>                                                            <C>          <C>          <C>          <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................  $     1.000  $     1.000  $     1.000  $   1.000  $   1.000
                                                               -----------  -----------  -----------  ---------  ---------
Investment Activities
  Net investment income......................................        0.054        0.052        0.031      0.030      0.045
                                                               -----------  -----------  -----------  ---------  ---------
Less: Distributions
  Net investment income......................................       (0.054)      (0.052)      (0.031)    (0.030)    (0.045)
                                                               -----------  -----------  -----------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..............................................  $     1.000  $     1.000  $     1.000  $   1.000  $   1.000
                                                               -----------  -----------  -----------  ---------  ---------
                                                               -----------  -----------  -----------  ---------  ---------
Total Return.................................................         5.49%        5.34%        3.19%      3.09%      4.64%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..........................  $ 2,186,562  $ 1,965,416  $ 1,600,876  $ 979,275  $ 946,504
  Ratio of expenses to average net assets....................         0.44%        0.41%        0.40%      0.44%      0.59%
  Ratio of net investment income to average net assets.......         5.34%        5.27%        3.18%      3.05%      4.49%
  Ratio of expenses to average net assets*...................         0.55%        0.57%        0.59%      0.62%      0.76%
  Ratio of net investment income to average net assets*......         5.23%        5.12%        2.99%      2.87%      4.32%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          33----
<PAGE>   736
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                        PRIME MONEY MARKET FUND
                                                                        -------------------------------------------------------
                                                                                                CLASS A
                                                                        -------------------------------------------------------
                                                                                         YEARS ENDED JUNE 30,
                                                                        -------------------------------------------------------
                                                                          1996       1995       1994       1993       1992(a)
                                                                        ---------  ---------  ---------  ---------  -----------
<S>                                                                     <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                        ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...............................................      0.051      0.050      0.027      0.030       0.013
                                                                        ---------  ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income...............................................     (0.051)    (0.050)    (0.027)    (0.030)     (0.013)
                                                                        ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                        ---------  ---------  ---------  ---------  -----------
                                                                        ---------  ---------  ---------  ---------  -----------
Total Return..........................................................       5.22%      5.08%      2.93%      2.83%       3.51%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $ 315,374  $ 201,968  $  74,759  $  61,106   $     511
  Ratio of expenses to average net assets.............................       0.69%      0.67%      0.65%      0.65%       0.79%(b)
  Ratio of net investment income to average net assets................       5.09%      5.02%      2.92%      2.67%       3.40%(b)
  Ratio of expenses to average net assets*............................       0.90%      0.92%      0.90%      0.99%       0.94%(b)
  Ratio of net investment income to average net assets*...............       4.88%      4.77%      2.67%      2.33%       3.25%(b)
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----34
<PAGE>   737
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                          PRIME MONEY MARKET
                                                                                                                 FUND
                                                                                                         --------------------
                                                                                                          SERVICE RETIREMENT
                                                                                                                 (a)
                                                                                                         --------------------
                                                                                                         YEARS ENDED JUNE 30,
                                                                                                         --------------------
                                                                                                           1995       1994
                                                                                                         ---------  ---------
<S>                                                                                                      <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..................................................................................  $   1.000  $   1.000
                                                                                                         ---------  ---------
Investment Activities
  Net investment income................................................................................      0.041      0.008
                                                                                                         ---------  ---------
Less: Distributions
  Net investment income................................................................................     (0.041)    (0.008)
                                                                                                         ---------  ---------
NET ASSET VALUE,
  END OF PERIOD........................................................................................  $   1.000  $   1.000
                                                                                                         ---------  ---------
                                                                                                         ---------  ---------
Total Return...........................................................................................        (a)       0.79%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)....................................................................  $          $      40
  Ratio of expenses to average net assets..............................................................       1.42 (b)      1.18%(b)
  Ratio of net investment income to average net assets.................................................       4.52 (b)      3.03%(b)
  Ratio of expenses to average net assets*.............................................................       1.60 (b)      1.36%(b)
  Ratio of net investment income to average net assets*................................................       5.23 (b)      2.85%(b)
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they designated as "Retirement" Shares. On
           April 4, 1995 the name of the Retirement Shares was changed to "Service" Shares. As of June 1, 1995,
           Service Shares transferred to Class A Shares. As of June 30, 1995, there were no shareholders in the
           Service Class. Total return for the period from July 1, 1994 to June 1, 1995 for the Service Shares was
           4.11%
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          35----
<PAGE>   738
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                 MUNICIPAL MONEY MARKET FUND
                                                                    -----------------------------------------------------
                                                                                          FIDUCIARY
                                                                    -----------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                    -----------------------------------------------------
                                                                      1996       1995       1994       1993       1992
                                                                    ---------  ---------  ---------  ---------  ---------
<S>                                                                 <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD..............................................  $   1.000  $   1.000  $   1.000  $   1.000  $   1.000
                                                                    ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................................      0.033      0.032      0.021      0.021      0.034
                                                                    ---------  ---------  ---------  ---------  ---------
Less: Distributions
  Net investment income...........................................     (0.033)    (0.032)    (0.021)    (0.021)    (0.034)
                                                                    ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD....................................................  $   1.000  $   1.000  $   1.000  $   1.000  $   1.000
                                                                    ---------  ---------  ---------  ---------  ---------
                                                                    ---------  ---------  ---------  ---------  ---------
Total Return......................................................       3.34%      3.28%      2.16%      2.15%      3.47%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................  $ 459,807  $ 437,743  $ 352,702  $ 175,277  $ 170,961
  Ratio of expenses to average net assets.........................       0.41%      0.41%      0.40%      0.46%      0.43%
  Ratio of net investment income to average net assets............       3.29%      3.26%      2.13%      2.12%      3.41%
  Ratio of expenses to average net assets*........................       0.59%      0.59%      0.60%      0.66%      0.80%
  Ratio of net investment income to average net assets*...........       3.11%      3.08%      1.93%      1.92%      3.04%
</TABLE>
 
- ----------
 
<TABLE>
<S>        <S>
        *  During  the  period certain  fees  were voluntarily  reduced.  If such  voluntary  fee reductions  had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----36
<PAGE>   739
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                MUNICIPAL MONEY MARKET FUND
                                                                  -------------------------------------------------------
                                                                                          CLASS A
                                                                  -------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                  -------------------------------------------------------
                                                                    1996       1995       1994       1993      1992 (a)
                                                                  ---------  ---------  ---------  ---------  -----------
<S>        <S>
NET ASSET VALUE,
  BEGINNING OF PERIOD...........................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                  ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income.........................................      0.030      0.030      0.021      0.019       0.009
                                                                  ---------  ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income.........................................     (0.030)    (0.030)    (0.021)    (0.019)     (0.009)
                                                                  ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.................................................  $   1.000  $   1.000  $   1.000  $   1.000   $   1.000
                                                                  ---------  ---------  ---------  ---------  -----------
                                                                  ---------  ---------  ---------  ---------  -----------
Total Return....................................................       3.08%      3.02%      1.96%      1.89%       2.48%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).............................  $  50,720  $  56,518  $  41,595  $  18,932   $     122
  Ratio of expenses to average net assets.......................       0.66%      0.66%      0.65%      0.66%       0.84%(b)
  Ratio of net investment income to average net assets..........       3.04%      3.01%      1.92%      1.82%       2.44%(b)
  Ratio of expenses to average net assets*......................       0.94%      0.94%      0.91%      1.01%       0.99%(b)
  Ratio of net investment income to average net assets*.........       2.76%      2.73%      1.66%      1.47%       2.29%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          37----
<PAGE>   740
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                         OHIO MUNICIPAL MONEY MARKET FUND
                                                                                   --------------------------------------------
                                                                                                    FIDUCIARY
                                                                                   --------------------------------------------
                                                                                                                      JUNE 9,
                                                                                        YEARS ENDED JUNE 30,          1993 TO
                                                                                   -------------------------------   JUNE 30,
                                                                                     1996       1995       1994      1993 (a)
                                                                                   ---------  ---------  ---------  -----------
<S>                                                                                <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................  $   1.000  $   1.000  $   1.000   $   1.000
                                                                                   ---------  ---------  ---------  -----------
Investment Activities
  Net investment income..........................................................      0.033      0.032      0.022       0.013
                                                                                   ---------  ---------  ---------  -----------
Less: Distributions
  Net investment income..........................................................     (0.032)    (0.032)    (0.022)     (0.013)
  In excess of net investment income.............................................     (0.001)        --         --          --
                                                                                   ---------  ---------  ---------  -----------
    Total Distributions..........................................................     (0.033)    (0.032)    (0.022)     (0.013)
                                                                                   ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................................  $   1.000  $   1.000  $   1.000   $   1.000
                                                                                   ---------  ---------  ---------  -----------
                                                                                   ---------  ---------  ---------  -----------
Total Return.....................................................................       3.34%      3.20%      2.25%       2.14%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................  $  55,915  $  51,806  $  55,375   $   3,500
  Ratio of expenses to average net assets........................................       0.41%      0.41%      0.34%       0.08%(b)
  Ratio of net investment income to average net assets...........................       3.19%      3.13%      2.29%       2.07%(b)
  Ratio of expenses to average net assets*.......................................       0.71%      0.60%      0.57%       0.51%(b)
  Ratio of net investment income to average net assets*..........................       2.89%      2.94%      2.06%       1.64%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----38
<PAGE>   741
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                    OHIO MUNICIPAL MONEY MARKET FUND
                                                                           --------------------------------------------------
                                                                                                CLASS A
                                                                           --------------------------------------------------
                                                                                YEARS ENDED JUNE 30,        JANUARY 26, 1993
                                                                           -------------------------------  TO JUNE 30, 1993
                                                                             1996       1995       1994            (a)
                                                                           ---------  ---------  ---------  -----------------
<S>                                                                        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   1.000  $   1.000  $   1.000      $   1.000
                                                                           ---------  ---------  ---------        -------
Investment Activities
  Net investment income..................................................      0.030      0.029      0.021          0.009
                                                                           ---------  ---------  ---------        -------
Less: Distributions
  Net investment income..................................................     (0.029)    (0.029)    (0.021)        (0.009)
  In excess of net investment income.....................................     (0.001)        --         --             --
                                                                           ---------  ---------  ---------        -------
    Total Distributions..................................................     (0.030)    (0.029)    (0.021)        (0.009)
                                                                           ---------  ---------  ---------        -------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   1.000  $   1.000  $   1.000      $   1.000
                                                                           ---------  ---------  ---------        -------
                                                                           ---------  ---------  ---------        -------
Total Return.............................................................       3.08%      2.98%      2.09%          2.34%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $  41,132  $  35,790  $  37,356      $  25,125
  Ratio of expenses to average net assets................................       0.66%      0.63%      0.44%          0.26%(b)
  Ratio of net investment income to average net assets...................       2.94%      2.91%      2.05%          2.03%(b)
  Ratio of expenses to average net assets*...............................       1.06%      0.95%      0.94%          0.92%(b)
  Ratio of net investment income to average net assets*..................       2.54%      2.59%      1.55%          1.37%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          39----
<PAGE>   742
- --------------------------------------------------------------------------------
Report of Independent Accountants
- -------------------------------------------------------------
 
THE ONE GROUP FAMILY OF MUTUAL FUNDS                               JUNE 30, 1996
To the Shareholders and Board of Trustees of
  The One Group Family of Mutual Funds:
 
We  have audited  the accompanying statements  of assets and  liabilities of the
U.S. Treasury Securities  Money Market Fund,  the Prime Money  Market Fund,  the
Municipal  Money  Market Fund  and the  Ohio Municipal  Money Market  Fund (four
series of The  One Group  Family of Mutual  Funds), including  the schedules  of
portfolio  investments,  as of  June  30, 1996,  and  the related  statements of
operations, statements of changes in net assets and the financial highlights for
each period presented. These financial  statements and financial highlights  are
the  responsibility of  The One  Group Family  of Mutual  Funds' management. Our
responsibility is to express  an opinion on these  financial statements and  the
financial highlights based on our audits.
 
We   conducted  our  audits  in  accordance  with  generally  accepted  auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable  assurance  about  whether  the  financial  statements  and financial
highlights are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements. Our procedures included confirmation of securities owned as of  June
30,  1996  by  correspondence with  the  custodian  and brokers.  An  audit also
includes assessing the accounting principles used and significant estimates made
by  management,  as   well  as  evaluating   the  overall  financial   statement
presentation.  We believe  that our  audits provide  a reasonable  basis for our
opinion.
 
In our opinion, the  financial statements and  financial highlights referred  to
above  present fairly, in  all material respects, the  financial position of the
U.S. Treasury Securities  Money Market Fund,  the Prime Money  Market Fund,  the
Municipal  Money Market Fund and the Ohio Municipal Money Market Fund as of June
30, 1996, the results of their operations,  the changes in their net assets  and
the financial highlights for each period presented, in conformity with generally
accepted accounting principles.
 
Columbus, Ohio                                          Coopers & Lybrand L.L.P.
August 19, 1996
 
- ----40
<PAGE>   743
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
ASSET ALLOCATION FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
<C>          <S>                                           <C>
ASSET BACKED SECURITIES (1.6%):
$   800,000  Advanta Mortgage Loan Trust, 7.60%
               7/25/10...................................  $     801
    262,273  Honda Auto Receivables Grantor Trust, 4.80%,
               8/15/99...................................        260
    340,339  The Money Store Home Equity Trust, 6.80%,
               2/15/13...................................        336
                                                           ---------
  Total Asset Backed Securities                                1,397
                                                           ---------
COMMON STOCKS (48.7%):
Aerospace & Military Technology (0.5%):
      3,580  Lockheed Martin Corp. ......................        300
      2,900  Thiokol Corp. ..............................        115
                                                           ---------
                                                                 415
                                                           ---------
Airlines (0.5%):
      5,100  Boeing Co. .................................        444
                                                           ---------
Automotive (1.1%):
     12,900  Ford Motor Co. .............................        418
      6,580  General Motors Corp. .......................        344
     14,200  Yellow Corp. ...............................        188
                                                           ---------
                                                                 950
                                                           ---------
Banking (2.0%):
      5,300  Bancorp Hawaii, Inc. .......................        191
      6,720  BankAmerica Corp. ..........................        509
      6,200  Charter One Financial, Inc. ................        216
      5,600  KeyCorp.....................................        217
      3,600  J.P. Morgan & Co., Inc. ....................        304
      3,290  NationsBank Corp. ..........................        272
                                                           ---------
                                                               1,709
                                                           ---------
Banking & Financial Services (0.2%):
      7,300  Southtrust Corp. ...........................        205
                                                           ---------
Beverages (0.8%):
     13,500  The Coca Cola Co. ..........................        660
                                                           ---------
Building Products (0.2%):
      5,300  Masco Corp. ................................        160
                                                           ---------
Business Services (0.1%):
      3,100  Automatic Data Processing...................        120
                                                           ---------
Capital Goods (0.3%):
      4,700  Tenneco, Inc. ..............................        240
                                                           ---------
Chemicals (1.7%):
      1,800  DuPont (EI) de Nemours & Co. ...............        142
      1,900  Eastman Chemical Co. .......................        116
      6,400  Ferro Corp. ................................        170
      6,500  Nalco Chemical Co. .........................        205
      6,700  Praxair, Inc. ..............................        283
      8,500  Schulman, Inc. .............................        208
      4,000  Sigma-Aldrich Corp. ........................        214
 
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Chemicals, continued:
 
<TABLE>
<C>          <S>                                           <C>
      3,200  Union Carbide Corp. ........................  $     127
                                                           ---------
                                                               1,465
                                                           ---------
Commercial Services (0.2%):
      3,900  Manpower, Inc. .............................        153
                                                           ---------
Computer Hardware (1.5%):
      2,800  Bay Networks, Inc. (c)......................         72
      4,700  Cisco Systems, Inc. (c).....................        266
      1,900  Digital Equipment Corp. (c).................         86
      3,600  EMC Corp. (c)...............................         67
      7,600  Intel Corp. ................................        558
      1,400  Seagate Technology, Inc. (b)(c).............         63
      5,700  Silicon Graphics, Inc. (c)..................        136
      2,000  3Com Corp. (b)(c)...........................         92
                                                           ---------
                                                               1,340
                                                           ---------
Computer Software (1.6%):
      2,300  Computer Associates International, Inc. ....        163
      5,250  Microsoft (c)...............................        631
      5,300  Novell, Inc. (c)............................         74
      5,800  Oracle Corp. (c)............................        229
      1,900  Parametric Technology Corp. (c).............         82
      3,400  Sun Microsystems, Inc. (b) (c)..............        200
                                                           ---------
                                                               1,379
                                                           ---------
Consumer Goods & Services (1.8%):
      9,000  Ball Corp. .................................        259
      9,300  Callaway Golf Co. (b).......................        309
      4,000  Colgate Palmolive Co. ......................        339
      4,600  Nine West Group, Inc. (b)(c)................        235
      4,400  Proctor & Gamble Co. .......................        399
                                                           ---------
                                                               1,541
                                                           ---------
Defense (0.3%):
      4,100  Rockwell International Corp. ...............        235
                                                           ---------
Diversified (0.8%):
     13,800  BW/IP Holdings, Inc. .......................        262
      5,600  Crane Co. ..................................        230
      3,800  ITT Hartford................................        202
                                                           ---------
                                                                 694
                                                           ---------
Electric Utility (1.8%):
      6,700  Allegheny Power Systems, Inc. ..............        207
      8,760  Central & South West Corp. .................        254
      8,500  Cinergy Corp. ..............................        272
     16,700  Edison International........................        294
      6,500  General Public Utility Corp. ...............        229
      6,700  Texas Utilities.............................        287
                                                           ---------
                                                               1,543
                                                           ---------
</TABLE>
 
CONTINUED
 
- ----26
<PAGE>   744
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
ASSET ALLOCATION FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>          <S>                                           <C>
Electrical & Electronic (1.7%):
      2,500  AMP, Inc. ..................................  $     100
      2,800  Compaq Computer Corp. (c)...................        138
      6,400  E G & G, Inc. ..............................        137
     11,680  General Electric Co. .......................      1,010
      3,000  Micron Technology, Inc. (b).................         78
                                                           ---------
                                                               1,463
                                                           ---------
Electronic Components/Instruments (0.4%):
      6,200  Motorola, Inc. .............................        390
                                                           ---------
Engineering (0.2%):
      7,300  Jacobs Engineering Group, Inc. (c)..........        193
                                                           ---------
Entertainment (0.9%):
      9,000  Carnival Cruise Lines.......................        260
      7,030  Walt Disney Co. ............................        442
      7,300  Station Casinos, Inc. ......................        105
                                                           ---------
                                                                 807
                                                           ---------
Environmental Services (0.2%):
      6,710  Browning-Ferris Industries, Inc. ...........        195
                                                           ---------
Financial Services (2.2%):
      6,300  Chase Manhattan Corp. ......................        445
      2,800  Dean Witter Discover & Co. .................        160
     15,280  Federal National Mortgage Assoc. ...........        512
        800  First Chicago Corp. ........................         31
      2,900  SunAmerica, Inc. ...........................        164
      8,450  Travelers Group, Inc. ......................        386
      6,800  Washington Mutual, Inc. (b).................        203
                                                           ---------
                                                               1,901
                                                           ---------
Food Products & Services (1.5%):
      8,200  IBP, Inc. ..................................        227
      4,100  Kellogg Co. ................................        300
      8,800  McDonald's Corp. ...........................        411
     11,300  PepsiCo, Inc. ..............................        400
                                                           ---------
                                                               1,338
                                                           ---------
Forest Products (0.2%)
      3,300  Mead Corp. .................................        171
                                                           ---------
Gas & Electric Utility (0.3%):
      9,900  New York State Electric & Gas...............        241
                                                           ---------
Health Care (2.6%):
     10,000  Abbott Labs (b).............................        435
      6,860  Baxter International, Inc. .................        324
      7,700  Columbia/HCA Healthcare Corp. ..............        411
      4,900  Foundation Health Corp. (b)(c)..............        176
      7,900  Humana, Inc. (c)............................        141
     12,050  Merck & Co., Inc. ..........................        779
                                                           ---------
                                                               2,266
                                                           ---------
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>          <S>                                           <C>
Home Furnishings (0.1%):
      4,100  Newell Cos., Inc. ..........................  $     126
                                                           ---------
Household Products (0.3%):
      6,100  Tupperware Corp. (c)........................        258
                                                           ---------
Industrial Goods & Services (0.7%):
      7,500  Tyco Labs...................................        306
      2,300  United Technologies Corp. ..................        264
                                                           ---------
                                                                 570
                                                           ---------
Insurance (1.5%):
      5,700  Allstate Corp. .............................        260
      3,500  Loews Corp. (b).............................        276
      5,380  Providian Corp. ............................        231
      5,100  SAFECO Corp. (b)............................        180
      3,600  Torchmark Corp. ............................        157
      2,000  TransAmerica Corp. .........................        164
                                                           ---------
                                                               1,268
                                                           ---------
Leisure (0.2%):
      5,000  Harley-Davidson, Inc. ......................        206
                                                           ---------
Machinery & Equipment (0.5%):
      2,500  Applied Materials, Inc. (c).................         76
      4,600  Harnischfeger Industries, Inc. .............        153
      9,700  Keystone International, Inc. ...............        201
                                                           ---------
                                                                 430
                                                           ---------
Manufacturing--Capital Goods (0.5%):
     10,035  Mark IV Industries, Inc. ...................        227
      4,400  York International Corp. ...................        228
                                                           ---------
                                                                 455
                                                           ---------
Manufacturing--Consumer Goods (0.4%):
      2,900  Johnson Controls, Inc. .....................        202
      6,100  Premark International.......................        112
                                                           ---------
                                                                 314
                                                           ---------
Materials (0.2%):
      4,200  American Brands, Inc. ......................        191
                                                           ---------
Medical Equipment & Supplies (0.9%):
      5,500  Amgen, Inc. (c).............................        297
      5,820  Medtronic, Inc. ............................        326
      3,900  Nellcor Puritan Bennett, Inc. (c)...........        189
                                                           ---------
                                                                 812
                                                           ---------
Medical--Hospital Management & Service (0.4%):
      2,300  Pacificare Health Systems, Class A (c)......        152
      8,800  Tenet Healthcare Corp. (c)..................        188
                                                           ---------
                                                                 340
                                                           ---------
Metals (0.4%):
      6,300  Alumax, Inc. (b)(c).........................        191
</TABLE>
 
CONTINUED
 
                                                                          27----
<PAGE>   745
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
ASSET ALLOCATION FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Metals, continued:
<C>          <S>                                           <C>
      6,700  Cyprus Amax Minerals........................  $     152
                                                           ---------
                                                                 343
                                                           ---------
Office Equipment & Services (0.8%):
      4,000  Hewlett Packard.............................        399
      2,000  Pitney Bowes, Inc. .........................         95
      3,000  Xerox Corp. ................................        161
                                                           ---------
                                                                 655
                                                           ---------
Oil & Gas Exploration Products & Services (4.5%):
      5,200  Amoco Corp. ................................        376
      2,110  Atlantic Richfield Co. .....................        250
      4,200  BJ Services Co. (c).........................        148
      6,400  Baker Hughes................................        210
      4,600  Devon Energy Corp. .........................        113
      2,810  Enron Corp. ................................        115
      8,390  Exxon Corp. ................................        729
      4,190  Halliburton Co. ............................        233
      1,900  Mapco, Inc. ................................        107
      3,900  Mobil Corp. ................................        437
     10,800  Rowan Cos., Inc. (c)........................        159
      4,300  Royal Dutch Petroleum Co. (b)...............        661
      2,310  Texaco, Inc. ...............................        194
      2,200  Tosco Corp. ................................        111
      4,500  Union Pacific Resources Group...............        120
                                                           ---------
                                                               3,963
                                                           ---------
Oil & Gas Transmission (0.2%):
      3,200  Tidewater, Inc. ............................        140
                                                           ---------
Pharmaceuticals (1.0%):
      7,800  Pharmacia & Upjohn, Inc. ...................        346
      5,400  Schering Plough (b).........................        339
      4,400  Watson Pharmaceutical, Inc. (c).............        167
                                                           ---------
                                                                 852
                                                           ---------
Printing & Publishing (0.7%):
      5,960  American Greetings Corp., Class A...........        163
      4,600  Belo (A.H.) Corp., Class A..................        171
      6,800  Time Warner, Inc. ..........................        267
                                                           ---------
                                                                 601
                                                           ---------
Restaurants (0.2%):
      8,300  Wendy's International, Inc. ................        155
                                                           ---------
Retail Stores/Catalog (2.5%):
      7,700  Carson Pirie Scott & Co. (c)................        206
      6,300  Dillard Department Stores, Class A..........        230
      8,200  Gap, Inc. ..................................        263
      6,300  Kohl's Corp. (c)............................        231
      6,800  Lowe's Cos. ................................        246
      4,860  Smith's Food & Drug.........................        116
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Retail Stores/Catalog, continued:
<TABLE>
<C>          <S>                                           <C>
      8,700  Supervalu, Inc. (b).........................  $     274
     24,440  Wal-Mart....................................        620
                                                           ---------
                                                               2,186
                                                           ---------
Services (0.2%):
      5,550  Olsten Corp. (b)............................        163
                                                           ---------
Technology (0.4%):
      2,750  IBM Corp. ..................................        272
      2,200  Texas Instruments...........................        110
                                                           ---------
                                                                 382
                                                           ---------
Telecom Equipment (0.1%):
      1,100  U.S. Robotics Corp. (c).....................         94
                                                           ---------
Telecommunications (3.7%):
     17,390  AT&T Corp. (b)..............................      1,078
     10,900  Bell South..................................        462
     12,210  GTE Corp. ..................................        546
      8,100  MCI Communications..........................        208
      9,290  SBC Communications, Inc. ...................        458
     10,720  Sprint Corp. ...............................        450
                                                           ---------
                                                               3,202
                                                           ---------
Telecommunications--Services & Equipment (0.2%):
      2,600  Northern Telecom, Ltd. .....................        141
                                                           ---------
Textile Products(0.2%):
     10,800  Donnkenny, Inc. (c).........................        211
                                                           ---------
Tobacco (1.6%):
      9,400  Phillip Morris Cos., Inc. ..................        978
      4,550  RJR Nabisco Holdings Corp. .................        141
      6,900  UST, Inc. ..................................        236
                                                           ---------
                                                               1,355
                                                           ---------
Transportation (0.2%):
      7,400  APL Ltd. ...................................        193
                                                           ---------
Trucking & Leasing (0.2%):
      9,800  USFreightways Corp. ........................        191
                                                           ---------
Wholesale Distribution (0.3%):
      3,100  Cardinal Health, Inc. ......................        224
                                                           ---------
  Total Common Stocks                                         42,239
                                                           ---------
CORPORATE BONDS (8.6%):
Automotive Finance (0.6%):
$   500,000  Chrysler Financial Corp., 5.88%, 2/7/01.....        478
                                                           ---------
Banking (0.8%):
    750,000  First Hawaiian Inc., 6.25%, 8/15/00.........        730
                                                           ---------
Banking & Financial Services (0.5%):
    500,000  Midland Bank, PLC, 6.95%, 3/15/11 (b).......        471
                                                           ---------
</TABLE>
 
CONTINUED
 
- ----28
<PAGE>   746
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
ASSET ALLOCATION FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
CORPORATE BONDS, CONTINUED:
<C>          <S>                                           <C>
Consumer Goods & Services (2.3%):
$   500,000  Campbell Soup Co., 5.63%, 9/15/03...........  $     462
    500,000  Dayton Hudson Co., 7.25%, 9/1/04............        486
    500,000  Occidental Pete, 9.25%, 8/1/19, Putable
               8/1/04, @100..............................        580
    500,000  J C Penney & Co., 5.38%, 11/15/98...........        488
                                                           ---------
                                                               2,016
                                                           ---------
Electric Utility(0.6%):
    500,000  Virginia Electric & Power, 6.63%, 4/1/03....        488
                                                           ---------
Financial Services (2.1%):
    500,000  John Deere Capital, 4.63%, 9/2/96...........        499
    500,000  Ford Motor Credit, 8.38%, 1/15/00...........        525
    500,000  Lehman Brothers, 9.88%, 10/15/00............        550
    250,000  Lehman Brothers Holdings, 6.38%, 6/01/98....        249
                                                           ---------
                                                               1,823
                                                           ---------
Railroads (0.6%):
    500,000  Union Pacific Co., 7.60%, 5/1/05............        512
                                                           ---------
Telecommunications (1.1%):
    500,000  AT&T Corp., 6.00%, 8/1/00...................        479
    500,000  AT&T Corp., 6.75%, 4/1/04...................        492
                                                           ---------
                                                                 971
                                                           ---------
  Total Corporate Bonds                                        7,489
                                                           ---------
U.S. TREASURY BILLS (0.5%):
     80,000  7/25/96 (d).................................         80
     45,000  8/1/96 (d)..................................         45
     25,000  8/22/96 (d).................................         25
     40,000  8/29/96 (d).................................         39
    220,000  9/12/96 (d).................................        218
                                                           ---------
  Total U.S. Treasury Bills                                      407
U.S. TREASURY NOTES (8.8%):
  1,500,000  5.38%, 11/30/97 (b).........................      1,488
  2,000,000  7.25%, 2/15/98..............................      2,036
  2,250,000  7.00%, 4/15/99 (b)..........................      2,291
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
</TABLE>
 
U.S. TREASURY NOTES, CONTINUED:
 
<TABLE>
<C>          <S>                                           <C>
$   750,000  6.38%, 1/15/00..............................  $     750
    750,000  11.25%, 2/15/15 (b).........................      1,082
                                                           ---------
  Total U.S. Treasury Notes                                    7,647
                                                           ---------
U.S. TREASURY BONDS (1.6%):
  1,200,000  8.13%, 8/15/19 (b)..........................      1,347
                                                           ---------
  Total U.S. Treasury Bonds                                    1,347
                                                           ---------
U.S. GOVERNMENT AGENCIES (18.8%):
Federal Home Loan Mortgage Corp.
  1,000,000  8.50%, 7/1/26...............................      1,027
    270,654  10.00%, 9/1/03..............................        283
    334,117  8.00%, 3/1/08...............................        340
    336,011  10.50%, 10/1/20.............................        367
    938,078  8.00%, 5/1/25, Pool #D60455.................        946
    498,452  7.00%, 3/1/26, Pool #D69430.................        480
    999,055  7.50%, 5/1/26...............................        987
Federal National Conventional Loan
    462,675  8.00%, 6/1/24...............................        466
    745,022  8.00%, 6/1/24...............................        750
Federal National Mortgage Assoc.
  1,000,000  5.55%, 9/8/98...............................        982
  1,000,000  5.53%, 2/10/99..............................        978
  1,000,000  7.50%, 5/1/11...............................        967
    997,256  6.50%, 2/1/26, Pool #337115.................        933
    986,744  7.50%, 5/1/26...............................        974
    999,069  7.00%, 5/1/26...............................        961
Government National Mortgage Assoc.
    747,971  7.00%, 8/15/25, Pool #413007................        718
    999,060  7.00%, 5/15/26..............................        958
    999,223  7.50%, 5/15/26..............................        985
Government National Sinking Fund
  1,290,938  8.00%, 8/15/24..............................      1,302
Federal Home Loan Mortgage Corp.
  1,015,745  6.50%, 2/1/26, Pool #D68124.................        952
                                                           ---------
  Total U.S. Government Agencies                              16,356
                                                           ---------
  Total Investments, at value                                 76,882
                                                           ---------
</TABLE>
 
CONTINUED
 
                                                                          29----
<PAGE>   747
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
ASSET ALLOCATION FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                     SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                     VALUE
- -----------  --------------------------------------------  ---------
REPURCHASE AGREEMENTS (12.1%):
<C>          <S>                                           <C>
$ 6,016,860  Aubrey G. Lanston & Co., 5.45%, 7/1/96
               (collateralized by $5,923,000 U.S.
               Treasury Notes, 6.38%, 6/30/97, market
               value--$6,141)............................  $   6,017
  4,455,000  Lehman Brothers, 5.51%, 7/1/96
               (collateralized by $4,570,000 Federal Home
               Loan Bank Bond, 8.00%, 8/23/10, market
               value--$4,549)............................      4,455
                                                           ---------
  Total Repurchase Agreements                                 10,472
                                                           ---------
Total (Cost--$83,029)(a)                                   $  87,354
                                                           ---------
                                                           ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $86,747.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost basis for federal income tax purposes by the
           amount of losses recognized for financial reporting in excess of federal income tax reporting of approximately $146.
           Cost for federal income tax purposes differed from value by net unrealized appreciation of securities as follows:
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $   5,367
Unrealized depreciation....................................................     (1,188)
                                                                             ---------
Net unrealized appreciation................................................  $   4,179
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing securities.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Serves as collateral for futures contracts.
</TABLE>
 
At June 30, 1996, the Portfolio's open futures contracts were as follows:
 
<TABLE>
<CAPTION>
                                                                           OPENING      CURRENT
   # OF                                                                   POSITIONS     MARKET
CONTRACTS                          CONTRACT TYPE                            (000)     VALUE (000)
- ----------  -----------------------------------------------------------  -----------  -----------
<C>         <S>                                                          <C>          <C>
            LONG CONTRACTS
    18      S & P 500 September, 1996..................................   $   6,034    $   6,091
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----30
<PAGE>   748
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INCOME EQUITY FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                               MARKET
   AMOUNT               SECURITY DESCRIPTION              VALUE
- ------------  ----------------------------------------  ---------
<C>           <S>                                       <C>
COMMON STOCKS (85.5%):
Aerospace & Military Technology (1.5%)
      68,600  Lockheed Martin Corp. ..................  $   5,762
                                                        ---------
Airlines (1.3%):
      60,000  Boeing Co. .............................      5,228
                                                        ---------
Automotive (1.7%):
      45,000  Chrysler Corp. .........................      2,790
     116,248  Ford Motor Co. .........................      3,764
                                                        ---------
                                                            6,554
                                                        ---------
Banking (3.0%):
      76,754  BankAmerica Corp. ......................      5,814
      70,000  J.P. Morgan & Co., Inc. ................      5,924
                                                        ---------
                                                           11,738
                                                        ---------
Banking & Financial Services (2.4%):
      71,232  Citicorp (b)............................      5,886
     120,000  First Tennessee National Corp. .........      3,675
                                                        ---------
                                                            9,561
                                                        ---------
Beverages & Tobacco (1.5%):
     120,000  Coca Cola Co. ..........................      5,865
                                                        ---------
Chemicals (5.9%):
      80,000  ARCO Chemical...........................      4,160
     115,000  Dow Chemical Co. .......................      8,740
      70,000  DuPont (EI) de Nemours & Co. ...........      5,539
     150,000  Nalco Chemical Co. .....................      4,725
                                                        ---------
                                                           23,164
                                                        ---------
Computer Hardware (0.7%):
      40,000  Intel Corp. ............................      2,938
                                                        ---------
Computer Software (2.0%):
     148,522  Electronic Data Systems Corp. ..........      7,983
                                                        ---------
Consumer Goods & Services (3.0%):
     100,000  International Flavors & Fragrance.......      4,763
     150,000  Sears Roebuck...........................      7,293
                                                        ---------
                                                           12,056
                                                        ---------
Diversified (1.8%):
     100,000  Briggs & Stratton Corp. (b).............      4,113
      80,000  Corning, Inc. ..........................      3,070
                                                        ---------
                                                            7,183
                                                        ---------
Electric Utility (3.0%):
     160,000  Central & South West Corp. .............      4,640
      80,000  Duke Power Co. .........................      4,100
     110,000  Entergy Corp. ..........................      3,121
                                                        ---------
                                                           11,861
                                                        ---------
Electrical & Electronic (1.8%):
      66,500  Avnet, Inc. ............................      2,802
 
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                               MARKET
   AMOUNT               SECURITY DESCRIPTION              VALUE
- ------------  ----------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Electrical & Electronic, continued:
<TABLE>
<C>           <S>                                       <C>
     115,000  National Service Industries, Inc. (b)...  $   4,499
                                                        ---------
                                                            7,301
                                                        ---------
Electrical Equipment (1.4%):
     135,000  Cooper Industries, Inc. (b).............      5,603
                                                        ---------
Electronic Components/ Instruments (0.9%):
      67,200  Raytheon Co. ...........................      3,469
                                                        ---------
Environmental Services (1.1%):
     150,000  Browning-Ferris Industries, Inc. .......      4,350
                                                        ---------
Financial Services (2.3%):
     125,000  American Express Co. ...................      5,578
     105,000  Federal National Mortgage Assoc. .......      3,518
                                                        ---------
                                                            9,096
                                                        ---------
Food Products & Services (5.4%):
     110,000  Campbell Soup Co. ......................      7,755
     175,000  ConAgra, Inc. ..........................      7,941
     200,000  IBP Inc. ...............................      5,525
                                                        ---------
                                                           21,221
                                                        ---------
Health Care (7.2%):
     110,000  American Home Products..................      6,614
     195,000  Baxter International, Inc. .............      9,214
      95,000  Bristol Myers Squibb Co. ...............      8,550
      75,000  Columbia/HCA Healthcare Corp. ..........      4,003
                                                        ---------
                                                           28,381
                                                        ---------
Household Products (1.1%):
     100,000  Tupperware Corp. (c)....................      4,225
                                                        ---------
Insurance (4.7%):
     101,973  Allstate Corp. .........................      4,653
     115,000  Lincoln National Corp. .................      5,319
      90,000  Reliastar Financial Corp. ..............      3,881
      60,000  TransAmerica Corp. .....................      4,905
                                                        ---------
                                                           18,758
                                                        ---------
Machinery & Equipment (0.7%):
      70,000  Deere & Co. ............................      2,800
                                                        ---------
Manufacturing--Consumer Goods (1.4%):
      30,000  Johnson Controls, Inc. .................      2,085
      55,000  V.F. Corp. .............................      3,279
                                                        ---------
                                                            5,364
                                                        ---------
Office Equipment & Services (2.3%):
     170,000  Xerox Corp. ............................      9,095
                                                        ---------
Oil & Gas Exploration, Production & Services (10.2%):
      70,000  Amoco Corp. ............................      5,066
      25,000  Atlantic Richfield Co. .................      2,963
      90,000  Exxon Corp. ............................      7,819
</TABLE>
 
CONTINUED
 
                                                                          31----
<PAGE>   749
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INCOME EQUITY FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                               MARKET
   AMOUNT               SECURITY DESCRIPTION              VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Oil & Gas Exploration, Production & Services, continued:
<C>           <S>                                       <C>
      85,000  Halliburton Co. ........................  $   4,718
      89,000  Mobil Corp. ............................      9,978
      60,000  Phillips Petroleum Co. .................      2,513
      50,000  Royal Dutch Petroleum Co. ..............      7,687
                                                        ---------
                                                           40,744
                                                        ---------
Paper Products (0.8%):
      90,000  International Paper Co. ................      3,319
                                                        ---------
Pharmaceuticals (2.7%):
      80,000  Schering Plough (b).....................      5,020
     100,000  Warner Lambert Co. .....................      5,500
                                                        ---------
                                                           10,520
                                                        ---------
Photography (1.6%):
      80,000  Eastman Kodak Co. ......................      6,220
                                                        ---------
Printing & Publishing (3.3%):
      70,000  Dun & Bradstreet Corp. .................      4,374
     135,000  Jostens, Inc. ..........................      2,666
     130,000  McGraw Hill, Inc. ......................      5,948
                                                        ---------
                                                           12,988
                                                        ---------
Telecommunications (6.3%):
     130,000  AT&T Corp. .............................      8,059
     110,000  Bell South..............................      4,661
     110,000  GTE Corp. ..............................      4,923
     110,000  SBC Communications, Inc. (b)............      5,418
      42,000  Sprint Corp. ...........................      1,764
                                                        ---------
                                                           24,825
                                                        ---------
Tobacco (2.5%):
      95,000  Phillip Morris Cos., Inc. ..............      9,880
                                                        ---------
  Total Common Stocks                                     338,049
                                                        ---------
PREFERRED STOCKS (5.5%):
Electric Utility (0.8%):
     100,000  WPS Resources...........................      3,163
                                                        ---------
Financial Services (0.7%):
      25,000  Salomon, Inc. ..........................      2,600
                                                        ---------
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                               MARKET
   AMOUNT               SECURITY DESCRIPTION              VALUE
- ------------  ----------------------------------------  ---------
</TABLE>
 
PREFERRED STOCKS, CONTINUED:
 
<TABLE>
<C>           <S>                                       <C>
Industrial Goods & Services (4.0%):
      80,000  Corning Delaware........................  $   4,570
      50,000  Cyprus Amax Minerals Co. ...............      2,725
     100,000  Sonoco Products.........................      6,025
     150,000  Westinghouse Electric...................      2,606
                                                        ---------
                                                           15,926
                                                        ---------
  Total Preferred Stocks                                   21,689
                                                        ---------
CONVERTIBLE BONDS (5.1%):
$  2,500,000  Alza Corp., 5.00%, 5/1/06...............      2,433
   1,000,000  Healthsouth Rehabilitation Corp., 5.0%,
                4/1/01................................      1,945
   3,500,000  Masco Corp., 5.25%, 2/15/12 (b).........      3,277
   3,000,000  Medical Care International, 6.75%,
                10/1/06 (b)...........................      3,071
   2,250,000  Pennzoil Co., 6.5%, 1/15/03.............      3,178
   3,000,000  Pep Boys-Manny, Moe, & Jack, 4.00%,
                9/1/99................................      3,079
   3,000,000  Price Company, 5.5%, 2/28/12 (b)........      3,188
                                                        ---------
  Total Convertible Bonds                                  20,171
                                                        ---------
INVESTMENT COMPANIES (0.7%):
   2,573,604  Aquila Churchill Cash Reserves Money
                Market Fund...........................      2,574
                                                        ---------
  Total Investment Companies                                2,574
                                                        ---------
  Total Investments at value                              382,483
                                                        ---------
REPURCHASE AGREEMENTS (3.1%):
  12,335,000  Lehman Brothers, 5.51%, 7/1/96,
                (Collateralized by $13,185 Federal
                Home Loan Bank notes, 5.40% - 8.00%,
                9/5/00 - 8/23/10, market
                value--$12,583).......................     12,335
                                                        ---------
  Total Repurchase Agreements                              12,335
                                                        ---------
Total (Cost--$278,208)(a)                               $ 394,818
                                                        ---------
                                                        ---------
</TABLE>
 
- ------------
 
Percentage indicated are based on net assets of $395,280.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized appreciation of securities as
           follows (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                         <C>
Unrealized appreciation...................................................  $ 118,003
Unrealized depreciation...................................................     (1,393)
                                                                            ---------
Net unrealized appreciation...............................................  $ 116,610
                                                                            ---------
                                                                            ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing security.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----32
<PAGE>   750
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
COMMON STOCKS (96.8%):
Aerospace & Military Technology (0.7%):
      4,586  General Dynamics Corp. ....................  $     284
     14,998  Lockheed Martin Corp. .....................      1,260
     16,658  McDonnell Douglas Corp. ...................        808
      4,178  Northrop Grumman Corp. ....................        285
                                                          ---------
                                                              2,637
                                                          ---------
Agriculture (0.3%):
     11,100  CPC International..........................        799
      6,700  Pioneer Hi Bred............................        354
                                                          ---------
                                                              1,153
                                                          ---------
Airlines (0.8%):
      6,800  AMR Corp. (c)..............................        619
     25,749  Boeing Co. ................................      2,244
     11,000  Southwest Airlines Co. ....................        320
      3,943  US Air Group (c)...........................         71
                                                          ---------
                                                              3,254
                                                          ---------
Automotive (2.4%):
     28,059  Chrysler Corp. ............................      1,739
      7,386  Dana Corp. ................................        229
      7,086  Dial Corp. ................................        203
      4,428  Echlin, Inc. (b)...........................        168
     87,662  Ford Motor Co. ............................      2,838
     56,070  General Motors Corp. ......................      2,937
      9,164  Genuine Parts Co. .........................        419
      5,841  Navistar International Corp. (c)...........         58
      2,945  Paccar, Inc. ..............................        144
      4,714  TRW, Inc. .................................        424
      3,224  Varity Corp. ..............................        155
      2,243  Yellow Corp. (c)...........................         30
                                                          ---------
                                                              9,344
                                                          ---------
Auto Parts (0.1%):
      5,814  Eaton Corp. ...............................        341
                                                          ---------
Banking (4.3%):
     34,073  Banc One Corp. ............................      1,158
     15,000  Bank of New York Co., Inc. (b).............        769
     27,724  BankAmerica Corp. .........................      2,100
      6,186  Bankers Trust New York Corp. ..............        457
      7,314  Barnett Banks, Inc. .......................        446
     11,886  Boatmens Bancshares Inc. ..................        477
      8,500  Comerica, Inc. ............................        379
      3,072  Cummins Engine, Inc. ......................        124
      7,400  Fifth Third Bancorp........................        400
     11,000  First Bank System, Inc. ...................        638
     21,320  First Union Corp. (b)......................      1,298
     14,343  J.P. Morgan & Co., Inc. ...................      1,214
     17,100  KeyCorp....................................        663
     22,277  Nations Bank...............................      1,840
 
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Banking, continued:
 
<TABLE>
<C>          <S>                                          <C>
     27,456  Norwest Corp. .............................  $     958
     25,642  PNC Bank Corp. ............................        763
     11,721  U.S. Bancorp...............................        423
     12,700  Wachovia Corp. (b).........................        555
      7,350  Wells Fargo & Co. .........................      1,756
                                                          ---------
                                                             16,418
                                                          ---------
Banking & Financial Services (1.6%):
      7,971  Bank of Boston Corp. ......................        395
     36,242  Citicorp...................................      2,994
     19,285  Fleet Financial Group, Inc. ...............        839
     10,092  Mellon Bank Corp. .........................        575
     16,500  National City Corp. .......................        580
      4,000  Republic N Y Corp. ........................        249
     17,256  SunTrust Banks, Inc. ......................        638
                                                          ---------
                                                              6,270
                                                          ---------
Beverages & Tobacco (2.6%):
      5,192  Brown-Forman Corp., Class B................        208
    187,080  The Coca Cola Co. .........................      9,144
     27,984  Seagram Co., Ltd. (b)......................        941
                                                          ---------
                                                             10,293
                                                          ---------
Brewery (0.4%):
     19,414  Anheuser Busch Co., Inc. ..................      1,456
      2,943  Coors Adolph Co., Class B..................         52
                                                          ---------
                                                              1,508
                                                          ---------
Broadcasting/Cable (0.6%):
     18,050  Comcast Corp., Special.....................        334
     48,914  Tele-Communications, Class A (c)...........        886
     27,107  Viacom, Inc., Class B (b)(c)...............      1,054
                                                          ---------
                                                              2,274
                                                          ---------
Building Products (0.2%):
      2,757  Armstrong World Industries, Inc. ..........        159
     11,900  Masco Corp. ...............................        360
      6,686  Sherwin-Williams Co. ......................        311
                                                          ---------
                                                                830
                                                          ---------
Business Services (0.3%):
     22,228  Automatic Data Processing..................        859
      4,757  Ceridan Corp. (c)..........................        240
                                                          ---------
                                                              1,099
                                                          ---------
Capital Goods (0.4%):
      6,386  Fluor Corp. ...............................        417
     13,428  Tenneco, Inc. .............................        687
     31,271  Westinghouse Electric Corp. ...............        586
                                                          ---------
                                                              1,690
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          33----
<PAGE>   751
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>          <S>                                          <C>
Chemicals (2.9%):
      8,456  Air Products & Chemical, Inc. .............  $     488
     18,771  Dow Chemical Co. ..........................      1,427
     41,970  DuPont (EI) de Nemours & Co. ..............      3,321
      6,249  Eastman Chemical Co. ......................        380
     10,957  Engelhard Corp. ...........................        252
      2,657  FMC Corp. (c)..............................        173
      3,742  B. F. Goodrich Co. ........................        140
      4,800  Great Lakes Chemical Corp. ................        299
      8,084  Hercules, Inc. ............................        447
      5,813  Mallinckrodt Group, Inc. ..................        226
     43,840  Monsanto Co. ..............................      1,425
     11,184  Morton International, Inc. ................        417
      5,200  Nalco Chemical Co. ........................        164
     14,614  PPG Industries, Inc. ......................        712
     11,228  Praxair, Inc. .............................        474
      5,196  Rohm & Haas Co. ...........................        326
      3,800  Sigma-Aldrich Corp. .......................        203
     10,428  Union Carbide Corp. .......................        415
                                                          ---------
                                                             11,289
                                                          ---------
Commercial Services (0.1%):
      4,642  Ecolab, Inc. ..............................        153
      3,643  Ogden Corp. ...............................         66
                                                          ---------
                                                                219
                                                          ---------
Computer Hardware (2.4%):
     13,800  Bay Networks, Inc. (c).....................        355
      5,400  Cabletron Systems (c)......................        370
     42,600  Cisco Systems, Inc. (b)(c).................      2,412
     11,177  Digital Equipment Corp. (c)................        503
     16,700  EMC Corp. (c)..............................        311
     61,384  Intel Corp. ...............................      4,508
     12,200  Silicon Graphics, Inc. (c).................        293
     12,100  3Com Corp. (b)(c)..........................        554
                                                          ---------
                                                              9,306
                                                          ---------
Computer Software (2.9%):
     18,285  Computer Associates International, Inc. ...      1,303
     16,400  First Data Corp. (b).......................      1,306
     44,300  Microsoft Corp. (c)........................      5,321
     27,600  Novell, Inc. (c)...........................        383
     49,138  Oracle Corp. (c)...........................      1,938
      1,443  Shared Medical Systems Corp. ..............         93
     13,900  Sun Microsystems, Inc. (b)(c)..............        818
                                                          ---------
                                                             11,162
                                                          ---------
Construction (0.1%):
      2,414  Centex Corp. ..............................         75
          5  Emcor Group, Inc., Series Z (c)............          0
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Construction, continued:
<TABLE>
<C>          <S>                                          <C>
      3,643  Owens-Corning Fiberglass Corp. ............  $     157
                                                          ---------
                                                                232
                                                          ---------
Consumer Goods & Services (3.4%):
     10,500  Avon Products, Inc. .......................        474
      2,243  Ball Corp. ................................         64
      3,928  Clorox Co. ................................        348
     11,014  Colgate Palmolive Co. .....................        933
     33,000  Gillette Co. ..............................      2,058
      8,329  International Flavors & Fragrance..........        397
      5,900  Interpublic Group Cos., Inc. ..............        277
      5,886  Liz Claiborne..............................        204
     20,548  Mattel, Inc. ..............................        588
      7,757  Maytag Corp. ..............................        162
     10,900  Nike, Inc. ................................      1,120
     51,340  Proctor & Gamble Co. ......................      4,653
     29,028  Sears Roebuck..............................      1,411
      5,700  Whirlpool Corp. (b)........................        283
                                                          ---------
                                                             12,972
                                                          ---------
Containers & Packaging (0.2%):
      4,314  Avery Dennison Corp. ......................        237
      9,171  Crown Cork & Seal Co., Inc. ...............        413
      4,371  Temple Inland, Inc. .......................        204
                                                          ---------
                                                                854
                                                          ---------
Cosmetics/Personal Care (0.0%):
      2,071  Alberto Culver Co., Class B................         96
                                                          ---------
Defense (0.2%):
     16,371  Rockwell International Corp. ..............        937
                                                          ---------
Diversified (1.3%):
      9,586  Alco Standard Corp. .......................        434
     20,828  Allied Signal, Inc. .......................      1,190
      2,172  Briggs & Stratton Corp. (b)................         89
     17,142  Corning, Inc. .............................        658
      2,379  Crane Co. .................................         97
      8,428  Dover Corp. ...............................        389
      8,543  ITT Corp New (c)...........................        566
      8,543  ITT Hartford...............................        455
      8,543  ITT Industry, Inc. ........................        215
      4,371  Safety Kleen...............................         76
      6,686  Textron, Inc. .............................        534
      7,757  Whittman Corp. ............................        187
                                                          ---------
                                                              4,890
                                                          ---------
Electric Utility (2.7%):
     13,943  American Electric Power, Inc. .............        594
     11,129  Baltimore Gas & Electric Co. ..............        316
     12,072  Carolina Power & Light Co. ................        459
     15,742  Central & South West Corp. ................        457
</TABLE>
 
CONTINUED
 
- ----34
<PAGE>   752
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Electric Utility, continued:
<C>          <S>                                          <C>
     11,478  Cinergy Corp. .............................  $     367
     17,585  Consolidated Edison Co. of New York,
               Inc. ....................................        514
     12,785  Dominion Resources Inc. of Virginia........        511
     15,314  Duke Power Co. ............................        785
     33,500  Edison International.......................        591
     17,143  Entergy Corp. .............................        487
     13,985  Florida Power & Light, Inc. ...............        643
      8,400  General Public Utility Corp. ..............        296
      5,114  Northern States Power Co. .................        253
     11,585  Ohio Edison Co. ...........................        253
     16,500  PECO Energy Corp. .........................        429
     11,900  PP&L Resources, Inc. ......................        281
     21,257  Pacificorp.................................        473
     49,814  Southern Co. ..............................      1,227
     16,614  Texas Utilities............................        710
     15,900  Unicom Corp. ..............................        443
      7,500  Union Electric.............................        302
                                                          ---------
                                                             10,391
                                                          ---------
Electrical & Electronic (4.2%):
      8,543  Amdahl Corp. (c)...........................         92
     15,818  AMP, Inc. .................................        635
     19,858  Compaq Computer Corp. (c)..................        978
      4,242  E G & G, Inc. .............................         91
     16,685  Emerson Electric Co. ......................      1,508
    124,568  General Electric Co. ......................     10,775
      3,742  General Signal Corp. (b)...................        142
     19,456  Houston Industries.........................        479
     15,400  Micron Technology, Inc. (b)................        398
      3,828  National Service Industries, Inc. .........        150
      3,257  Perkin-Elmer Corp. ........................        157
      3,257  Raychem Corp. .............................        234
      8,557  Tandem Computers (c).......................        106
      2,528  Tektronix, Inc. ...........................        113
      2,542  Thomas & Betts Corp. (b)...................         95
      4,128  W. W. Grainger, Inc. ......................        320
                                                          ---------
                                                             16,273
                                                          ---------
Electrical Equipment (0.1%):
      8,243  Cooper Industries, Inc. (b)................        342
                                                          ---------
Electronic Components/Instruments (1.1%):
      8,278  Advanced Micro Devices, Inc. (c)...........        113
      8,943  Apple Computer, Inc. ......................        188
     43,956  Motorola, Inc. (b).........................      2,764
      9,371  National Semiconductor Corp. (c)...........        145
      3,595  Polaroid Corp. ............................        164
     18,556  Raytheon Co. ..............................        958
                                                          ---------
                                                              4,332
                                                          ---------
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>          <S>                                          <C>
Energy (0.0%):
      7,286  Oryx Energy Co. (c)........................  $     118
                                                          ---------
Engineering (0.0%):
      2,757  Foster Wheeler Corp. ......................        124
                                                          ---------
Entertainment (0.9%):
      3,785  Bally Entertainment Corp. (c)..............        104
     50,246  Walt Disney Co. ...........................      3,159
      7,492  Harrah's Entertainment, Inc. (c)...........        212
      2,857  King World Productions, Inc. ..............        104
                                                          ---------
                                                              3,579
                                                          ---------
Environmental Services (0.5%):
     15,885  Browning-Ferris Industries, Inc. ..........        460
     22,100  Laidlaw Inc., Class B-Non Voting (b).......        224
     36,328  WMX Technologies, Inc. ....................      1,190
                                                          ---------
                                                              1,874
                                                          ---------
Financial Services (4.2%):
     36,406  American Express Co. ......................      1,625
      4,114  Beneficial Corp. ..........................        231
      7,656  H & R Block................................        250
     32,565  Chase Manhattan Corp. .....................      2,300
     16,556  CoreStates Financial Corp. ................        637
     12,796  Dean Witter Discover & Co. ................        733
     13,300  Federal Home Loan Mortgage Corp. ..........      1,137
     81,856  Federal National Mortgage Assoc. ..........      2,742
     23,796  First Chicago Corp. (b)....................        931
      4,714  Golden West Financial Corp. ...............        264
     10,128  Great Western Financial Corp. .............        242
     10,400  Green Tree Financial Corp. ................        325
      8,743  H. F. Ahmanson & Co. ......................        236
      7,186  Household International, Inc. .............        546
     16,675  MBNA Corp. ................................        475
     13,114  Merrill Lynch..............................        854
     11,700  Morgan Stanley Group, Inc. ................        575
      7,943  Salomon, Inc. .............................        349
     36,019  Travelers Group, Inc. .....................      1,643
                                                          ---------
                                                             16,095
                                                          ---------
Food Products & Services (4.4%):
     40,252  Archer-Daniels Midland Co. ................        770
     19,056  Campbell Soup Co. .........................      1,343
     18,035  ConAgra, Inc. .............................        818
      2,857  Fleming Co., Inc. .........................         41
     12,171  General Mills, Inc. .......................        663
     27,413  H.J. Heinz Co. ............................        833
      5,771  Hershey Foods Corp. .......................        424
     16,356  Kellogg Co. ...............................      1,198
     52,212  McDonald's Corp. ..........................      2,441
    117,894  PepsiCo, Inc. .............................      4,171
     10,000  Quaker Oats Co. ...........................        341
</TABLE>
 
CONTINUED
 
                                                                          35----
<PAGE>   753
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Food Products & Services, continued:
<C>          <S>                                          <C>
      7,943  Ralston Purina Group.......................  $     509
     35,970  Sara Lee, Corp. ...........................      1,165
     13,642  Sysco Corp. ...............................        467
     11,971  Unilever N. V. ............................      1,737
      8,629  Wrigley (Wm) Jr. Co. ......................        436
                                                          ---------
                                                             17,357
                                                          ---------
Food & Household Products (0.0%):
      5,400  Supervalu, Inc. ...........................        170
                                                          ---------
Funeral Services (0.1%):
      8,464  Service Corp. International (b)............        487
                                                          ---------
Forest Products (0.3%):
      3,785  Boise Cascade Corp. (c)....................        139
      7,071  Champion International Co. ................        295
      6,386  James River Corp. of Virginia..............        168
      7,986  Louisiana Pacific Corp. ...................        177
      4,414  Mead Corp. ................................        229
      2,257  Potlatch Corp. ............................         88
      7,535  Westvaco Corp. ............................        225
                                                          ---------
                                                              1,321
                                                          ---------
Gas & Electric Utility (0.4%):
     11,100  Detroit Edison Co. ........................        343
      4,314  NICOR, Inc. ...............................        123
     32,313  Pacific Gas & Electric Co. ................        751
     18,500  Public Service Entertainment...............        506
                                                          ---------
                                                              1,723
                                                          ---------
Gas Utility (0.1%):
      4,128  Columbia Gas System, Inc. .................        215
      6,483  Pacific Enterprises........................        192
      2,657  Peoples Energy Corp. ......................         89
      2,457  Peoples Energy Rights (c)..................          0
                                                          ---------
                                                                496
                                                          ---------
Health Care (6.3%):
     59,480  Abbott Laboratories........................      2,587
     47,342  American Home Products.....................      2,846
     20,599  Baxter International, Inc. ................        973
     38,005  Bristol Myers Squibb Co. ..................      3,421
     33,037  Columbia/HCA Healthcare Corp. .............      1,763
      3,228  Community Psychiatric (c)..................         31
     12,100  Humana, Inc. (c)...........................        216
     99,868  Johnson & Johnson..........................      4,944
      4,592  Manor Care.................................        181
     92,068  Merck & Co., Inc. .........................      5,950
     11,500  U.S. Healthcare, Inc. .....................        633
     13,386  United Healthcare Corp. ...................        676
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Health Care, continued:
<TABLE>
<C>          <S>                                          <C>
      4,300  U.S. Surgical..............................  $     133
                                                          ---------
                                                             24,354
                                                          ---------
Homebuilders (0.0%):
      2,966  Kaufman & Broad Home Corp. ................         43
      2,086  Pulte Corp. ...............................         56
                                                          ---------
                                                                 99
                                                          ---------
Home Furnishings (0.2%):
     12,128  Newell Cos, Inc. ..........................        371
     12,072  Rubbermaid, Inc. ..........................        329
                                                          ---------
                                                                700
                                                          ---------
Household Products (0.1%):
      4,614  Tupperware Corp. (c).......................        195
                                                          ---------
Hotels & Lodging (0.2%):
      3,728  Hilton Hotels..............................        419
      9,350  Marriott Corp. International (b)...........        503
                                                          ---------
                                                                922
                                                          ---------
Industrial Goods & Services (0.4%):
     11,556  Tyco Laboratories..........................        471
      9,128  United Technologies Corp. .................      1,050
                                                          ---------
                                                              1,521
                                                          ---------
Insurance (3.4%):
      8,443  Aetna Life & Casualty Co. (b)..............        604
      3,228  Alexander & Alexander Services, Inc. ......         64
     33,520  Allstate Corp. ............................      1,529
     15,556  American General Corp. (b).................        566
     35,448  American International Group...............      3,496
      7,900  Aon Corp. .................................        401
      5,700  CIGNA Corp. ...............................        672
     13,172  Chubb Corp. ...............................        657
      6,286  General Re Corp. ..........................        957
      5,575  Jefferson Pilot Corp. .....................        288
      7,786  Lincoln National Corp. ....................        360
      8,700  Loews Corp. ...............................        686
      5,700  Marsh & McLennan Co., Inc. ................        550
      7,486  Providian Corp. ...........................        321
      9,128  SAFECO Corp. ..............................        323
      6,520  St Paul Cos. ..............................        349
      5,542  Torchmark Corp. ...........................        242
      5,400  TransAmerica Corp. ........................        441
      5,800  UNUM Corp. ................................        361
      8,228  USF & G Corp. .............................        135
      2,602  US Life Corp. .............................         86
                                                          ---------
                                                             13,088
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----36
<PAGE>   754
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>          <S>                                          <C>
Investment Company (0.0%):
        971  Eastern Enterprises........................  $      32
                                                          ---------
Leasing (0.0%):
      2,814  Consolidated Freightways, Inc. ............         59
                                                          ---------
Leisure (0.1%):
      7,286  Brunswick Corp. ...........................        146
      3,542  Fleetwood Enterprises, Inc. ...............        110
      1,057  Outboard Marine Corp. .....................         19
                                                          ---------
                                                                275
                                                          ---------
Machinery & Equipment (1.1%):
     13,100  Applied Materials, Inc. (c)................        400
      6,414  Black & Decker Corp. ......................        248
      5,200  Case Corp. (b).............................        250
     14,514  Caterpillar, Inc. (b)......................        983
      2,857  Cincinnati Milacron, Inc. .................         69
     19,300  Deere & Co. ...............................        772
      2,584  Gidding & Lewis, Inc. .....................         42
      3,528  Harnischfeger Industries, Inc. ............        117
      8,856  Illinois Tool Works........................        599
      7,642  Ingersoll Rand Co. ........................        334
      4,243  McDermott International, Inc. .............         89
      8,608  Pall Corp. ................................        207
      3,143  Snap-On, Inc. .............................        149
      6,572  Stanley Works..............................        195
                                                          ---------
                                                              4,454
                                                          ---------
Manufacturing--Consumer Goods (0.4%):
      2,371  Data General (c)...........................         31
      5,800  Fruit of the Loom (c)......................        148
      3,043  Johnson Controls, Inc. ....................        212
      3,600  Millipore Corp. ...........................        151
        386  Nacco Industries, Inc. ....................         21
      5,529  Parker-Hannifin Corp. .....................        234
      6,071  Reebok International Ltd. .................        204
      4,307  Teledyne, Inc. ............................        156
      2,257  Trinova Corp. .............................         75
      4,714  V.F. Corp. (c).............................        281
                                                          ---------
                                                              1,513
                                                          ---------
Materials (0.2%):
     13,445  American Brands, Inc. .....................        610
                                                          ---------
Medical Equipment & Supplies (1.1%):
     20,100  Amgen, Inc. (c)............................      1,085
      4,128  C.R. Bard, Inc. ...........................        140
      4,414  Bausch & Lomb, Inc. .......................        188
      4,986  Becton Dickinson & Co. ....................        400
      8,656  Biomet, Inc. (c)...........................        124
     12,900  Boston Scientific Corp. ...................        581
     17,356  Medtronic, Inc. ...........................        972
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Medical Equipment & Supplies, continued:
<TABLE>
<C>          <S>                                          <C>
      6,192  Saint Jude Medical Center..................  $     208
      7,086  W.R. Grace & Co. ..........................        502
                                                          ---------
                                                              4,200
                                                          ---------
Medical--Hospital Management & Services (0.1%):
      6,443  Beverly Enterprises, Inc. (c)..............         77
     15,100  Tenet Healthcare Corp. (c).................        323
                                                          ---------
                                                                400
                                                          ---------
Metals & Mining (0.5%):
     26,500  Barrick Gold Corp. ........................        719
      8,786  Echo Bay Mines Ltd. .......................         95
     10,457  Homestake Mining Co. ......................        179
      7,466  Newmont Mining Corp. ......................        369
     17,816  Placer Dome, Inc. .........................        425
      9,499  Santa Fe Pacific Gold Corp. (c)............        134
                                                          ---------
                                                              1,921
                                                          ---------
Metals (0.8%):
     16,642  Alcan Aluminum Ltd. .......................        508
     13,172  Aluminum Co. of America....................        756
      3,143  ASARCO, Inc. ..............................         87
      7,707  Cyprus Amax Minerals (b)...................        174
     15,500  Freeport-McMoran Copper & Gold, Class B....        494
      8,657  Inco Ltd. (b)..............................        279
      5,314  Phelps Dodge Corp. ........................        331
      4,514  Reynolds Metals Co. .......................        235
      2,471  Timken Co. ................................         96
      6,838  Worthington Industries, Inc. ..............        143
                                                          ---------
                                                              3,103
                                                          ---------
Natural Resources (0.1%):
      7,086  Amerada Hess Corp. ........................        380
                                                          ---------
Office Equipment & Services (1.7%):
      7,471  Canadian Moore Corp. Ltd. .................        141
      2,957  Harris Corp. ..............................        181
     38,114  Hewlett Packard............................      3,797
      9,400  Honeywell, Inc. ...........................        512
     11,372  Pitney Bowes, Inc. ........................        543
     23,613  Xerox Corp. ...............................      1,263
                                                          ---------
                                                              6,437
                                                          ---------
Oil & Gas Exploration, Production & Services (8.9%):
     37,099  Amoco Corp. ...............................      2,685
      4,514  Ashland, Inc. (b)..........................        179
     12,071  Atlantic Richfield Co. ....................      1,430
     10,748  Bakers Hughes, Inc. .......................        353
      9,500  Burlington Northern........................        409
     48,728  Chevron Corp. (b)..........................      2,875
      6,986  Consolidated Natural Gas Co. ..............        365
</TABLE>
 
CONTINUED
 
                                                                          37----
<PAGE>   755
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Oil & Gas Exploration, Production & Services, continued:
<C>          <S>                                          <C>
     13,214  Dresser Industries, Inc. ..................  $     390
     19,012  Enron Corp. ...............................        777
      5,114  Enserch Corp. .............................        111
     92,869  Exxon Corp. ...............................      8,068
      8,557  Halliburton Co. ...........................        475
      1,671  Helmerich & Payne, Inc. ...................         61
      4,128  Kerr McGee Corp. ..........................        251
      2,571  Louisiana Land & Exploration Co. ..........        148
     29,442  Mobil Corp. ...............................      3,301
     23,885  Occidental Petroleums Corp. ...............        591
      2,114  Oneok, Inc. ...............................         53
      3,543  Pennzoil Co. ..............................        164
     19,642  Phillips Petroleum Co. ....................        823
      6,414  Rowan Cos., Inc. (c).......................         95
     40,056  Royal Dutch Petroleum Co. .................      6,159
      6,744  Santa Fe Energy Resources, Inc. ...........         80
     18,271  Schlumberger Ltd. .........................      1,539
      6,586  Sonat, Inc. ...............................        296
      5,449  Sun Inc. ..................................        166
     19,642  Texaco, Inc. ..............................      1,647
     21,714  USX-Marathon Group.........................        437
      4,400  Western Atlas (c)..........................        256
      7,886  Williams Co., Inc. (b).....................        391
                                                          ---------
                                                             34,575
                                                          ---------
Oil & Gas Transmission (0.1%):
      9,243  Noram Energy Corp. (b).....................        101
     10,986  Panenergy Corp. (b)........................        361
                                                          ---------
                                                                462
                                                          ---------
Oil & Gas Utility (0.1%):
      7,557  Coastal Corp. .............................        316
     10,814  Niagara Mohawk Power Corp. ................         83
                                                          ---------
                                                                399
                                                          ---------
Paper Products (1.0%):
      6,886  Georgia Pacific Corp. .....................        489
     22,286  International Paper........................        822
     20,824  Kimberly Clark Corp. ......................      1,609
      5,257  Union Camp Corp. ..........................        256
     15,328  Weyerhaeuser Co. ..........................        651
      4,300  Williamette Industries, Inc. ..............        256
                                                          ---------
                                                              4,083
                                                          ---------
Packaging (0.1%):
      4,114  Bemis Co. .................................        144
      6,800  Stone Container Corp. .....................         93
                                                          ---------
                                                                237
                                                          ---------
Pharmaceuticals (2.8%):
      4,700  Allergan, Inc. ............................        185
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Pharmaceuticals, continued:
<TABLE>
<C>          <S>                                          <C>
      6,314  Alza Corp. (c).............................  $     173
     41,370  Eli Lilly & Co. ...........................      2,689
     47,584  Pfizer, Inc. ..............................      3,396
     37,777  Pharmacia & Upjohn, Inc. ..................      1,676
     27,270  Schering-Plough (b)........................      1,711
     20,228  Warner Lambert Co. ........................      1,113
                                                          ---------
                                                             10,943
                                                          ---------
Photography (0.5%):
     25,699  Eastman Kodak Co. .........................      1,998
                                                          ---------
Printing & Publishing (1.4%):
      5,714  American Greetings Corp., Class A..........        156
      6,386  Deluxe Corp. ..............................        227
      7,414  Dow Jones & Co., Inc. .....................        310
     12,791  Dun & Bradstreet Corp. ....................        799
     10,671  Gannett, Inc. .............................        755
      2,428  John H. Harland Co. .......................         60
      3,243  Jostens, Inc. .............................         64
      3,828  Knight-Ridder, Inc. .......................        278
      7,756  McGraw Hill, Inc. (b)......................        355
      2,214  Meredith Corp. ............................         92
      7,600  New York Times Co., Class A (b)............        248
     11,972  R.R. Donnelley Co. (b).....................        418
     29,356  Time Warner, Inc. .........................      1,152
      8,128  Times Mirror Co., Class A (b)..............        353
      4,914  Tribune Co. ...............................        357
                                                          ---------
                                                              5,624
                                                          ---------
Railroads (1.0%):
     11,400  Burlington Northern Santa Fe Corp. ........        922
     15,414  CSX Corp. .................................        744
      6,086  Conrail, Inc. .............................        404
      9,685  Norfolk Southern Corp. ....................        821
     15,414  Union Pacific Corp. .......................      1,077
                                                          ---------
                                                              3,968
                                                          ---------
Restaurants (0.1%):
     12,171  Darden Restaurants, Inc. ..................        131
      1,593  Luby's Cafeteria, Inc. ....................         38
      4,243  Ryan Family Steak Houses, Inc. (c).........         39
      3,136  Shoney's, Inc. (c).........................         34
      9,343  Wendy's International, Inc. ...............        174
                                                          ---------
                                                                416
                                                          ---------
Retail Stores/Catalog (4.3%):
     19,228  Albertsons, Inc............................        796
     10,928  American Stores Co. .......................        451
        871  Brown Group, Inc. .........................         15
     14,250  CUC International, Inc. (c)................        506
      7,500  Charming Shoppes (c).......................         53
</TABLE>
 
CONTINUED
 
- ----38
<PAGE>   756
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Retail Stores/Catalog, continued:
<C>          <S>                                          <C>
      5,400  Dayton Hudson Corp. .......................  $     557
      8,329  Dillard Department Stores..................        304
     15,200  Federated Department Stores, Inc. (b)(c)...        519
     22,000  Gap, Inc. .................................        707
      4,414  Giant Food, Inc., Class A..................        158
      5,835  Harcourt General, Inc. ....................        292
     35,753  Home Depot, Inc. (b).......................      1,931
     33,942  K Mart, Inc. (b)(c)........................        420
     20,282  Limited, Inc. .............................        436
     11,872  Lowe's Cos. (b)............................        429
     18,960  May Department Stores......................        830
      7,657  Melville Corp. ............................        310
      2,743  Mercantile Stores Co., Inc. ...............        161
     16,886  J.C. Penney, Inc. .........................        887
      4,514  Pep Boys-Manny, Moe & Jack.................        153
      4,042  Stride Rite Corp. .........................         33
     21,057  Toys R Us (c)..............................        600
     18,571  Unocal Corp. (b)...........................        626
    171,852  Wal-Mart Stores, Inc. .....................      4,360
     18,856  Walgreen Co. (b)...........................        631
                                                          ---------
                                                             16,165
                                                          ---------
Retail--General Merchandise (0.7%):
      7,286  Circuit City Stores, Inc. .................        263
      2,943  Great Atlantic & Pacific Tea, Inc. ........         97
      6,692  Hasbro, Inc. ..............................        239
      9,086  Kroger Co. (c).............................        359
      1,171  Longs Drug Stores, Inc. ...................         52
      6,386  Nordstrom, Inc. ...........................        284
     14,513  Price/Costco Co. (b)(c)....................        314
      6,586  Rite Aid Corp. ............................        196
      5,600  TJX Cos., Inc. (b).........................        189
      4,786  Tandy Corp. ...............................        227
     11,372  Winn Dixie Stores, Inc. ...................        402
      9,814  Woolworth Corp. (b)(c).....................        221
                                                          ---------
                                                              2,843
                                                          ---------
Steel (0.2%):
      7,571  Armco, Inc. (c)............................         38
      8,000  Bethlehem Steel Corp. (c)..................         95
      3,457  Inland Steel Industries, Inc. .............         68
      6,656  Nucor Corp. ...............................        337
      6,111  USX- U. S. Steel Group, Inc. ..............        173
                                                          ---------
                                                                711
                                                          ---------
Technology (1.9%):
      8,800  General Instrument Corp. (c)...............        254
      3,528  Intergraph (c).............................         43
     40,656  I.B.M. ....................................      4,024
      9,400  LSI Logic Corp. (c)........................        244
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Technology, continued:
<C>          <S>                                          <C>
     31,500  Minnesota Mining & Manufacturing Co.
               (3M).....................................  $   2,174
     14,088  Texas Instruments..........................        703
     12,614  Unisys, Corp. (c)..........................         90
                                                          ---------
                                                              7,532
                                                          ---------
Technology--Software (0.1%):
      3,742  Autodesk, Inc. ............................        112
      4,100  Computer Science Corp. (c).................        306
                                                          ---------
                                                                418
                                                          ---------
Telecommunications (7.1%):
    120,227  AT&T Corp. ................................      7,454
     36,942  Airtouch Communications Inc. (c)...........      1,044
     14,400  Alltel Corp. ..............................        443
     41,756  Ameritech Corp. ...........................      2,479
     32,856  Bell Atlantic Corp. (b)....................      2,095
     74,156  BellSouth Corp. ...........................      3,142
     72,398  GTE Corp. .................................      3,240
     51,784  MCI Communications.........................      1,327
     32,056  Nynex Corp. ...............................      1,523
     45,770  SBC Communications Inc. ...................      2,254
      5,770  Scientific-Atlanta, Inc. ..................         89
     32,400  Sprint Corp. ..............................      1,361
     34,956  U.S. West Media Group (b)(c)...............        638
     14,000  WorldCom, Inc. (c).........................        775
                                                          ---------
                                                             27,864
                                                          ---------
Telecommunications--Services & Equipment (1.1%):
      4,121  Andrew Corp. (c)...........................        222
      8,328  DSC Communications Corp. (c)...............        251
     19,157  Northern Telecom, Ltd. ....................      1,042
     31,942  Pacific Telesis Group......................      1,077
      6,700  Tellabs, Inc. (c)..........................        448
     34,956  U.S. West, Inc. ...........................      1,114
                                                          ---------
                                                              4,154
                                                          ---------
Textile Products (0.0%):
      3,057  Russell Corp. .............................         85
        957  Springs Industries, Inc., Class A..........         48
                                                          ---------
                                                                133
                                                          ---------
Tire & Rubber (0.2%)
      6,486  Cooper Tire & Rubber Co. ..................        145
     11,428  Goodyear Tire & Rubber Co. ................        551
                                                          ---------
                                                                696
                                                          ---------
Tobacco (1.8%):
     62,513  Phillip Morris Cos., Inc. .................      6,501
</TABLE>
 
CONTINUED
 
                                                                          39----
<PAGE>   757
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Tobacco, continued:
<C>          <S>                                          <C>
     15,114  UST, Inc. .................................  $     518
                                                          ---------
                                                              7,019
                                                          ---------
Transportation & Shipping (0.0%):
      3,043  Caliber Systems, Inc. .....................        103
                                                          ---------
Transportation (0.2%):
      4,528  Delta Air Lines, Inc. (b)..................        375
      4,328  Federal Express Corp. (c)..................        355
      6,000  Ryder Systems, Inc. .......................        169
                                                          ---------
                                                                899
                                                          ---------
  Total Common Stocks                                       379,255
                                                          ---------
U.S. TREASURY BILLS (0.2%):
$    85,000  7/11/96 (d)................................         85
    205,000  7/18/96 (d)................................        204
    345,000  7/25/96 (d)................................        344
    135,000  8/8/96 (d).................................        134
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
U.S. TREASURY BILLS, CONTINUED:
<C>          <S>                                          <C>
$   120,000  9/12/96 (d)................................  $     119
                                                          ---------
  Total U.S. Treasury Bills                                     886
                                                          ---------
  Total Investments, at value                               380,141
                                                          ---------
REPURCHASE AGREEMENTS (2.9%):
  9,359,560  Aubrey G. Lanston & Co., 5.45%, 7/1/96,
               (Collateralized by $9,406,000 U.S.
               Treasury Notes, 6.88%, 10/31/96, market
               value--$9,553)...........................      9,360
  1,923,000  Lehman Brothers, 5.51%, 7/1/96,
               (Collateralized by $1,965,000 FNMA Note,
               5.47%, 6/20/97, market value-- $1,965)...      1,923
                                                          ---------
  Total Repurchase Agreements                                11,283
                                                          ---------
Total (Cost--$305,312)(a)                                 $ 391,424
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentage indicated are based on net assets of $391,782.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost for federal income tax purposes by the amount of
           losses recognized for financial reporting purposes in excess of federal income tax reporting of approximately $413.
           Cost for federal income tax purposes differs from value by net unrealized appreciation of securities as follows
           (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $  92,038
Unrealized depreciation....................................................     (6,339)
                                                                             ---------
Net unrealized appreciation................................................  $  85,699
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Represents non-income producing security.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Serves as collateral for futures contracts.
</TABLE>
 
At June 30, 1996, the Portfolio's open futures contracts were as follows:
 
<TABLE>
<CAPTION>
                                                                            OPEN        CURRENT
   # OF                                                                   POSITIONS     MARKET
CONTRACTS                          CONTRACT TYPE                            (000)     VALUE (000)
- ----------  -----------------------------------------------------------  -----------  -----------
<C>         <S>                                                          <C>          <C>
            LONG CONTRACTS
    28      S & P 500 September, 1996..................................   $   9,382    $   9,475
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----40
<PAGE>   758
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
VALUE GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
COMMON STOCKS (94.5%):
Aerospace & Military Technology (0.4%):
     10,200  Lockheed Martin Corp. .....................  $     857
                                                          ---------
Airlines (0.5%):
     37,700  Atlantic Southeast Airlines, Inc. .........      1,065
                                                          ---------
Automotive (0.2%):
     27,800  Yellow Corp. (c)...........................        368
                                                          ---------
Auto Parts (0.9%):
     35,000  Eaton Corp. ...............................      2,052
                                                          ---------
Banking (3.5%):
     29,300  Bancorp Hawaii, Inc. ......................      1,055
     36,700  BankAmerica Corp. .........................      2,780
     28,400  Charter One Financial, Inc. ...............        990
     34,500  Keycorp....................................      1,337
     24,100  J.P. Morgan & Co., Inc. ...................      2,040
                                                          ---------
                                                              8,202
                                                          ---------
Banking & Financial Services (0.9%):
     32,300  First Tennessee National Corp. ............        989
     39,400  Southtrust Corp. ..........................      1,108
                                                          ---------
                                                              2,097
                                                          ---------
Chemicals (3.2%):
     63,000  Dow Chemical Co. ..........................      4,788
      9,800  DuPont (EI) de Nemours & Co. ..............        776
     20,400  Eastman Chemical Co. ......................      1,242
     21,900  Ferro Corp. ...............................        580
                                                          ---------
                                                              7,386
                                                          ---------
Commercial Services (1.0%):
     43,900  Equifax, Inc. (b)..........................      1,152
     28,400  Manpower, Inc. ............................      1,115
                                                          ---------
                                                              2,267
                                                          ---------
Computer Hardware (4.4%):
     47,500  Cisco Systems, Inc. (c)....................      2,690
     15,900  Gateway 2000, Inc. (c).....................        540
     93,900  Intel Corp. ...............................      6,896
                                                          ---------
                                                             10,126
                                                          ---------
Computer Software (3.6%):
     80,700  Electronic Data Systems Corp. .............      4,337
     16,500  First Data Corp. ..........................      1,314
     45,500  Sun Microsystems, Inc. (b)(c)..............      2,679
                                                          ---------
                                                              8,330
                                                          ---------
Consumer Goods & Services (2.6%):
     37,000  Ball Corp. ................................      1,064
     37,700  Callaway Golf Co. (b)......................      1,254
     22,600  Nine West Group, Inc. (b)(c)...............      1,155
 
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Consumer Goods & Services, continued:
 
<TABLE>
<C>          <S>                                          <C>
     29,000  Proctor & Gamble Co. ......................  $   2,628
                                                          ---------
                                                              6,101
                                                          ---------
Defense (0.2%):
      8,700  Rockwell International Corp. ..............        498
                                                          ---------
Diversified (0.4%):
     17,000  ITT Hartford...............................        905
                                                          ---------
Electric Utility (4.7%):
     95,000  Central & South West Corp. ................      2,755
     81,000  Consolidated Edison Co. of New York,
               Inc. ....................................      2,369
     76,200  Edison International.......................      1,343
     25,800  General Public Utility Corp. ..............        910
     67,000  Texas Utilities Co. .......................      2,864
     23,600  Unicom Corp. ..............................        658
                                                          ---------
                                                             10,899
                                                          ---------
Electrical & Electronic (3.8%):
     26,700  Compaq Computer Corp. (c)..................      1,315
     74,700  EG&G, Inc. ................................      1,597
     69,000  General Electric Co. ......................      5,968
                                                          ---------
                                                              8,880
                                                          ---------
Electronic Components/Instruments (0.9%):
     39,300  Analog Devices, Inc. ......................      1,002
     72,500  National Semiconductor Corp. (c)...........      1,124
                                                          ---------
                                                              2,126
                                                          ---------
Engineering (0.4%):
     37,700  Jacobs Engineering Group, Inc. (c).........        994
                                                          ---------
Entertainment (2.1%):
     84,000  Carnival Cruise Lines......................      2,426
     28,000  Walt Disney Co. ...........................      1,761
     18,200  King World Productions, Inc. (c)...........        662
                                                          ---------
                                                              4,849
                                                          ---------
Financial Services (5.4%):
     25,400  Dean Witter, Discover & Co. ...............      1,454
    182,300  Federal National Mortgage Assoc. ..........      6,107
     45,500  First Chicago Corp. (b)....................      1,780
     20,200  SunAmerica, Inc. (b).......................      1,141
     33,300  Travelers Group, Inc. .....................      1,520
     15,600  Washington Mutual, Inc. (b)................        466
                                                          ---------
                                                             12,468
                                                          ---------
Food Products & Services (3.0%):
     40,700  IBP, Inc. .................................      1,124
     55,100  McDonald's Corp. ..........................      2,576
</TABLE>
 
CONTINUED
 
                                                                          41----
<PAGE>   759
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
VALUE GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Food Products & Services, continued:
<C>          <S>                                          <C>
     93,600  PepsiCo, Inc. .............................  $   3,311
                                                          ---------
                                                              7,011
                                                          ---------
Food & Household Products (1.1%):
     79,000  Supervalu, Inc. ...........................      2,489
                                                          ---------
Gas & Electric Utility (0.4%):
     41,900  New York State Electric & Gas..............      1,021
                                                          ---------
Health Care (2.5%):
     58,200  Columbia/HCA Healthcare Corp. .............      3,106
     29,500  Foundation Health Corp. (b)(c).............      1,058
     38,700  Humana, Inc. (c)...........................        692
     19,800  United Healthcare Corp. ...................      1,000
                                                          ---------
                                                              5,856
                                                          ---------
Home Furnishings (0.9%):
     68,200  Newell Companies, Inc. ....................      2,089
                                                          ---------
Household Products (0.6%):
     35,000  Tupperware Corp. (c).......................      1,479
                                                          ---------
Insurance (3.9%):
     38,500  AFLAC, Inc. ...............................      1,150
     45,000  Allstate Corp. ............................      2,053
     14,900  Loews Corp. ...............................      1,175
     30,000  Mid Ocean Ltd. ............................      1,230
     31,000  Providian Corp. ...........................      1,329
     19,500  Safeco Corp. ..............................        690
     17,300  TransAmerica Corp. ........................      1,415
                                                          ---------
                                                              9,042
                                                          ---------
Leisure (0.4%):
     23,900  Harley-Davidson, Inc. .....................        983
                                                          ---------
Machinery & Equipment (1.3%):
     59,000  Harnischfeger Industries, Inc. ............      1,962
     47,400  Keystone International, Inc. ..............        983
                                                          ---------
                                                              2,945
                                                          ---------
Manufacturing--Capital Goods (1.0%):
     49,000  Mark IV Industries, Inc. ..................      1,108
     21,000  York International Corp. ..................      1,087
                                                          ---------
                                                              2,195
                                                          ---------
Manufacturing--Consumer Goods (2.8%):
     65,300  Johnson Controls, Inc. ....................      4,538
     48,700  Premark International, Inc. ...............        901
     15,900  V.F. Corp. ................................        948
                                                          ---------
                                                              6,387
                                                          ---------
Materials (1.0%):
     52,300  American Brands Inc. ......................      2,373
                                                          ---------
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>          <S>                                          <C>
Medical Equipment & Supplies (1.6%):
     70,000  Amgen, Inc. (c)............................  $   3,780
                                                          ---------
Medical--Hospital Management & Service (1.5%):
     22,500  Pacificare Health Systems, Class A (c).....      1,485
     91,400  Tenet Healthcare Corp. (c).................      1,954
                                                          ---------
                                                              3,439
                                                          ---------
Metals (1.2%):
     31,200  Alumax, Inc. (b)(c)........................        948
     78,300  Cyprus Amax Minerals (b)...................      1,771
                                                          ---------
                                                              2,719
                                                          ---------
Oil & Gas Exploration Product & Services (7.5%):
     25,000  Amoco Corp. (c)............................      1,809
      6,200  Atlantic Richfield Co. (b).................        735
     43,200  Devon Energy Corp. ........................      1,058
     34,400  Enron Corp. ...............................      1,406
     18,400  Mapco, Inc. ...............................      1,037
     15,800  Mobil Corp. ...............................      1,772
     82,400  Rowan Companies, Inc. (c)..................      1,215
     63,500  Schlumberger Ltd. .........................      5,350
     10,500  Texaco, Inc. ..............................        881
     21,800  Tosco Corp. ...............................      1,096
     18,300  Western Atlas (c)..........................      1,066
                                                          ---------
                                                             17,425
                                                          ---------
Oil & Gas Transmission (0.5%):
     27,300  Tidewater, Inc. ...........................      1,198
                                                          ---------
Oil & Gas Utility (0.6%):
     51,700  MCN Corp. .................................      1,260
                                                          ---------
Pharmaceuticals (3.0%):
     19,300  Pfizer, Inc. ..............................      1,378
     90,000  Schering Plough (b)........................      5,647
                                                          ---------
                                                              7,025
                                                          ---------
Printing & Publishing (1.7%):
     65,300  American Greetings Corp., Class A..........      1,788
     56,600  Time Warner, Inc. .........................      2,221
                                                          ---------
                                                              4,009
                                                          ---------
Restaurants (0.7%):
     91,000  Wendy's International, Inc. ...............      1,695
                                                          ---------
Retail Stores/Catalog (5.2%):
     89,000  American Stores Co. .......................      3,671
     35,300  Carson Pirie Scott & Co. (c)...............        944
     51,000  Dillard Department Stores, Inc., Class A...      1,862
     23,200  Home Depot, Inc. (b).......................      1,253
     23,000  Lowe's Cos., Inc. (b)......................        831
    140,000  Wal-Mart Stores, Inc. .....................      3,553
                                                          ---------
                                                             12,114
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----42
<PAGE>   760
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
VALUE GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>          <S>                                          <C>
Retail--General Merchandise (0.6%):
     41,000  General Nutrition Companies (c)............  $     717
     20,500  Hasbro, Inc. (b)...........................        733
                                                          ---------
                                                              1,450
                                                          ---------
Technology (0.9%):
     40,700  Texas Instruments, Inc. ...................      2,030
                                                          ---------
Telecommunications (7.2%):
    120,000  AT&T Corp. ................................      7,440
     67,000  GTE Corp. .................................      2,998
     11,900  NYNEX Corp. ...............................        565
     60,300  SBC Communications, Inc. ..................      2,970
     18,500  Sprint Corp. ..............................        777
     34,200  Worldcom, Inc. (b)(c)......................      1,894
                                                          ---------
                                                             16,644
                                                          ---------
Textile Products (0.4%):
     49,800  Donnkenny, Inc. (c)........................        971
                                                          ---------
Tobacco (3.5%):
     60,000  Phillip Morris Companies, Inc. ............      6,240
     42,300  U.S.T., Inc. ..............................      1,449
     17,100  Universal Corp. ...........................        453
                                                          ---------
                                                              8,142
                                                          ---------
Wholesale Distribution (0.4%):
     19,600  McKesson Corp. ............................        933
                                                          ---------
  Total Common Stocks                                       219,174
                                                          ---------
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
 
U.S. TREASURY BILLS (0.1%):
$   345,000  7/18/96 (d)................................  $     344
                                                          ---------
  Total Investments, at value                               219,518
                                                          ---------
REPURCHASE AGREEMENTS (5.3%):
  7,019,670  Aubrey G. Lanston & Co., 5.45%, 7/1/96
               collateralized by $6,977,000 U.S.
               Treasury Note, 6.38%, 7/15/99, market
               value--$7,184)...........................      7,020
  5,325,000  Lehman Brothers, 5.51%, 7/1/96
               collateralized by $5,435,000 Federal
               National Mortgage Assoc., 5.47%, 6/20/97,
               market value--$5,434)....................      5,325
                                                          ---------
  Total Repurchase Agreements                                12,345
                                                          ---------
Total (Cost--$206,479)(a)                                 $ 231,863
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $231,869.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized appreciation of securities as
           follows:
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $  29,367
Unrealized depreciation....................................................     (3,983)
                                                                             ---------
Net unrealized appreciation................................................  $  25,384
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing securities.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Serves as collateral for futures contracts.
</TABLE>
 
At June 30, 1996, the Portfolio's open futures contracts were as follows:
 
<TABLE>
<CAPTION>
                                                                            OPEN        CURRENT
   # OF                                                                   POSITIONS     MARKET
CONTRACTS                          CONTRACT TYPE                            (000)     VALUE (000)
- ----------  -----------------------------------------------------------  -----------  -----------
<C>         <S>                                                          <C>          <C>
            LONG CONTRACTS
    21      S & P 500 September, 1996..................................   $   7,054    $   7,106
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          43----
<PAGE>   761
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LARGE COMPANY VALUE FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
<C>           <S>                                         <C>
COMMON STOCKS (90.0%):
Aerospace (1.8%):
     250,000  Litton Industries, Inc. (b)(c)............  $  10,875
                                                          ---------
Airlines (0.6%):
      40,000  Boeing Co. (e)............................      3,485
                                                          ---------
Automotive (2.2%):
     250,000  General Motors Corp. .....................     13,094
                                                          ---------
Banking & Financial Services (1.7%):
     125,000  Citicorp (e)..............................     10,328
                                                          ---------
Broadcasting/Cable (1.1%):
     175,000  Viacom, Inc., Class A (c).................      6,672
                                                          ---------
Capital Goods (4.1%):
     300,000  Tenneco Inc. .............................     15,338
     500,000  Westinghouse Electric Corp. (b)...........      9,375
                                                          ---------
                                                             24,713
                                                          ---------
Chemicals (4.0%):
     100,000  Dow Chemical Co. .........................      7,600
      60,000  DuPont (EI) de Nemours & Co. (e)..........      4,747
     125,000  Lubrizol Corp. ...........................      3,797
     258,400  Nalco Chemical Co. .......................      8,140
                                                          ---------
                                                             24,284
                                                          ---------
Computer Software (0.4%):
     175,000  Novell Inc. (c)...........................      2,428
                                                          ---------
Consumer Goods & Services (1.2%):
     250,000  Ball Corp. ...............................      7,188
                                                          ---------
Defense (2.3%):
     250,000  Rockwell International Corp. .............     14,313
                                                          ---------
Diversified (1.8%):
     800,000  Hanson Trust PLC, ADR (b).................     11,400
                                                          ---------
Electric Utility (8.6%):
     200,000  American Electric Power, Inc. ............      8,525
     150,000  Carolina Power & Light Co. (b)............      5,700
     200,000  Central & South West Corp. ...............      5,800
     200,000  Consolidated Edison Co. of New York,
                Inc. ...................................      5,850
     160,000  Dominion Resources Inc. of Virginia.......      6,400
     250,000  Edison International......................      4,406
     400,000  Southern Co. .............................      9,850
     175,000  Unicom Corp. .............................      4,878
                                                          ---------
                                                             51,409
                                                          ---------
Electrical & Electronic (0.8%):
     125,000  General Signal Corp. (b)..................      4,734
                                                          ---------
Electronic Components/Instruments (2.4%):
     400,000  Advanced Micro Devices, Inc. (c)..........      5,450
     200,000  Apple Computer Inc. (b)...................      4,200
 
<CAPTION>
 SHARES OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
Electronic Components/Instruments, continued:
<TABLE>
<C>           <S>                                         <C>
     300,000  National Semiconductor Corp. (c)..........  $   4,650
                                                          ---------
                                                             14,300
                                                          ---------
Environmental Services (1.5%):
     300,000  Browning-Ferris Industries, Inc. .........      8,700
                                                          ---------
Financial Services (10.2%):
     200,000  Chase Manhattan Corp. (e).................     14,125
     308,100  Federal National Mortgage Assoc. (e)......     10,321
     150,000  Great Western Financial Corp. ............      3,581
     350,000  H. F. Ahmanson & Co. .....................      9,450
     600,000  Horsham Corp. (b).........................      8,325
      92,500  Salomon, Inc. ............................      4,070
     241,900  Travelers Group, Inc. ....................     11,037
                                                          ---------
                                                             60,909
                                                          ---------
Food Products & Services (1.5%):
     250,000  IBP, Inc. ................................      6,906
      95,000  McCormick & Co. ..........................      2,102
                                                          ---------
                                                              9,008
                                                          ---------
Food & Household Products (2.5%):
     250,000  Sunbeam Corp. ............................      3,688
     350,000  Supervalu, Inc. ..........................     11,025
                                                          ---------
                                                             14,713
                                                          ---------
Gas & Electric Utility (1.0%):
     250,000  Pacific Gas & Electric Co. ...............      5,813
                                                          ---------
Health Care (1.7%):
     100,000  Baxter International, Inc. ...............      4,725
     300,000  Healthsources (b)(c)......................      5,250
                                                          ---------
                                                              9,975
                                                          ---------
Insurance (5.1%):
     200,000  Allstate Corp. (c)(e).....................      9,125
      60,000  CIGNA Corp. (e)...........................      7,072
      30,000  General Re Corp. .........................      4,568
     150,000  ITT Hartford..............................      7,988
     250,000  Reliance Group Holdings, Inc. ............      1,875
                                                          ---------
                                                             30,628
                                                          ---------
Leisure (0.7%):
     200,000  Brunswick Corp. ..........................      4,000
                                                          ---------
Manufacturing--Consumer Goods (0.8%):
     250,000  Singer Co., N.V. .........................      5,062
                                                          ---------
Metals (2.9%):
     200,000  Alumax, Inc. (b)..........................      6,075
     500,000  Cyprus AMAX Minerals (b)(e)...............     11,313
                                                          ---------
                                                             17,388
                                                          ---------
Oil & Gas Exploration, Production & Services (10.7%):
     160,000  Atlantic Richfield Co. ...................     18,960
</TABLE>
 
CONTINUED
 
- ----44
<PAGE>   762
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LARGE COMPANY VALUE FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Oil & Gas Exploration, Production & Services, continued:
<C>           <S>                                         <C>
     100,000  Burlington................................  $   4,300
      89,000  Enserch Exploration, Inc. (b)(c)..........        957
     200,000  Exxon Corp. (e)...........................     17,375
     176,000  Pennzoil Co. .............................      8,145
     250,000  Sun Inc. .................................      7,593
     350,000  USX-Marathon Group........................      7,043
                                                          ---------
                                                             64,373
                                                          ---------
Paper Products (1.8%):
     300,000  International Paper.......................     11,062
                                                          ---------
Pharmaceuticals (0.9%):
     125,000  Pharmacia & Upjohn, Inc. .................      5,547
                                                          ---------
Printing & Publishing (1.4%):
     300,000  American Greetings Corp., Class A.........      8,213
                                                          ---------
Railroads (1.4%):
     125,000  Conrail, Inc. ............................      8,296
                                                          ---------
Retail Stores/Catalog (1.1%):
     150,000  May Department Stores.....................      6,562
                                                          ---------
Retail--General Merchandise (1.2%):
     250,000  Rite Aid Corp. ...........................      7,437
                                                          ---------
Steel (0.9%):
     200,600  USX-U S Steel Group Inc. .................      5,692
                                                          ---------
Technology (2.6%):
     150,000  I.B.M. (e)................................     14,850
     100,000  Unisys (c)................................        713
                                                          ---------
                                                             15,563
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>           <S>                                         <C>
Tire & Rubber (1.2%):
     325,000  Cooper Tire...............................  $   7,231
                                                          ---------
Tobacco (0.5%):
     100,000  RJR Nabisco Holdings Corp. (e)............      3,100
                                                          ---------
Telecommunications (5.3%):
     160,000  AT&T Corp. (e)............................      9,920
     200,000  Bell South................................      8,475
     100,000  GTE Corp. ................................      4,475
     180,000  SBC Communications Inc. ..................      8,865
                                                          ---------
                                                             31,735
                                                          ---------
  Total Common Stocks                                       540,230
                                                          ---------
PREFERRED STOCKS (1.9%):
Food Products & Services (1.9%):
   1,750,000  RJR, Series C.............................     11,375
                                                          ---------
  Total Preferred Stocks                                     11,375
                                                          ---------
U.S. Treasury Bills (0.2%):
$    990,000  7/11/96 (d)...............................        988
                                                          ---------
  Total U.S. Treasury Bills                                     988
                                                          ---------
Investment Companies (0.4%):
   2,573,605  Aquila Churchill Cash Reserves Money
                Market Funds............................      2,574
                                                          ---------
  Total Investment Companies                                  2,574
                                                          ---------
  Total Investments, at value                               555,167
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          45----
<PAGE>   763
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LARGE COMPANY VALUE FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
REPURCHASE AGREEMENTS (7.5%):
<C>           <S>                                         <C>
$  8,356,750  Aubrey G. Lanston & Co., 5.45%, 7/1/96,
                (Collateralized by $6,930,000 U.S.
                Treasury Notes, 10.75%, 5/15/03, market
                value--$8,583)..........................  $   8,357
  36,425,000  Lehman Brothers, 5.51%, 7/1/96,
                (Collateralized by $38,270,000 Federal
                Home Loan Bank notes, 0.00% - 7.13%,
                6/20/97 - 2/1/11, market value--
                $37,158)................................     36,425
                                                          ---------
  Total Repurchase Agreements                                44,782
                                                          ---------
Total (Cost--$604,175)(a)                                 $ 599,949
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentage indicated are based on net assets of $598,042.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost basis for federal income tax purposes by the
           amount of losses recognized for financial reporting purposes in excess of federal income tax reporting of approximately
           $1,367. Cost for federal income tax purposes differs from value by net unrealized depreciation of securities as
           follows:
</TABLE>
 
<TABLE>
<S>                                                                         <C>
Unrealized appreciation...................................................  $  18,918
Unrealized depreciation...................................................    (24,511)
                                                                            ---------
Net unrealized depreciation...............................................  $  (5,593)
                                                                            ---------
                                                                            ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing securities.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Serves as collateral for futures contracts.
</TABLE>
 
<TABLE>
<S>        <C>                                                                                                                <S>
      (e)  A portion of the security was held in escrow by the custodian in connection with options written by the Fund.
 
ADR        American Depository Receipt
</TABLE>
 
At June 30, 1996, the Fund's open futures contracts were as follows:
 
<TABLE>
<CAPTION>
                                                                            OPEN        CURRENT
   # OF                                                                   POSITIONS     MARKET
CONTRACTS                          CONTRACT TYPE                            (000)     VALUE (000)
- ----------  -----------------------------------------------------------  -----------  -----------
<C>         <S>                                                          <C>          <C>
            LONG CONTRACTS
    25      S & P 500 September, 1996..................................   $   8,375    $   8,460
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----46
<PAGE>   764
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
DISCIPLINED VALUE FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
<C>           <S>                                         <C>
COMMON STOCKS (97.2%):
Aerospace (0.3%):
      92,000  Orbital Sciences Corp. (c)................  $   1,495
                                                          ---------
Aerospace & Military Technology (0.1%):
      18,000  Rohr Industries, Inc. (c).................        376
                                                          ---------
Auto Parts (0.6%):
      46,300  Arvin Industries, Inc. ...................      1,030
      51,300  Kaydon Corp. .............................      2,206
                                                          ---------
                                                              3,236
                                                          ---------
Banking (5.3%):
     121,000  Bancorp Hawaii, Inc. .....................      4,356
     100,000  Charter One Financial, Inc. ..............      3,488
     100,000  First American Bank Corp. ................      4,475
     150,000  First Security Corp. .....................      3,600
     100,000  First Union Corp. (b).....................      6,087
     180,000  Onbancorp, Inc. ..........................      5,894
      58,200  Susquehanna Bancshares, Inc. .............      1,557
                                                          ---------
                                                             29,457
                                                          ---------
Banking & Financial Services (3.1%):
      96,900  Central Fidelity Banks, Inc. .............      2,204
     200,000  Illinova Corp. ...........................      5,750
      97,000  Mercantile Bankshares Corp. ..............      2,474
     250,000  Southtrust Corp. .........................      7,031
                                                          ---------
                                                             17,459
                                                          ---------
Beverages (1.7%):
     160,000  Coca Cola Enterprises.....................      5,540
     235,000  Coors Adolph Co., Class B.................      4,201
                                                          ---------
                                                              9,741
                                                          ---------
Capital Goods (0.2%):
      73,000  Watts Industries..........................      1,360
                                                          ---------
Chemicals (4.0%):
      53,600  Arco Chemical.............................      2,787
     145,000  Calgon Carbon Corp. ......................      1,957
      41,900  Eastman Chemical Co. .....................      2,551
      42,300  Ferro Corp. ..............................      1,121
      90,000  Hanna (M.A.) Co. .........................      1,879
     141,000  IMC Global, Inc. .........................      5,304
     112,200  Lubrizol Corp. ...........................      3,408
      38,500  Olin Corp. ...............................      3,436
                                                          ---------
                                                             22,443
                                                          ---------
Coal (1.0%):
     220,000  Valero Energy Corp. (b)...................      5,500
                                                          ---------
Commercial Services (1.0%):
      35,000  Flight Safety International...............      1,899
      96,500  Kelly Services, Class A...................      2,822
                                                          ---------
                                                              4,721
                                                          ---------
 
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>           <S>                                         <C>
Computer Hardware (1.3%):
     157,500  Seagate Technology, Inc. (b)(c)...........  $   7,088
                                                          ---------
Computer Software (0.2%):
      74,000  Exabyte Corp. (c).........................        967
                                                          ---------
Consumer Goods & Services (1.5%):
     110,000  First Brands Corp. .......................      2,970
     156,000  Liz Claiborne.............................      5,402
                                                          ---------
                                                              8,372
                                                          ---------
Diversified (0.1%):
          10  Berkshire Hathaway (c)....................        307
                                                          ---------
Electric Utility (17.9%):
     249,700  Allegheny Power Systems Inc. .............      7,707
     220,000  Central & South West Corp. ...............      6,380
     200,000  Central Louisiana Electric (b)............      5,325
      99,700  Consolidated Edison Co. of New York,
                Inc. ...................................      2,916
     112,200  Delmarva Power & Light....................      2,356
     270,000  Edison International......................      4,759
     200,000  Florida Progress Corp. ...................      6,950
     200,000  General Public Utility Corp. .............      7,050
      70,000  Hawaiian Electric Industries, Inc. .......      2,485
      80,000  Idaho Power Co. ..........................      2,490
     110,000  Kansas City Power & Light.................      3,025
     242,000  L G & E Energy Corp. .....................      5,536
     198,000  Midamerican Energy Co. ...................      3,416
      50,000  Montana Power Co. ........................      1,113
     155,000  New England Electric System (b)...........      5,638
     101,000  Oklahoma Gas & Electric Co. ..............      4,002
     220,000  Pinnacle West Capital.....................      6,683
     155,000  Public Service New Mexico.................      3,178
     101,000  Southwestern Public Service Co. ..........      3,295
     170,000  Union Electric............................      6,843
      55,900  WPL Holdings, Inc. .......................      1,838
     250,000  Wisconsin Energy Corp. ...................      7,217
                                                          ---------
                                                            100,202
                                                          ---------
Electrical & Electronic (1.5%):
     110,000  Avnet, Inc. ..............................      4,634
     125,000  Molex, Inc. (b)...........................      3,969
                                                          ---------
                                                              8,603
                                                          ---------
Electrical Equipment (0.7%):
      56,400  Hubbell, Inc. Class B.....................      3,737
                                                          ---------
Electronic Components/Instruments (0.5%):
      33,000  Marshall Industries (c)...................        924
      36,000  Raytheon Co. .............................      1,859
                                                          ---------
                                                              2,783
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          47----
<PAGE>   765
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
DISCIPLINED VALUE FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                         <C>
Energy (0.3%):
     100,000  Albemarle Corp. ..........................  $   1,825
                                                          ---------
Engineering (0.3%):
      75,200  Granite...................................      1,730
                                                          ---------
Entertainment (1.6%):
     155,000  Grand Casinos (c).........................      3,991
     130,000  King World Productions, Inc. (c)..........      4,729
                                                          ---------
                                                              8,720
                                                          ---------
Environmental Services (0.2%):
      55,000  Wellman, Inc. ............................      1,286
                                                          ---------
Financial Services (5.8%):
     310,380  Bear Stearns Companies, Inc. .............      7,332
     180,000  Comdisco, Inc. ...........................      4,793
     122,000  A.G. Edwards, Inc. .......................      3,309
     140,000  First Chicago Corp. (b)...................      5,478
     132,000  Regions Financial Corp. (b)...............      6,170
     100,000  Washington Mutual, Inc. (b)...............      2,988
      71,000  Wilmington Trust Corp. ...................      2,303
                                                          ---------
                                                             32,373
                                                          ---------
Food Products & Services (1.3%):
     100,000  Michael Foods.............................      1,162
      30,000  Smuckers..................................        589
     200,000  Tyson Foods Inc., Class A.................      5,475
                                                          ---------
                                                              7,226
                                                          ---------
Forest Products (1.3%):
      85,000  Consolidated Papers, Inc. ................      4,420
     133,000  Mercer International, Inc. (c)............      1,796
      35,000  Rayonier, Inc. ...........................      1,330
                                                          ---------
                                                              7,546
                                                          ---------
Gaming (1.5%):
     210,000  Circus Circus Entertainment (c)...........      8,610
                                                          ---------
Gas & Electric Utility (1.5%):
     270,000  New York State Electric & Gas.............      6,581
     140,000  Northeast Utilities.......................      1,873
                                                          ---------
                                                              8,454
                                                          ---------
Gas Utility (0.9%):
     160,000  AGL Resources.............................      3,020
      80,000  Indiana Energy, Inc. .....................      2,290
                                                          ---------
                                                              5,310
                                                          ---------
Health Care (1.8%):
     215,000  Bergen Brunswig Corp. ....................      5,966
      65,000  Datascope (c).............................      1,154
      40,000  Pacificare Health (c).....................      2,710
                                                          ---------
                                                              9,830
                                                          ---------
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>           <S>                                         <C>
Home Furnishings (0.1%):
      21,000  National Presto Industries, Inc. .........  $     798
                                                          ---------
Insurance (6.0%):
     140,000  Mid Ocean Ltd. ...........................      5,740
     190,000  Partnerre Ltd. (b)........................      5,676
     190,000  American Financial Group..................      5,724
      66,500  Arbatax International, Inc. (c)...........        324
      49,000  Loews Corporation.........................      3,865
     110,000  Progressive Corp-Ohio.....................      5,088
     100,000  Transatlantic Holding (b).................      7,011
                                                          ---------
                                                             33,428
                                                          ---------
Leisure (0.5%):
      88,500  Fleetwood Enterprises, Inc. ..............      2,744
                                                          ---------
Machinery & Equipment (0.5%):
      25,000  Case Corp. (b)............................      1,200
      80,000  Keystone International, Inc. .............      1,660
                                                          ---------
                                                              2,860
                                                          ---------
Machine--Diversified (0.8%):
      56,000  Albany International Corp., Class A.......      1,267
      47,200  Goulds Pumps, Inc. .......................      1,210
      40,000  Tecumseh Products Co. ....................      2,150
                                                          ---------
                                                              4,627
                                                          ---------
Manufacturing--Capital Goods (0.7%):
      42,500  Butler Manufacturing Co. .................      1,434
     105,600  Mark IV Industries, Inc. .................      2,389
                                                          ---------
                                                              3,823
                                                          ---------
Manufacturing--Consumer Goods (1.2%):
      40,400  Johnson Controls, Inc. ...................      2,808
     126,000  Pentair, Inc. ............................      3,780
                                                          ---------
                                                              6,588
                                                          ---------
Materials (1.1%):
     135,000  American Brands, Inc. ....................      6,126
                                                          ---------
Miscellaneous Materials & Commodities (0.3%):
      55,000  Calenergy, Inc. (c).......................      1,403
                                                          ---------
Medical Equipment & Supplies (0.4%):
      19,000  Becton Dickinson & Co. (b)................      1,525
      50,000  Biomet (c)................................        719
                                                          ---------
                                                              2,244
                                                          ---------
Medical--Biotechnology (0.4%):
      66,000  Advanced Technology Labs, Inc. (c)........      2,409
                                                          ---------
Metals & Mining (1.1%):
      50,000  Black Hills Corp. ........................      1,244
      60,000  Cleveland Cliffs, Inc. ...................      2,347
</TABLE>
 
CONTINUED
 
- ----48
<PAGE>   766
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
DISCIPLINED VALUE FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Metals & Mining, continued:
<C>           <S>                                         <C>
      40,000  Harsco Corp. .............................  $   2,690
                                                          ---------
                                                              6,281
                                                          ---------
Metals (1.5%):
     121,000  Alumax, Inc. (b)(c).......................      3,675
      61,000  Brush Wellman, Inc. ......................      1,159
      35,000  Phelps Dodge Corp. .......................      2,183
      60,000  Quanex Corp. .............................      1,418
                                                          ---------
                                                              8,435
                                                          ---------
Office Equipment & Services (1.2%):
      72,000  Harris Corp. .............................      4,392
      39,000  Wallace Computers.........................      2,330
                                                          ---------
                                                              6,722
                                                          ---------
Office/Business Equipment (0.2%):
     100,000  Kentek Information Systems (c)............      1,063
                                                          ---------
Oil & Gas Exploration Production & Services (6.6%):
      62,100  El Paso Natural Gas.......................      2,391
      60,000  Mapco Inc. ...............................      3,383
     120,000  Murphy Oil Corp. .........................      5,445
     146,000  Nabors Industries, Inc. (c)...............      2,373
      60,000  Parker and Parsley Petro Co. .............      1,665
     120,000  Pride Petroleum Services, Inc. (b)(c).....      1,710
      74,500  Quaker State Corp. .......................      1,118
     207,000  Repsol, S.A., ADR (b).....................      7,192
     110,000  Tosco Corp. ..............................      5,528
     280,000  YPF Sociedad Anonima, ADR.................      6,298
                                                          ---------
                                                             37,103
                                                          ---------
Paper Products (0.3%):
      60,000  Chesapeake Corp. .........................      1,575
                                                          ---------
Photography (1.0%):
     180,000  Brooklyn Union Gas........................      4,905
      55,000  CPI Corp. ................................        908
                                                          ---------
                                                              5,813
                                                          ---------
Printing & Publishing (2.5%):
      90,000  Banta Corp. ..............................      2,273
      70,000  New York Times Co, Class A (b)............      2,284
      29,000  Washington Post Co. ......................      9,395
                                                          ---------
                                                             13,952
                                                          ---------
Railroads (1.2%):
      63,100  Conrail, Inc. ............................      4,188
      70,000  Trinity Industries........................      2,380
                                                          ---------
                                                              6,568
                                                          ---------
Restaurants (1.2%):
     300,000  Buffets Inc. (b)(c).......................      3,675
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Restaurants, continued:
<C>           <S>                                         <C>
      50,000  International Dairy Queen (c).............  $   1,100
      74,000  Sbarro, Inc. .............................      1,859
                                                          ---------
                                                              6,634
                                                          ---------
Retail Stores/Catalog (2.3%):
      60,400  Fred Meyer, Inc. (c)......................      1,774
      80,000  Pier One Imports (b)......................      1,190
      97,600  Ross Stores, Inc. ........................      3,392
     124,652  Smith's Food & Drug.......................      2,976
     159,000  Waban, Inc. (c)...........................      3,796
                                                          ---------
                                                             13,128
                                                          ---------
Retail--General Merchandise (1.2%):
      70,000  Duty Free International, Inc. ............      1,068
     155,000  Family Dollar Stores......................      2,693
      90,000  Hannaford Brothers Co. ...................      2,936
                                                          ---------
                                                              6,697
                                                          ---------
Retail--Special Line (0.3%):
     143,000  Ruddick Corp. ............................      1,877
                                                          ---------
Steel (0.3%):
      45,000  Carpenter Technology......................      1,440
                                                          ---------
Technology (0.5%):
      66,000  Stratus Computer (c)......................      1,914
      24,000  Teleflex, Inc. ...........................      1,146
                                                          ---------
                                                              3,060
                                                          ---------
Textile Products (0.5%):
      50,000  Springs Industries, Inc. Class A..........      2,525
                                                          ---------
Transportation & Shipping (0.1%):
      50,000  Airnet Systems, Inc. (b)(c)...............        800
                                                          ---------
Transportation (1.1%):
     160,000  APL Ltd. (b)..............................      4,180
      64,000  Alaska Airgroup, Inc. (b)(c)..............      1,752
                                                          ---------
                                                              5,932
                                                          ---------
Telecommunications (2.9%):
     340,000  Nextel Communications, Inc. Class A.......      6,481
     106,000  Southern New England Telecommunications,
                Inc. ...................................      4,452
      60,000  Telephone And Data Systems, Inc. .........      2,700
      50,000  Worldcom, Inc. (c)........................      2,769
                                                          ---------
                                                             16,402
                                                          ---------
Water Utility (0.4%):
      52,000  American Water Works, Inc. ...............      2,093
                                                          ---------
Wholesale Distribution (1.4%):
      66,000  Arrow Electronics, Inc. (c)...............      2,846
</TABLE>
 
CONTINUED
 
                                                                          49----
<PAGE>   767
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
DISCIPLINED VALUE FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Wholesale Distribution, continued:
<C>           <S>                                         <C>
     107,000  McKesson Corp. ...........................  $   5,096
                                                          ---------
                                                              7,942
                                                          ---------
  Total Common Stocks                                       543,849
                                                          ---------
<CAPTION>
   SHARES
     OR
 PRINCIPAL                                                 MARKET
   AMOUNT                SECURITY DESCRIPTION               VALUE
- ------------  ------------------------------------------  ---------
<C>           <S>                                         <C>
 
REPURCHASE AGREEMENTS (2.9%):
$ 16,332,000  Lehman Brothers, 5.51%, 7/1/96,
                (Collateralized by $35,160,000 Federal
                Home Loan Bank notes, 0.00% - 5.71%,
                4/1/97 - 1/25/01, market value--
                $16,661)................................  $  16,332
                                                          ---------
  Total Repurchase Agreements                                16,332
                                                          ---------
Total (Cost--$506,190) (a)                                $ 560,181
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $559,617.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost basis for federal income tax purposes by the
           amount of losses recognized for financial reporting purposes in excess of federal income tax reporting of approximately
           $242. Cost for federal income tax purposes differs from value by net unrealized appreciation of securities as follows:
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $  63,429
Unrealized depreciation....................................................     (9,680)
                                                                             ---------
Net unrealized appreciation................................................  $  53,749
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing securities.
</TABLE>
 
<TABLE>
<S>        <C>
ADR        American Depository Receipt
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----50
<PAGE>   768
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LARGE COMPANY GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
<C>          <S>                                         <C>
COMMON STOCKS (98.8%):
Agriculture (0.8%):
    140,000  Pioneer Hi Bred...........................  $   7,402
                                                         ---------
Automotive (0.9%):
    200,000  Echlin, Inc. (b)..........................      7,575
                                                         ---------
Banking (2.3%):
    140,000  J.P. Morgan & Co., Inc. ..................     11,847
    225,000  US Bancorp................................      8,128
                                                         ---------
                                                            19,975
                                                         ---------
Beverages (1.9%):
    340,000  The Coca Cola Co. ........................     16,617
                                                         ---------
Brewery (1.4%):
    160,000  Anheuser Busch Co., Inc. .................     12,000
                                                         ---------
Building Products (0.9%):
    250,000  Masco Corp. ..............................      7,562
                                                         ---------
Business Services (1.5%):
    350,000  Automatic Data Processing.................     13,519
                                                         ---------
Capital Goods (1.0%):
    140,000  Fluor.....................................      9,153
                                                         ---------
Chemicals (3.0%):
    200,000  Air Products & Chemical...................     11,550
    100,000  Dow Chemical Co. .........................      7,600
    225,000  Nalco Chemical Co. (b)....................      7,087
                                                         ---------
                                                            26,237
                                                         ---------
Computer Hardware (1.5%):
    120,000  Intel Corp. ..............................      8,813
    175,000  Silicon Graphics, Inc. (c)................      4,200
                                                         ---------
                                                            13,013
                                                         ---------
Computer Software (2.2%):
    210,000  Electronic Data Systems Corp. ............     11,288
    200,000  Oracle Corp. (c)..........................      7,887
                                                         ---------
                                                            19,175
                                                         ---------
Consumer Goods & Services (6.1%):
    180,000  Colgate Palmolive Co. (b).................     15,255
    225,000  International Flavors & Fragrance.........     10,716
    200,000  Interpublic Group Cos., Inc. .............      9,375
    200,000  Proctor & Gamble Co. .....................     18,125
                                                         ---------
                                                            53,471
                                                         ---------
Electrical & Electronic (6.4%):
    320,000  AMP, Inc. ................................     12,840
    175,000  Emerson Electric Co. .....................     15,815
    250,000  General Electric Co. .....................     21,625
    185,000  Molex, Inc. (b)...........................      5,874
                                                         ---------
                                                            56,154
                                                         ---------
 
<CAPTION>
  SHARES
    OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>          <S>                                         <C>
Electronic Components/Instruments (1.7%):
    235,000  Motorola, Inc. ...........................  $  14,776
                                                         ---------
Entertainment (1.3%):
    175,000  Walt Disney Co. ..........................     11,003
                                                         ---------
Environmental Services (1.2%):
    325,000  WMX Technologies, Inc. ...................     10,644
                                                         ---------
Food Products & Services (9.9%):
    165,000  CPC International.........................     11,880
    300,000  H.J. Heinz Co. ...........................      9,112
    170,000  Hershey Foods Corp. ......................     12,474
    150,000  Kellogg Co. ..............................     10,988
    280,000  Mc Donald's Corp. ........................     13,090
    470,000  Pepsico, Inc. ............................     16,626
     90,000  Unilever N V Ny Shares (b)................     13,061
                                                         ---------
                                                            87,231
                                                         ---------
Forest Products (0.8%):
    140,000  Consolidated Papers, Inc. ................      7,280
                                                         ---------
Health Care (8.3%):
    380,000  Abbott Labs...............................     16,530
    250,000  Columbia/HCA Healthcare Corp. ............     13,344
    275,000  Humana, Inc. (c)..........................      4,915
    360,000  Johnson & Johnson.........................     17,820
    310,000  Merck & Company, Inc. ....................     20,034
                                                         ---------
                                                            72,643
                                                         ---------
Insurance (3.9%):
    150,000  American International Group..............     14,794
    120,000  Marsh & McLennan Co. Inc. ................     11,580
    150,000  St Paul Companies (b).....................      8,025
                                                         ---------
                                                            34,399
                                                         ---------
Machinery & Equipment (2.7%):
    110,000  Illinois Tool Works (b)...................      7,439
    160,000  Ingersoll Rand Co. .......................      7,000
    400,000  Pall Corp. ...............................      9,650
                                                         ---------
                                                            24,089
                                                         ---------
Medical Equipment & Supplies (2.7%):
    225,000  Bard C.R., Inc. ..........................      7,650
    175,000  Biomet (c)................................      2,516
    235,000  Medtronic, Inc. ..........................     13,160
                                                         ---------
                                                            23,326
                                                         ---------
Metals (0.6%):
    250,000  Cyprus Amax Minerals (b)..................      5,656
                                                         ---------
Office Equipment & Services (0.9%):
     80,000  Hewlett Packard...........................      7,970
                                                         ---------
Oil & Gas Exploration Products & Services (3.7%):
    110,000  Consolidated Natural Gas Co. .............      5,748
</TABLE>
 
CONTINUED
 
                                                                          51----
<PAGE>   769
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LARGE COMPANY GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Oil & Gas Exploration Products & Services, continued:
<C>          <S>                                         <C>
    140,000  Halliburton Co. (b).......................  $   7,770
     90,000  Mobil Corp. ..............................     10,091
    100,000  Schlumberger Ltd. ........................      8,425
                                                         ---------
                                                            32,034
                                                         ---------
Paper Products (1.6%):
    180,000  Kimberly Clark Corp. .....................     13,905
                                                         ---------
Pharmaceuticals (5.0%):
    320,000  Alza (b)(c)...............................      8,760
    165,000  Elan Corporation Public
               Limited Co. (b)(c)......................      9,426
    200,000  Pfizer....................................     14,275
    260,000  Pharmacia & Upjohn, Inc. .................     11,537
                                                         ---------
                                                            43,998
                                                         ---------
Photography (1.6%):
    180,000  Eastman Kodak Co. ........................     13,995
                                                         ---------
Printing & Publishing (4.9%):
    125,000  Dun & Bradstreet Corp. ...................      7,813
    210,000  Gannett, Inc. ............................     14,857
    250,000  McGraw Hill, Inc. (b).....................     11,438
    225,000  Time Warner, Inc. ........................      8,831
                                                         ---------
                                                            42,939
                                                         ---------
Railroads (1.4%):
    175,000  Union Pacific Corp. (b)...................     12,228
                                                         ---------
Retail Stores/Catalog (5.7%):
    275,000  Home Depot, Inc. (b)......................     14,850
    150,000  Intimate Brands, Inc. (b).................      3,431
    225,000  Unocal....................................      7,594
    400,000  Walgreen Co. .............................     13,400
    425,000  Walmart...................................     10,784
                                                         ---------
                                                            50,059
                                                         ---------
<CAPTION>
  SHARES
    OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>          <S>                                         <C>
Technology (3.8%):
     90,000  I.B.M. ...................................  $   8,910
    210,000  Minnesota Mining And
               Manufacturing Co. (3M)..................     14,490
    200,000  Texas Instruments.........................      9,975
                                                         ---------
                                                            33,375
                                                         ---------
Transportation (1.1%):
    350,000  Ryder Systems, Inc. ......................      9,844
                                                         ---------
Telecommunications (4.6%):
    330,000  AT&T Corp. ...............................     20,460
    280,000  Alltel....................................      8,610
    250,000  GTE Corp. ................................     11,188
                                                         ---------
                                                            40,258
                                                         ---------
Wholesale Distribution (1.5%):
    185,000  Cardinal Health, Inc. (b).................     13,343
                                                         ---------
  Total Common Stocks                                      866,848
                                                         ---------
Investment Companies (0.3%):
  2,573,605  Aquila Churchill Cash Reserves Money
               Market..................................      2,574
                                                         ---------
  Total Investment Companies                                 2,574
                                                         ---------
  Total Investments, at value                              869,422
                                                         ---------
Repurchase Agreements (0.9%):
 $7,546,000  Lehman Brothers, 5.51%, 7/1/96,
               (Collateralized by $7,700,000 FNMA Note,
               5.47%, 6/20/97, market value--
               $7,698).................................      7,546
                                                         ---------
  Total Repurchase Agreements                                7,546
                                                         ---------
Total (Cost--$717,380) (a)                               $ 876,968
                                                         ---------
                                                         ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $877,361.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost basis for federal income tax purposes by the
           amount of losses recognized for financial reporting purposes in excess of federal income tax reporting of approximately
           $229. Cost for federal income tax purposes differs from value by net unrealized appreciation of securities as follows:
</TABLE>
 
<TABLE>
<S>                                                                         <C>
Unrealized appreciation...................................................  $ 170,315
Unrealized depreciation...................................................    (10,956)
                                                                            ---------
Net unrealized appreciation...............................................  $ 159,359
                                                                            ---------
                                                                            ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing securities.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----52
<PAGE>   770
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GROWTH OPPORTUNITIES FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
<C>           <S>                                       <C>
COMMON STOCKS (93.0%):
Advertising (1.3%):
     160,000  Omnicom Group...........................  $   7,440
       5,000  Outdoor Systems, Inc. (c)...............        176
                                                        ---------
                                                            7,616
Aerospace (0.1%):
      13,000  Stanford Telecommunications (c).........        731
                                                        ---------
Airlines (0.7%):
     115,000  Atlantic Southeast Airlines.............      3,249
      15,000  Precision Castparts.....................        645
                                                        ---------
                                                            3,894
                                                        ---------
Banking (0.6%):
     114,775  Dollar General..........................      3,357
                                                        ---------
Broadcasting/Cable (0.7%):
      51,600  American Radio Systems Corp., (b)(c)....      2,219
      50,000  Home Shopping Network (c)...............        600
      40,000  TCA Cable TV, Inc. .....................      1,210
                                                        ---------
                                                            4,029
                                                        ---------
Building Products (0.5%):
      46,400  Vulcan Materials Co. ...................      2,755
                                                        ---------
Chemicals (0.9%):
      70,800  Cabot Corp. ............................      1,735
      30,000  Georgia Gulf Corp. .....................        878
      50,000  Loctite Corp. ..........................      2,324
                                                        ---------
                                                            4,937
                                                        ---------
Closed End Funds (0.2%):
      60,000  RPM, Inc. Ohio (b)......................        938
                                                        ---------
Commercial Services (3.9%):
      55,000  Corestaff, Inc. (c).....................      2,461
     268,000  Equifax, Inc. ..........................      7,034
      30,000  Flight Safety International.............      1,628
      70,000  Health Management Systems, Inc. (c).....      2,223
      90,000  Manpower, Inc. .........................      3,533
      65,000  May & Speh, Inc. (c)....................      1,024
     100,700  Medaphis Corp. (c)......................      4,002
       5,000  Nova Corp / Georgia (c).................        169
      15,000  Whittman-Hart, Inc. (c).................        540
                                                        ---------
                                                           22,614
                                                        ---------
Computer Hardware (2.9%):
      40,000  Amati Communications Corp. (b)(c).......        795
      80,000  Cirrus Logic, Inc. (c)..................      1,400
      90,000  Cisco Systems, Inc. (c).................      5,095
     160,700  Dell Computer Corp. (c).................      8,176
      30,000  3Com Corp. (c)..........................      1,373
       2,000  Zebra Technologies, Class A (c).........         36
                                                        ---------
                                                           16,875
                                                        ---------
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                       <C>
Computer Software (10.7%):
      68,500  Adobe Systems, Inc. ....................  $   2,457
     125,500  American Online (b)(c)..................      5,491
       2,000  Aspect Development, Inc. (c)............         51
      95,000  BMC Software (c)........................      5,676
     235,000  Cadence Design Systems, Inc. (c)........      7,931
      62,000  Compuware Corp. (c).....................      2,449
      80,000  Electronic Arts (c).....................      2,140
      30,000  Factset Research Systems (c)............        510
      70,000  Fiserv, Inc. (c)........................      2,100
      10,000  Forefront Group, Inc. (c)...............        140
     100,000  Gandalf Technologies, Inc. (c)..........        800
      29,500  HNC Software (c)........................      1,364
     225,600  Informix Corp. (b)(c)...................      5,076
       2,000  I2 Technologies, Inc. (c)...............         86
      85,000  JDA Software Group, Inc. (c)............      1,753
       8,700  Open Market, Inc. (c)...................        212
      60,000  Pairgain Technologies, Inc. (c).........      3,720
     225,000  Parametric Technology Corp. (c).........      9,759
       2,500  Remedy Corp. (c)........................        183
      80,400  Reynolds & Reynolds.....................      4,281
       5,000  Segue Software, Inc. (c)................        149
      20,500  Sterling Commerce, Inc. (b)(c)..........        761
      20,000  Sterling Software (c)...................      1,540
      50,000  Structural Dynamics (c).................      1,100
      50,000  Symantec Corp. (c)......................        625
       5,000  Transition Systems, Inc. (c)............        143
      35,000  Vanstar Corp. (c).......................        586
       1,000  Xylan Corp. (c).........................         47
                                                        ---------
                                                           61,130
                                                        ---------
Consumer Goods & Services (1.0%)
      80,000  Callaway Golf Co. (b)...................      2,660
      65,000  Nine West Group, Inc. (b)(c)............      3,323
                                                        ---------
                                                            5,983
                                                        ---------
Electric Utility (0.5%):
     100,000  AES Corp. (c)...........................      2,825
                                                        ---------
Electrical & Electronic (3.4%):
      50,000  Altera Corp. (c)........................      1,900
      29,500  BMC Industries, Inc. ...................        848
      50,000  California Amplifier, Inc. (c)..........      1,150
      85,150  Diebold, Inc. ..........................      4,108
         100  Identix, Inc. (c).......................          1
      95,000  Solectron Corp. (b).....................      3,598
     120,000  Stratacom (c)...........................      6,750
      75,300  Teradyne, Inc. (c)......................      1,299
                                                        ---------
                                                           19,654
                                                        ---------
Electrical Equipment (0.3%):
      70,000  Integrated Device Technology, Inc. (c)..        744
</TABLE>
 
CONTINUED
 
                                                                          53----
<PAGE>   771
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GROWTH OPPORTUNITIES FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Electrical Equipment, continued:
<C>           <S>                                       <C>
      30,000  Microchip Technology, Inc. (c)..........  $     742
                                                        ---------
                                                            1,486
                                                        ---------
Electronics (0.5%):
      65,000  Symbol Technologies, Inc. (c)...........      2,893
                                                        ---------
Electronic Components/Instruments (3.1%):
     216,200  Analog Devices, Inc. (c)................      5,513
     195,000  Atmel Corp. (c).........................      5,874
      25,100  Cree Reseach, Inc. (b)(c)...............        377
     105,500  Maxim Integrated Products, Inc. (c).....      2,881
      80,000  Mentor Graphics Corp. (c)...............      1,300
      30,000  Varian Associates, Inc. ................      1,553
      16,170  Vishay International (c)................        382
                                                        ---------
                                                           17,880
                                                        ---------
Energy (2.0%):
      50,000  California Energy Company, Inc. (c).....      1,250
     247,500  Thermo Electron Corp. (b)(c)............     10,302
                                                        ---------
                                                           11,552
                                                        ---------
Engineering (0.2%):
      45,000  Jacobs Engineering Group, Inc. (c)......      1,187
                                                        ---------
Entertainment (0.6%):
      40,000  MGM Grand, Inc. (c).....................      1,595
      30,000  Mirage Resorts (c)......................      1,620
      17,000  Premier Parks, Inc. (c).................        366
                                                        ---------
                                                            3,581
                                                        ---------
Environmental Services (0.6%):
     110,000  U.S.A. Waste Services, Inc. (c).........      3,259
                                                        ---------
Financial--Banking (1.3%):
     145,000  State Street Boston Corp. ..............      7,395
                                                        ---------
Financial Services (4.8%):
      33,900  First USA Paymentech, Inc. (c)..........      1,356
     133,000  Franklin Resources, Inc. ...............      8,112
     110,000  Price (T. Rowe) Associates..............      3,383
     309,000  Schwab (Charles) Corp. (b)..............      7,571
      13,700  Security First Network Bank (c).........        452
     160,000  Southern Pacific Funding Corp. (c)......      2,800
      70,000  SunAmerica, Inc. .......................      3,955
                                                        ---------
                                                           27,629
                                                        ---------
Food Products & Services (1.3%):
     140,000  IBP, Inc. ..............................      3,868
     110,000  Richfood Holdings.......................      3,575
                                                        ---------
                                                            7,443
                                                        ---------
Funeral Services (0.3%):
      30,000  Service Corp. International.............      1,725
                                                        ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                       <C>
Health Care (3.6%):
     100,000  Apria Healthcare Group, Inc. (c)........  $   3,138
     104,000  Foundation Health Corp. (b)(c)..........      3,731
     190,000  Healthsouth Corp. (b)(c)................      6,840
     121,800  Healthsources (b)(c)....................      2,132
      83,500  Health Care & Retirement Corp. (c)......      1,983
      75,000  Oxford Health (c).......................      3,084
                                                        ---------
                                                           20,908
                                                        ---------
Home Furnishings (0.5%):
     110,000  Leggett & Platt, Inc. ..................      3,053
                                                        ---------
Hotels & Lodging (3.1%):
     231,000  Hospitality Franchise Systems (b)(c)....     16,170
      55,000  Promus Hotel Corp. (c)..................      1,629
                                                        ---------
                                                           17,799
                                                        ---------
Industrial Goods & Services (0.4%):
      47,500  Fastenal................................      2,066
                                                        ---------
Insurance (2.0%):
     228,900  AFLAC, Inc. ............................      6,838
      48,000  Riscorp, Inc., Class A (c)..............        876
      83,500  Travelers/Aetna Property Casualty, Class
                A (c).................................      2,369
      60,000  Value Health, Inc. (c)..................      1,418
                                                        ---------
                                                           11,501
                                                        ---------
Investment Company (0.5%):
     289,000  Sunstone Hotel Investors, Inc. .........      3,143
                                                        ---------
Leisure (1.0%):
     134,900  Harley-Davidson, Inc. ..................      5,548
                                                        ---------
Machinery & Equipment (0.7%):
      16,000  Nordson.................................        904
      90,000  Sundstrand Corp. .......................      3,296
                                                        ---------
                                                            4,200
                                                        ---------
Manufacturing--Capital Goods (1.4%):
      95,000  Danaher Corp. ..........................      4,133
      75,000  York International Corp. ...............      3,881
                                                        ---------
                                                            8,014
                                                        ---------
Manufactured Housing (0.5%):
     137,875  Clayton Homes, Inc. ....................      2,758
                                                        ---------
Medical Equipment & Supplies (1.5%):
      30,000  Dentsply International..................      1,275
       7,000  Eclipse Surgical Tech (c)...............         96
      77,500  Forest Laboratories, Class A (c)........      2,993
      44,500  Nellcor Puritan Bennett, Inc. (c).......      2,158
      80,000  Stryker Corp. ..........................      1,820
         600  Ventritex, Inc. (c).....................         10
                                                        ---------
                                                            8,352
                                                        ---------
</TABLE>
 
CONTINUED
 
- ----54
<PAGE>   772
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GROWTH OPPORTUNITIES FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                       <C>
Medical--Hospital Services (0.6%):
         750  Multicare Companies, Inc. (c)...........  $      14
     120,000  Vencor, Inc. (b)(c).....................      3,660
                                                        ---------
                                                            3,674
                                                        ---------
Medical--Biotechnology (0.3%):
      11,000  Arterial Vascular Engineer (c)..........        399
      50,000  Lifecore Biomedical, Inc. (c)...........      1,062
                                                        ---------
                                                            1,461
                                                        ---------
Medical Supplies (0.2%):
      25,000  Beckman Instruments, Inc. ..............        950
      10,000  Heartport, Inc. (c).....................        303
                                                        ---------
                                                            1,253
                                                        ---------
Medical--Hospital Management & Services (0.6%):
      70,000  Healthcare Compare Corp. (c)............      3,413
      12,500  Inphynet Medical Management, Inc. (c)...        234
                                                        ---------
                                                            3,647
                                                        ---------
Office Equipment & Services (2.0%):
      20,000  Hon Industries..........................        570
     167,000  Paychex.................................      8,037
      45,000  Wallace Computers.......................      2,689
                                                        ---------
                                                           11,296
                                                        ---------
Oil & Gas Exploration Production & Services (4.1%):
      84,000  Anadarko Petroleum Corp. ...............      4,872
      35,000  BJ Services Co. (b)(c)..................      1,229
      30,000  Bakers Hughes...........................        986
      10,000  Carbo Ceramics, Inc. (c)................        220
      30,000  Dresser Industries, Inc. ...............        885
     290,000  Global Marine, Inc. (c).................      4,024
     110,900  Lyondell Petrochemical (b)..............      2,675
      99,800  Noble Affiliates, Inc. (b)..............      3,767
      35,000  Rutherford-Moran Oil Corp. (c)..........        853
      30,000  Smith International, Inc. (c)...........        904
     100,000  Weatherford Enterra, Inc. (c)...........      3,000
                                                        ---------
                                                           23,415
                                                        ---------
Packaging (1.1%):
      65,600  Sealed Air Corp. (c)....................      2,206
     143,200  Sonoco Products Co. (b).................      4,063
                                                        ---------
                                                            6,269
                                                        ---------
Pharmaceuticals (1.9%):
      70,300  Biogen (c)..............................      3,858
     227,600  Ivax Corp. (b)..........................      3,613
      19,900  Mylan Laboratories......................        343
      80,000  Watson Pharmaceutical, Inc. (c).........      3,030
                                                        ---------
                                                           10,844
                                                        ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                       <C>
Printing & Publishing (0.4%):
      23,700  Belo (A.H.) Corp., Series A.............  $     883
      25,000  Scholastic Corp. (c)....................      1,550
                                                        ---------
                                                            2,433
                                                        ---------
Real Estate (1.1%):
     217,000  Imperial Credit Industries, Inc. (c)....      6,564
                                                        ---------
Research & Development (2.4%):
     105,000  Centocor (c)............................      3,137
      64,300  Chiron Corp. (b)(c).....................      6,301
      81,100  Genzyme Corp., General Division
                (b)(c)................................      4,075
                                                        ---------
                                                           13,513
                                                        ---------
Restaurants (0.8%):
      65,000  Lone Star Steakhouse & Saloon (c).......      2,454
      70,000  Outback Steakhouse (c)..................      2,414
                                                        ---------
                                                            4,868
                                                        ---------
Retail Stores/Catalog (4.5%):
     135,000  Bed Bath & Beyond, Inc. (c).............      3,611
      30,000  Claire's Stores, Inc. ..................        803
     110,000  Kohl's Corp. (c)........................      4,029
      30,000  Land's End..............................        743
      80,000  Micro Warehouse, Inc. (c)...............      1,600
     272,100  Office Depot, Inc. (b)(c)...............      5,543
     256,400  Staples (b)(c)..........................      5,000
     140,000  Viking Office Products (c)..............      4,393
                                                        ---------
                                                           25,722
                                                        ---------
Retail--Special Line (0.5%):
     120,000  Compucom Systems, Inc. (c)..............      1,305
      20,000  Tiffany & Company.......................      1,460
                                                        ---------
                                                            2,765
                                                        ---------
Services (0.5%):
      25,000  Accustaff, Inc. (c).....................        681
      70,000  Olsten Corp. ...........................      2,057
                                                        ---------
                                                            2,738
                                                        ---------
Technology (1.9%):
     220,200  International Game Technologies.........      3,715
     102,300  Linear Technology Corp. ................      3,069
      40,000  Verifone (c)............................      1,690
      70,000  Xilinx, Inc. (b)(c).....................      2,223
                                                        ---------
                                                           10,697
                                                        ---------
Telecom Equipment (2.3%):
      10,000  Boston Communications Group (c).........        165
     155,000  U.S. Robotics Corp. (b)(c)..............     13,253
                                                        ---------
                                                           13,418
                                                        ---------
</TABLE>
 
CONTINUED
 
                                                                          55----
<PAGE>   773
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GROWTH OPPORTUNITIES FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                       <C>
Textile Products (1.5%):
      95,000  Cintas Corp. ...........................  $   5,083
       5,000  Designer Holdings Ltd. (c)..............        133
      65,000  Jones Apparel Group, Inc. (c)...........      3,193
                                                        ---------
                                                            8,409
                                                        ---------
Transportation (1.3%):
      20,000  Atlas Air, Inc. (c).....................      1,150
     112,500  Illinois Central Corp. .................      3,192
      78,000  Kansas City Southern Industries.........      3,344
                                                        ---------
                                                            7,686
                                                        ---------
Telecommunications (3.5%):
     306,500  American Portable Telecom (c)...........      3,295
     300,000  Frontier Corp. .........................      9,187
      25,000  Lucent Technologies, Inc. ..............        947
      50,000  Panamsat Corp. (c)......................      1,450
     135,000  360 Communications Co. (c)..............      3,240
      80,000  Vanguard Cellular Systems, Class A (c)..      1,740
                                                        ---------
                                                           19,859
                                                        ---------
Telecommunications--Services & Equipment (2.9%):
     145,000  ADC Telecommunications, Inc. (c)........      6,525
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                   MARKET
   AMOUNT                   DESCRIPTION                   VALUE
- ------------  ----------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Telecommunications--Services & Equipment, continued:
<C>           <S>                                       <C>
      95,000  Century Telephone Enterprises...........  $   3,028
      80,000  Federal Signal Corp. ...................      1,880
      80,000  Octel Communications Corp. (c)..........      1,580
      55,000  Tellabs, Inc. (c).......................      3,678
                                                        ---------
                                                           16,691
                                                        ---------
Wholesale Distribution (1.0%):
      75,700  Cardinal Health, Inc. ..................      5,460
                                                        ---------
  Total Common Stocks                                     533,392
                                                        ---------
REPURCHASE AGREEMENTS (11.7%):
 $66,907,000  Lehman Brothers, 5.51%, 7/1/96,
                (Collateralized by $69,645,000 Federal
                Home Loan Bank notes, 0.00% - 7.23%,
                12/28/98 - 2/23/06, market
                value--$68,250).......................     66,907
                                                        ---------
  Total Repurchase Agreements                              66,907
                                                        ---------
Total Cost--$592,135 (a)                                $ 600,299
                                                        ---------
                                                        ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $573,487.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost basis for federal income tax purposes by the
           amount of losses recognized for financial reporting purposes in excess of federal income tax reporting of approximately
           $5,991. Cost for federal income tax purposes differs from value by net unrealized appreciation of securities as
           follows:
</TABLE>
 
<TABLE>
<S>                                                                         <C>
Unrealized appreciation...................................................  $  29,598
Unrealized depreciation...................................................    (27,425)
                                                                            ---------
Net unrealized appreciation...............................................  $   2,173
                                                                            ---------
                                                                            ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing securities.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----56
<PAGE>   774
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GULF SOUTH GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
COMMON STOCKS (98.3%):
Airlines (1.9%):
     70,000  Atlantic Southeast Airlines, Inc. .........  $   1,978
                                                          ---------
Auto Parts (0.7%):
     30,000  Discount Auto Parts, Inc. (c)..............        761
                                                          ---------
Banking (0.6%):
     50,000  Alabama National Bankcorp..................        637
                                                          ---------
Banking & Financial Services (3.1%):
     20,000  CCB Financial Corp. .......................      1,025
     25,000  Centura Banks, Inc. .......................        919
     30,000  First American Corp. ......................      1,264
                                                          ---------
                                                              3,208
                                                          ---------
Beverages & Tobacco (0.5%):
     15,000  Coca-Cola Bottling Co. ....................        529
                                                          ---------
Building Products (1.5%):
     25,000  NCI Building Systems, Inc. (c).............        844
     10,000  Texas Industries, Inc. ....................        686
                                                          ---------
                                                              1,530
                                                          ---------
Chemicals (1.0%):
      6,000  Cytec Industries, Inc. (c).................        513
     25,000  First Mississippi Corp. ...................        556
                                                          ---------
                                                              1,069
                                                          ---------
Commercial Services (6.1%):
     15,000  Central Parking Corp. .....................        444
     30,000  Corestaff, Inc. (c)........................      1,343
     80,000  Medaphis Corp. (c).........................      3,180
     25,000  Phymatrix, Inc. (b)(c).....................        581
     30,000  Vincam Group, Inc. (c).....................        780
                                                          ---------
                                                              6,328
                                                          ---------
Computer Hardware (3.4%):
     40,000  Boca Research, Inc. (b)(c).................        730
     35,000  CHS Electronics, Inc. (c)..................        472
     25,000  Dell Computer Corp. (c)....................      1,272
     60,000  Zebra Technologies, Class A (c)............      1,065
                                                          ---------
                                                              3,539
                                                          ---------
Computer Software (4.1%):
     35,000  Acxicom Corp. (c)..........................      1,195
     20,000  Continuum, Inc. (c)........................      1,160
     15,000  Datastream Systems, Inc. (c)...............        529
     12,000  Micros Systems, Inc. (c)...................        334
     50,000  Network General Corp. (c)..................      1,075
                                                          ---------
                                                              4,293
                                                          ---------
Data Processing & Reproduction (0.7%):
     32,600  Total System Services, Inc. ...............        746
                                                          ---------
 
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>          <S>                                          <C>
Electrical & Electronic (2.3%):
     35,000  Allen Group, Inc. .........................  $     761
     24,900  Benchmark Electronics, Inc. (c)............        722
     30,000  Tech-Sym Corp. (c).........................        893
                                                          ---------
                                                              2,376
                                                          ---------
Electrical Equipment (3.8%):
     30,000  Kemet Corp. (c)............................        600
     22,000  Kent Electronics Corp. (c).................        687
     50,000  Kuhlman Corp. .............................        869
     45,000  SCI Systems, Inc. (b)(c)...................      1,828
                                                          ---------
                                                              3,984
                                                          ---------
Electronic Components/Instruments (0.5%):
     30,000  Dallas Semi-Conductors.....................        544
                                                          ---------
Entertainment (1.7%):
     40,000  Movie Gallery (b)(c).......................        840
     20,000  Regal Cinemas, Inc. (c)....................        915
                                                          ---------
                                                              1,755
                                                          ---------
Environmental Services (0.5%):
     30,000  Imco Recycling, Inc. ......................        540
                                                          ---------
Financial--Banking (3.2%):
     50,000  Eagle Bancshares, Inc. ....................        794
     40,000  First Financial Holdings, Inc. ............        720
     30,000  Synovus Financial Corp. ...................        649
     40,000  Union Planters Corp. (b)...................      1,215
                                                          ---------
                                                              3,378
                                                          ---------
Financial Services (9.5%):
     80,000  Amresco, Inc. .............................      1,370
     40,000  Concord EFS, Inc. (c)......................      1,420
     20,000  First Commerce Corp. (b)...................        707
     50,000  Olympic Financial Ltd. (b)(c)..............      1,150
    100,000  Regional Acceptance Corp. (c)..............      1,163
     25,000  Regions Financial Corp. (b)................      1,169
     85,000  United Cos. Financial Corp. (b)............      2,890
                                                          ---------
                                                              9,869
                                                          ---------
Food Products & Services (1.6%):
     17,000  Dekalb Genetics Corp. .....................        442
     30,000  Foodbrands America, Inc. (c)...............        386
     35,000  Longhorn Steaks, Inc. (c)..................        875
                                                          ---------
                                                              1,703
                                                          ---------
Funeral Services (2.2%):
     75,000  Stewart Enterprises, Inc., Class A.........      2,344
                                                          ---------
Forest Products (0.5%):
     20,000  Caraustar Industries, Inc. ................        530
                                                          ---------
Health Care (1.4%):
     30,000  Healthsouth Corp. (c)......................      1,080
</TABLE>
 
CONTINUED
 
                                                                          57----
<PAGE>   775
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GULF SOUTH GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Health Care, continued:
<C>          <S>                                          <C>
     15,000  Invacare Corp. ............................  $     352
                                                          ---------
                                                              1,432
                                                          ---------
Homebuilders (1.2%):
     55,000  Cavalier Homes, Inc. ......................      1,272
                                                          ---------
Insurance (2.4%):
     25,000  Protective Life Corp. .....................        878
     20,000  Provident Cos., Inc. ......................        740
     25,000  Triad Guaranty, Inc. (c)...................        919
                                                          ---------
                                                              2,537
                                                          ---------
Jewelry (0.6%):
     25,000  Friedman's, Inc., Class A (c)..............        637
                                                          ---------
Leisure (0.4%):
     30,000  Action Performance Co., Inc. (b)(c)........        439
                                                          ---------
Machine--Diversified (3.9%):
     33,000  Agco Corp. (c).............................        916
     20,000  Blount International, Inc. ................        630
     40,000  Computational Systems, Inc. (c)............        865
     50,000  Input/Output, Inc. (c).....................      1,619
                                                          ---------
                                                              4,030
                                                          ---------
Manufacturing--Capital Goods (2.2%):
     75,000  Maverick Tube Corp. (c)....................        881
     40,000  Wolverine Tube, Inc. (c)...................      1,400
                                                          ---------
                                                              2,281
                                                          ---------
Manufacturing--Consumer Goods (0.5%):
     10,000  Ionics, Inc. (c)...........................        470
                                                          ---------
Manufactured Housing (1.2%):
     20,000  American Homestar Corp. (c)................        520
     34,000  Oakwood Homes Corp. .......................        701
                                                          ---------
                                                              1,221
                                                          ---------
Medical--Biotechnology (0.9%):
     25,000  Cryolife, Inc. (c).........................        925
                                                          ---------
Medical Equipment & Supplies (0.6%):
     15,000  IDEXX Laboratories, Inc. (c)...............        589
                                                          ---------
Medical Supplies (1.5%):
     50,000  Immucor, Inc. (c)..........................        600
     35,000  Nabi, Inc. (c).............................        332
     42,000  Sano Corp. (c).............................        651
                                                          ---------
                                                              1,583
                                                          ---------
Medical--Hospital Management & Service (1.1%):
     60,000  Inphynet Medical Management, Inc. (c)......      1,125
                                                          ---------
Metals (0.8%):
     35,000  Quanex Corp. ..............................        827
                                                          ---------
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
<TABLE>
<C>          <S>                                          <C>
Oil & Gas Exploration Products & Services (8.3%):
     75,000  Benton Oil & Gas Co. (c)...................  $   1,650
     25,000  Geoscience Corp. (c).......................        350
     25,000  Newpark Resources, Inc. (c)................        919
     20,000  Nuevo Energy Co. (c).......................        645
     60,000  Patterson Energy, Inc. (c).................        930
     75,000  Pride Petroleum Services, Inc. (b)(c)......      1,069
     12,000  Seacor Holdings, Inc. (c)..................        537
     32,000  Stone Energy Corp. (c).....................        640
     27,000  Swift Energy Co. (b)(c)....................        486
     60,000  Tuboscope Vetco International Corp. (c)....        667
     20,000  United Meridian Corp. (c)..................        720
                                                          ---------
                                                              8,613
                                                          ---------
Pharmaceuticals (0.7%):
     26,500  Intercardia, Inc. (c)......................        755
                                                          ---------
Printing & Publishing (0.8%):
     30,000  Scientific Games Holdings Corp. (c)........        870
                                                          ---------
Restaurants (0.9%):
     35,000  Apple South, Inc. .........................        936
                                                          ---------
Retail Stores/Catalog (0.8%):
     25,000  Gadzooks', Inc. (c)........................        806
                                                          ---------
Retail--Special Line (1.9%):
     40,000  Garden Ridge Corp. (b)(c)..................      2,020
                                                          ---------
Services (3.7%):
    120,000  Accustaff, Inc. (c)........................      3,270
     20,000  Envoy Corp. (c)............................        585
                                                          ---------
                                                              3,855
                                                          ---------
Telecom Equipment (1.5%):
     30,000  Coherent Communication System Corp. (c)....        637
     25,000  Tessco Technologies, Inc. (c)..............        913
                                                          ---------
                                                              1,550
                                                          ---------
Telecommunications (4.1%):
     30,000  LCI International, Inc. (b)(c).............        941
     60,000  Worldcom, Inc. (c).........................      3,323
                                                          ---------
                                                              4,264
                                                          ---------
Telecommunications--Services & Equipment (2.2%):
     25,000  Aspect Telecommunications, Inc. (c)........      1,238
     35,000  DSC Communications Corp. (c)...............      1,054
                                                          ---------
                                                              2,292
                                                          ---------
Textile Products (2.3%):
     40,000  Conso Products Co. (c).....................        650
     35,000  Mohawk Industries Co. (c)..................        621
     15,000  Nautica Enterprises, Inc. (c)..............        431
</TABLE>
 
CONTINUED
 
- ----58
<PAGE>   776
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GULF SOUTH GROWTH FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
Textile Products, continued:
<C>          <S>                                          <C>
     30,000  Westpoint Stevens, Inc. (c)................  $     717
                                                          ---------
                                                              2,419
                                                          ---------
Tobacco (0.5%):
     30,000  Dimon, Inc. ...............................        555
                                                          ---------
Transportation (1.0%):
     45,000  Trico Marine Services, Inc. (c)............      1,001
                                                          ---------
Wholesale Distribution (1.5%):
     15,000  Nuco2, Inc. (c)............................        461
     50,000  Tech Data Corp. (c)........................      1,088
                                                          ---------
                                                              1,549
                                                          ---------
  Total Common Stocks                                       102,494
                                                          ---------
  Total Investments, at value                               102,494
                                                          ---------
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
 
REPURCHASE AGREEMENTS (1.5%)
$ 1,538,000  Lehman Brothers, 5.51%, 7/1/96,
               (Collateralized by $1,570,000 FNMA Note,
               5.47%, 6/20/97, market value-- $1,570)...  $   1,538
                                                          ---------
  Total Repurchase Agreements                                 1,538
                                                          ---------
Total (Cost--$81,892)(a)                                  $ 104,032
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $104,272.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized appreciation of securities as
           follows (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $  25,368
Unrealized depreciation....................................................     (3,228)
                                                                             ---------
Net unrealized appreciation................................................  $  22,140
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Non-income producing securities.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          59----
<PAGE>   777
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
<C>           <S>                                         <C>
COMMON STOCKS (96.8%):
ARGENTINA (0.7%):
Automotive (0.0%):
      13,605  Ciadea SA.................................  $      97
                                                          ---------
Beverages & Tobacco (0.0%):
          53  Buenos Airos Embottelladora...............         35
                                                          ---------
Oil & Gas Exploration, Production & Services (0.4%):
     101,106  Cia Naviera Perez.........................        671
      29,801  YPF Sociedad Anonima......................        682
                                                          ---------
                                                              1,353
                                                          ---------
Telecommunications (0.3%):
      89,920  Telecom Argentina, Class B................        424
     258,880  Telefonica de Argentina, Class B..........        773
                                                          ---------
                                                              1,197
                                                          ---------
  Total Argentina                                             2,682
                                                          ---------
AUSTRALIA (2.1%):
Banking (0.5%):
     119,800  National Australia Bank Ltd. .............      1,109
     170,900  Westpac Banking Corp. ....................        757
                                                          ---------
                                                              1,866
                                                          ---------
Broadcasting & Publishing (0.3%):
     156,600  News Corp. Ltd. ..........................        889
                                                          ---------
Building Products (0.3%):
     220,700  Boral Ltd. ...............................        573
     126,700  Pioneer International Ltd. ...............        369
                                                          ---------
                                                                942
                                                          ---------
Diversified (0.0%):
      40,400  Southcorp Holdings Ltd. ..................        100
                                                          ---------
Energy (0.4%):
     104,520  Broken Hill Proprietary Ltd. .............      1,445
                                                          ---------
Industrial Goods & Services (0.1%):
     102,800  CSR Ltd. .................................        363
                                                          ---------
Manufacturing--Consumer Goods (0.1%):
     158,400  Email Ltd. ...............................        411
                                                          ---------
Metals & Mining (0.2%):
      34,600  Newcrest Mining Ltd. .....................        139
      79,400  WMC Holding Ltd. .........................        569
                                                          ---------
                                                                708
                                                          ---------
Metals (0.1%):
     229,000  M.I.M. Holdings Ltd. .....................        296
      27,600  Renison Goldfields Consolidated Ltd. .....        134
                                                          ---------
                                                                430
                                                          ---------
Real Estate (0.1%):
     138,000  General Property Trust....................        237
 
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
AUSTRALIA, CONTINUED:
Real Estate, continued:
<TABLE>
<C>           <S>                                         <C>
      81,100  Westfield Trust...........................  $     146
                                                          ---------
                                                                383
                                                          ---------
Retail Stores/Catalog (0.0%):
      25,730  Coles Myer Ltd. ..........................         94
                                                          ---------
Transportation (0.0%):
      54,600  TNT Ltd. .................................         61
                                                          ---------
  Total Australia                                             7,692
                                                          ---------
AUSTRIA (1.2%):
Airlines (0.0%):
         950  Austrian Airlines/Oesterreichische
                Luftverskehrs AG........................        146
                                                          ---------
Banking & Financial Services (0.4%):
      13,650  Bank of Austria...........................      1,097
       1,950  Bank of Austria AG, Participating
                Certificates............................         66
       6,050  Creditanstalt Bankverein..................        400
                                                          ---------
                                                              1,563
                                                          ---------
Beverages & Tobacco (0.1%):
       3,000  Osterreichische Brau Beteiligungs AG......        171
                                                          ---------
Building Products (0.2%):
       2,830  Constantia Industries.....................        119
       8,905  Radex-Heraklith Indutriebeteiligungs AG...        278
       1,575  Wienerberger Baustoffindustrie AG.........        318
                                                          ---------
                                                                715
                                                          ---------
Chemicals (0.0%):
       1,400  Lenzing AG................................         88
                                                          ---------
Containers & Packaging (0.1%):
       3,140  Constantia Verpackungen...................        176
                                                          ---------
Environmental Services (0.0%):
         900  BWT AG....................................        115
                                                          ---------
Insurance (0.1%):
       1,100  EA Generali AG............................        326
                                                          ---------
Manufacturing-Consumer Goods (0.0%):
       6,500  Steyr-Daimler-Puch AG (b).................        100
                                                          ---------
Oil & Gas Exploration, Production & Services (0.2%):
       7,050  OEMV AG...................................        714
                                                          ---------
Utilities--Electric & Gas (0.1%):
       5,350  Osterreichische Elekrizitaitswirts AG,
                Class A.................................        408
                                                          ---------
  Total Austria                                               4,522
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----60
<PAGE>   778
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                         <C>
BELGIUM (1.7%):
Airlines (0.1%):
       2,990  ACEC-Union Miniere SA.....................  $     229
                                                          ---------
Banking (0.2%):
         935  Kredietbank...............................        280
       1,302  Kredietbank VVPR..........................        388
                                                          ---------
                                                                668
                                                          ---------
Chemicals (0.2%):
       1,353  Solvay et Cie SA..........................        830
                                                          ---------
Commitments (0.1%):
       1,472  Generale de Banque SA.....................        511
                                                          ---------
Energy (0.2%):
       2,236  Petrofina SA..............................        700
                                                          ---------
Industrial Holding Company (0.0%):
       1,116  Groupe Bruxelles Lambert-PS...............        140
                                                          ---------
Insurance (0.1%):
       1,592  Fortis AG.................................        209
         699  Royale Belge SA...........................        137
                                                          ---------
                                                                346
                                                          ---------
Merchandising (0.3%):
      18,051  Delhaize-Le Lion PS.......................        902
                                                          ---------
Utilities--Electric & Gas (0.5%):
       9,224  Electrabel NPV............................      1,970
                                                          ---------
  Total Belgium                                               6,296
                                                          ---------
BRAZIL (0.7%):
Beverages & Tobacco (0.0%):
      91,000  Cia Cervejaria Brahma.....................         54
      41,000  Cia Cervejaria Brahma.....................         26
                                                          ---------
                                                                 80
                                                          ---------
Building Products (0.0%):
       5,000  Cia Vidraria Santa Maria..................         20
                                                          ---------
Chemicals (0.0%):
     242,000  Copesul-Companhia Pertoquimica do Sol.....         16
  36,151,000  White Martins SA..........................         50
                                                          ---------
                                                                 66
                                                          ---------
Energy (0.0%):
   3,516,000  Cia Paranaense de Energia.................         40
                                                          ---------
Food Products (0.0%):
     141,000  Sadia Concordia SA........................        100
                                                          ---------
Oil & Gas Exploration, Production & Services (0.1%):
     978,000  Petroleo Brasiliero SA....................        122
                                                          ---------
Steel (0.2%):
   1,955,100  Cia de Acos Especias Itabira-Acesita......          6
       9,064  Companhia Vale do Rio Doce................        225
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
</TABLE>
 
COMMON STOCKS, CONTINUED:
BRAZIL, CONTINUED:
Steel, continued:
<TABLE>
<C>           <S>                                         <C>
      11,664  Companhia Vale do Rio Doce................  $     234
   3,589,000  Sioerurgica Nacional CSN..................         93
                                                          ---------
                                                                558
                                                          ---------
Telecommunications (0.2%):
   5,392,819  Telecomunicacoes Brasileiras SA (b).......        321
   5,268,000  Telecomunicacoes Brasileiras SA (b).......        377
     828,000  Telesp Tel Sao Paulo (b)..................        146
                                                          ---------
                                                                844
                                                          ---------
Tobacco (0.0%):
      13,000  Souza Cruz................................        114
                                                          ---------
Utilities--Electric & Gas (0.2%):
   1,211,000  Centrais Electricas.......................        332
     378,000  Centrais Electricas Brasilieras...........        107
   1,426,000  Cia Energetica de Minas Gerais (b)........         38
     355,000  Light Servicos de Electricidade (b).......         98
                                                          ---------
                                                                575
                                                          ---------
  Total Brazil                                                2,519
                                                          ---------
DENMARK (1.5%):
Agriculture (0.0%):
       2,500  Korn-Og Foderstof Kompagniet A/S..........        113
                                                          ---------
Banking & Financial Services (0.2%):
       6,700  Danske Bank...............................        449
       5,600  Unidanmark A/S, Class A...................        260
                                                          ---------
                                                                709
                                                          ---------
Beverages & Tobacco (0.2%):
       3,550  Carlsberg AG..............................        209
       7,300  Carlsberg A/S.............................        429
                                                          ---------
                                                                638
                                                          ---------
Commercial Services (0.0%):
       2,850  International Service System A/S, Class
                B.......................................         64
                                                          ---------
Electrical & Electronic (0.0%):
         150  NKT Holdings A/S..........................          7
                                                          ---------
Engineering (0.0%):
       2,250  FLS Industries A/S, Class B...............        226
                                                          ---------
Food & Household Products (0.1%):
       3,072  Royal Copenhagen A/S, Class A.............        259
                                                          ---------
Food Products & Services (0.1%):
       2,750  Superfos A/S..............................        256
                                                          ---------
Pharmaceuticals (0.5%):
      13,000  Novo Nordisk A/S, Class B.................      1,840
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          61----
<PAGE>   779
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
DENMARK, CONTINUED:
<C>           <S>                                         <C>
Telecommunications (0.2%):
      12,650  Tele Danmark A/S, Class B.................  $     633
                                                          ---------
Transportation & Shipping (0.2%):
          13  D/S 1912, Class B.........................        295
           9  D/S Svendborg, Class B....................        294
         300  J. Lauritzen Holdings A/S, Class B (b)....         34
                                                          ---------
                                                                623
                                                          ---------
  Total Denmark                                               5,368
                                                          ---------
FINLAND (0.5%):
Banking & Financial Services (0.1%):
      85,506  Merita Ltd. (b)...........................        179
                                                          ---------
Forest Products (0.2%):
      34,360  UPM-Kymmene OY (b)........................        711
                                                          ---------
Insurance (0.1%):
       3,100  Sampo Insurance Co., Class A..............        179
                                                          ---------
Telecommunications (0.1%):
      10,900  Nokia AB, Class A.........................        401
       6,500  Nokia AB, Class K.........................        237
                                                          ---------
                                                                638
                                                          ---------
  Total Finland                                               1,707
                                                          ---------
FRANCE (8.9%):
Automotive (0.2%):
       5,600  PSA Peugeot Citroen.......................        749
                                                          ---------
Banking (0.8%):
      19,400  Banque National de Paris..................        681
      19,950  Compagnie de Suez.........................        730
      10,750  Compagnie Financiere de Paribas SA........        635
       8,273  Societe Generale de Paris.................        909
                                                          ---------
                                                              2,955
                                                          ---------
Banking & Financial Services (0.0%):
       5,900  Credit Foncier de France (b)..............         38
                                                          ---------
Beverages & Tobacco (0.7%):
       8,140  LVMH Moet Hennessy Louis Vuitton..........      1,931
       8,120  Pernod Ricard.............................        521
                                                          ---------
                                                              2,452
                                                          ---------
Broadcast/Cable (0.2%):
       2,450  Canal Plus................................        599
                                                          ---------
Building Products (0.3%):
       2,850  Imetal....................................        404
      11,958  Lafarge Coppee............................        724
                                                          ---------
                                                              1,128
                                                          ---------
Business Services (0.5%):
      13,250  Compagnie Generale des Eaux...............      1,480
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
FRANCE, CONTINUED:
Business Services, continued:
<C>           <S>                                         <C>
       3,250  Havas SA..................................  $     266
                                                          ---------
                                                              1,746
                                                          ---------
Chemicals (0.5%):
       5,455  L'Air Liquide.............................        963
      26,850  Rhone Poulenc SA..........................        706
                                                          ---------
                                                              1,669
                                                          ---------
Commercial Services (0.3%):
       2,200  Ecco SA...................................        553
       1,300  Sodexho SA................................        577
                                                          ---------
                                                              1,130
                                                          ---------
Construction (0.1%):
       3,700  Bouygues..................................        413
                                                          ---------
Defense (0.2%):
         450  Societe d'Applications Generales
                D'electricite et de Mecanique...........        270
      15,350  Thomson CSF...............................        431
                                                          ---------
                                                                701
                                                          ---------
Diversified (0.1%):
       1,440  Chargeurs International SA (b)............         64
       7,750  Lagardere Group (b).......................        200
                                                          ---------
                                                                264
                                                          ---------
Electrical & Electronic (0.8%):
      11,800  Alcatel Alsthom...........................      1,029
       4,750  Legrand...................................        849
      16,900  Schneider SA..............................        886
                                                          ---------
                                                              2,764
                                                          ---------
Energy (1.0%):
      31,750  Societe Elf Aquitane SA...................      2,335
      17,850  Compagnie Francaise de Petroleum Total SA,
                Class B.................................      1,324
                                                          ---------
                                                              3,659
                                                          ---------
Engineering (0.1%):
       3,050  Societe Technip SA........................        281
                                                          ---------
Food & Household Products (0.2%):
       4,450  Eridania Beghin Say.......................        697
                                                          ---------
Food Products & Services (0.2%):
       5,250  Danone Group..............................        794
                                                          ---------
Health & Personal Care (0.5%):
       4,450  L'Oreal...................................      1,477
       7,260  Sanofi SA.................................        544
                                                          ---------
                                                              2,021
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----62
<PAGE>   780
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
FRANCE, CONTINUED:
<C>           <S>                                         <C>
Industrial Goods & Services (0.2%):
      17,650  Michelin Class B, Registered..............  $     863
                                                          ---------
Industrial Holding Companies (0.2%):
       8,750  Lyonnaise des Eaux Dumez..................        836
                                                          ---------
Insurance (0.3%):
      17,750  AZA SA....................................        971
                                                          ---------
Leisure (0.2%):
       4,350  Accor SA..................................        608
         250  Salomon SA................................        228
                                                          ---------
                                                                836
                                                          ---------
Manufacturing--Consumer Goods (0.2%):
       6,000  BIC.......................................        852
                                                          ---------
Media (0.1%):
       1,440  Pathe SA (b)..............................        338
                                                          ---------
Merchandising (0.7%):
       2,483  Carrefour (b).............................      1,391
       5,150  Casino Guichard Perrachon et Cie..........        213
       2,150  Pinault-Printemps Redoute.................        752
       1,200  Promodes..................................        346
                                                          ---------
                                                              2,702
                                                          ---------
Miscellaneous Materials & Commodities (0.3%):
       7,950  Compagnie de St. Gobain...................      1,064
                                                          ---------
Oil & Gas Exploration, Production & Services (0.0%):
         750  Compagnie Francaise de Petroleum Total
                SA......................................         41
                                                          ---------
Textile Products (0.0%):
       1,150  Dollfus-Mieg & Cie........................         51
                                                          ---------
Total France                                                 32,614
                                                          ---------
GERMANY (13.6%):
Airlines (0.2%):
       5,510  Lufthansa AG..............................        780
                                                          ---------
Automotive (1.7%):
       7,610  Daimler Benz AG (b).......................      4,072
       2,560  Man AG....................................        642
       3,670  Volkswagen AG.............................      1,366
                                                          ---------
                                                              6,080
                                                          ---------
Banking (2.0%):
      74,100  Bayer AG..................................      2,607
      17,300  Bayerische Vereinsbank AG.................        484
      58,760  Deutsche Bank AG..........................      2,783
      50,850  Dresdner Bank AG..........................      1,276
                                                          ---------
                                                              7,150
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
GERMANY, CONTINUED:
<C>           <S>                                         <C>
Banking & Financial Services (0.1%):
      19,100  Bayerische Hypotheken--und Wechsel--Bank
                AG......................................  $     464
                                                          ---------
Building Materials (0.1%)
         539  Heidelberger Zement AG....................        370
                                                          ---------
Business Services (0.4%):
       8,830  SAP AG....................................      1,301
                                                          ---------
Chemicals (1.1%):
      12,020  BASF AG...................................      3,423
       1,540  Degussa...................................        523
                                                          ---------
                                                              3,946
                                                          ---------
Conglomerates (1.6%):
       2,780  Preussag AG...............................        700
      79,330  VEBA AG...................................      4,216
       2,490  Viag AG...................................        991
                                                          ---------
                                                              5,907
                                                          ---------
Construction (0.1%):
         900  Hochtief AG...............................        402
                                                          ---------
Diversified (0.0%):
         490  Linotype-Hell AG (b)......................         24
                                                          ---------
Electrical & Electronic (1.0%):
      68,100  Siemens AG................................      3,650
                                                          ---------
Engineering (0.5%)
         220  Bilfinger & Berger Bau AG.................         93
       6,000  Fuer Industrie und Verkehrswesen AG.......        113
       4,540  Mannesmann AG.............................      1,563
                                                          ---------
                                                              1,769
                                                          ---------
Health Care (0.3%):
      16,760  Schering AG...............................      1,215
                                                          ---------
Insurance (2.5%):
       3,464  Allianz AG Holdings.......................      6,022
         440  Aachener und Muenchener-Beteiligungs AG
                (b).....................................        318
         110  Aachener und Muenchener-Beteiligungs AG
                (b).....................................         64
         247  Colonia Konzern AG (b)....................        197
          70  Muenshener Rueckver 1-Sicherungs
                Gesellschaft............................        117
       1,215  Muenshener Rueckver-Sicherungs
                Gesellschaft Vink.......................      2,482
                                                          ---------
                                                              9,200
                                                          ---------
Machinery & Equipment (0.1%):
      11,350  Kloeckner, Humbolt-Deutz AG (b)...........         41
</TABLE>
 
CONTINUED
 
                                                                          63----
<PAGE>   781
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
GERMANY, CONTINUED:
Machinery & Equipment, continued:
<C>           <S>                                         <C>
         490  Linde AG..................................  $     318
                                                          ---------
                                                                359
                                                          ---------
Manufacturing--Consumer Goods (0.0%):
         220  Salamander AG.............................         28
                                                          ---------
Metals & Mining (0.3%):
       3,040  Fag Kugelfischer George Schaefer
                Kommanditgesellschaft Auf Aktien (b)....        455
       3,265  Thyssen AG................................        598
                                                          ---------
                                                              1,053
                                                          ---------
Personal Care Products (0.6%):
       2,050  Beiersdorf AG.............................      2,017
                                                          ---------
Retail--General Merchandise (0.0%):
       3,100  Douglas Holdings AG.......................        123
                                                          ---------
Retail Stores (0.3%):
         580  Asko Deutsche Kaufhaus AG.................        428
         500  Karstadt AG...............................        199
       1,170  Kaufhof Holdings AG.......................        442
                                                          ---------
                                                              1,069
                                                          ---------
Textile Products (0.0%):
         390  Escada AG.................................         70
                                                          ---------
Utilities--Electric & Gas (0.7%):
      65,470  Rheinisch-Westfaelisches
                Elektrizitaetswerk AG...................      2,546
                                                          ---------
  Total Germany                                              49,523
                                                          ---------
GREECE (0.8%):
Agriculture (0.0%):
       8,650  Hellenic Sugar Industry...................         81
                                                          ---------
Banking & Financial Services (0.5%):
      12,850  Alpha Credit Bank.........................        678
       9,931  Commercial Bank of Greece.................        324
       9,330  Ergo Bank.................................        513
       6,940  National Bank of Greece...................        341
                                                          ---------
                                                              1,856
                                                          ---------
Beverages & Tobacco (0.1%):
      11,050  Hellenic Bottling Co. SA..................        367
                                                          ---------
Building Products (0.2%):
      41,820  Heracles General Cement Co. ..............        502
                                                          ---------
Telecommunications (0.0%):
       3,090  Intracom SA (b)...........................         55
                                                          ---------
  Total Greece                                                2,861
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                         <C>
HONG KONG (0.9%):
Airlines (0.0%):
      95,000  Cathay Pacific Airways Ltd. ..............  $     174
                                                          ---------
Banking (0.1%):
      69,240  Bank of East Asia.........................        253
                                                          ---------
Banking & Financial (0.1%):
      31,728  Wing Lung Bank............................        184
                                                          ---------
Broadcasting & Publishing (0.1%):
      95,000  Television Broadcasts.....................        357
                                                          ---------
Conglomerates (0.2%):
      68,000  Swire Pacific Ltd. Class A................        582
                                                          ---------
Electrical Equipment (0.0%):
     300,000  Elec & Eltek (Bermuda) International
                Holdings (b)............................         59
                                                          ---------
Electronic Components/Instruments (0.0%):
     252,000  Applied International Holdings Ltd. (b)...         22
                                                          ---------
Industrial Holding Company (0.2%):
     145,000  Hutchison Whampoa.........................        912
                                                          ---------
Printing & Publishing (0.0%):
     263,000  Oriental Press Group Ltd. ................        141
                                                          ---------
Real Estate (0.1%):
      40,000  Sun Hung Kai Properties Ltd. (b)..........        404
                                                          ---------
Telecommunications (0.1%):
     202,800  Hong Kong Telecommunications..............        364
                                                          ---------
  Total Hong Kong                                             3,452
                                                          ---------
INDONESIA (1.0%):
Agriculture (0.0%):
      53,000  Sinar Mas Agro Resources..................         38
      86,000  Sinar Mas Agro Resources..................         61
                                                          ---------
                                                                 99
                                                          ---------
Auto Parts (0.1%):
     167,000  Astra International PT-Foreign Registry...        242
                                                          ---------
Banking & Financial Services (0.2%):
      60,500  Bank International Indonesia PT...........        299
     136,000  Bank International Indonesia PT-Foreign
                Registry................................        304
                                                          ---------
                                                                603
                                                          ---------
Building Products (0.1%):
      83,000  Indocement Tunggal Prakarsa PT-Foreign
                Registry................................        321
                                                          ---------
Forest Products (0.1%):
     203,000  Barito Pacific Timber.....................        133
      33,000  Init Indorayon Utama......................         32
</TABLE>
 
CONTINUED
 
- ----64
<PAGE>   782
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
INDONESIA, CONTINUED:
Forest Products, continued:
<C>           <S>                                         <C>
      66,500  Init Indorayon Utama--Foreign Registry....  $     171
                                                          ---------
                                                                336
                                                          ---------
Telecommunications (0.1%):
     107,500  Indosat PT................................        361
                                                          ---------
Textile Products (0.1%):
   1,246,000  Polysindo Eka Perkasa PT-Foreign
                Registry................................        589
                                                          ---------
Tobacco (0.3%):
     166,000  Gudang Garam..............................        711
      45,500  Hanjaya Mandala Sampoerna.................        518
                                                          ---------
                                                              1,229
                                                          ---------
  Total Indonesia                                             3,780
                                                          ---------
IRELAND (0.2%):
Banking & Financial Services (0.2%):
     132,300  Allied Irish Banks........................        687
                                                          ---------
Beverages & Tobacco (0.0%):
      58,400  James Crean PLC...........................        233
                                                          ---------
  Total Ireland                                                 920
                                                          ---------
ITALY (7.0%):
Agriculture (0.1%):
     305,900  Parmalat Finanziaria SPA..................        411
                                                          ---------
Airlines (0.0%):
     206,000  Alitalia Italian SPA......................         92
                                                          ---------
Automotive (0.8%):
     616,100  Fiat SPA..................................      2,064
     330,500  Fiat SPA Privileged.......................        580
     106,100  Fiat SPA di Risp..........................        181
                                                          ---------
                                                              2,825
                                                          ---------
Banking (0.7%):
     378,000  Banca Commerciale Italiana................        760
     160,700  Banca Nazionale Dell'agricoltura SPA......         95
      82,800  Banco Ambrosiano Veneto SPA...............        222
     344,000  Credito Italiano..........................        403
     112,600  Istituto Bancario san Paolo di Torina.....        727
      31,680  Ras Savings...............................        165
                                                          ---------
                                                              2,372
                                                          ---------
Building Products (0.1%):
      28,000  Italcementi SPA...........................        225
                                                          ---------
Chemicals (0.1%):
     832,100  Montedison SPA............................        484
                                                          ---------
Computer Hardware (0.1%):
     371,000  Olivetti Ing & Co. SPA (b)................        200
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
ITALY, CONTINUED:
<C>           <S>                                         <C>
Engineering (0.0%):
     145,000  Impregilo SPA (b).........................  $     154
                                                          ---------
Financial Services (0.1%):
      68,720  Mediobanca Banca Di Credito Fina..........        436
                                                          ---------
Insurance (1.7%):
     218,680  Assicurazioni Generali SPA................      5,043
      22,600  La Previdenta Assicurazoni SPA............        127
      56,430  Riuniune Adriatici de Sicurta SPA.........        583
      62,800  Societa Assicuratrice Industriale SPA.....        600
                                                          ---------
                                                              6,353
                                                          ---------
Oil & Gas Exploration, Production & Services (0.6%):
     467,400  Ente Nazionale Idrocarburi SPA............      2,331
                                                          ---------
Paper Products (0.0%):
      25,500  Burgo (Cartiere) SPA......................        139
                                                          ---------
Restaurants (0.0%):
      44,204  Autogrill SPA (b).........................         51
                                                          ---------
Retail Stores (0.1%):
      35,600  La Rinascente SPA (b).....................        255
                                                          ---------
Steel (0.2%):
     155,000  Acciaerie e Ferriere, Lombarde, Falck
                SPA.....................................        580
                                                          ---------
Telecommunications (1.9%):
   1,265,760  Telecom Italia SPA........................      2,721
     329,300  Telecom Italia di Risp SPA................        449
   1,198,060  Telecom Italia Mobile SPA.................      2,677
     333,400  Telecom Italia Mobile di Risp SPA.........        575
      55,700  Sirti Italian SPA.........................        358
                                                          ---------
                                                              6,780
                                                          ---------
Textile Products (0.1%):
      33,400  Benetton Group SPA........................        431
                                                          ---------
Tire & Rubber (0.1%):
     240,900  Pirelli SPA...............................        403
                                                          ---------
Utilities--Electric & Gas (0.3%):
      92,400  Edison SPA................................        558
     106,900  Italgas...................................        399
                                                          ---------
                                                                957
                                                          ---------
  Total Italy                                                25,479
                                                          ---------
JAPAN (31.7%):
Agriculture (0.0%):
      25,000  Beet Sugar Manufacturing..................        137
                                                          ---------
Airlines (0.3%):
     115,000  Japan Air Lines (b).......................        930
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          65----
<PAGE>   783
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
JAPAN, CONTINUED:
<C>           <S>                                         <C>
Aluminum (0.0%):
      10,000  Nippon Light Metal Co. ...................  $      57
                                                          ---------
Appliances & Household Products (1.4%):
     130,000  Matsushita Electric Industrial Co. .......      2,418
      11,000  Pioneer Electronics Corp. ................        262
      56,000  Sanyo Electric Co. .......................        342
      52,000  Sharp Corp. ..............................        910
      15,000  Sony Corp. ...............................        986
                                                          ---------
                                                              4,918
                                                          ---------
Automotive (1.8%):
      39,000  Honda Motor Co. ..........................      1,010
     134,000  Nissan Motors Co. ........................      1,189
      14,000  Toyoda Auto Loom Works....................        280
     161,000  Toyota Motor Co. .........................      4,022
                                                          ---------
                                                              6,501
                                                          ---------
Banking (6.2%):
     125,000  Asahi Bank Ltd. ..........................      1,447
     196,600  Bank of Tokyo-Mitsubishi..................      4,571
      78,000  Bank of Yokohama Ltd. ....................        708
      75,000  Chiba Bank................................        661
     162,000  Fuji Bank.................................      3,486
      44,000  Joyo Bank.................................        333
      57,000  Mitsui Trust & Banking Co. ...............        665
     178,000  Sakura Bank...............................      1,980
      50,000  Shizuoka Bank.............................        643
     180,000  Sumitomo Bank Ltd. .......................      3,479
     132,000  The Industrial Bank of Japan..............      3,273
     109,000  Tokai Bank................................      1,411
                                                          ---------
                                                             22,657
                                                          ---------
Banking & Financial Services (0.1%):
      27,000  Gunma Bank................................        300
                                                          ---------
Basic Industry (0.1%):
      42,000  Sekisui Chemical..........................        513
                                                          ---------
Beverages & Tobacco (0.3%):
       3,000  Asahi Breweries Ltd. .....................         35
      49,000  Kirin Brewery Co., Ltd. ..................        599
      36,000  Takara Shuzo Co., Ltd. ...................        368
                                                          ---------
                                                              1,002
                                                          ---------
Building Products (0.1%):
      20,000  Onoda Cement Co. .........................        115
       8,000  Tostem Corp. .............................        236
                                                          ---------
                                                                351
                                                          ---------
Chemicals (1.3%):
      72,000  Asahi Chemical Industry...................        513
      97,000  Denki Kagaku Kogyo K.K. ..................        350
      32,000  Kaneka Corp. .............................        215
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
JAPAN, CONTINUED:
Chemicals, continued:
<C>           <S>                                         <C>
      53,000  Konica Corp. .............................  $     399
      26,000  Kureha Chemical Industry..................        146
      36,000  Mitsubishi Chemical.......................        166
      51,000  Mitsui Taotsu Chemical....................        201
      12,000  Nippon Shokubai K.K. Co. .................        116
      14,000  NOF Corp. ................................         87
       8,400  Shin-Etsu Chemical........................        161
      59,000  Showa Denko K.K. (b)......................        182
     100,000  Sumitomo Chemical Co., Ltd. ..............        477
      27,000  Takeda Chemical Industries................        478
      75,000  Toray Industries Inc. ....................        517
      72,000  Tosoh Corp. (b)...........................        320
      74,000  UBE Industries Co. .......................        281
                                                          ---------
                                                              4,609
                                                          ---------
Construction (0.8%):
      32,000  Aoki Corp. ...............................        119
      17,000  Daiwa House Industry Co., Ltd. ...........        263
      22,000  Haseko Corp. (b)..........................         95
      56,000  Kumagai Gumi Co., Ltd. ...................        225
      12,000  Misawa Homes Co., Ltd. ...................        117
      18,000  Okumura Corp. ............................        150
      20,000  Penta-Ocean Construction Co., Ltd. .......        135
      61,000  Sekisui House Ltd. .......................        695
      59,000  Shimizu Corp. ............................        651
      43,000  Taisei Corp. .............................        305
                                                          ---------
                                                              2,755
                                                          ---------
Consumer Goods & Services (0.2%):
      31,000  Nippon Sheet Glass........................        152
      45,000  Toto......................................        677
                                                          ---------
                                                                829
                                                          ---------
Data Processing & Reproduction (0.3%):
     117,000  Fujitsu Ltd. .............................      1,067
                                                          ---------
Distribution (0.4%):
      72,000  Itochu Corp. .............................        503
     226,000  Tomen Corp. ..............................        867
                                                          ---------
                                                              1,370
                                                          ---------
Diversified (0.1%):
       9,000  Amano Corp. ..............................        134
       4,000  Sanrio Co., Ltd. (b)......................         46
      18,000  Yamaha Corp. .............................        297
                                                          ---------
                                                                477
                                                          ---------
Electrical & Electronic (0.6%):
      10,000  Kyocera Corp. ............................        707
     116,000  Mitsubishi Electric Corp. ................        808
      17,000  Omron Corp. ..............................        361
</TABLE>
 
CONTINUED
 
- ----66
<PAGE>   784
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
JAPAN, CONTINUED:
Electrical & Electronic, continued:
<C>           <S>                                         <C>
       7,000  Rohm......................................  $     462
                                                          ---------
                                                              2,338
                                                          ---------
Electrical Equipment (0.1%):
       7,100  SMC Corporation...........................        549
                                                          ---------
Electronic Components/Instruments (0.9%):
      11,000  Fanuc Co. Ltd. ...........................        437
       3,100  Hirose Electric...........................        191
     167,000  Hitachi Ltd. .............................      1,553
      68,000  NEC Corp. ................................        738
      23,000  Yokogawa Electric Corp. ..................        231
                                                          ---------
                                                              3,150
                                                          ---------
Energy (0.8%):
      51,000  Cosmo Oil Co., Ltd. ......................        315
     211,000  Japan Energy Corp. (Nikko Kyodo Co.,
                Ltd.)...................................        783
     264,000  Nippon Oil Co., Ltd. .....................      1,788
                                                          ---------
                                                              2,886
                                                          ---------
Engineering (0.5%):
       9,000  Daito Trust Construction Co. .............        135
      36,000  Fujita Corp. .............................        167
      33,000  Hazama Gumi...............................        144
      33,000  Kajima Corp. .............................        340
       9,900  Kinden Corp. .............................        157
      19,000  Nishimatsu Construction...................        208
      53,000  Obayashi Gumi.............................        479
       6,000  TOA Corp. ................................         41
                                                          ---------
                                                              1,671
                                                          ---------
Entertainment (0.0%):
       8,000  Tokyo Dome Corp. .........................        161
                                                          ---------
Financial Services (1.6%):
      11,000  Acom Co., Ltd. (b)........................        430
     125,000  Daiwa Securities Co. Ltd. ................      1,607
      59,000  Mitsubishi Trust & Banking Co. ...........        995
      18,000  Nikko Securities Co. .....................        202
      11,000  Nippon Shinpan Co. .......................         78
      83,000  Nomura Securities Co. ....................      1,619
       6,000  Orix Corp. ...............................        222
      76,000  Yamaichi Securities, Ltd. ................        521
      43,000  Yasuda Trust & Banking....................        272
                                                          ---------
                                                              5,946
                                                          ---------
Food & Household Products (0.5%):
      13,000  Ajinomoto Co., Inc. ......................        155
      39,000  Kao Corp. ................................        526
      62,000  Nippon Meat Packers, Inc. ................        882
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
JAPAN, CONTINUED:
Food & Household Products, continued:
<C>           <S>                                         <C>
       4,000  Nissin Food Products......................  $     102
                                                          ---------
                                                              1,665
                                                          ---------
Food Products & Services (0.2%):
      24,000  Daiei Inc. ...............................        289
      29,000  House Foods Industry......................        550
                                                          ---------
                                                                839
                                                          ---------
Forest Products (0.3%):
      22,000  Honshu Paper Co., Ltd. ...................        156
      71,000  New Oji Paper Co., Ltd. ..................        612
      44,000  Nippon Paper Industries Co. ..............        275
                                                          ---------
                                                              1,043
                                                          ---------
Health & Personal Care (0.6%):
       9,000  Chugai Pharmaceutical Ltd. ...............         88
      20,000  Kyowa Hakko Kogyo Co., Ltd. ..............        191
      21,000  Lion Corp. ...............................        126
      27,000  Sankyo Co. ...............................        699
      57,000  Yamanouchi Pharmaceutical Co., Ltd. ......      1,237
                                                          ---------
                                                              2,341
                                                          ---------
Hotels & Lodging (0.0%):
       5,000  Fujita Kanko, Inc. .......................        100
                                                          ---------
Industrial Goods & Services (0.7%):
      57,000  Bridgestone Corp. ........................      1,086
      33,000  Mitsui Engineering & Shipbuilding Co.
                (b).....................................        100
      14,000  NGK Insulators Ltd. ......................        157
      50,000  Nippon Denso Ltd. ........................      1,085
      15,000  Sumitomo Electric Industries..............        215
                                                          ---------
                                                              2,643
                                                          ---------
Insurance (0.3%):
      39,000  Mitsui Marine & Fire Insurance Co. .......        310
      13,650  Nichido Fire & Marine Insurance Co.,
                Ltd. ...................................        105
      11,000  Nippon Fire & Marine Insurance Co. .......         72
      22,000  Sumitomo Marine & Fire Insurance Co. .....        192
      43,000  Tokio Marine & Fire Insurance Co. ........        572
                                                          ---------
                                                              1,251
                                                          ---------
Jewelry (0.1%):
      40,000  Citizen Watch.............................        333
                                                          ---------
Leasing (0.1%):
      45,000  Yamato Transport..........................        529
                                                          ---------
Machinery & Equipment (1.5%):
      20,000  Chiyoda Chemical Engineering..............        237
       9,000  Daifuku...................................        138
      15,000  Daikin Industries.........................        164
</TABLE>
 
CONTINUED
 
                                                                          67----
<PAGE>   785
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
JAPAN, CONTINUED:
Machinery & Equipment, continued:
<C>           <S>                                         <C>
       7,000  Ebara.....................................  $     112
      58,000  Iseki & Co. (b)...........................        268
      49,000  Komatsu...................................        482
      40,000  Koyo Seiko Co., Ltd. .....................        390
      26,000  Kubota Corp. .............................        171
      32,000  Minebea Co., Ltd. ........................        269
     229,000  Mitsubishi Heavy Industries...............      1,990
       4,000  Mori Seiki................................         80
      58,000  Niigata Engineering.......................        221
      25,000  NSK Ltd. .................................        189
      37,000  NTN Corp. ................................        261
      11,000  Tokyo Electron Ltd. ......................        320
                                                          ---------
                                                              5,292
                                                          ---------
Manufacturing--Capital Goods (0.6%):
      42,000  Fujikura..................................        348
      16,000  Kokuyo Co., Ltd. .........................        442
      21,000  Makita Corp. .............................        341
      15,000  Murata Manufacturing......................        567
      22,000  Noritake Co., Ltd. .......................        229
      22,000  Topy Industries Co. ......................        107
                                                          ---------
                                                              2,034
                                                          ---------
Manufacturing--Consumer Goods (0.7%):
      69,000  Canon Inc. ...............................      1,434
      33,000  Fuji Photo Film Ltd. .....................      1,041
       5,000  Sega Enterprise Ltd. .....................        233
                                                          ---------
                                                              2,708
                                                          ---------
Materials (0.0%):
      15,000  Sumitomo Cement...........................         73
                                                          ---------
Merchandising (0.7%):
      28,000  Ito Yokado Ltd. ..........................      1,687
      14,000  Jusco Ltd. ...............................        458
      10,000  Marui Ltd. ...............................        222
         900  Seven-Eleven Japan Ltd. ..................         57
                                                          ---------
                                                              2,424
                                                          ---------
Metals & Mining (0.4%):
      32,000  Furukawa Electric.........................        191
      66,000  Japan Steel Works.........................        217
      67,000  Mitsubishi Materials Corp. ...............        364
      30,000  Mitsui Mining Co., Ltd. (b)...............        168
      30,000  Mitsui Mining & Smelting..................        123
      22,000  Sumitomo Metal & Mining...................        190
      44,000  Toho Zinc.................................        282
                                                          ---------
                                                              1,535
                                                          ---------
Miscellaneous Materials & Commodities (0.1%):
      20,000  Asahi Glass Co., Ltd. (b).................        239
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
JAPAN, CONTINUED:
<C>           <S>                                         <C>
Office Equipment & Services (0.3%):
      57,000  Dai Nippon Printing Co., Ltd. ............  $   1,102
                                                          ---------
Oil & Gas Exploration, Production & Service (0.3%):
       9,000  Arabian Oil Co. ..........................        421
       9,000  Showa Shell Sekiyu KK.....................         94
      66,000  Teikoko Oil...............................        452
                                                          ---------
                                                                967
                                                          ---------
Oil & Gas Transmission (0.1%):
      10,000  Iwatani International Corp. ..............         58
      17,000  Mitsubishi Oil Co. .......................        145
                                                          ---------
                                                                203
                                                          ---------
Packaging (0.1%):
       7,000  Toyo Seikan Kaisha........................        244
                                                          ---------
Pharmaceuticals (0.2%):
      12,000  Meiji Seika...............................         74
      13,000  Shionogi& Co. ............................        112
      29,000  Taisho Pharmacuetical.....................        627
                                                          ---------
                                                                813
                                                          ---------
Real Estate (0.7%):
      98,000  Mitsubishi Estate Co. ....................      1,349
      75,000  Mitsui Fudosan............................      1,012
                                                          ---------
                                                              2,361
                                                          ---------
Restaurants (0.0%):
       8,000  Skylark...................................        168
                                                          ---------
Retail Stores/Catalog (0.4%):
      10,000  Hankyu Department Stores..................        131
      12,000  Isetan....................................        182
      52,000  Nichii Co., Ltd. .........................        863
      26,000  Takashimaya Co. ..........................        403
                                                          ---------
                                                              1,579
                                                          ---------
Services (0.4%):
      12,000  Secom.....................................        792
      35,000  Toppan Printing...........................        511
                                                          ---------
                                                              1,303
                                                          ---------
Steel (0.9%):
      53,000  Daido Steel Co. ..........................        262
      27,000  Japan Metals & Chemicals (b)..............        143
     164,000  Kawasaki Steel Corp. .....................        591
     199,000  Nippon Kokan (b)..........................        602
      57,000  Nippon Metal Industry.....................        282
     280,000  Nippon Steel Corp. .......................        960
     125,000  Sumitomo Metal Industries.................        383
                                                          ---------
                                                              3,223
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----68
<PAGE>   786
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
JAPAN, CONTINUED:
<C>           <S>                                         <C>
Storage (0.1%):
      34,000  Mitsui-Soko...............................  $     307
                                                          ---------
Textile Products (0.4%):
     244,000  Kanebo Ltd. (b)...........................        727
      15,000  Kurabo Industries.........................         60
      31,000  Kuraray Co., Ltd. ........................        348
      13,000  Nisshinbo Industries......................        128
      12,000  Teijin....................................         65
      27,000  Toyobo....................................        101
      48,000  Unitika, Ltd. (b).........................        145
                                                          ---------
                                                              1,574
                                                          ---------
Transportation--Road & Railroad (1.0%):
      73,000  Hankyu Corp. .............................        427
      29,870  Keihin Electric Express Railway...........        177
     250,290  Kinki Nippon Railway......................      1,800
      47,000  Nippon Express Co. .......................        459
      35,020  Odakyu Railway............................        236
      18,000  Tobu Railway..............................        118
      46,000  Tokyo Corp. ..............................        350
                                                          ---------
                                                              3,567
                                                          ---------
Transportation & Shipping (0.2%):
       8,000  Kamigumi Co., Ltd. .......................         73
      18,000  Mitsui O.S.K. Lines, Ltd. (b).............         62
      27,000  Nippon Yusen..............................        156
       9,000  Seino Transportation......................        142
     123,000  Showa Line, Ltd. (b)......................        258
                                                          ---------
                                                                691
                                                          ---------
Utilities--Electric & Gas (1.3%):
      69,300  Kansai Electric Power.....................      1,586
      82,000  Osaka Gas Co., Ltd. ......................        300
      22,200  Tohoku Electric Power.....................        496
      80,500  Tokyo Electric Power......................      2,040
      92,000  Tokyo Gas Ltd. ...........................        336
                                                          ---------
                                                              4,758
                                                          ---------
Wholesale & International Trade (0.7%):
     123,000  Marubeni Corp. ...........................        673
      59,000  Mitsubishi Corp. .........................        775
      59,000  Mitsui & Co. .............................        534
      40,000  Sumitomo Corp. ...........................        355
                                                          ---------
                                                              2,337
                                                          ---------
  Total Japan                                               115,420
                                                          ---------
MALAYSIA (0.5%):
Agriculture (0.1%):
      94,000  Highlands & Lowlands Berhad...............        167
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
MALAYSIA, CONTINUED:
Agriculture, continued:
<C>           <S>                                         <C>
     146,000  Industrial Oxygen, Inc. Berhad............  $     202
                                                          ---------
                                                                369
                                                          ---------
Building Products (0.0%):
      80,000  Pan Malaysia Cement Works.................         88
                                                          ---------
Engineering (0.1%):
      86,000  Promet Berhad (b).........................         85
      18,585  United Engineers Berhad...................        129
                                                          ---------
                                                                214
                                                          ---------
Financial Services (0.1%):
      99,000  Idris Hydraulic Berhad (b)................        129
      94,000  Rashid Hussain............................        345
                                                          ---------
                                                                474
                                                          ---------
Food Products & Services (0.1%):
      70,000  Nestle Berhad.............................        564
                                                          ---------
Forest Products (0.0%):
      20,500  Land & General Holdings Berhad............         51
                                                          ---------
Hotels & Lodging (0.0%):
      29,500  Faber Group (b)...........................         31
                                                          ---------
Utilities--Electric & Gas (0.1%):
      51,000  Tenaga Nasional Berhad....................        214
                                                          ---------
  Total Malaysia                                              2,005
                                                          ---------
MEXICO (0.8%):
Beverages & Tobacco (0.0%):
       5,000  Grupo Continental SA, Series CP...........         19
      12,000  Grupo Embotelladoras de Mexico SA de CV
                (b).....................................         21
                                                          ---------
                                                                 40
                                                          ---------
Brewery (0.0%):
      13,000  Fomento Economico.........................         37
                                                          ---------
Building Products (0.1%):
       8,000  Apasco SA de CV...........................         44
      31,330  Cementos de Mexico SA de CV, Class A......        113
      16,200  Cementos de Mexico SA de CV, Class B......         64
       7,000  Cemex, SA de CV...........................         25
      17,960  Tolmex SA, Class B2 (b)...................         78
                                                          ---------
                                                                324
                                                          ---------
Diversified (0.1%):
      22,286  Alfa SA de CV.............................        100
       4,000  Desc SA de CV, Class A....................         21
       4,000  Desc SA de CV, Class B....................         22
         166  Desc SA de CV, Class C (b)................          1
</TABLE>
 
CONTINUED
 
                                                                          69----
<PAGE>   787
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
MEXICO, CONTINUED:
Diversified, continued:
<C>           <S>                                         <C>
      36,500  Grupo Carso SA, Class A1 (b)..............  $     259
                                                          ---------
                                                                403
                                                          ---------
Engineering (0.0%):
       4,000  Empresas ICA Sociedad Controladora SA.....         56
      14,000  Grupo Tribasa SA de CV (b)................         40
                                                          ---------
                                                                 96
                                                          ---------
Financial Services (0.0%):
      32,000  Grupo Financiero Banamex, Class B (b).....         67
      75,000  Grupo Financiero Bancomer, Class B (b)....         33
                                                          ---------
                                                                100
                                                          ---------
Food & Household Products (0.2%):
      29,000  Kimberly-Clark de Mexico, Class A.........        528
                                                          ---------
Industrial Goods & Service (0.0%):
       7,000  Grupo Industrial, Class A.................         32
                                                          ---------
Merchandising (0.1%):
      38,000  Cifra SA de CV, Class B (b)...............         55
      51,000  Cifra SA de CV, Class C (b)...............         73
                                                          ---------
                                                                128
                                                          ---------
Metals & Mining (0.1%):
      18,000  Grupo Mexico SA (b).......................         55
      13,000  Industria Penoles.........................         60
                                                          ---------
                                                                115
                                                          ---------
Retail--General Merchandise (0.0%):
      39,000  Controladora Comercial Mexicana (b).......         36
                                                          ---------
Retail Stores/Catalog (0.0%):
      37,000  Cifra SA de CV............................         54
      42,000  El Puerto de Liverpool SA de CV...........         35
       4,000  Sears Roebuck De Mexico SA de CV (b)......         10
                                                          ---------
                                                                 99
                                                          ---------
Steel (0.0%):
       6,000  Altos Hornos de Mexico SA (b).............         49
       6,000  Hylsamex SA de CV.........................         26
                                                          ---------
                                                                 75
                                                          ---------
Telecommunications (0.2%):
       9,000  Grupo Televisa SA.........................        141
     269,000  Telefonos de Mexico SA....................        457
                                                          ---------
                                                                598
                                                          ---------
Tobacco (0.0%):
      17,000  Empresas La Modern........................         76
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
MEXICO, CONTINUED:
<C>           <S>                                         <C>
Transportation--Shipping (0.0%):
      29,880  Vitro SA..................................  $      69
                                                          ---------
Wholesale Distribution (0.0%):
      37,500  Grupo Casa Autrey SA de CV................         82
                                                          ---------
  Total Mexico                                                2,838
                                                          ---------
NETHERLANDS (2.6%):
Appliances & Household Products (0.1%):
      11,100  Philips Electronics NV....................        361
                                                          ---------
Banking (0.3%):
      20,150  ABN Amro Holdings NV......................      1,081
                                                          ---------
Beverages & Tobacco (0.1%):
       1,625  Heineken NV...............................        363
                                                          ---------
Broadcasting & Publishing (0.2%):
      42,700  Elsevier NV...............................        648
                                                          ---------
Chemicals (0.2%):
       5,500  Akzo Nobel NV.............................        659
       1,550  DSM NV....................................        154
                                                          ---------
                                                                813
                                                          ---------
Energy (0.9%):
      19,850  Royal Dutch Petroleum Co. NV..............      3,066
                                                          ---------
Financial Services (0.4%):
      51,650  Internationale Nederlanden Group NV.......      1,540
                                                          ---------
Food Products & Services (0.2%):
       5,700  Unilever NV...............................        825
                                                          ---------
Services (0.2%):
      17,050  Koninklijke PTT Nederland NV..............        645
                                                          ---------
  Total Netherlands                                           9,342
                                                          ---------
NEW ZEALAND (0.4%):
Appliances & Household Products (0.0%):
      52,200  Fisher & Paykel Industries................        167
                                                          ---------
Beverages & Tobacco (0.1%):
      78,200  Lion Nathan, Ltd. ........................        204
                                                          ---------
Broadcasting & Publishing (0.1%):
      34,837  Wilson & Horton, Ltd. ....................        232
                                                          ---------
Telecommunications (0.2%):
     205,400  Telecom Corp. of New Zealand, Ltd. .......        861
                                                          ---------
  Total New Zealand                                           1,464
                                                          ---------
NORWAY (0.6%):
Engineering (0.1%):
       6,090  Kvaerner A/S, Class A.....................        257
                                                          ---------
Entertainment (0.0%):
      42,880  NCL Holdings A/S (b)......................         98
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----70
<PAGE>   788
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
NORWAY, CONTINUED:
<C>           <S>                                         <C>
Forest Products (0.1%):
       6,640  Norske Skogsindustrier A/S, Class B.......  $     185
                                                          ---------
Medical Equipment & Supplies (0.0%):
      12,800  Hafslund A/S Class A......................         81
                                                          ---------
Oil & Gas Exploration, Production & Services (0.4%):
       8,400  Aker A/S, Class A.........................        161
       5,880  Aker A/S, Class B.........................        105
      26,160  Norsk Hydro A/S...........................      1,281
                                                          ---------
                                                              1,547
                                                          ---------
Pharmaceuticals (0.0%):
      12,800  Nycomed ASA, Class B (b)..................        177
                                                          ---------
  Total Norway                                                2,345
                                                          ---------
PHILLIPINES (1.0%):
Agriculture (0.0%):
     310,700  Vitarich Corp. ...........................         37
                                                          ---------
Banking & Financial Services (0.2%):
       4,500  Far East Bank & Trust.....................        158
      10,230  Metropolitan Bank & Trust.................        287
      10,800  Phillippine Commercial International Bank
                (b).....................................        135
      15,390  Philippine National Bank..................        257
                                                          ---------
                                                                837
                                                          ---------
Beverages & Tobacco (0.1%):
      54,637  San Miguel Corp., Class B.................        189
                                                          ---------
Building Products (0.0%):
     353,000  Southeast Asia Cement Holding, Inc. (b)...         46
                                                          ---------
Diversified (0.1%):
     162,960  Ayala Corp., Class B......................        308
      38,000  Metro Pacific Corp. ......................         11
                                                          ---------
                                                                319
                                                          ---------
Homebuilders (0.0%):
      63,000  C&P Homes.................................         55
                                                          ---------
Oil & Gas Exploration, Production & Services (0.1%)
     832,125  Petron Corp. .............................        381
                                                          ---------
Real Estate (0.3%):
     508,750  Ayala Land, Inc., Class B.................        912
      78,000  Filinvest Land, Inc. (b)..................         32
     246,000  Prime Holdings, Inc. .....................         64
                                                          ---------
                                                              1,008
                                                          ---------
Telecommunications (0.1%):
      18,800  Filipino Telephone (b)....................         29
       7,400  Philippine Long Distance Telephone Co.....        441
                                                          ---------
                                                                470
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
PHILLIPINES, CONTINUED:
<C>           <S>                                         <C>
Utilities--Electric & Gas (0.1%):
      21,450  Manila Electric Co., Class B..............  $     225
                                                          ---------
  Total Philippines                                           3,567
                                                          ---------
PORTUGAL (0.7%):
Banking (0.3%):
      25,070  Banco Commercial Portuguese...............        296
      23,751  Banco Espirito Santo e Commerical de
                Lisboa..................................        381
      13,900  Banco Internacional do Funchal............        132
      16,927  Banco Portuguese de Investimento-Soc
                Gestora De Participacces Sociais SA.....        214
       1,000  Banco Totta & Acores......................         20
                                                          ---------
                                                              1,043
                                                          ---------
Beverages & Tobacco (0.1%):
      15,740  Unicer-Unioa Cervejiera...................        280
                                                          ---------
Building Products (0.0%):
       1,300  Cimpor Cimentos de Portugal SA............         27
                                                          ---------
Food & Household Products (0.1%):
       3,800  Jeronimo Martins & Filho..................        342
                                                          ---------
Forest Products (0.0%):
       5,450  Soporcel (b)..............................        120
                                                          ---------
Industrial Holding Company (0.1%):
      13,800  Sonae Industria e Investimentos...........        358
                                                          ---------
Insurance (0.0%):
       6,100  Companhia de Seguros Tranquilidade........        113
                                                          ---------
Retail--General Merchandise (0.1%):
       9,000  Modelo Continente Sociedade Gestora de
                Participacoes Sociais SA................        262
                                                          ---------
Telecommunications (0.0%):
       5,000  Portugal Telecom SA.......................        131
                                                          ---------
  Total Portugal                                              2,676
                                                          ---------
SINGAPORE (0.4%):
Engineering (0.0%):
      12,000  Promet Berhad.............................         12
                                                          ---------
Lodging (0.1%):
     243,000  Hotel & Properties Ltd....................        431
                                                          ---------
Telecommunications (0.1%):
     148,000  Singapore Telecommunications Ltd. ........        394
                                                          ---------
Transportation & Shipping (0.2%):
     468,000  Chuan Hup Holdings........................        358
     229,000  Neptune Orient Lines......................        240
                                                          ---------
                                                                598
                                                          ---------
  Total Singapore                                             1,435
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          71----
<PAGE>   789
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
<C>           <S>                                         <C>
SOUTH AFRICA (0.7%):
Banking & Financial Services (0.1%):
       4,700  Nedcor Ltd. ..............................  $      71
       2,600  Standard Bank Investment (b)..............        102
                                                          ---------
                                                                173
                                                          ---------
Brewery (0.1%):
       6,600  South African Breweries Ltd. .............        194
                                                          ---------
Diversified (0.1%):
       4,600  Anglovaal Industries Ltd. (b).............         23
       3,200  Barlow Ltd. ..............................         34
       7,500  C.G. Smith Ltd. ..........................         39
      30,700  Gencor Ltd. ..............................        113
       7,500  Malbak Ltd. ..............................         37
      11,600  Rembrandt Group Ltd. .....................        109
                                                          ---------
                                                                355
                                                          ---------
Engineering (0.0%):
       8,100  Murray & Roberts Holdings Ltd. ...........         32
                                                          ---------
Entertainment (0.0%):
      17,100  Sun International Ltd. ...................         18
                                                          ---------
Financial Services (0.0%):
       6,900  First National Bank Holdings Ltd. ........         50
       9,200  Amalgamated Banks of South Africa.........         51
                                                          ---------
                                                                101
                                                          ---------
Food & Household Products (0.0%):
       3,400  Tiger Oats Ltd. ..........................         48
                                                          ---------
Forest Products (0.0%):
      11,100  Nampak Ltd. ..............................         46
       9,500  Sappi Ltd. ...............................        105
                                                          ---------
                                                                151
                                                          ---------
Industrial Goods & Services (0.0%):
       1,100  Anglo American Industrial Corp. Ltd. .....         44
                                                          ---------
Insurance (0.1%):
       5,300  Liberty Life Association of Africa
                Ltd. ...................................        170
       4,100  Southern Life Assoc. Ltd. ................         47
                                                          ---------
                                                                217
                                                          ---------
Metals & Mining (0.3%):
       5,200  Anglo American Corp of South Africa
                Ltd. ...................................        330
         500  Anglo American Gold Investment............         44
       8,400  DeBeers Consolidated Mines Ltd. ..........        289
       3,200  Driefontein Consolidated Ltd. ............         43
       1,500  Gold Fields of South Africa Ltd. .........         45
       3,400  Johnnies Industrial Corp. Ltd. ...........         42
       3,800  Kloof Gold Mining Company Ltd. ...........         36
       8,200  Randfontein Estates Gold Mining Co. (b)...         50
       4,700  Rustenburg Platinum Holdings Ltd. ........         73
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
SOUTH AFRICA, CONTINUED:
Metals & Mining, continued:
<C>           <S>                                         <C>
       4,100  Samancor Ltd. ............................  $      53
                                                          ---------
                                                              1,005
                                                          ---------
Oil & Gas Exploration Products & Services (0.0%):
      13,100  Sasol Ltd. ...............................        142
                                                          ---------
  Total South Africa                                          2,480
                                                          ---------
SPAIN (3.4%):
Automotive (0.0%):
       3,200  FAS-Renault Fabricacio....................         70
                                                          ---------
Banking (0.8%):
      27,300  Banco Bilbao Vizcaya, Registered..........      1,105
      11,300  Banco Central SA Spanish, Registered......        230
      17,900  Banco de Santander SA, Registered.........        835
      14,200  Corporacion Bancaria de Espana SA.........        619
                                                          ---------
                                                              2,789
                                                          ---------
Beverages & Tobacco (0.1%):
       7,400  El Aguila SA (b)..........................         46
       6,000  Tabacalera Spanish SA, Registered.........        302
                                                          ---------
                                                                348
                                                          ---------
Building Products (0.0%):
      13,900  Uralita SA................................        130
                                                          ---------
Chemicals (0.0%):
      26,900  Ercros SA (b).............................         16
                                                          ---------
Energy (0.3%):
      30,200  Repsol SA.................................      1,050
                                                          ---------
Food & Household Products (0.1%):
      16,900  Ebro Agricolas, Compania de Alimentacion
                SA......................................        195
                                                          ---------
Forest Products (0.0%):
       4,600  Empresa Nacional de Celulosas.............         65
      16,800  Sarrio SA.................................         55
                                                          ---------
                                                                120
                                                          ---------
Industrial Holding Companies (0.1%):
       5,600  Alba......................................        466
                                                          ---------
Insurance (0.0%):
       2,300  Corporacion Mafre cia International SA....        117
                                                          ---------
Miscellaneous Materials & Commodities (0.0%):
       6,400  Viscofan Industria Navarra de Envolturas
                Celulosicas.............................        101
                                                          ---------
Real Estate (0.1%):
       8,200  Inmobiliaria Metropolitana Vasco Central
                SA......................................        280
</TABLE>
 
CONTINUED
 
- ----72
<PAGE>   790
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
SPAIN, CONTINUED:
Real Estate, continued:
<C>           <S>                                         <C>
       8,300  Vallehermoso SA...........................  $     164
                                                          ---------
                                                                444
                                                          ---------
Steel (0.1%):
       3,180  Acerinox SA, Registered...................        331
                                                          ---------
Telecommunications (0.6%):
     110,000  Telefonica de Espana......................      2,025
                                                          ---------
Utilities--Electric & Gas (1.2%):
      27,200  Empresa Nacional de Electricidad SA.......      1,695
       2,800  Fomento de Construcciones y Contrates
                SA......................................        232
       5,100  Gas Natural SDG SA........................      1,070
     100,700  Iberdrola SA..............................      1,033
      48,310  Union Electric Fenosa SA..................        310
                                                          ---------
                                                              4,340
                                                          ---------
  Total Spain                                                12,542
                                                          ---------
SWEDEN (1.6%):
Automotive (0.1%):
      14,500  Volvo AB, Class B.........................        330
                                                          ---------
Banking & Financial Services (0.1%):
      20,200  Skandiaviska Enskilda Banken, Class A.....        161
         800  Svenska Handlesbanken, Class A............         16
      11,150  Svenska Handlesbanken, Class A............        233
                                                          ---------
                                                                410
                                                          ---------
Engineering (0.1%):
       2,350  ABB AB, Class A...........................        249
         800  ABB AB, Class B...........................         84
       4,150  Skanska AB, Class B.......................        147
                                                          ---------
                                                                480
                                                          ---------
Forest Products (0.2%):
      14,000  Stora Kopparberg..........................        185
       5,750  Stora Kopparberg, Class B.................         76
      15,500  Svenska Cellulosa, Class B................        319
                                                          ---------
                                                                580
                                                          ---------
Insurance (0.0%):
       4,200  Skandia Forsakrings AB....................        111
                                                          ---------
Machinery & Equipment (0.1%):
      13,300  Atlas Copco AB, Class A...................        247
       1,000  Atlas Copco AB, Class B...................         19
                                                          ---------
                                                                266
                                                          ---------
Manufacturing--Consumer Goods (0.1%):
       4,450  Electrolux AB, Class B....................        224
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
SWEDEN, CONTINUED:
<C>           <S>                                         <C>
Metals & Mining (0.0%):
       1,750  S.K.F. AB, Class B........................  $      42
       7,150  Trelleborg AB, Class B....................         89
                                                          ---------
                                                                131
                                                          ---------
Office Equipment & Services (0.0%):
       4,600  Esselte AB, Class B.......................         94
                                                          ---------
Pharmaceuticals (0.5%):
      29,850  Astra AB, Class A.........................      1,318
       9,850  Astra AB, Class B.........................        429
                                                          ---------
                                                              1,747
                                                          ---------
Retail--Special Line (0.2%):
       6,400  Hennes & Mauritz AB, Class B..............        593
                                                          ---------
Telecommunications (0.2%):
      29,800  Telelfonaktiebolaget LM Ericsson..........        642
                                                          ---------
Tobacco (0.0%):
      14,500  Swedish Match AB (b)......................         45
                                                          ---------
  Total Sweden                                                5,653
                                                          ---------
SWITZERLAND (1.8%):
Banking (0.1%):
       1,080  Swiss Bank Corp. .........................        213
                                                          ---------
Consumer Goods (0.1%):
       1,150  Societe Suisse pour la Microelectronique
                et l'Horlogerie.........................        180
                                                          ---------
Diversified (0.1%)
         260  ABB AG....................................        321
         150  Alusuisse-Lonza Holding AG................        124
                                                          ---------
                                                                445
                                                          ---------
Financial Services (0.3%):
       4,510  CS Holdings...............................        429
         624  Union Bank of Switzerland.................        610
                                                          ---------
                                                              1,039
                                                          ---------
Food Products & Services (0.2%):
         570  Nestle SA, Registered.....................        651
                                                          ---------
Insurance (0.1%):
         390  Swiss Reinsurance Co. ....................        400
                                                          ---------
Pharmaceuticals (0.9%):
         600  Ciba Geigy AG.............................        731
         130  Roche Holdings............................        992
          40  Roche Holdings AG Genusscheine............        497
       1,000  Sandoz AG, Registered.....................      1,143
                                                          ---------
                                                              3,363
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          73----
<PAGE>   791
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
SWITZERLAND, CONTINUED:
<C>           <S>                                         <C>
Transportation & Shipping (0.0%):
         100  Danzas Holding AG, Registered.............  $     109
                                                          ---------
  Total Switzerland                                           6,400
                                                          ---------
THAILAND (0.8%):
Airlines (0.1%):
      95,200  Thai Airways International Public Co.
                Ltd. ...................................        202
      41,000  Thai Airways International Public Co. Ltd.
                Foreign Registered Shares...............         91
                                                          ---------
                                                                293
                                                          ---------
Banking (0.4%):
     211,190  Krung Thai Bank Ltd. .....................        965
      41,800  The Bangkok Bank..........................        566
                                                          ---------
                                                              1,531
                                                          ---------
Metals & Mining (0.1%):
     235,500  Padaeng Industries (b)....................        120
                                                          ---------
Telecommunications (0.2%):
      30,000  Advanced Information Services PLC.........        470
       7,700  Shinawatra Computers & Communication......        166
      76,700  Telecomasia Corp. ........................        163
                                                          ---------
                                                                799
                                                          ---------
  Total Thailand                                              2,743
                                                          ---------
TURKEY (1.1%):
Appliances & Household Products (0.0%):
   1,243,103  Arcelik AS................................        115
                                                          ---------
Automotive (0.1%):
     236,000  Otosan Otomobil Sanayii AS................         80
   1,790,400  Tofas Turk Otomobil Fabrikas..............         86
                                                          ---------
                                                                166
                                                          ---------
Banking & Financial Services (0.2%):
   2,333,400  Akbank....................................        281
   4,806,400  Turkiye Garanti Bankasi AS................        328
                                                          ---------
                                                                609
                                                          ---------
Beverages & Tobacco (0.1%):
     143,640  Ericiyas Biracilik ve Malt Sanayii........         81
     301,540  Ege Biracilik ve Malt Sanayi..............        138
                                                          ---------
                                                                219
                                                          ---------
Building Products (0.1%):
     424,000  Akcimento Ticaret AS......................         38
     167,316  Cimentas AS...............................         37
      63,000  Cimsa Cimento Sanayi ve Ticaret AS........         36
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
TURKEY, CONTINUED:
Building Products, continued:
<C>           <S>                                         <C>
   1,090,565  Turk Sise ve Cam Fabrikalari (b)..........  $      86
                                                          ---------
                                                                197
                                                          ---------
Chemicals (0.1%):
     538,000  Petkim Petrokimya Holdings AS.............        255
                                                          ---------
Diversified (0.1%):
     657,000  Dogan Sirketler Grubu Holding AS..........         28
   1,082,900  Koc Holdings AS...........................        264
                                                          ---------
                                                                292
                                                          ---------
Electrical & Electronical (0.0%):
     251,000  Raks Electronik (b).......................         70
                                                          ---------
Financial Services (0.1%):
     469,000  Eczacibasi Yatirim Holdings Ortakligi
                (b).....................................         63
   1,759,000  Turkiye Is Bankasi AS, Class C............        163
   5,862,600  Yapi ve Kredi Bankasi AS..................        166
                                                          ---------
                                                                392
                                                          ---------
Food Products & Services (0.0%):
     178,687  Tat Konserve Sanayii AS...................         42
                                                          ---------
Forest Products (0.0%):
     291,000  Kartonsan Karton Sanayi ve Ticaret AS.....         25
                                                          ---------
Industrial Goods & Services (0.0%):
      84,000  Kordsa Kord Bezi Sanayi ve Ticaret AS.....         27
                                                          ---------
Manufacturing--Capital Goods (0.0%):
     342,000  Turk Demir Dokum Fabrikalari AS (b).......         21
                                                          ---------
Metals & Mining (0.1%):
   1,463,450  Eregli Demir ve Celik Fabrik..............        162
   4,190,516  Izmir Demir Celik Sanayi AS (b)...........         46
                                                          ---------
                                                                208
                                                          ---------
Oil & Gas Exploration, Production & Services (0.1%):
     280,555  Aygaz AS..................................         50
     429,600  Petrol Ofisi AS...........................        118
     834,865  Tupras Turkiye Petrol Rafinerileri AS
                (b).....................................        157
                                                          ---------
                                                                325
                                                          ---------
Telecommunications (0.0%):
     232,200  Netas Telekomunik.........................         55
                                                          ---------
Textile Products (0.0%):
     787,057  Aksa Akrilik Kimya Sanayii (b)............        165
                                                          ---------
Tire & Rubber (0.0%):
     179,000  Brisa Bridgestone Sabanci Lastik SAN, ve
                Ticaret.................................         72
      96,000  Goodyear Lastikleri TAS...................         39
                                                          ---------
                                                                111
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----74
<PAGE>   792
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
TURKEY, CONTINUED:
<C>           <S>                                         <C>
Transportation (0.1%):
   1,806,454  Turk Hava Tollari AS (b)..................  $     495
                                                          ---------
Utility--Electric & Gas (0.0%):
      96,000  Cukurova Elektrik AS......................         77
                                                          ---------
Wholesale Distribution (0.0%):
     110,000  Migros Turk TAS...........................         96
                                                          ---------
  Total Turkey                                                3,962
                                                          ---------
UNITED KINGDOM (7.0%):
Aerospace & Military Technology (0.2%):
      21,900  British Aerospace PLC.....................        332
      33,200  Rolls-Royce PLC...........................        116
      34,700  Smiths Industries PLC.....................        380
                                                          ---------
                                                                828
                                                          ---------
Airlines (0.1%):
      28,200  British Airways PLC.......................        243
                                                          ---------
Appliances & Household Products (0.1%):
      13,600  Thorn EMI PLC.............................        379
                                                          ---------
Banking (0.9%):
     160,400  Abbey National PLC........................      1,348
      74,500  Barclays Bank PLC.........................        895
      21,000  HSBC Holdings PLC.........................        329
      42,800  HSBC Holdings PLC.........................        656
      23,500  The Royal Bank of Scotland PLC............        180
                                                          ---------
                                                              3,408
                                                          ---------
Banking & Financial Services (0.1%):
      37,500  Allied Irish Banks PLC....................        196
                                                          ---------
Beverages & Tobacco (0.2%):
      49,400  Guinness PLC..............................        359
      50,200  Scottish & Newcastle PLC..................        514
                                                          ---------
                                                                873
                                                          ---------
Broadcasting/Cable (0.1%):
      43,500  British Sky Broadcasting Group PLC........        297
                                                          ---------
Building Products (0.1%):
      67,300  Camas.....................................         93
     158,800  Tarmac PLC................................        274
                                                          ---------
                                                                367
                                                          ---------
Chemicals (0.1%):
      15,700  Imperial Chemical PLC.....................        192
                                                          ---------
Conglomerates (0.2%):
      70,400  B.A.T. Industries PLC.....................        548
      53,500  Lonrho PLC................................        154
                                                          ---------
                                                                702
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
UNITED KINGDOM, CONTINUED:
<C>           <S>                                         <C>
Construction (0.0%):
      73,500  Taylor Woodrow PLC........................  $     178
                                                          ---------
Electrical & Electronic (0.2%):
      28,300  Bowthorpe PLC.............................        198
      49,800  Electrocomponents.........................        296
      47,300  General Electric Co. PLC..................        255
      22,300  Oxford Instruments PLC....................        171
                                                          ---------
                                                                920
                                                          ---------
Energy (0.3%):
     135,700  British Petroleum Co. PLC.................      1,190
                                                          ---------
Engineering (0.0%):
      24,700  Barratt Developments PLC..................         97
      56,460  Costain Group PLC (b).....................         34
                                                          ---------
                                                                131
                                                          ---------
Financial Services (0.2%):
     143,582  Lloyds TSB Group PLC......................        703
      36,700  St. James's Place Capital PLC.............         69
                                                          ---------
                                                                772
                                                          ---------
Food & Household Products (0.2%):
      42,285  Cadbury Schweppes PLC.....................        334
      18,700  Unilever PLC..............................        372
                                                          ---------
                                                                706
                                                          ---------
Health & Personal Care (0.7%):
     143,600  Glaxo Holdings PLC........................      1,933
      26,500  Zeneca Group PLC..........................        586
                                                          ---------
                                                              2,519
                                                          ---------
Industrial Holding Companies (0.5%):
      21,900  Bicc PLC..................................        106
     100,700  BTR PLC...................................        397
      94,200  Grand Metropolitan........................        625
     200,900  Hanson PLC................................        563
                                                          ---------
                                                              1,691
                                                          ---------
Insurance (0.2%):
      56,300  Commercial Union PLC......................        507
      18,600  Prudential Corp. PLC......................        117
      31,800  Royal Insurance Holdings PLC..............        197
                                                          ---------
                                                                821
                                                          ---------
Leisure (0.1%):
      21,600  Granada Group PLC.........................        289
                                                          ---------
Machinery & Equipment (0.1%):
      20,000  GKN PLC...................................        307
                                                          ---------
Merchandising (0.1%):
      42,900  Safeway PLC...............................        231
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          75----
<PAGE>   793
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
COMMON STOCKS, CONTINUED:
UNITED KINGDOM, CONTINUED:
<C>           <S>                                         <C>
Metals & Mining (0.1%):
      48,900  English China Clays PLC...................  $     197
                                                          ---------
Metals (Non-ferrous) (0.2%):
      42,500  RTZ Corp. ................................        629
                                                          ---------
Metals (Steel) (0.0%):
      67,600  British Steel PLC.........................        173
                                                          ---------
Miscellaneous Materials & Commodities (0.1%):
      61,200  Harrison & Crossfield PLC.................        130
      50,900  Pilkington PLC............................        143
                                                          ---------
                                                                273
                                                          ---------
Oil & Gas Exploration Products & Services (0.0%):
       3,300  Shell Transport & Trading Co. ............         48
                                                          ---------
Paper Products (0.1%):
      40,900  Rexam PLC.................................        216
                                                          ---------
Pharmaceuticals (0.2%):
      72,372  Smithkline Beecham PLC....................        774
                                                          ---------
Printing & Publishing (0.1%):
      42,600  Reuters Holdings PLC......................        516
                                                          ---------
Real Estate (0.2%):
      18,720  British Land Co. PLC......................        123
      48,600  Land Securities PLC.......................        471
                                                          ---------
                                                                594
                                                          ---------
Retail Stores/Catalog (0.7%):
      22,800  Great Universal Stores PLC................        232
      89,900  Marks & Spencer PLC.......................        657
      22,700  Next PLC..................................        199
      54,900  Sainsbury PLC.............................        323
     117,000  Tesco PLC.................................        535
      45,500  The Boots Co. PLC.........................        409
                                                          ---------
                                                              2,355
                                                          ---------
Road & Railroad (0.0%):
      18,600  Peninsular & Oriental Steam Navigation
                Co. ....................................        140
                                                          ---------
Telecommunications (0.5%):
     148,900  British Telecom PLC.......................        801
      65,100  Cable & Wireless PLC......................        431
     123,700  Vodaphone.................................        460
                                                          ---------
                                                              1,692
                                                          ---------
Utilities--Electric & Gas (0.1%):
      77,300  British Gas PLC...........................        216
      33,800  National Power PLC........................        273
                                                          ---------
                                                                489
                                                          ---------
  Total United Kingdom                                       25,336
                                                          ---------
<CAPTION>
 SHARES OR
 PRINCIPAL                     SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
<C>           <S>                                         <C>
UNITED STATES (0.9%):
Banking & Financial Services (0.0%):
       5,883  Banco O'Higgins ADR.......................  $     142
                                                          ---------
Beverages & Tobacco (0.1%):
       6,712  Compania Cervezas Unidas SA Produce ADR...        158
       4,066  Embotelladora Andina SA ADR...............        149
       2,500  Vina Concho Y Toro SA ADR.................         46
                                                          ---------
                                                                353
                                                          ---------
Chemicals (0.1%):
       6,409  Quimica Y Minera Chile SA ADR.............        348
                                                          ---------
Diversified (0.0%):
       1,615  U.S. Industries, Inc. (b).................         39
                                                          ---------
Forest Products (0.1%):
      11,887  Maderas Y Sinteticos ADR..................        211
                                                          ---------
Metals & Mining (0.1%):
       7,615  Madeco SA ADR.............................        214
                                                          ---------
Packaging (0.1%):
       8,500  Cristalerias de Chile ADR.................        200
                                                          ---------
Pharmaceuticals (0.0%):
       4,711  Laboratorio Chile SA ADR..................         64
                                                          ---------
Telecommunications (0.1%):
       3,796  Compania Telecomunicacion Chile ADR.......        372
                                                          ---------
Utilities--Electric (0.3%):
       4,662  Chilectra Metro SA ADR....................        257
      11,891  Chilenger SA ADR..........................        285
      19,962  Empresa Nacional de Electric ADR..........        429
      10,028  Enersis SA ADR............................        311
                                                          ---------
                                                              1,282
                                                          ---------
  Total United States                                         3,225
                                                          ---------
  Total Common Stocks                                       352,848
                                                          ---------
INVESTMENT COMPANIES (0.1%):
AUSTRALIA (0.1%):
     104,800  Stockland Trust Group.....................        239
                                                          ---------
TURKEY (0.0%):
     189,600  Koc Yatirim ve Sanayi Mamulleri Pazarlama
                SA......................................         31
                                                          ---------
  Total Investment Companies                                    270
                                                          ---------
PREFERRED STOCKS (1.2%):
AUSTRALIA (0.3%):
     223,350  News Corp. Ltd. ..........................      1,090
                                                          ---------
BRAZIL (0.1%):
Banking (0.1%):
  11,667,000  Banco Bradesco SA.........................         94
</TABLE>
 
CONTINUED
 
- ----76
<PAGE>   794
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
<TABLE>
<CAPTION>
   SHARES
OR PRINCIPAL                   SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
PREFERRED STOCKS, CONTINUED:
BRAZIL, CONTINUED:
Banking, continued:
<C>           <S>                                         <C>
     131,000  Banco Itau SA.............................  $      53
                                                          ---------
                                                                147
                                                          ---------
Electric Utility (0.0%):
     864,000  Cia Energetica de Sao Paolo...............         32
                                                          ---------
Forest Products (0.0%):
       2,000  Cia Suzano Papel e Celelose...............          8
                                                          ---------
Telecommunications (0.0%):
     550,000  Telecomunicacore de Sao Paolo SA..........        118
                                                          ---------
  Total Brazil                                                  305
                                                          ---------
GERMANY (0.8%):
Automotive (0.3%):
       3,660  Volkswagen AG.............................      1,003
                                                          ---------
Business Services (0.2%):
       5,300  SAP AG....................................        787
                                                          ---------
Engineering (0.3%):
      28,100  Rheinisch-Westfaelisches
                Elektrizitaetswerk AG...................        863
                                                          ---------
Textiles (0.0%):
         440  Escada AG.................................         77
                                                          ---------
  Total Germany                                               2,730
                                                          ---------
GREECE (0.0%):
Telecommunications (0.0%):
       6,900  Intracom SA...............................         73
                                                          ---------
  Total Preferred Stocks                                      4,198
                                                          ---------
<CAPTION>
   SHARES
OR PRINCIPAL                   SECURITY                    MARKET
   AMOUNT                    DESCRIPTION                    VALUE
- ------------  ------------------------------------------  ---------
<C>           <S>                                         <C>
RIGHTS (0.2%):
FRANCE (0.2%):
       2,483  Carrefour Rights..........................  $     686
                                                          ---------
  Total Rights                                                  686
                                                          ---------
WARRANTS (0.0%):
FRANCE (0.0%):
       7,750  Lagadere Group Warrants...................          5
                                                          ---------
HONG KONG (0.0%):
      16,400  Applied International Warrants............          1
                                                          ---------
ITALY (0.0%):
       1,780  Rinascente Warrants.......................          1
                                                          ---------
  Total Warrants                                                  7
                                                          ---------
U.S. TREASURY BILLS (0.0%):
$    150,000  9/12/96(c)................................        148
                                                          ---------
  Total U.S. Treasury Bills                                     148
                                                          ---------
  Total Investments, at value                               358,157
                                                          ---------
REPURCHASE AGREEMENTS (1.4%):
   4,945,000  State Street Bank, 4.75%, 7/1/96
                (Collateralized by $5,095,000 U.S.
                Treasury Bills, 9/5/96, market value
                $5,045).................................      4,945
                                                          ---------
  Total Repurchase Agreements                                 4,945
                                                          ---------
Total (Cost--$323,827)(a)                                  $363,102
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $364,435.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost basis for federal income tax purposes by the
           amount of losses recognized for financial reporting purposes in excess of federal income tax reporting of approximately
           $46 and other cost basis adjustments of approximately $809. Cost for federal income tax purposes differs from value by
           net unrealized appreciation of securities as follows:
</TABLE>
 
<TABLE>
<S>                                                                         <C>
Unrealized appreciation...................................................  $  50,900
Unrealized depreciation...................................................    (12,480)
                                                                            ---------
Net unrealized appreciation...............................................  $  38,420
                                                                            ---------
                                                                            ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Represents non-income producing income.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Serves as collateral for futures contacts.
</TABLE>
 
<TABLE>
<S>        <C>
ADR        American Depository Receipt
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          77----
<PAGE>   795
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERNATIONAL EQUITY INDEX FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands, except Shares or Principal Amount)
 
At June 30, 1996, the Fund's open forward currency contracts were as follows:
<TABLE>
<CAPTION>
                                                                DELIVERY     CONTRACT     CONTRACT     CONTRACT      MARKET
CURRENCY                                                          DATE         PRICE       AMOUNT        VALUE        VALUE
- -------------------------------------------------------------  -----------  -----------  -----------  -----------  -----------
<S>                                                            <C>          <C>          <C>          <C>          <C>
Short Contracts:
  European Currency Unit.....................................     9/19/96   $    0.8042  $       656   $     816    $     818
  Japanese Yen...............................................     9/12/96      108.3600       48,000         443          442
                                                                                                      -----------  -----------
Total Short Contracts                                                                                  $   1,259    $   1,260
                                                                                                      -----------  -----------
                                                                                                      -----------  -----------
Long Contracts:
  European Currency Unit.....................................     9/19/96   $    0.8052  $       450   $     559    $     561
  European Currency Unit.....................................     9/19/96        0.8043          700         870          872
  European Currency Unit.....................................     9/19/96        0.8065          450         558          561
  European Currency Unit.....................................     9/19/96        0.8092          635         785          792
  European Currency Unit.....................................     9/19/96        0.8062          400         496          499
  Japanese Yen...............................................     9/12/96      106.4000       22,700         213          209
  Japanese Yen...............................................     9/12/96      106.7000       70,000         656          644
  Japanese Yen...............................................     9/12/96      107.6300      191,600       1,780         1765
  Phillipine Peso............................................      7/1/96       26.1600        3,106         119          119
  Turkish Lire...............................................      7/1/96        81,706    4,167,019          51           51
                                                                                                      -----------  -----------
Total Long Contracts                                                                                   $   6,087    $   6,073
                                                                                                      -----------  -----------
                                                                                                      -----------  -----------
 
<CAPTION>
                                                                   UNREALIZED
                                                                  APPRECIATION/
CURRENCY                                                         (DEPRECIATION)
- -------------------------------------------------------------  -------------------
<S>                                                            <C>
Short Contracts:
  European Currency Unit.....................................       $      (2)
  Japanese Yen...............................................               1
                                                                          ---
Total Short Contracts                                               $      (1)
                                                                          ---
                                                                          ---
Long Contracts:
  European Currency Unit.....................................       $       2
  European Currency Unit.....................................               2
  European Currency Unit.....................................               3
  European Currency Unit.....................................               7
  European Currency Unit.....................................               3
  Japanese Yen...............................................              (4)
  Japanese Yen...............................................             (12)
  Japanese Yen...............................................             (15)
  Phillipine Peso............................................               0
  Turkish Lire...............................................               0
                                                                          ---
Total Long Contracts                                                $     (14)
                                                                          ---
                                                                          ---
</TABLE>
 
At June 30, 1996, the Fund's open futures contracts were as follows:
<TABLE>
<CAPTION>
 # OF CONTRACTS                                                   CONTRACT TYPE
- ---------------------  ---------------------------------------------------------------------------------------------------
<S>                    <C>
                       LONG CONTRACTS
             17          Eurotop 100 Index, September 1996................................................................
             19          Nikkei 225 Index, September 1996.................................................................
 
<CAPTION>
                                      CURRENT
                          OPEN        MARKET
                        POSITIONS      VALUE
 # OF CONTRACTS           (000)        (000)
- ---------------------  -----------  -----------
<S>                    <C>          <C>
 
             17         $   2,459    $   2,455
             19             2,085        2,157
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----78
<PAGE>   796
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENT OF ASSETS AND LIABILITIES                                JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                             (Amounts in Thousands, except per share amounts)
 
<S>                                                                      <C>          <C>        <C>        <C>        <C>
                                                                            ASSET      INCOME     EQUITY      VALUE       LARGE
                                                                         ALLOCATION    EQUITY      INDEX     GROWTH      COMPANY
                                                                            FUND        FUND       FUND       FUND     VALUE FUND
                                                                         -----------  ---------  ---------  ---------  -----------
ASSETS:
Investments, at value..................................................   $  76,882   $ 382,483  $ 380,141  $ 219,518   $ 555,167
Repurchase agreements, at cost.........................................      10,472      12,335     11,283     12,345      44,782
                                                                         -----------  ---------  ---------  ---------  -----------
Total (cost $83,029; $278,208; $305,312; $206,479, $604,175,
  respectively)........................................................      87,354     394,818    391,424    231,863     599,949
Interest and dividends receivable......................................         533       1,164        562        378         965
Receivable from brokers for investments sold...........................          --          --         --        304       4,167
Receivable for capital shares issued...................................         230         546        615         86         317
Receivable from Adviser................................................          17          --         72         14          --
Net receivable for variation margin on futures contracts...............          34          --         --         39          --
Organization costs.....................................................           2          --         --         --          --
Prepaid expenses and other assets......................................          --          15         --         --          --
                                                                         -----------  ---------  ---------  ---------  -----------
TOTAL ASSETS...........................................................      88,170     396,543    392,673    232,684     605,398
                                                                         -----------  ---------  ---------  ---------  -----------
LIABILITIES:
Cash overdraft.........................................................          10         102         10        371         281
Dividends payable......................................................         210         829        564        225         704
Payable to brokers for investments purchased...........................       1,022          --         --         --       4,613
Payable for capital shares redeemed....................................          54           6         19         15          --
Net payable for variation margin on futures contracts..................          --          --         32         --          --
Options written, at value (premiums received $1,173)...................          --          --         --         --       1,238
Accrued expenses and other payables:
  Investment advisory fees.............................................          45         240         95        141         363
  Administration fees..................................................          12          54         52         32          81
  12b-1 fees (Class A).................................................           4           9          6          7           2
  12b-1 fees (Class B).................................................          15          23         30          4           3
  Other................................................................          51          --         83         20          71
                                                                         -----------  ---------  ---------  ---------  -----------
TOTAL LIABILITIES......................................................       1,423       1,263        891        815       7,356
                                                                         -----------  ---------  ---------  ---------  -----------
NET ASSETS:
Capital................................................................      79,288     272,217    303,532    174,138     555,124
Undistributed (distributions in excess of) net investment income.......          19          13       (405)       (12)       (114)
Accumulated undistributed net realized gains from investment and
  futures transactions.................................................       3,058       6,440      2,450     32,307      47,238
Net unrealized appreciation (depreciation) from investments and
  futures..............................................................       4,382     116,610     86,205     25,436      (4,206)
                                                                         -----------  ---------  ---------  ---------  -----------
NET ASSETS.............................................................   $  86,747   $ 395,280  $ 391,782  $ 231,869   $ 598,042
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
Net Assets
    Fiduciary..........................................................      50,323     321,827    321,058  $ 191,212     584,527
    Class A............................................................      17,849      44,284     32,186     35,984       9,380
    Class B............................................................      18,575      29,169     38,538      4,673       4,135
                                                                         -----------  ---------  ---------  ---------  -----------
        Total..........................................................   $  86,747   $ 395,280  $ 391,782  $ 231,869   $ 598,042
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
Outstanding shares of beneficial interest
    Fiduciary..........................................................       4,299      18,230     19,269     18,398      45,543
    Class A............................................................       1,523       2,510      1,931      3,462         729
    Class B............................................................       1,580       1,650      2,310        450         318
                                                                         -----------  ---------  ---------  ---------  -----------
        Total..........................................................       7,402      22,390     23,510     22,310      46,590
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
Net Assets
    Fiduciary--offering and redemption price per share.................   $   11.71   $   17.65  $   16.66  $   10.39   $   12.83
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
    Class A--redemption price per share................................   $   11.72   $   17.64  $   16.67  $   10.39   $   12.87
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
    Class A--maximum sales charge......................................        4.50%       4.50%      4.50%      4.50%       4.50%
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
    Class A--maximum offering price (100%/(100%--maximum sales charge)
      of net asset value adjusted to nearest cent) per share...........   $   12.27   $   18.47  $   17.46  $   10.88   $   13.48
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
    Class B--offering price per share (a)..............................   $   11.76   $   17.68  $   16.68  $   10.39   $   12.98
                                                                         -----------  ---------  ---------  ---------  -----------
                                                                         -----------  ---------  ---------  ---------  -----------
</TABLE>
 
- -------------
 
<TABLE>
<C>        <S>
      (a)  Redemption price per Class B share varies based on length of time shares are held.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          79----
<PAGE>   797
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENT OF ASSETS AND LIABILITIES                                JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                       (Amounts in Thousands, except per share amounts)
 
<S>                                                            <C>          <C>          <C>            <C>        <C>
                                                                                                          GULF     INTERNATIONAL
                                                                               LARGE        GROWTH        SOUTH       EQUITY
                                                               DISCIPLINED    COMPANY    OPPORTUNITIES   GROWTH        INDEX
                                                               VALUE FUND   GROWTH FUND      FUND         FUND         FUND
                                                               -----------  -----------  -------------  ---------  -------------
ASSETS:
Investments, at value........................................   $ 543,849    $ 869,422     $ 533,392    $ 102,494    $ 358,157
Repurchase agreements, at cost...............................      16,332        7,546        66,907        1,538        4,945
                                                               -----------  -----------  -------------  ---------  -------------
Total (cost $506,190; $717,380; $592,135; $81,892, $323,827,
  respectively)..............................................     560,181      876,968       600,299      104,032      363,102
Cash.........................................................          --           --           303          183           --
Interest and dividends receivable............................         753        1,630           190           61        1,035
Foreign currency, at value (Cost $1,813).....................          --           --            --           --        1,814
Receivable for forward foreign currency contracts............          --           --            --           --        4,813
Receivable from brokers for investments sold.................          --           --         7,265           --        1,259
Receivable for capital shares issued.........................         154          910           506           61          506
Receivable from Adviser......................................          --           --            --            8           --
Net receivable for variation margin on futures contracts.....          --           --            --           --           13
Tax reclaim receivable.......................................          --           --            --           --          523
Organization costs...........................................          --            1            --           --            5
Prepaid expenses and other assets............................          --           --         3,713           15           --
                                                               -----------  -----------  -------------  ---------  -------------
TOTAL ASSETS.................................................     561,088      879,509       612,276      104,360      373,070
                                                               -----------  -----------  -------------  ---------  -------------
LIABILITIES:
Cash overdraft...............................................         119          433            --           --          441
Dividends payable............................................         810          923         4,209           --            7
Payable to brokers for investments purchased.................          --           --        34,062           --        7,608
Payable for capital shares redeemed..........................          34           61            27            1            1
Net payable for variation margin on futures contracts........          --           --            12           --           --
Accrued expenses and other payables:
  Investment advisory fees...................................         341          532           353           66          162
  Administration fees........................................          76          119            79           15           49
  12b-1 fees (Class A).......................................           4           15             6            4            2
  12b-1 fees (Class B).......................................          14           45            10            2            5
  Other......................................................          73           20            31                       360
                                                               -----------  -----------  -------------  ---------  -------------
TOTAL LIABILITIES............................................       1,471        2,148        38,789           88        8,635
                                                               -----------  -----------  -------------  ---------  -------------
NET ASSETS:
Capital......................................................     464,636      693,730       484,693       77,424      321,819
Undistributed (distributions in excess of) net investment
  income.....................................................         (45)         (85)          (47)          --        1,395
Accumulated undistributed net realized gains from investment,
  futures and foreign currency transactions..................      41,035       24,128        80,677        4,708        1,893
Net unrealized appreciation from investments, futures and
  from
  translation of assets and liabilities in foreign
  currencies.................................................      53,991      159,588         8,164       22,140       39,328
                                                               -----------  -----------  -------------  ---------  -------------
Net Assets...................................................   $ 559,617    $ 877,361     $ 573,487    $ 104,272    $ 364,435
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
Net Assets
    Fiduciary................................................     522,474    $ 745,986       532,525       83,371      347,790
    Class A..................................................      20,838       75,114        28,052       18,356       10,789
    Class B..................................................      16,305       56,261        12,910        2,545        5,856
                                                               -----------  -----------  -------------  ---------  -------------
        Total................................................   $ 559,617    $ 877,361     $ 573,487    $ 104,272    $ 364,435
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
Outstanding shares of beneficial interest
    Fiduciary................................................      35,564       48,320        28,310        7,757       22,921
    Class A..................................................       1,416        4,745         1,495        1,710          712
    Class B..................................................       1,110        3,600           701          237          396
                                                               -----------  -----------  -------------  ---------  -------------
      Total..................................................      38,090       56,665        30,506        9,704       24,029
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
Net asset value
    Fiduciary--offering and redemption price per share.......   $   14.69    $   15.44     $   18.81    $   10.75    $   15.17
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
    Class A--redemption price per share......................   $   14.72    $   15.83     $   18.76    $   10.73    $   15.16
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
    Class A--maximum sales charge............................        4.50%        4.50%         4.50%        4.50%        4.50%
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
    Class A--maximum offering price (100%/(100%--maximum
      sales charge) of net asset value adjusted to nearest
      cent) per share........................................   $   15.41    $   16.58     $   19.64    $   11.24    $   15.87
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
    Class B--offering price per share (a)....................   $   14.69    $   15.63     $   18.43    $   10.72    $   14.79
                                                               -----------  -----------  -------------  ---------  -------------
                                                               -----------  -----------  -------------  ---------  -------------
</TABLE>
 
- -------------
 
<TABLE>
<C>        <S>
      (a)  Redemption price per Class B share varies based on length of time shares are held.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----80
<PAGE>   798
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                                                            (Amounts in Thousands)
 
<S>                                                           <C>          <C>          <C>          <C>
                                                                 ASSET       INCOME       EQUITY
                                                              ALLOCATION     EQUITY        INDEX     VALUE GROWTH
                                                                 FUND         FUND         FUND          FUND
                                                              -----------  -----------  -----------  ------------
 
<CAPTION>
                                                                                                     SEVEN MONTHS
                                                              YEAR ENDED   YEAR ENDED   YEAR ENDED    ENDED JUNE
                                                               JUNE 30,     JUNE 30,     JUNE 30,        30,
                                                                 1996         1996         1996          1996
                                                              -----------  -----------  -----------  ------------
<S>                                                           <C>          <C>          <C>          <C>
INVESTMENT INCOME:
Interest income.............................................   $   2,166    $   1,061    $     888    $      379
Dividend income.............................................         587        7,617        6,339         2,167
Securities lending income...................................          16           18           28             7
                                                              -----------  -----------  -----------  ------------
TOTAL INCOME................................................       2,769        8,696        7,255         2,553
                                                              -----------  -----------  -----------  ------------
EXPENSES:
Investment advisory fees....................................         398        1,880          876           965
Administration fees.........................................         102          423          487           208
12b-1 fees (Class A)........................................          36           87           49            33
12b-1 fees (Class B)........................................          85          122          129            19
Custodian and accounting fees...............................          53           33          137            36
Legal and audit fees........................................          10           39           34            35
Organization costs..........................................           3            1            8
                                                                                                             ---
Trustees' fees and expenses.................................           1            5            6             2
Transfer agent fees.........................................          92          145          122            79
Registration and filing fees................................          35           30           46             6
Printing costs..............................................          24           33           24            18
Other.......................................................           2            5            6            12
                                                              -----------  -----------  -----------  ------------
Total expenses before waivers/reimbursements................         841        2,803        1,924         1,413
Less waivers/reimbursements.................................        (162)        (136)        (868)         (114)
                                                              -----------  -----------  -----------  ------------
NET EXPENSES................................................         679        2,667        1,056         1,299
                                                              -----------  -----------  -----------  ------------
Net Investment Income.......................................       2,090        6,029        6,199         1,254
                                                              -----------  -----------  -----------  ------------
REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS AND
  FUTURES:
Net realized gains from investment and futures
  transactions..............................................       4,144        8,723       10,186        50,010
Change in unrealized appreciation (depreciation) from
  investments and futures...................................       1,631       35,127       47,556       (28,550)
                                                              -----------  -----------  -----------  ------------
Net realized/unrealized gains from investments and futures..       5,775       43,850       57,742        21,460
                                                              -----------  -----------  -----------  ------------
Change in net assets resulting from operations..............   $   7,865    $  49,879    $  63,941    $   22,714
                                                              -----------  -----------  -----------  ------------
                                                              -----------  -----------  -----------  ------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          81----
<PAGE>   799
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                                                                   (Amounts in Thousands)
 
<S>                                                                         <C>          <C>          <C>
                                                                               LARGE                     LARGE
                                                                              COMPANY    DISCIPLINED    COMPANY
                                                                               VALUE        VALUE       GROWTH
                                                                               FUND         FUND         FUND
                                                                            -----------  -----------  -----------
 
<CAPTION>
                                                                            YEAR ENDED   YEAR ENDED   YEAR ENDED
                                                                             JUNE 30,     JUNE 30,     JUNE 30,
                                                                               1996         1996         1996
                                                                            -----------  -----------  -----------
<S>                                                                         <C>          <C>          <C>
INVESTMENT INCOME:
Interest income...........................................................   $   3,900    $   1,236    $   1,068
Dividend income...........................................................      13,341       15,128       14,838
Securities lending income.................................................          58           --           74
                                                                            -----------  -----------  -----------
TOTAL INCOME..............................................................      17,299       16,364       15,980
                                                                            -----------  -----------  -----------
EXPENSES:
Investment advisory fees..................................................       3,764        3,995        5,481
Administration fees.......................................................         849          901        1,236
12b-1 fees (Class A)......................................................          24           60          180
12b-1 fees (Class B)......................................................          23          136          270
Custodian and accounting fees.............................................          75           84           68
Legal and audit fees......................................................          56           79           76
Organization costs........................................................          10                         1
Trustees' fees and expenses...............................................           9           12           12
Transfer agent fees.......................................................          73          214          263
Registration and filing fees..............................................          83           38          129
Printing costs............................................................          49           67           82
Other.....................................................................          11           15           12
                                                                            -----------  -----------  -----------
Total expenses before waivers/reimbursements..............................       5,026        5,601        7,810
Less waivers/reimbursements...............................................         (40)         (78)        (296)
                                                                            -----------  -----------  -----------
NET EXPENSES..............................................................       4,986        5,523        7,514
                                                                            -----------  -----------  -----------
Net Investment Income.....................................................      12,313       10,841        8,466
                                                                            -----------  -----------  -----------
REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS AND FUTURES:
Net realized gains from investment and futures transactions...............      66,494       60,286       29,317
Change in unrealized appreciation (depreciation) from investments and
  futures.................................................................     (17,058)      25,630       85,542
                                                                            -----------  -----------  -----------
Net realized/unrealized gains from investments and futures................      49,436       85,916      114,859
                                                                            -----------  -----------  -----------
Change in net assets resulting from operations............................   $  61,749    $  96,757    $ 123,325
                                                                            -----------  -----------  -----------
                                                                            -----------  -----------  -----------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----82
<PAGE>   800
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF OPERATIONS
 
<TABLE>
<CAPTION>
                                                                        (Amounts in Thousands)
 
                                                                   GROWTH                  INTERNATIONAL
                                                                 OPPORTUNITIES GULF SOUTH    EQUITY
                                                                    FUND      GROWTH FUND  INDEX FUND
                                                                 -----------  -----------  -----------
                                                                                 SEVEN
                                                                 YEAR ENDED     MONTHS     YEAR ENDED
                                                                  JUNE 30,    ENDED JUNE    JUNE 30,
                                                                    1996       30, 1996       1996
                                                                 -----------  -----------  -----------
<S>                                                              <C>          <C>          <C>
INVESTMENT INCOME:
Interest income................................................   $   2,051    $     191    $     248
Dividend income................................................       8,638          237        6,421
Securities lending income......................................         177           21           --
Foreign tax withholding........................................          --           --         (877)
                                                                 -----------  -----------  -----------
TOTAL INCOME...................................................      10,866          449        5,792
                                                                 -----------  -----------  -----------
EXPENSES:
Investment advisory fees.......................................       3,743          414        1,584
Administration fees............................................         844           93          480
12b-1 fees (Class A)...........................................          64           17           25
12b-1 fees (Class B)...........................................          65           12           44
Custodian and accounting fees..................................         117           20          513
Legal and audit fees...........................................          52           16           48
Organization costs.............................................          --           --            3
Trustees' fees and expenses....................................          14           --            8
Transfer agent fees............................................         137           60          124
Registration and filing fees...................................          36           --           64
Printing costs.................................................          49            1           49
Other..........................................................          14           11            9
                                                                 -----------  -----------  -----------
Total expenses before waivers/reimbursements...................       5,135          644        2,951
Less waivers/reimbursements....................................         (72)         (33)         (99)
                                                                 -----------  -----------  -----------
NET EXPENSES...................................................       5,063          611        2,852
                                                                 -----------  -----------  -----------
Net Investment Income (loss)...................................       5,803         (162)       2,940
                                                                 -----------  -----------  -----------
REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS, FUTURES
  AND FOREIGN CURRENCIES:
Net realized gains from investment, futures and foreign
  currency transactions........................................     150,392       20,607        1,467
Change in unrealized appreciation (depreciation) from
  investments, futures and translation of assets and
  liabilities in foreign currency transactions.................     (49,094)      (8,026)      26,748
                                                                 -----------  -----------  -----------
Net realized/unrealized gains from investments and futures.....     101,298       12,581       28,215
                                                                 -----------  -----------  -----------
Change in net assets resulting from operations.................   $ 107,101    $  12,419    $  31,155
                                                                 -----------  -----------  -----------
                                                                 -----------  -----------  -----------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          83----
<PAGE>   801
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                                                 (Amounts in Thousands)
 
                                                               ASSET ALLOCATION FUND      INCOME EQUITY FUND       EQUITY
                                                                                                                 INDEX FUND
                                                              ------------------------  -----------------------  ----------
                                                              YEAR ENDED   YEAR ENDED   YEAR ENDED  YEAR ENDED   YEAR ENDED
                                                               JUNE 30,     JUNE 30,     JUNE 30,    JUNE 30,     JUNE 30,
                                                                 1996         1995         1996        1995         1996
                                                              -----------  -----------  ----------  -----------  ----------
<S>                                                           <C>          <C>          <C>         <C>          <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income...................................   $   2,090    $   1,589   $    6,029   $   5,632   $    6,199
    Net realized gains (losses) from investment
      transactions..........................................       4,144         (178)       8,723      11,040       10,186
    Net change in unrealized appreciation (depreciation)
      from investments......................................       1,631        4,764       35,127      20,447       47,556
                                                              -----------  -----------  ----------  -----------  ----------
Change in net assets resulting from operations..............       7,865        6,175       49,879      37,119       63,941
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS (B):
    From net investment income..............................      (1,520)      (1,408)      (5,321)     (5,247)      (5,782)
    In excess of net investment income......................          --           --          (25)         --         (161)
    From net realized gains from investment transactions....        (640)                   (7,457)     (4,994)      (8,186)
    In excess of net realized gains from investment
      transactions..........................................          --         (175)          --          --           --
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income..............................        (343)         (97)        (528)       (261)        (269)
    In excess of net investment income......................          --           (2)          (2)        (67)          (7)
    From net realized gains from investment transactions....        (143)         (12)        (850)       (329)        (359)
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income..............................        (216)         (69)        (180)        (43)        (149)
    In excess of net investment income......................          --           (2)          (1)         (3)          (4)
    From net realized gains from investment transactions....         (99)                     (356)        (61)        (256)
    In excess of net realized gains from investment
      transactions..........................................          --          (12)          --          --           --
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income..............................          --           (2)          --          --           --
    From net realized gains from investment transactions....          --           --           --          --           --
                                                              -----------  -----------  ----------  -----------  ----------
Change in net assets from shareholder distributions.........      (2,961)      (1,779)     (14,720)    (11,005)     (15,173)
                                                              -----------  -----------  ----------  -----------  ----------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued.............................      50,091       19,304      267,682      39,566      199,001
    Proceeds from shares issued in connection with
      acquisition...........................................                               136,786
    Dividends reinvested....................................       2,534        1,579        6,734       5,343       11,149
    Cost of shares redeemed.................................     (16,204)     (26,161)    (239,261)    (95,398)    (106,442)
                                                              -----------  -----------  ----------  -----------  ----------
Change in net assets from share transactions................      36,421       (5,278)     171,941     (50,489)     103,708
                                                              -----------  -----------  ----------  -----------  ----------
Change in net assets........................................      41,325         (882)     207,100     (24,375)     152,476
NET ASSETS:
    Beginning of period.....................................      45,422       46,304      188,180     212,555      239,306
                                                              -----------  -----------  ----------  -----------  ----------
    End of period...........................................   $  86,747    $  45,422   $  395,280   $ 188,180   $  391,782
                                                              -----------  -----------  ----------  -----------  ----------
                                                              -----------  -----------  ----------  -----------  ----------
SHARE TRANSACTIONS:
    Issued..................................................       4,377        1,931       13,308       2,823       12,652
    Issued in connection with acquisition...................          --           --        7,895          --           --
    Issued in restatement of net asset value (c)............          --           --           --          --           --
    Reinvested..............................................         221          158          414         398          721
    Redeemed................................................      (1,428)      (2,658)     (11,666)     (6,867)      (6,924)
                                                              -----------  -----------  ----------  -----------  ----------
Change in shares............................................       3,170         (569)       9,951      (3,646)       6,449
                                                              -----------  -----------  ----------  -----------  ----------
                                                              -----------  -----------  ----------  -----------  ----------
Undistributed (distributions in excess of) net investment
      income included in net assets:
    End of period...........................................   $      19    $       8   $       13   $      41   $     (405)
                                                              -----------  -----------  ----------  -----------  ----------
                                                              -----------  -----------  ----------  -----------  ----------
 
<CAPTION>
 
                                                                                           VALUE GROWTH
                                                                                             FUND (A)
                                                                           ---------------------------------------------
 
                                                              YEAR ENDED     PERIOD       YEAR ENDED       YEAR ENDED
 
                                                               JUNE 30,    ENDED JUNE    NOVEMBER 30,     NOVEMBER 30,
 
                                                                 1995       30, 1996         1995             1994
 
                                                              -----------  -----------  ---------------  ---------------
 
<S>                                                           <C>          <C>          <C>              <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income...................................   $   4,825    $   1,254      $   2,459        $   2,380
 
    Net realized gains (losses) from investment
      transactions..........................................       2,042       50,010         17,559            5,534
 
    Net change in unrealized appreciation (depreciation)
      from investments......................................      37,018      (28,550)        30,874          (15,998)
 
                                                              -----------  -----------  ---------------  ---------------
 
Change in net assets resulting from operations..............      43,885       22,714         50,892           (8,084)
 
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS (B):
    From net investment income..............................      (4,390)        (569)            --           (2,546)
 
    In excess of net investment income......................        (231)          (5)            --               (3)
 
    From net realized gains from investment transactions....      (2,449)          --             --           (8,390)
 
    In excess of net realized gains from investment
      transactions..........................................          --           --             --               --
 
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income..............................         (43)        (680)        (2,449)              (1)
 
    In excess of net investment income......................          --           (5)            --               --
 
    From net realized gains from investment transactions....         (25)     (34,705)        (5,515)              --
 
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income..............................          (1)          (5)            (6)              --
 
    In excess of net investment income......................          (8)          --             (3)              --
 
    From net realized gains from investment transactions....          (6)        (557)           (19)              --
 
    In excess of net realized gains from investment
      transactions..........................................          --           --             --               --
 
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income..............................          (1)          --             --               --
 
    From net realized gains from investment transactions....          (1)          --             --               --
 
                                                              -----------  -----------  ---------------  ---------------
 
Change in net assets from shareholder distributions.........      (7,155)     (36,526)        (7,992)         (10,940)
 
                                                              -----------  -----------  ---------------  ---------------
 
CAPITAL TRANSACTIONS:
    Proceeds from shares issued.............................      81,505       68,807         24,259           36,323
 
    Proceeds from shares issued in connection with
      acquisition...........................................
    Dividends reinvested....................................       5,467       27,533          1,480            1,878
 
    Cost of shares redeemed.................................     (51,442)     (71,560)       (21,348)         (16,707)
 
                                                              -----------  -----------  ---------------  ---------------
 
Change in net assets from share transactions................      35,530       24,780          4,391           21,494
 
                                                              -----------  -----------  ---------------  ---------------
 
Change in net assets........................................      72,260       10,968         47,291            2,470
 
NET ASSETS:
    Beginning of period.....................................     167,046      220,901        173,610          171,140
 
                                                              -----------  -----------  ---------------  ---------------
 
    End of period...........................................   $ 239,306    $ 231,869      $ 220,901        $ 173,610
 
                                                              -----------  -----------  ---------------  ---------------
 
                                                              -----------  -----------  ---------------  ---------------
 
SHARE TRANSACTIONS:
    Issued..................................................       6,330    $   1,402          1,628            2,469
 
    Issued in connection with acquisition...................          --           --             --               --
 
    Issued in restatement of net asset value (c)............          --        7,808             --               --
 
    Reinvested..............................................         445        1,782            106              129
 
    Redeemed................................................      (4,129)      (1,668)        (1,398)          (1,143)
 
                                                              -----------  -----------  ---------------  ---------------
 
Change in shares............................................       2,646        9,324            336            1,455
 
                                                              -----------  -----------  ---------------  ---------------
 
                                                              -----------  -----------  ---------------  ---------------
 
Undistributed (distributions in excess of) net investment
      income included in net assets:
    End of period...........................................   $    (232)   $     (12)     $      (2)       $      (3)
 
                                                              -----------  -----------  ---------------  ---------------
 
                                                              -----------  -----------  ---------------  ---------------
 
</TABLE>
 
- ----------------
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Value Growth Fund became the Value Growth Fund. Changes in net
           assets for the periods prior to March 26, 1996 represent the Paragon Value Growth Fund.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Fiduciary Shares of the Value Growth Fund commenced operations March 26, 1996 upon the conversion of certain Class A
           Shares to Fiduciary Shares.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Pursuant to its reorganization as a fund of The One Group, the Value Growth Fund issued additional shares at the close of
           business March 25, 1996 as a result of restatement of the net asset values of Class A Shares from $15.26 to $10.00 and
           Class B Shares from $15.21 to $10.00.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----84
<PAGE>   802
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                                                (Amounts in Thousands)
 
<S>                                                     <C>          <C>          <C>        <C>        <C>        <C>
                                                        LARGE COMPANY VALUE FUND   DISCIPLINED VALUE     LARGE COMPANY GROWTH
                                                                                          FUND                   FUND
                                                        ------------------------  --------------------  ----------------------
 
<CAPTION>
                                                                                    YEAR       YEAR       YEAR
                                                        YEAR ENDED   YEAR ENDED     ENDED      ENDED      ENDED    YEAR ENDED
                                                         JUNE 30,     JUNE 30,    JUNE 30,   JUNE 30,   JUNE 30,    JUNE 30,
                                                           1996         1995        1996       1995       1996        1995
                                                        -----------  -----------  ---------  ---------  ---------  -----------
<S>                                                     <C>          <C>          <C>        <C>        <C>        <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income.............................   $  12,313    $   6,408   $  10,841  $   9,767  $   8,466   $   5,791
    Net realized gains from investment transactions...      66,494       28,406      60,286      9,989     29,317       4,792
    Change in unrealized appreciation (depreciation)
      from investments and translation of assets and
      liabilities of foreign currency.................     (17,058)      20,089      25,630     46,373     85,542      70,757
                                                        -----------  -----------  ---------  ---------  ---------  -----------
Change in net assets resulting from operations........      61,749       54,903      96,757     66,129    123,325      81,340
                                                        -----------  -----------  ---------  ---------  ---------  -----------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS:
    From net investment income........................     (12,140)      (6,372)    (10,409)    (9,376)    (7,921)     (5,634)
    In excess of net investment income................        (119)          --         (84)        --        (70)         (3)
    From net realized gains from investment
      transactions....................................     (46,275)     (10,281)    (27,544)    (9,434)    (7,625)     (1,852)
    In excess of net realized gains from investment
      transactions....................................          --           --          --         --         --          (9)
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income........................        (142)         (39)       (302)      (225)      (478)       (135)
    In excess of net investment income................          (1)          (2)         (2)        (3)        (4)         (4)
    From net realized gains from investment
      transactions....................................        (631)         (85)       (920)      (246)      (558)        (16)
    In excess of net realized gains from investment
      transactions....................................          --           --          --        (18)        --          --
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income........................         (32)          (7)       (131)      (107)       (67)        (17)
    In excess of net investment income................          --           --          (1)       (11)        (1)         (1)
    From net realized gains from investment
      transactions....................................        (183)         (20)       (708)      (194)      (253)        (13)
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income........................          --           --          --         (3)        --          (2)
    From net realized gains from investment
      transactions....................................          --           --          --         (3)        --          (2)
                                                        -----------  -----------  ---------  ---------  ---------  -----------
Change in net assets from shareholder distributions...     (59,523)     (16,806)    (40,101)   (19,620)   (16,977)     (7,688)
                                                        -----------  -----------  ---------  ---------  ---------  -----------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued.......................     285,428      212,431     146,331    129,890    303,743     286,721
    Proceeds from shares issued in connection with
      acquisition.....................................          --           --          --         --     36,982     131,599
    Dividends reinvested..............................      32,290       10,331      21,701     11,866      9,536       4,561
    Cost of shares redeemed...........................     (91,619)     (61,136)   (138,383)  (149,012)  (145,189)    (81,352)
                                                        -----------  -----------  ---------  ---------  ---------  -----------
Change in net assets from share transactions..........     226,099      161,626      29,649     (7,256)   205,072     341,529
                                                        -----------  -----------  ---------  ---------  ---------  -----------
Change in net assets..................................     228,325      199,723      86,305     39,253    311,420     415,181
NET ASSETS:
    Beginning of period...............................     369,717      169,994     473,312    434,059    565,941     150,760
                                                        -----------  -----------  ---------  ---------  ---------  -----------
    End of period.....................................   $ 598,042    $ 369,717   $ 559,617  $ 473,312  $ 877,361   $ 565,941
                                                        -----------  -----------  ---------  ---------  ---------  -----------
                                                        -----------  -----------  ---------  ---------  ---------  -----------
SHARE TRANSACTIONS:
    Issued............................................      22,448       17,984      10,399     10,433     21,224      23,461
    Issued in connection with acquisition.............          --           --          --         --      2,673      11,070
    Reinvested........................................       2,670          924       1,573        980        684         371
    Redeemed..........................................      (7,260)      (5,160)     (9,741)   (12,030)    (9,886)     (6,247)
                                                        -----------  -----------  ---------  ---------  ---------  -----------
Change in shares......................................      17,858       13,748       2,231       (617)    14,695      28,655
                                                        -----------  -----------  ---------  ---------  ---------  -----------
                                                        -----------  -----------  ---------  ---------  ---------  -----------
Undistributed (distributions in excess of) net
  investment income included in net assets:
    End of period.....................................   $    (114)   $       7   $     (45) $      43  $     (85)  $     (10)
                                                        -----------  -----------  ---------  ---------  ---------  -----------
                                                        -----------  -----------  ---------  ---------  ---------  -----------
 
<CAPTION>
 
<S>                                                     <C>        <C>
 
                                                        GROWTH OPPORTUNITIES
 
                                                                FUND
                                                        --------------------
                                                          YEAR       YEAR
                                                          ENDED      ENDED
                                                        JUNE 30,   JUNE 30,
                                                          1996       1995
                                                        ---------  ---------
<S>                                                     <C>        <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income.............................  $   5,803  $   1,508
    Net realized gains from investment transactions...    150,392     18,881
    Change in unrealized appreciation (depreciation)
      from investments and translation of assets and
      liabilities of foreign currency.................    (49,094)    53,633
                                                        ---------  ---------
Change in net assets resulting from operations........    107,101     74,022
                                                        ---------  ---------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS:
    From net investment income........................     (5,538)    (1,520)
    In excess of net investment income................        (34)        --
    From net realized gains from investment
      transactions....................................    (78,544)   (12,826)
    In excess of net realized gains from investment
      transactions....................................         --         --
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income........................       (215)        (8)
    In excess of net investment income................         (1)        (9)
    From net realized gains from investment
      transactions....................................     (2,747)      (287)
    In excess of net realized gains from investment
      transactions....................................         --         --
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income........................        (51)        --
    In excess of net investment income................         --         --
    From net realized gains from investment
      transactions....................................       (896)       (59)
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income........................         --         --
    From net realized gains from investment
      transactions....................................         --         (8)
                                                        ---------  ---------
Change in net assets from shareholder distributions...    (88,026)   (14,717)
                                                        ---------  ---------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued.......................    285,336    138,252
    Proceeds from shares issued in connection with
      acquisition.....................................         --         --
    Dividends reinvested..............................     46,859      9,304
    Cost of shares redeemed...........................   (205,266)  (178,208)
                                                        ---------  ---------
Change in net assets from share transactions..........    126,929    (30,652)
                                                        ---------  ---------
Change in net assets..................................    146,004     28,653
NET ASSETS:
    Beginning of period...............................    427,483    398,830
                                                        ---------  ---------
    End of period.....................................  $ 573,487  $ 427,483
                                                        ---------  ---------
                                                        ---------  ---------
SHARE TRANSACTIONS:
    Issued............................................     15,225      8,268
    Issued in connection with acquisition.............         --         --
    Reinvested........................................      2,828        595
    Redeemed..........................................    (10,779)   (10,620)
                                                        ---------  ---------
Change in shares......................................      7,274     (1,757)
                                                        ---------  ---------
                                                        ---------  ---------
Undistributed (distributions in excess of) net
  investment income included in net assets:
    End of period.....................................  $     (47) $     (11)
                                                        ---------  ---------
                                                        ---------  ---------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          85----
<PAGE>   803
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                                                         (Amounts in Thousands)
 
                                                                                       GULF SOUTH GROWTH FUND (A)
                                                                           --------------------------------------------------
                                                                                               YEAR ENDED       YEAR ENDED
                                                                             SEVEN MONTHS     NOVEMBER 30,     NOVEMBER 30,
                                                                            JUNE 30, 1996         1995             1994
                                                                           ----------------  ---------------  ---------------
<S>                                                                        <C>               <C>              <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income (loss).........................................     $     (162)       $    (329)       $    (304)
    Net realized gains from investment and foreign currency
      transactions.......................................................         20,607            2,336            1,418
    Net change in unrealized appreciation (depreciation) from investments
      and translation of assets and liabilities in foreign currencies....         (8,026)          17,774           (6,752)
                                                                           ----------------  ---------------  ---------------
Change in net assets resulting from operations...........................         12,419           19,781           (5,638)
                                                                           ----------------  ---------------  ---------------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS (B):
    From net investment income...........................................             --               --               --
    In excess of net investment income...................................             --               --               --
    From net realized gains from investment transactions.................           (237)              --               --
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income...........................................             --               --               --
    In excess of net investment income...................................             --               --               --
    From net realized gains from investment transactions.................        (17,443)          (1,410)            (649)
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income...........................................             --               --               --
    In excess of net investment income...................................             --               --               --
    From net realized gains from investment transactions.................           (393)              (8)
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income...........................................             --               --               --
    From net realized gains from investment transactions.................             --               --               --
                                                                           ----------------  ---------------  ---------------
Change in net assets from shareholder distributions......................        (18,073)          (1,418)            (649)
                                                                           ----------------  ---------------  ---------------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued..........................................         29,495           13,775           18,519
    Dividends reinvested.................................................         14,226              328              120
    Cost of shares redeemed..............................................        (31,076)         (12,956)          (9,563)
                                                                           ----------------  ---------------  ---------------
Change in net assets from share transactions.............................         12,645            1,147            9,076
                                                                           ----------------  ---------------  ---------------
Change in net assets.....................................................          6,991           19,510            2,789
NET ASSETS:
    Beginning of period..................................................         97,281           77,771           74,982
                                                                           ----------------  ---------------  ---------------
    End of period........................................................     $  104,272        $  97,281        $  77,771
                                                                           ----------------  ---------------  ---------------
                                                                           ----------------  ---------------  ---------------
SHARE TRANSACTIONS:
    Issued...............................................................            620              842            1,162
    Issued in restatement of net asset value (c).........................          3,633               --               --
    Reinvested...........................................................            902               22                7
    Redeemed.............................................................           (838)            (768)            (601)
                                                                           ----------------  ---------------  ---------------
Change in shares.........................................................          4,317               96              568
                                                                           ----------------  ---------------  ---------------
                                                                           ----------------  ---------------  ---------------
Undistributed (distributions in excess of) net investment income included
  in net assets:
    End of period........................................................     $       --        $      --        $      --
                                                                           ----------------  ---------------  ---------------
                                                                           ----------------  ---------------  ---------------
 
<CAPTION>
 
                                                                             INTERNATIONAL EQUITY
                                                                                  INDEX FUND
                                                                           ------------------------
                                                                           YEAR ENDED   YEAR ENDED
                                                                            JUNE 30,     JUNE 30,
                                                                              1996         1995
                                                                           -----------  -----------
<S>                                                                        <C>          <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income (loss).........................................   $   2,940    $   2,326
    Net realized gains from investment and foreign currency
      transactions.......................................................       1,467        3,373
    Net change in unrealized appreciation (depreciation) from investments
      and translation of assets and liabilities in foreign currencies....      26,748        2,455
                                                                           -----------  -----------
Change in net assets resulting from operations...........................      31,155        8,154
                                                                           -----------  -----------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS (B):
    From net investment income...........................................      (2,825)      (1,053)
    In excess of net investment income...................................        (429)          --
    From net realized gains from investment transactions.................      (2,147)        (537)
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income...........................................         (72)         (18)
    In excess of net investment income...................................         (11)          --
    From net realized gains from investment transactions.................         (55)         (10)
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income...........................................         (43)         (17)
    In excess of net investment income...................................          (7)          --
    From net realized gains from investment transactions.................         (33)         (10)
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income...........................................          --           (1)
    From net realized gains from investment transactions.................          --           (1)
                                                                           -----------  -----------
Change in net assets from shareholder distributions......................      (5,622)      (1,647)
                                                                           -----------  -----------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued..........................................     163,944      111,465
    Dividends reinvested.................................................       2,501          845
    Cost of shares redeemed..............................................     (54,557)     (41,784)
                                                                           -----------  -----------
Change in net assets from share transactions.............................     111,888       70,526
                                                                           -----------  -----------
Change in net assets.....................................................     137,421       77,033
NET ASSETS:
    Beginning of period..................................................     227,014      149,981
                                                                           -----------  -----------
    End of period........................................................   $ 364,435    $ 227,014
                                                                           -----------  -----------
                                                                           -----------  -----------
SHARE TRANSACTIONS:
    Issued...............................................................      11,286        8,193
    Issued in restatement of net asset value (c).........................          --           --
    Reinvested...........................................................         175           63
    Redeemed.............................................................      (3,742)      (3,090)
                                                                           -----------  -----------
Change in shares.........................................................       7,722        5,166
                                                                           -----------  -----------
                                                                           -----------  -----------
Undistributed (distributions in excess of) net investment income included
  in net assets:
    End of period........................................................   $   1,395    $   2,643
                                                                           -----------  -----------
                                                                           -----------  -----------
</TABLE>
 
- -------------
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Gulf South Growth Fund became the Gulf South Growth Fund.
           Changes in net assets for the periods prior to March 26, 1996 represent the Paragon Gulf South Growth Fund.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Fiduciary Shares of the Gulf South Growth Fund commenced operations March 26, 1996 upon the conversion of certain Class A
           Shares to Fiduciary Shares.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Pursuant to its reorganization as a fund of The One Group, the Gulf South Growth Fund issued additional shares at the
           close of business March 25, 1996 as a result of restatement of the net asset values of Class A Shares from $15.70 to
           $10.00 and Class B Shares from $15.48 to $10.00.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----86
<PAGE>   804
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS                                      JUNE 30, 1996
 
1.  ORGANIZATION:
 
    The One Group (the "Trust") is registered under the Investment Company Act
    of 1940, as amended (the "1940 Act"), as an open-end investment company
    established as a Massachusetts business trust. The Trust is registered to
    offer four classes of shares: Fiduciary, Class A, Class B and Service. The
    Trust currently consists of twenty-six active funds. The accompanying
    financial statements and financial highlights are those of the Asset
    Allocation Fund, the Income Equity Fund, the Equity Index Fund, the Value
    Growth Fund, the Large Company Value Fund, the Disciplined Value Fund, the
    Large Company Growth Fund, the Growth Opportunities Fund, the Gulf South
    Growth Fund and the International Equity Index Fund (individually a "Fund",
    collectively the "Funds") only. The Funds are each offered in Fiduciary
    Class, Class A and Class B Shares. Class A Shares are subject to initial
    sales charges, imposed at the time of purchase, in accordance with the
    Funds' prospectuses. Certain redemptions of Class B Shares are subject to
    contingent deferred sales charges in accordance with the Funds'
    prospectuses. Each Fund is a diversified mutual fund. On September 1, 1995,
    The One Group Blue Chip Equity Fund ceased operations, and all of its assets
    and liabilities transferred to the Large Company Growth Fund. Effective
    February 7, 1996, the Small Company Growth Fund was renamed the Growth
    Opportunities Fund.
 
    The Trust entered into an Agreement and Plan of Reorganization (the
    "Agreement") with the Paragon Portfolio ("Paragon"), a Massachusetts
    business trust. Pursuant to the Agreement all of the assets and liabilities
    of each Paragon Fund transferred to a fund of The One Group in exchange for
    shares of the corresponding fund of The One Group. Subsequent to the
    reorganization, the fiscal year end changed from November 30 to June 30 for
    the Value Growth Fund and the Gulf South Growth Fund. Therefore, the current
    period statements of operations and changes in net assets for those Funds
    present the results of operations and changes in net assets for the seven
    months ended June 30, 1996.
 
    The Funds' investment objectives are as follows:
 
<TABLE>
<CAPTION>
FUND                                OBJECTIVE
- ----------------------------------  -------------------------------------------------------------------
<S>                                 <C>
Asset Allocation Fund               To provide total return while preserving capital.
Income Equity Fund                  Current income through regular payments of dividends.
Equity Index Fund                   Investment results that correspond to the aggregate price and
                                    dividend performance of the securities in the Standard & Poor's 500
                                    Composite Stock Price Index.
Value Growth Fund                   Long-term capital growth and growth of income while, as a secondary
                                    objective, providing a moderate level of current income.
Large Company Value Fund            Capital appreciation with the incidental goal of achieving current
                                    income by investing primarily in equity securities.
Disciplined Value Fund              Capital appreciation with the secondary goal of achieving current
                                    income by investing primarily in equity securities.
Large Company Growth Fund           Long-term capital appreciation and growth of income by investing
                                    primarily in equity securities.
Growth Opportunities Fund           Growth of capital and, secondarily, current income, by investing
                                    primarily in equity securities.
</TABLE>
 
CONTINUED
 
                                                                          87----
<PAGE>   805
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
<TABLE>
<CAPTION>
FUND                                OBJECTIVE
- ----------------------------------  -------------------------------------------------------------------
Gulf South Growth Fund              Long-term capital growth by investment in a portfolio of equity
                                    securities of small capitalization, emerging growth and medium
                                    capitalization companies which are either headquartered in or whose
                                    primary market is in the southeastern region of the United States.
<S>                                 <C>
International Equity Index Fund     To provide investment results that correspond to the aggregate
                                    price and dividend performance of the securities in the Gross
                                    Domestic Product Weighted Morgan Stanley Capital International
                                    Europe, Australia and Far East Index.
</TABLE>
 
2.  SIGNIFICANT ACCOUNTING POLICIES:
 
    The following is a summary of significant accounting policies followed by
    the Trust in the preparation of its financial statements. The policies are
    in conformity with generally accepted accounting principles. The preparation
    of financial statements requires management to make estimates and
    assumptions that affect the reported amounts of assets and liabilities at
    the date of the financial statements and the reported amounts of income and
    expenses for the period. Actual results could differ from those estimates.
 
     SECURITY VALUATION
 
     Listed securities are valued at the last sales price on the principal
     exchange where such securities are traded. Unlisted securities or listed
     securities for which last sales prices are not available are valued at the
     mean of the latest bid and asked prices in the principal market where such
     securities are traded. Short-term investments maturing in 60 days or less
     are valued at amortized cost, which approximates market value. Futures
     contracts are valued at the settlement price established each day by the
     board of trade or exchange on which they are traded. Options traded on an
     exchange are valued using the last sale price or, in the absence of a sale,
     the last offering price. Options traded over-the-counter are valued using
     dealer-supplied valuations. Investments for which there are no such
     quotations or valuations are carried at fair value as determined in good
     faith by or at the direction of the Board of Trustees.
 
     FOREIGN CURRENCY TRANSLATION
 
     Investment valuations, other assets and liabilities initially expressed in
     foreign currencies are converted each business day into U.S. dollars based
     upon current exchange rates. Purchases and sales of foreign investments and
     income and expenses are converted into U.S. dollars based upon exchange
     rates prevailing on the respective dates of such transactions. That portion
     of realized gains or losses and unrealized appreciation or depreciation
     from investments due to fluctuations in foreign currency exchange rates is
     not separately disclosed.
 
     FORWARD FOREIGN CURRENCY CONTRACTS
 
     Forward foreign currency contracts are valued at the daily exchange rate of
     the underlying currency. Purchases and sales of forward foreign currency
     contracts having the same settlement date and broker are presented net on
     the Statement of Assets and Liabilities. Gains or losses on the purchase or
     sale of forward foreign currency contracts having the same settlement date
     and broker are recognized on the date of offset; otherwise gains or losses
     are recognized on settlement date.
 
CONTINUED
 
- ----88
<PAGE>   806
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     REPURCHASE AGREEMENTS
 
     The Funds may invest in repurchase agreements with institutions that the
     Fund's investment adviser has determined are creditworthy. Each repurchase
     agreement is recorded at cost. The Fund requires that the securities
     purchased in a repurchase agreement transaction be transferred to the
     custodian in a manner sufficient to enable the Fund to obtain those
     securities in the event of a counterparty default. The seller, under the
     repurchase agreement, is required to maintain the value of the securities
     held at not less than the repurchase price, including accrued interest.
 
     WRITTEN OPTIONS
 
     The Funds may write covered call or put options for which premiums received
     are recorded as liabilities and are subsequently adjusted to the current
     value of the options written. Premiums received from writing options which
     expire are treated as realized gains. Premiums received from writing
     options, which are either exercised or closed, are offset against the
     proceeds received or amount paid on the transaction to determine realized
     gains or losses.
 
     FUTURES CONTRACTS
 
     The Funds may enter into futures contracts for the delayed delivery of
     securities at a fixed price at some future date or for the change in the
     value of a specified financial index over a predetermined time period. Cash
     or securities are deposited with brokers in order to maintain a position.
     Subsequent payments made or received by the fund based on the daily change
     in the market value of the position are recorded as unrealized appreciation
     or depreciation until the contract is closed out, at which time the
     appreciation or depreciation is realized.
 
     INDEXED SECURITIES
 
     The Funds may invest in indexed securities whose value is linked either
     directly or inversely to changes in foreign currencies, interest rates,
     commodities, indices or other reference instruments. Indexed securities may
     be more volatile than the referenced instrument itself, but any loss is
     limited to the amount of the original investment.
 
     SECURITIES LENDING
 
     To generate additional income, the Funds may lend up to 33% of securities
     in which they are invested pursuant to agreements requiring that the loan
     be continuously secured by cash, U.S. Government or U.S. Government Agency
     securities, shares of an investment trust or mutual fund, or any
     combination of cash and such securities as collateral equal at all times to
     at least 100% of the market value plus accrued interest on the securities
     lent. The Funds continue to earn dividends and interest on securities lent
     while simultaneously seeking to earn interest on the investment of
     collateral. Collateral is marked to market daily to provide a level
     collateral at least equal to the market value of securities lent. There may
     be risks of delay in recovery of the securities or even loss of rights in
     the collateral should the borrower of the securities fail financially.
     However, loans will be made only to borrowers deemed by the Adviser to be
     of good standing and credit worthy under guidelines established by the
     Board of Trustees and when, in the judgement of the Adviser, the
     consideration
 
CONTINUED
 
                                                                          89----
<PAGE>   807
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     which can be earned currently from such securities loans justifies the
     attendant risk. Loans are subject to termination by the Funds or the
     borrower at any time, and are, therefore, not considered to be illiquid
     investments. As of June 30, 1996, the following Funds had securities with
     the following market values on loan:
 
<TABLE>
<CAPTION>
                                                                                                              MARKET VALUE
                                                                                                                OF LOANED
                                                                                                               SECURITIES
                                                                                                              -------------
<S>                                                                                                           <C>
     Asset Allocation Fund..................................................................................  $   9,352,826
     Income Equity Fund.....................................................................................     17,942,122
     Equity Index Fund......................................................................................     28,024,724
     Value Growth Fund......................................................................................     17,924,553
     Large Company Value Fund...............................................................................     46,676,798
     Disciplined Value Fund.................................................................................     38,357,202
     Large Company Growth Fund..............................................................................     56,341,844
     Growth Opportunities Fund..............................................................................     56,827,625
     Gulf South Growth Fund.................................................................................     15,011,488
</TABLE>
 
     The loaned securities were fully collateralized by cash and U.S. Government
     securities as of June 30, 1996.
 
     SECURITY TRANSACTIONS AND RELATED INCOME
 
     Security transactions are accounted for on a trade date basis. Net realized
     gains or losses on sales of securities are determined on the specific
     identification cost method. Interest income and expenses are recognized on
     the accrual basis. Dividends are recorded on the ex-dividend date. Interest
     income, including any discount or premium, is accrued as earned using the
     effective interest method.
 
     EXPENSES
 
     Expenses directly attributable to a Fund are charged directly to that Fund,
     while the expenses which are attributable to more than one fund of the
     Trust are allocated among the respective Funds. Each class of shares bears
     its pro-rata portion of expenses attributable to its series, except that
     each class separately bears expenses related specifically to that class,
     such as distribution fees.
 
     DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
 
     Dividends from net investment income are declared and paid monthly for all
     Funds, except the International Equity Index Fund, which declares and
     distributes net investment income annually. Net realized capital gains, if
     any, are distributed at least annually. Dividends are declared separately
     for each class. No class has preferential dividend rights; differences in
     per share dividend rates are generally due to differences in separate class
     expenses.
 
     Distributions from net investment income and from net capital gains are
     determined in accordance with income tax regulations which may differ from
     generally accepted accounting principles. These differences are primarily
     due to differing treatments for expiring capital loss carryforwards,
     foreign currency transactions, and deferrals of certain losses. Permanent
     book and tax basis differences, which affect shareholder distributions,
     have been reclassified to additional paid-in capital.
 
     ORGANIZATION COSTS
 
     Costs incurred by the Trust in connection with its organization, including
     the fees and expenses of registering and qualifying its shares for
     distribution have been deferred and are being amortized using the
     straight-line method over a period of five years beginning with the
     commencement of each Fund's operations. All such costs, which are
     attributable to more than one fund, have been allocated among the funds of
     the Trust pro-
 
CONTINUED
 
- ----90
<PAGE>   808
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     rata, based on the relative net assets of each fund. In the event that any
     of the initial shares are redeemed during such period by any holder
     thereof, the related fund will be reimbursed by such holder for any
     unamortized organization costs in the proportion as the number of initial
     shares being redeemed bears to the number of initial shares outstanding at
     the time of redemption.
 
     FEDERAL INCOME TAXES
 
     Each Fund intends to continue to qualify as a regulated investment company
     by complying with the provisions available to certain investment companies
     as defined in applicable sections of the Internal Revenue Code, and to make
     distributions from net investment income and from net realized capital
     gains sufficient to relieve it from all, or substantially all, federal
     income taxes. Withholding taxes on foreign dividends have been paid or
     provided for in accordance with the applicable country's tax rules and
     rates.
 
3.  SHARES OF BENEFICIAL INTEREST:
 
    The Trust has an unlimited number of shares of beneficial interest, with no
    par value which may, without shareholder approval, be divided into an
    unlimited number of series of such shares and any series may be classified
    or reclassified into one or more classes. Currently, shares of the Trust are
    registered to be offered through thirty-two series and four classes:
    Fiduciary, Class A, Class B and Service. During the year ended June 30,
    1995, Service Shares transferred to Class A Shares. As of June 30, 1996
    there were no shareholders in the Service Class. Shareholders are entitled
    to one vote for each full share held and will vote in the aggregate and not
    by class or series, except as otherwise expressly required by law or when
    the Board of Trustees has determined that the matter to be voted on affects
    only the interest of shareholders of a particular class or series. The
    following is a summary of transactions in Fund shares for the years ended
    June 30, 1996 and June 30, 1995:
 
CONTINUED
 
                                                                          91----
<PAGE>   809
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
<TABLE>
<CAPTION>
                                                                              (Amounts in Thousands)
 
<S>                                                        <C>          <C>          <C>        <C>          <C>
                                                                                         INCOME EQUITY         EQUITY
                                                            ASSET ALLOCATION FUND             FUND              INDEX
                                                                                     ----------------------     FUND
                                                           ------------------------    YEAR                  -----------
                                                           YEAR ENDED   YEAR ENDED     ENDED    YEAR ENDED   YEAR ENDED
                                                            JUNE 30,     JUNE 30,    JUNE 30,    JUNE 30,     JUNE 30,
                                                              1996         1995        1996        1995         1996
                                                           -----------  -----------  ---------  -----------  -----------
 
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
  Proceeds from shares issued............................   $  20,364    $  14,294   $  74,805   $  32,862    $ 110,800
  Proceeds from shares issued in connection with
    acquisition..........................................          --           --     128,593          --           --
  Dividends reinvested...................................       1,810        1,386       5,003       4,624       10,203
  Shares redeemed........................................     (13,065)     (24,526)    (94,484)    (89,484)     (79,496)
                                                           -----------  -----------  ---------  -----------  -----------
  Change in net assets from Fiduciary share
    transactions.........................................   $   9,109    $   8,846   $ 113,917   $ (51,998)   $  41,507
                                                           -----------  -----------  ---------  -----------  -----------
                                                           -----------  -----------  ---------  -----------  -----------
CLASS A SHARES:
  Proceeds from shares issued............................   $  14,197    $   3,680   $ 168,343   $   5,144    $  52,581
  Proceeds from shares issued in connection with
    acquisition..........................................          --           --       6,780          --           --
  Dividends reinvested...................................         453          111       1,244         614          565
  Shares redeemed........................................      (2,268)      (1,101)   (143,907)     (5,677)     (26,205)
                                                           -----------  -----------  ---------  -----------  -----------
  Change in net assets from Class A share transactions...   $  12,382    $   2,690   $  32,460   $      81    $  26,941
                                                           -----------  -----------  ---------  -----------  -----------
                                                           -----------  -----------  ---------  -----------  -----------
CLASS B SHARES:
  Proceeds from shares issued............................   $  15,530    $   1,238   $  24,534   $   1,560    $  35,620
  Proceeds from shares issued in connection with
    acquisition..........................................          --           --       1,413          --           --
  Dividends reinvested...................................         271           80         487         105          381
  Shares redeemed........................................        (871)        (432)       (870)       (237)        (741)
                                                           -----------  -----------  ---------  -----------  -----------
  Change in net assets from Class B share transactions...   $  14,930    $     886   $  25,564   $   1,428    $  35,260
                                                           -----------  -----------  ---------  -----------  -----------
                                                           -----------  -----------  ---------  -----------  -----------
SERVICE SHARES:
  Proceeds from shares issued............................                $      92
  Dividends reinvested...................................                        2
  Shares redeemed........................................                     (102)
                                                                        -----------
  Change in net assets from Service Share transactions...                $      (8)
                                                                        -----------
                                                                        -----------
 
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
  Issued.................................................       1,787        1,433       2,462       2,362        7,069
  Issued in connection with acquisition..................          --           --       7,422          --           --
  Reinvested.............................................         159          139         316         343          660
  Redeemed...............................................      (1,156)      (2,496)     (3,267)     (6,450)      (5,207)
                                                           -----------  -----------  ---------  -----------  -----------
  Change in Fiduciary Shares.............................         790         (924)      6,933      (3,745)       2,522
                                                           -----------  -----------  ---------  -----------  -----------
                                                           -----------  -----------  ---------  -----------  -----------
CLASS A SHARES:
  Issued.................................................       1,241          364       9,480         353        3,351
  Issued in connection with acquisition..................          --           --         392          --           --
  Reinvested.............................................          38           11          72          47           36
  Redeemed...............................................        (198)        (108)     (8,347)       (400)      (1,670)
                                                           -----------  -----------  ---------  -----------  -----------
  Change in Class A Shares...............................       1,081          267       1,597           0        1,717
                                                           -----------  -----------  ---------  -----------  -----------
                                                           -----------  -----------  ---------  -----------  -----------
CLASS B SHARES:
  Issued.................................................       1,349          124       1,366         108        2,232
  Issued in connection with acquisition..................          --           --          81          --           --
  Reinvested.............................................          24            8          26           8           25
  Redeemed...............................................         (74)         (44)        (52)        (17)         (47)
                                                           -----------  -----------  ---------  -----------  -----------
  Change in Class B Shares...............................       1,299           88       1,421          99        2,210
                                                           -----------  -----------  ---------  -----------  -----------
                                                           -----------  -----------  ---------  -----------  -----------
SERVICE SHARES:
  Issued.................................................                       10
  Reinvested.............................................                       --
  Redeemed...............................................                      (10)
                                                                        -----------
  Change in Service Shares...............................                        0
                                                                        -----------
                                                                        -----------
 
<CAPTION>
 
<S>                                                        <C>
 
                                                           YEAR ENDED
                                                            JUNE 30,
                                                              1995
                                                           -----------
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
  Proceeds from shares issued............................   $  71,441
  Proceeds from shares issued in connection with
    acquisition..........................................          --
  Dividends reinvested...................................       5,401
  Shares redeemed........................................     (43,482)
                                                           -----------
  Change in net assets from Fiduciary share
    transactions.........................................   $  33,360
                                                           -----------
                                                           -----------
CLASS A SHARES:
  Proceeds from shares issued............................   $   8,926
  Proceeds from shares issued in connection with
    acquisition..........................................          --
  Dividends reinvested...................................          49
  Shares redeemed........................................      (7,817)
                                                           -----------
  Change in net assets from Class A share transactions...   $   1,158
                                                           -----------
                                                           -----------
CLASS B SHARES:
  Proceeds from shares issued............................   $   1,047
  Proceeds from shares issued in connection with
    acquisition..........................................          --
  Dividends reinvested...................................          15
  Shares redeemed........................................         (27)
                                                           -----------
  Change in net assets from Class B share transactions...   $   1,035
                                                           -----------
                                                           -----------
SERVICE SHARES:
  Proceeds from shares issued............................   $      91
  Dividends reinvested...................................           2
  Shares redeemed........................................        (116)
                                                           -----------
  Change in net assets from Service Share transactions...   $     (23)
                                                           -----------
                                                           -----------
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
  Issued.................................................       5,555
  Issued in connection with acquisition..................          --
  Reinvested.............................................         440
  Redeemed...............................................      (3,519)
                                                           -----------
  Change in Fiduciary Shares.............................       2,476
                                                           -----------
                                                           -----------
CLASS A SHARES:
  Issued.................................................         688
  Issued in connection with acquisition..................          --
  Reinvested.............................................           4
  Redeemed...............................................        (600)
                                                           -----------
  Change in Class A Shares...............................          92
                                                           -----------
                                                           -----------
CLASS B SHARES:
  Issued.................................................          80
  Issued in connection with acquisition..................          --
  Reinvested.............................................           1
  Redeemed...............................................          (2)
                                                           -----------
  Change in Class B Shares...............................          79
                                                           -----------
                                                           -----------
SERVICE SHARES:
  Issued.................................................           7
  Reinvested.............................................          --
  Redeemed...............................................          (8)
                                                           -----------
  Change in Service Shares...............................          (1)
                                                           -----------
                                                           -----------
</TABLE>
 
CONTINUED
 
- ----92
<PAGE>   810
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
<TABLE>
<CAPTION>
                                                                                 (Amounts in Thousands)
 
<S>                                                          <C>            <C>            <C>          <C>        <C>
                                                                                            LARGE COMPANY VALUE    DISCIPLINED
                                                                                                                     VALUE
                                                                VALUE GROWTH FUND (A)               FUND             FUND
                                                             ----------------------------  ----------------------  ---------
                                                             SEVEN MONTHS       YEAR                      YEAR       YEAR
                                                              ENDED JUNE        ENDED      YEAR ENDED     ENDED      ENDED
                                                                  30,       NOVEMBER 30,    JUNE 30,    JUNE 30,   JUNE 30,
                                                                 1996           1995          1996        1995       1996
                                                             -------------  -------------  -----------  ---------  ---------
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES (B):
  Proceeds from shares issued..............................   $  51,451                     $ 271,886   $ 201,943  $ 131,316
  Proceeds from shares issued in conversion from class A
    shares.................................................     186,991(b)                         --          --         --
  Dividends reinvested.....................................          12                        31,312      10,183     19,700
  Shares redeemed..........................................     (54,571)                      (86,151)    (53,653)  (130,536)
                                                             -------------                 -----------  ---------  ---------
  Change in net assets from Fiduciary share transactions...   $ 183,883                     $ 217,047   $ 158,473  $  20,480
                                                             -------------                 -----------  ---------  ---------
                                                             -------------                 -----------  ---------  ---------
CLASS A SHARES:
  Proceeds from shares issued..............................   $  15,771       $  21,981     $  10,239   $   9,809  $  10,777
  Dividends reinvested.....................................      26,959           1,452           760         121      1,180
  Shares redeemed..........................................     (16,784)        (21,210)       (5,175)     (7,394)    (6,449)
  Cost of shares redeemed in conversion to Fiduciary
    shares.................................................    (186,991)(b)          --            --          --         --
                                                             -------------  -------------  -----------  ---------  ---------
  Change in net assets from Class A share transactions.....   $(161,045)      $   2,223     $   5,824   $   2,536  $   5,508
                                                             -------------  -------------  -----------  ---------  ---------
                                                             -------------  -------------  -----------  ---------  ---------
CLASS B SHARES:
  Proceeds from shares issued..............................   $   1,585       $   2,278     $   3,303   $     679  $   4,238
  Dividends reinvested.....................................         562              28           218          27        821
  Shares redeemed..........................................        (205)           (138)         (293)        (89)    (1,398)
                                                             -------------  -------------  -----------  ---------  ---------
  Change in net assets from Class B share transactions.....   $   1,942       $   2,168     $   3,228   $     617  $   3,661
                                                             -------------  -------------  -----------  ---------  ---------
                                                             -------------  -------------  -----------  ---------  ---------
SERVICE SHARES:
  Proceeds from shares issued..............................
  Dividends reinvested.....................................
  Shares redeemed..........................................
  Change in net assets from Service Share transactions.....
 
SHARE TRANSACTIONS:
FIDUCIARY SHARES (B):
  Issued...................................................         254                        21,371      17,128      9,341
  Issued in conversion from Class A Shares.................      18,699(b)                         --          --         --
  Reinvested...............................................           1                         2,593         911      1,427
  Redeemed.................................................        (556)                       (6,817)     (4,551)    (9,186)
                                                             -------------                 -----------  ---------  ---------
  Change in Fiduciary Shares...............................      18,398                        17,147      13,488      1,582
                                                             -------------                 -----------  ---------  ---------
                                                             -------------                 -----------  ---------  ---------
CLASS A SHARES:
  Issued...................................................       1,026           1,479           815         800        760
  Issued in restatement of net asset value(c)..............       7,672              --            --          --         --
  Reinvested...............................................       1,745             104            61          11         86
  Redeemed.................................................      (1,096)         (1,389)         (417)       (601)      (456)
  Redeemed in conversion to Fiduciary Shares...............     (18,699)(b)          --            --          --         --
                                                             -------------  -------------  -----------  ---------  ---------
  Change in Class A Shares.................................      (9,352)            194           459         210        390
                                                             -------------  -------------  -----------  ---------  ---------
                                                             -------------  -------------  -----------  ---------  ---------
CLASS B SHARES:
  Issued...................................................         122             149           262          56        298
  Issued in restatement of net asset value(c)..............         136              --            --          --         --
  Reinvested...............................................          36               2            16           2         60
  Redeemed.................................................         (16)             (9)          (26)         (8)       (99)
                                                             -------------  -------------  -----------  ---------  ---------
  Change in Class B Shares.................................         278             142           252          50        259
                                                             -------------  -------------  -----------  ---------  ---------
                                                             -------------  -------------  -----------  ---------  ---------
SERVICE SHARES:
  Issued...................................................
  Reinvested...............................................
  Redeemed.................................................
  Change in Service Shares.................................
 
<CAPTION>
 
<S>                                                          <C>
 
                                                               YEAR
                                                               ENDED
                                                             JUNE 30,
                                                               1995
                                                             ---------
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES (B):
  Proceeds from shares issued..............................  $ 117,175
  Proceeds from shares issued in conversion from class A
    shares.................................................         --
  Dividends reinvested.....................................     11,069
  Shares redeemed..........................................   (142,398)
                                                             ---------
  Change in net assets from Fiduciary share transactions...  $ (14,154)
                                                             ---------
                                                             ---------
CLASS A SHARES:
  Proceeds from shares issued..............................  $   6,626
  Dividends reinvested.....................................        482
  Shares redeemed..........................................     (5,134)
  Cost of shares redeemed in conversion to Fiduciary
    shares.................................................         --
                                                             ---------
  Change in net assets from Class A share transactions.....  $   1,974
                                                             ---------
                                                             ---------
CLASS B SHARES:
  Proceeds from shares issued..............................  $   5,594
  Dividends reinvested.....................................        309
  Shares redeemed..........................................       (903)
                                                             ---------
  Change in net assets from Class B share transactions.....  $   5,000
                                                             ---------
                                                             ---------
SERVICE SHARES:
  Proceeds from shares issued..............................  $     495
  Dividends reinvested.....................................          6
  Shares redeemed..........................................       (577)
                                                             ---------
  Change in net assets from Service Share transactions.....  $     (76)
                                                             ---------
                                                             ---------
SHARE TRANSACTIONS:
FIDUCIARY SHARES (B):
  Issued...................................................      9,425
  Issued in conversion from Class A Shares.................         --
  Reinvested...............................................        913
  Redeemed.................................................    (11,504)
                                                             ---------
  Change in Fiduciary Shares...............................     (1,166)
                                                             ---------
                                                             ---------
CLASS A SHARES:
  Issued...................................................        521
  Issued in restatement of net asset value(c)..............         --
  Reinvested...............................................         40
  Redeemed.................................................       (409)
  Redeemed in conversion to Fiduciary Shares...............         --
                                                             ---------
  Change in Class A Shares.................................        152
                                                             ---------
                                                             ---------
CLASS B SHARES:
  Issued...................................................        447
  Issued in restatement of net asset value(c)..............         --
  Reinvested...............................................         26
  Redeemed.................................................        (72)
                                                             ---------
  Change in Class B Shares.................................        401
                                                             ---------
                                                             ---------
SERVICE SHARES:
  Issued...................................................         40
  Reinvested...............................................          1
  Redeemed.................................................        (45)
                                                             ---------
  Change in Service Shares.................................         (4)
                                                             ---------
                                                             ---------
</TABLE>
 
- -------------
 
<TABLE>
<S>        <S>
      (a)  Upon reorganizing as a fund of The One Group, The Paragon Value Growth Fund became the Value Growth Fund. Capital and
           share transactions for the periods prior to March 25, 1996 represent the Paragon Value Growth Fund.
      (b)  Fiduciary Shares of the Value Growth Fund commenced operations March 26, 1996 upon conversion of certain Class A Shares
           to Fiduciary Shares.
      (c)  Pursuant to its reorganization as a fund of The One Group, the Fund issued additional shares at the close of business
           March 25, 1996 as a result of a restatement of the net asset values of Class A Shares from $15.26 to $10.00 and Class B
           Shares from $15.21 to $10.00.
</TABLE>
 
CONTINUED
 
                                                                          93----
<PAGE>   811
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
<TABLE>
<CAPTION>
                                                            (Amounts in Thousands)
 
                                                                                                                  GULF SOUTH
                                                                     LARGE COMPANY GROWTH   GROWTH OPPORTUNITIES    GROWTH
                                                                             FUND                   FUND           FUND (A)
                                                                    ----------------------  --------------------  -----------
                                                                      YEAR                    YEAR       YEAR
                                                                      ENDED    YEAR ENDED     ENDED      ENDED      PERIOD
                                                                    JUNE 30,    JUNE 30,    JUNE 30,   JUNE 30,   ENDED JUNE
                                                                      1996        1995        1996       1995      30, 1996
                                                                    ---------  -----------  ---------  ---------  -----------
<S>        <S>
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES (B):
  Proceeds from shares issued.....................................  $ 209,649   $ 264,563   $ 167,309  $ 120,166   $  20,747
  Proceeds from shares issued in connection with acquisition......     33,161     119,883          --         --          --
  Proceeds from shares issued in conversion from class A shares...         --          --          --         --      80,504(b)
  Dividends reinvested............................................      8,256       4,370      43,247      8,942          12
  Shares redeemed.................................................   (132,702)    (77,903)   (109,584)  (162,832)    (23,690)
                                                                    ---------  -----------  ---------  ---------  -----------
  Change in net assets from Fiduciary share transactions..........  $ 118,364   $ 310,913   $ 100,972  $ (33,724)  $  77,573
                                                                    ---------  -----------  ---------  ---------  -----------
                                                                    ---------  -----------  ---------  ---------  -----------
CLASS A SHARES:
  Proceeds from shares issued.....................................  $  46,490   $  15,491   $ 108,378  $  16,237   $   8,112
  Proceeds from shares issued in connection with acquisition......      3,423      11,716          --         --          --
  Dividends reinvested............................................        904         154       2,718        296      13,830
  Shares redeemed.................................................    (10,113)     (2,767)    (95,119)   (14,784)     (7,224)
  Cost of shares redeemed in conversion to Fiduciary shares.......         --          --          --         --     (80,504)(b)
                                                                    ---------  -----------  ---------  ---------  -----------
  Change in net assets from Class A share transactions............  $  40,704   $  24,594   $  15,977  $   1,749   $ (65,786)
                                                                    ---------  -----------  ---------  ---------  -----------
                                                                    ---------  -----------  ---------  ---------  -----------
CLASS B SHARES:
  Proceeds from shares issued.....................................  $  47,604   $   6,304   $   9,649  $   1,368   $     636
  Proceeds from shares issued in connection with acquisition......        398          --          --         --          --
  Dividends reinvested............................................        376          32         894         58         384
  Shares redeemed.................................................     (2,374)       (247)       (563)       (45)       (162)
                                                                    ---------  -----------  ---------  ---------  -----------
  Change in net assets from Class B share transactions............  $  46,004   $   6,089   $   9,980  $   1,381   $     858
                                                                    ---------  -----------  ---------  ---------  -----------
                                                                    ---------  -----------  ---------  ---------  -----------
SERVICE SHARES:
  Proceeds from shares issued.....................................              $     363              $     481
  Dividends reinvested............................................                      5                      8
  Shares redeemed.................................................                   (435)                  (547)
                                                                               -----------             ---------
  Change in net assets from Service Share transactions............              $     (67)             $     (58)
                                                                               -----------             ---------
                                                                               -----------             ---------
SHARE TRANSACTIONS:
FIDUCIARY SHARES (B):
  Issued..........................................................     14,892      21,755       8,947      7,209          66
  Issued in connection with acquisition...........................      2,403      10,108          --         --          --
  Issued in conversion from Class A Shares........................         --          --          --         --       8,050(b)
  Reinvested......................................................        594         357       2,608        571           1
  Redeemed........................................................     (9,049)     (5,992)     (5,714)    (9,719)       (360)
                                                                    ---------  -----------  ---------  ---------  -----------
  Change in Fiduciary Shares......................................      8,840      26,228       5,841     (1,939)      7,757
                                                                    ---------  -----------  ---------  ---------  -----------
                                                                    ---------  -----------  ---------  ---------  -----------
CLASS A SHARES:
  Issued..........................................................      3,131       1,182       5,756        949         509
  Issued in connection with acquisition...........................        242         962          --         --          --
  Issued in restatement of net asset value(c).....................         --          --          --         --       3,555
  Reinvested......................................................         63          12         165         19         876
  Redeemed........................................................       (674)       (205)     (5,035)      (867)       (466)
  Redeemed in conversion to Fiduciary Shares......................         --          --          --         --      (8,050)(b)
                                                                    ---------  -----------  ---------  ---------  -----------
  Change in Class A Shares........................................      2,762       1,951         886        101      (3,576)
                                                                    ---------  -----------  ---------  ---------  -----------
                                                                    ---------  -----------  ---------  ---------  -----------
CLASS B SHARES:
  Issued..........................................................      3,201         494         522         82          45
  Issued in connection with acquisition...........................         28          --          --         --          --
  Issued in restatement of net asset value(c).....................                                                        78
  Reinvested......................................................         27           2          55          4          25
  Redeemed........................................................       (163)        (18)        (30)        (3)        (12)
                                                                    ---------  -----------  ---------  ---------  -----------
  Change in Class B Shares........................................      3,093         478         547         83         136
                                                                    ---------  -----------  ---------  ---------  -----------
                                                                    ---------  -----------  ---------  ---------  -----------
SERVICE SHARES:
  Issued..........................................................                     30                     28
  Reinvested......................................................                     --                      1
  Redeemed........................................................                    (32)                   (31)
                                                                               -----------             ---------
  Change in Service Shares........................................                     (2)                    (2)
                                                                               -----------             ---------
                                                                               -----------             ---------
 
<CAPTION>
                                                                        YEAR
                                                                        ENDED
                                                                    NOVEMBER 30,
                                                                        1995
                                                                    -------------
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES (B):
  Proceeds from shares issued.....................................
  Proceeds from shares issued in connection with acquisition......
  Proceeds from shares issued in conversion from class A shares...
  Dividends reinvested............................................
  Shares redeemed.................................................
  Change in net assets from Fiduciary share transactions..........
CLASS A SHARES:
  Proceeds from shares issued.....................................    $  12,266
  Proceeds from shares issued in connection with acquisition......           --
  Dividends reinvested............................................          321
  Shares redeemed.................................................      (12,837)
  Cost of shares redeemed in conversion to Fiduciary shares.......
                                                                    -------------
  Change in net assets from Class A share transactions............    $    (250)
                                                                    -------------
                                                                    -------------
CLASS B SHARES:
  Proceeds from shares issued.....................................    $   1,509
  Proceeds from shares issued in connection with acquisition......           --
  Dividends reinvested............................................            8
  Shares redeemed.................................................         (119)
                                                                    -------------
  Change in net assets from Class B share transactions............    $   1,398
                                                                    -------------
                                                                    -------------
SERVICE SHARES:
  Proceeds from shares issued.....................................
  Dividends reinvested............................................
  Shares redeemed.................................................
  Change in net assets from Service Share transactions............
SHARE TRANSACTIONS:
FIDUCIARY SHARES (B):
  Issued..........................................................
  Issued in connection with acquisition...........................
  Issued in conversion from Class A Shares........................
  Reinvested......................................................
  Redeemed........................................................
  Change in Fiduciary Shares......................................
CLASS A SHARES:
  Issued..........................................................          750
  Issued in connection with acquisition...........................           --
  Issued in restatement of net asset value(c).....................           --
  Reinvested......................................................           22
  Redeemed........................................................         (761)
  Redeemed in conversion to Fiduciary Shares......................           --
                                                                    -------------
  Change in Class A Shares........................................           11
                                                                    -------------
                                                                    -------------
CLASS B SHARES:
  Issued..........................................................           92
  Issued in connection with acquisition...........................           --
  Issued in restatement of net asset value(c).....................
  Reinvested......................................................            1
  Redeemed........................................................           (7)
                                                                    -------------
  Change in Class B Shares........................................           86
                                                                    -------------
                                                                    -------------
SERVICE SHARES:
  Issued..........................................................
  Reinvested......................................................
  Redeemed........................................................
  Change in Service Shares........................................
</TABLE>
 
- -------------
 
<TABLE>
<S>        <S>
      (a)  Upon reorganizing as a fund of The One Group, The Paragon Gulf South Growth Fund became the Gulf South Growth Fund.
           Capital and share transactions for the periods prior to March 25, 1996 represent the Paragon Gulf South Growth Fund.
      (b)  Fiduciary Shares of the Value Growth Fund commenced operations March 26, 1996 upon conversion of certain Class A Shares
           to Fiduciary Shares.
      (c)  Pursuant to its reorganization as a fund of The One Group, the Fund issued additional shares at the close of business
           March 25, 1996 as a result of a restatement of the net asset values of Class A Shares from $15.70 to $10.00 and Class B
           Shares from $15.48 to $10.00.
</TABLE>
 
CONTINUED
 
- ----94
<PAGE>   812
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                            (Amounts in Thousands)
 
                                                                                                     INTERNATIONAL EQUITY
                                                                                                          INDEX FUND
                                                                                                    ----------------------
                                                                                                      YEAR
                                                                                                      ENDED    YEAR ENDED
                                                                                                    JUNE 30,    JUNE 30,
                                                                                                      1996        1995
                                                                                                    ---------  -----------
<S>        <S>
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
  Proceeds from shares issued.....................................................................  $ 154,310   $ 104,876
  Dividends reinvested............................................................................      2,284         788
  Shares redeemed.................................................................................    (51,662)    (39,348)
                                                                                                    ---------  -----------
  Change in net assets from Fiduciary share transactions..........................................  $ 104,932   $  66,316
                                                                                                    ---------  -----------
                                                                                                    ---------  -----------
CLASS A SHARES:
  Proceeds from shares issued.....................................................................  $   7,069   $   3,817
  Dividends reinvested............................................................................        135          28
  Shares redeemed.................................................................................     (2,083)     (1,301)
                                                                                                    ---------  -----------
  Change in net assets from Class A share transactions............................................  $   5,121   $   2,544
                                                                                                    ---------  -----------
                                                                                                    ---------  -----------
CLASS B SHARES:
  Proceeds from shares issued.....................................................................  $   2,565   $   2,243
  Dividends reinvested............................................................................         82          27
  Shares redeemed.................................................................................       (812)       (506)
                                                                                                    ---------  -----------
  Change in net assets from Class B share transactions............................................  $   1,835   $   1,764
                                                                                                    ---------  -----------
                                                                                                    ---------  -----------
SERVICE SHARES:
  Proceeds from shares issued.....................................................................              $     529
  Dividends reinvested............................................................................                      2
  Shares redeemed.................................................................................                   (629)
                                                                                                               -----------
  Change in net assets from Service Share transactions............................................              $     (98)
                                                                                                               -----------
                                                                                                               -----------
 
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
  Issued..........................................................................................     10,623       7,711
  Reinvested......................................................................................        160          59
  Redeemed........................................................................................     (3,542)     (2,910)
                                                                                                    ---------  -----------
  Change in Fiduciary Shares......................................................................      7,241       4,860
                                                                                                    ---------  -----------
                                                                                                    ---------  -----------
CLASS A SHARES:
  Issued..........................................................................................        484         277
  Reinvested......................................................................................         10           2
  Redeemed........................................................................................       (143)        (96)
                                                                                                    ---------  -----------
  Change in Class A Shares........................................................................        351         183
                                                                                                    ---------  -----------
                                                                                                    ---------  -----------
CLASS B SHARES:
  Issued..........................................................................................        179         165
  Reinvested......................................................................................          5           2
  Redeemed........................................................................................        (57)        (38)
                                                                                                    ---------  -----------
  Change in Class B Shares........................................................................        127         129
                                                                                                    ---------  -----------
                                                                                                    ---------  -----------
SERVICE SHARES:
  Issued..........................................................................................                     40
  Reinvested......................................................................................                     --
  Redeemed........................................................................................                    (46)
                                                                                                               -----------
  Change in Service Shares........................................................................                     (6)
                                                                                                               -----------
                                                                                                               -----------
</TABLE>
 
CONTINUED
 
                                                                          95----
<PAGE>   813
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
4.  INVESTMENT ADVISORY, ADMINISTRATIVE, AND DISTRIBUTION AGREEMENTS:
 
    The Trust and Banc One Investment Advisors Corporation (the "Adviser") are
    parties to an investment advisory agreement under which the Adviser is
    entitled to a fee, computed daily and paid monthly, at the annual rate of
    0.74% of the average net assets of the Income Equity Fund, the Value Growth
    Fund, the Large Company Value Fund, the Disciplined Value Fund, the Large
    Company Growth Fund, the Growth Opportunities Fund, and the Gulf South
    Growth Fund; 0.65% of the average daily net assets of the Asset Allocation
    Fund, and; 0.55% of the average daily net assets of the International Equity
    Index Fund; and 0.30% of the average daily net assets of the Equity Index
    Fund.
 
    The Trust and The One Group Services Company (the "Administrator"), a
    wholly-owned subsidiary of The BISYS Group, Inc., are parties to an
    administrative agreement under which the Administrator provides services for
    a fee that is computed daily and payable monthly, at an annual rate of 0.20%
    on the first $1.5 billion of Trust net assets (excluding the Treasury Only
    Money Market Fund and the Government Money Market Fund--the "Institutional
    Money Market Funds"); 0.18% on the next $0.5 billion of Trust net assets
    (excluding the Institutional Money Market Funds); and 0.16% of Trust net
    assets (excluding the Institutional Money Market Funds) over $2 billion. The
    Adviser also serves as Sub-Administrator to each fund of the Trust, pursuant
    to an agreement between the Administrator and the Adviser. Pursuant to this
    agreement, the Adviser performs many of the Administrator's duties, for
    which the Adviser receives a fee paid by the Administrator. Prior to
    November 30, 1995, The Shareholder Services Group d/b/a 440 Financial served
    as administrator of each Fund under essentially the same terms as the
    current administration agreement. Prior to March 25, 1996, Goldman Sachs
    Asset Management served as administrator of Paragon. The terms of the
    current administration agreement are substantially the same as the former
    administration agreement.
 
    The Trust and The One Group Services Company (the "Distributor") are parties
    to a distribution agreement under which shares of the Funds are sold on a
    continuous basis. Class A and Class B Shares are subject to a distribution
    and shareholder services plan (the "Plans") pursuant to Rule 12b-1 under the
    1940 Act. As provided in the Plans, the Trust will pay the Distributor a fee
    of 0.35% of the average daily net assets of Class A Shares of each of the
    Funds and 1.00% of the average daily net assets of the Class B Shares of
    each of the Funds. Currently, the Distributor has voluntarily agreed to
    limit payments under the Plans to 0.25% of average daily net assets of the
    Class A Shares of each Fund. Up to 0.25% of the fees payable under the Plans
    may be used as compensation for shareholder services by the Distributor
    and/or financial institutions and intermediaries. Fees paid under the Plans
    may be applied by the Distributor toward (i) compensation for its services
    in connection with distribution assistance or provision of shareholder
    services; or (ii) payments to financial institutions and intermediaries such
    as banks, (including affiliates of the Adviser), brokers, dealers and other
    institutions, including the Distributor's affiliates and subsidiaries as
    compensation for services or reimbursement of expenses incurred in
    connection with distribution assistance or provision of shareholder
    services. Fiduciary Class Shares of each Fund are offered without
    distribution fees. For the year ended June 30, 1996, the Distributor
    received $5,679,889 from commissions earned on sales of Class A Shares and
    redemptions of Class B Shares, of which, the Distributor re-allowed
    $5,409,347 to affiliated broker-dealers of the Fund.
 
    Prior to January 2, 1996, Premier Investment Advisors, L.L.C. ("Premier")
    served as investment adviser and Goldman Sachs & Company served as
    distributor to Paragon. Pursuant to the approval of the Board of Trustees of
    Paragon on October 31, 1995 and its shareholders on December 20, 1995,
    Paragon entered into an investment advisory agreement with the Adviser and a
    distribution agreement with the Distributor effective January 2, 1996. The
    terms of the investment advisory agreement with Premier and with the Adviser
    and the distribution agreements with Goldman Sachs & Company and the
    Distributor are substantially the same.
 
    Certain officers of the Trust are affiliated with the Administrator. Such
    officers receive no compensation from the Funds for serving in their
    respective roles.
 
CONTINUED
 
- ----96
<PAGE>   814
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
    The Adviser, the Administrator and the Distributor voluntarily agreed to
    waive a portion of their fees and to reimburse the Funds for certain
    expenses. For the period ended June 30, 1996, fees in the following amounts
    were waived or reimbursed to the Funds (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                            INVESTMENT                           12B-1 FEES
                                                                           ADVISORY FEES     ADMINISTRATION        WAIVED
                                                                              WAIVED/         FEES WAIVED/     ---------------
                                                                            REIMBURSED         REIMBURSED          CLASS A
                                                                         -----------------  -----------------  ---------------
<S>                                                                      <C>                <C>                <C>
Asset Allocation Fund..................................................      $      92          $      60         $      10
Income Equity Fund.....................................................             71                 40                25
Equity Index Fund......................................................            639                215                14
Value Growth Fund......................................................            104                 --                10
Large Company Value Fund...............................................             --                 33                 7
Disciplined Value Fund.................................................             61                 --                17
Large Company Growth Fund..............................................            245                 --                51
Growth Opportunities Fund..............................................             54                 --                18
Gulf South Growth Fund.................................................             26                 --                 7
International Equity Index Fund........................................             92                 --                 7
</TABLE>
 
5.  SECURITIES TRANSACTIONS:
 
    The cost of security purchases and the proceeds from the sale of securities
    (excluding short-term securities and purchased options) during the periods
    ended June 30, 1996 were as follows (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                       U.S. GOVERNMENT
                                                                          SECURITIES             OTHER SECURITIES
                                                                    ----------------------  --------------------------
                                                                     PURCHASES     SALES     PURCHASES       SALES
                                                                    -----------  ---------  ------------  ------------
<S>                                                                 <C>          <C>        <C>           <C>
Asset Allocation Fund.............................................   $  24,119   $  13,547  $     49,078  $     25,280
Income Equity Fund................................................          --          --        57,497        38,320
Equity Index Fund.................................................          --          --       121,801        25,322
Value Growth Fund.................................................          --          --       152,119       142,716
Large Company Value Fund..........................................          --          --     1,029,179       832,855
Disciplined Value Fund............................................          --          --       498,796       470,102
Large Company Growth Fund.........................................          --          --       471,918       253,878
Growth Opportunities Fund.........................................          --          --     2,092,922     2,064,829
Gulf South Growth Fund............................................          --          --        73,865        59,227
International Equity Index Fund...................................          --          --       131,493        17,814
</TABLE>
 
6.  FINANCIAL INSTRUMENTS:
 
    Investing in financial instruments such as written options, futures and
    sales of forward foreign currency contracts involves risk in excess of the
    amounts reflected in the Statement of Assets and Liabilities. The face or
    contract amounts reflect the extent of the involvement the Funds have in the
    particular class of instrument. Risks associated with these instruments
    include an imperfect correlation between the movements in the price of the
    instruments and the price of the underlying securities and interest rates,
    an illiquid secondary market for the instruments or inability of
    counterparties to perform under the terms of the contract, and changes in
    the value of currency relative to the U.S. dollar. The Funds enter into
    these contracts primarily as a means to hedge against adverse fluctuations
    in the value of securities.
 
CONTINUED
 
                                                                          97----
<PAGE>   815
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
    The following is a summary of written option activity for the year ended
    June 30, 1996 by the Large Company Value Fund:
<TABLE>
<CAPTION>
                                                                                          SHARES SUBJECT
                                                                                            TO CONTRACT       PREMIUMS
                                                                                        -------------------  -----------
<S>                                                                                     <C>                  <C>
Balance at beginning of year..........................................................             105        $     242
Options written.......................................................................           7,547           14,136
Options closed........................................................................          (6,315)         (11,696)
Options exercised.....................................................................            (837)          (1,509)
                                                                                                ------       -----------
Options outstanding at end of period..................................................             500        $   1,173
 
<CAPTION>
 
                                                                                          SHARES SUBJECT
COVERED CALL OPTIONS                                                                        TO CONTRACT         VALUE
- --------------------------------------------------------------------------------------  -------------------  -----------
<S>                                                                                     <C>                  <C>
Options outstanding at end of period consist of:
  Allstate Corp., $45, 7/22/96........................................................              55        $      69
  AT&T Corp., $65, 7/22/96............................................................              30                8
  Boeing Co., $85,7/22/96.............................................................              40              155
  Chase Manhattan Corp., $70, 7/22/96.................................................              25               48
  Cigna Corp., $110, 7/22/96..........................................................              40              350
  Citicorp, $80, 7/22/96..............................................................              75              234
  Citicorp, $85, 7/22/96..............................................................              25               22
  Cyprus Amax Minerals, $25, 7/22/96..................................................              50                9
  Exxon, $85, 7/22/96.................................................................              92              265
  Federal National Mortgage Assoc., $30, 7/22/96......................................               8               29
  Federal National Mortgage Assoc., $32.5, 7/22/96....................................              50               94
  IBM, $105, 7/22/96..................................................................              30               32
  RJR Nabisco Holding Corp., $35, 7/22/96.............................................              70                9
                                                                                                ------       -----------
                                                                                                   590        $   1,324
                                                                                                ------       -----------
                                                                                                ------       -----------
</TABLE>
 
   As of June 30, 1996, portfolio securities valued at $38,804,000 were held in
   escrow by the custodian in connection with covered call options written by
   the Fund.
 
<TABLE>
<CAPTION>
                                                                                          SHARES SUBJECT
PUT OPTIONS                                                                                 TO CONTRACT         VALUE
- --------------------------------------------------------------------------------------  -------------------  -----------
<S>                                                                                     <C>                  <C>
 DuPont (EI) de NeMours & Co., $75, 7/22/96...........................................              40        $      20
  IBM, $95, 7/22/96...................................................................              50               66
                                                                                                ------       -----------
                                                                                                    90        $      86
                                                                                                ------       -----------
                                                                                                ------       -----------
</TABLE>
 
7.  CONCENTRATION OF CREDIT RISK:
 
    The Gulf South Growth Fund has a relatively large concentration of
    securities invested in companies domiciled in the Southeastern region of the
    United States. The Fund may be more susceptible to political, social and
    economic events adversely affecting the Southeastern region of the United
    States than funds not so concentrated.
 
    The International Equity Index has a relatively large concentration of
    securities invested in companies domiciled in Japan. The Fund may be more
    susceptible to the political, social and economic events adversely affecting
    the Japanese companies than funds not so concentrated.
 
CONTINUED
 
- ----98
<PAGE>   816
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
8.  FEDERAL TAX INFORMATION (UNAUDITED):
 
    The accompanying table below details distributions from long-term capital
    gains for the following funds for the period ended June 30, 1996 (amounts in
    thousands):
 
<TABLE>
<S>                                                                         <C>
Asset Allocation Fund.....................................................  $   1,731
Income Equity Fund........................................................      8,347
Equity Index Fund.........................................................      9,003
Value Growth Fund.........................................................     23,395
Large Company Value Fund..................................................      5,234
Disciplined Value Fund....................................................     22,726
Large Company Growth Fund.................................................     28,750
Growth Opportunities Fund.................................................     25,117
Gulf South Growth Fund....................................................      3,445
International Equity Index Fund...........................................      1,973
</TABLE>
 
   Under current tax law, foreign currency losses realized after October 31 may
   be deferred and treated as occurring on the first day of the fiscal year
   ended June 30, 1997. Losses deferred for the International Equity Index Fund
   amounted to $1,203,000 at June 30, 1996. The International Equity Index Fund
   elects to pass on the benefits of the foreign tax credit to its shareholders
   for the year ended June 30, 1996.
 
     ELIGIBLE DISTRIBUTIONS (UNAUDITED):
 
     The Trust designates the following eligible distributions for the dividends
     received deductions for corporations:
<TABLE>
<CAPTION>
                                                                      ASSET         INCOME        EQUITY
                                                                   ALLOCATION       EQUITY         INDEX
                                                                      FUND           FUND          FUND
                                                                   -----------  --------------  -----------
<S>                                                                <C>          <C>             <C>
Dividend Income (000)............................................   $     587     $    7,617     $   6,339
Dividend Income Per Share--Fiduciary.............................       0.086          0.352         0.300
Dividend Income Per Share--Class A...............................       0.078          0.303         0.247
Dividend Income Per Share--Class B...............................       0.060          0.205         0.147
 
<CAPTION>
 
                                                                                    LARGE
                                                                      VALUE        COMPANY      DISCIPLINED
                                                                     GROWTH         VALUE          VALUE
                                                                      FUND           FUND          FUND
                                                                   -----------  --------------  -----------
<S>                                                                <C>          <C>             <C>
Dividend Income (000)............................................   $   2,167     $   13,341     $   8,356
Dividend Income Per Share--Fiduciary.............................       0.260          0.238         0.149
Dividend Income Per Share--Class A...............................       0.842          0.207         0.127
Dividend Income Per Share--Class B...............................       0.793          0.138         0.071
<CAPTION>
 
                                                                      LARGE                        GULF
                                                                     COMPANY        GROWTH         SOUTH
                                                                     GROWTH     OPPORTUNITIES     GROWTH
                                                                      FUND           FUND          FUND
                                                                   -----------  --------------  -----------
<S>                                                                <C>          <C>             <C>
Dividend Income (000)............................................   $  14,838     $    8,638     $     237
Dividend Income Per Share--Fiduciary.............................       0.163          0.153         0.162
Dividend Income Per Share--Class A...............................       0.130          0.112         0.146
Dividend Income Per Share--Class B...............................       0.049          0.056         0.148
</TABLE>
 
CONTINUED
 
                                                                          99----
<PAGE>   817
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
9.  REORGANIZATIONS:
 
    The Trust entered an Agreement and Plan of Reorganization with Paragon
    pursuant to which all of the assets and liabilities of each Paragon Fund
    transferred to a fund of The One Group in exchange for shares of the
    corresponding fund of The One Group. The Paragon Value Equity Income Fund
    transferred its assets and liabilities to the Income Equity Fund. The
    Paragon Value Growth Fund and the Paragon Gulf South Growth Fund transferred
    its assets and liabilities to the Value Growth Fund and Gulf South Growth
    Fund, respectively. The reorganization, which qualified as a tax-free
    exchange for federal income tax purposes, was completed on March 25, 1996
    following approval by shareholders of Paragon at a special shareholder
    meeting. The following is a summary of shares outstanding, net assets, net
    asset value per share and unrealized appreciation immediately before and
    after the reorganization:
 
<TABLE>
<CAPTION>
                                                                          BEFORE REORGANIZATION            AFTER
                                                                      ------------------------------  REORGANIZATION
                                                                      PARAGON VALUE                   ---------------
                                                                      EQUITY INCOME   INCOME EQUITY    INCOME EQUITY
                                                                           FUND            FUND            FUND
                                                                      --------------  --------------  ---------------
<S>                                                                   <C>             <C>             <C>
Shares (000)........................................................         8,993          13,779           21,674
Net Assets (000)....................................................    $  136,786      $  238,679      $   375,465
Net asset value:
  Fiduciary.........................................................                    $    17.33      $     17.33
  Class A...........................................................         15.21           17.30            17.30
  Class B...........................................................         15.20           17.33            17.33
Unrealized appreciation.............................................    $   41,324      $   71,670      $   112,994
</TABLE>
 
<TABLE>
<CAPTION>
                                                                                                           AFTER
                                                                           BEFORE REORGANIZATION      REORGANIZATION
                                                                       -----------------------------  ---------------
                                                                       PARAGON VALUE   VALUE GROWTH    VALUE GROWTH
                                                                        GROWTH FUND        FUND            FUND
                                                                       --------------  -------------  ---------------
<S>                                                                    <C>             <C>            <C>
Shares (000).........................................................        14,849              --          22,657
Net Assets (000).....................................................    $  226,575     $        --     $   226,567
Net asset value:
  Fiduciary..........................................................                                   $     10.00
  Class A............................................................         15.26                           10.00
  Class B............................................................         15.21                           10.00
Unrealized appreciation..............................................    $   48,859     $        --     $    48,859
</TABLE>
 
<TABLE>
<CAPTION>
                                                                            BEFORE REORGANIZATION           AFTER
                                                                         ----------------------------  REORGANIZATION
                                                                         PARAGON GULF                  ---------------
                                                                         SOUTH GROWTH    GULF SOUTH      GULF SOUTH
                                                                             FUND        GROWTH FUND     GROWTH FUND
                                                                         -------------  -------------  ---------------
<S>                                                                      <C>            <C>            <C>
   Shares (000)........................................................         6,379             --          10,012
   Net Assets (000)....................................................   $   100,116    $        --     $   100,116
   Net asset value:
     Fiduciary.........................................................                                  $     10.00
     Class A...........................................................         15.70                          10.00
     Class B...........................................................         15.48                          10.00
   Unrealized appreciation.............................................   $    19,678    $        --     $    19,678
</TABLE>
 
CONTINUED
 
- ----
   100
<PAGE>   818
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   On May 22, 1995, the Board of Trustees approved a Plan of Reorganization
   pursuant to which the Blue Chip Equity Fund would be merged with and into the
   Large Company Growth Fund. On September 1, 1995, the Blue Chip Equity Fund
   transferred all of its assets and liabilities to the Large Company Growth
   Fund in exchange for shares of the Large Company Growth Fund. The
   reorganization, which qualified as a tax-free exchange for federal income tax
   purposes, was approved by the shareholders of the Blue Chip Equity Fund, at a
   shareholders' meeting on August 28, 1995. The following is a summary of
   shares outstanding, net assets, net asset value per share and unrealized
   appreciation immediately before and after the reorganization:
 
<TABLE>
<CAPTION>
                                                                                                            AFTER
                                                                            BEFORE REORGANIZATION       REORGANIZATION
                                                                        -----------------------------  ----------------
                                                                         BLUE CHIP    LARGE COMPANY     LARGE COMPANY
                                                                        EQUITY FUND    GROWTH FUND       GROWTH FUND
                                                                        -----------  ----------------  ----------------
<S>                                                                     <C>          <C>               <C>
Shares (000)..........................................................       2,777           44,457            47,130
Net Assets (000)......................................................   $  36,983     $    614,499      $    651,482
Net asset value:
  Fiduciary...........................................................   $   13.32     $      13.80      $      13.80
  Class A.............................................................       13.30            14.17             14.17
  Class B.............................................................       13.37            13.96             13.96
Unrealized appreciation...............................................   $   7,227     $     86,413      $     93,640
</TABLE>
 
   On October 7, 1994, the Board of Trustees approved an agreement and plan of
   reorganization for the acquisition of the Trademark Funds by the Trust. Under
   the agreement and plan of reorganization, all assets and liabilities of the
   Trademark Equity Fund (the "Acquired Fund") were acquired by the Large
   Company Growth Fund in exchange for shares of the Large Company Growth Fund.
   The reorganization, which qualified as a tax-free exchange for federal income
   tax purposes, was completed following approval by the shareholders of the
   Trademark Equity Fund. The following is a summary of shares outstanding, net
   assets, unrealized appreciation and net asset value per share immediately
   before and after the reorganization (amounts in thousands except net asset
   value):
 
<TABLE>
<CAPTION>
                                                                                                           AFTER
                                                                         BEFORE REORGANIZATION        REORGANIZATION
                                                                    --------------------------------  ---------------
                                                                    TRADEMARK EQUITY   LARGE COMPANY   LARGE COMPANY
                                                                          FUND          GROWTH FUND     GROWTH FUND
                                                                    -----------------  -------------  ---------------
<S>                                                                 <C>                <C>            <C>
Shares............................................................         *12,666           23,627          34,697
Net Assets........................................................     *$  131,599      $   280,424     $   412,023
Net Asset Value:
  Fiduciary.......................................................     *$    10.39      $     11.87     $     11.87
  Class A.........................................................                            12.18           12.18
Unrealized Appreciation...........................................     $     3,072      $    11,501     $    14,573
</TABLE>
 
   ------------
 
   * Before the reorganization, the Acquired Fund offered only one class of
   shares.
 
CONTINUED
 
                                                                         101----
<PAGE>   819
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                  ASSET ALLOCATION FUND
                                                                        ------------------------------------------
                                                                                        FIDUCIARY
                                                                        ------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                        ------------------------------------------
                                                                          1996       1995       1994     1993 (A)
                                                                        ---------  ---------  ---------  ---------
<S>                                                                     <C>        <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD..................................................  $   10.73  $    9.64  $   10.06  $   10.00
                                                                        ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...............................................       0.41       0.38       0.29       0.07
  Net realized and unrealized gains (losses) from investments.........       1.16       1.12      (0.38)      0.06
                                                                        ---------  ---------  ---------  ---------
    Total from Investment Activities..................................       1.57       1.50      (0.09)      0.13
                                                                        ---------  ---------  ---------  ---------
Distributions
  Net investment income...............................................      (0.41)     (0.37)     (0.29)     (0.07)
  Net realized gains..................................................      (0.18)     (0.04)     (0.04)        --
                                                                        ---------  ---------  ---------  ---------
    Total Distributions...............................................      (0.59)     (0.41)     (0.33)     (0.07)
                                                                        ---------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD........................................................  $   11.71  $   10.73  $    9.64  $   10.06
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
Total Return..........................................................      14.87%     16.06%     (1.01)%      5.45%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $  50,323  $  37,658  $  42,751  $  30,441
  Ratio of expenses to average net assets.............................       0.94%      1.06%      1.06%      0.90%(b)
  Ratio of net investment income to average net assets................       3.58%      3.72%      2.91%      3.03%(b)
  Ratio of expenses to average net assets*............................       1.19%      1.31%      1.33%      1.34%(b)
  Ratio of net investment income to average net assets*...............       3.33%      3.47%      2.64%      2.59%(b)
  Portfolio turnover (c)..............................................      73.38%    115.36%     56.55%      4.05%
  Average commission rate paid (d)....................................  $  0.0616
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain, fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Fiduciary Shares commenced offering on April 5, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   102
<PAGE>   820
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                              ASSET ALLOCATION FUND
                                                                   --------------------------------------------
                                                                                     CLASS A
                                                                   --------------------------------------------
                                                                               YEARS ENDED JUNE 30,
                                                                   --------------------------------------------
                                                                     1996       1995       1994      1993 (A)
                                                                   ---------  ---------  ---------  -----------
<S>                                                                <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................  $   10.74  $    9.65  $   10.06   $   10.00
                                                                   ---------  ---------  ---------  -----------
Investment Activities
  Net investment income..........................................       0.37       0.35       0.27        0.05
  Net realized and unrealized gains (losses) from investments....       1.16       1.13      (0.38)       0.07
                                                                   ---------  ---------  ---------  -----------
    Total from Investment Activities.............................       1.53       1.48      (0.11)       0.12
                                                                   ---------  ---------  ---------  -----------
Distributions
  Net investment income..........................................      (0.37)     (0.34)     (0.26)      (0.06)
  In excess of net investment income.............................         --      (0.01)        --          --
  Net realized gains.............................................      (0.18)     (0.04)     (0.04)         --
                                                                   ---------  ---------  ---------  -----------
    Total Distributions..........................................      (0.55)     (0.39)     (0.30)      (0.06)
                                                                   ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................  $   11.72  $   10.74  $    9.65   $   10.06
                                                                   ---------  ---------  ---------  -----------
                                                                   ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge).............................      14.48%     15.76%     (1.19)%       5.23 %(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................  $  17,849  $   4,745  $   1,691  $      571
  Ratio of expenses to average net assets........................       1.19%      1.31%      1.33%       1.15 %(b)
  Ratio of net investment income to average net assets...........       3.33%      3.57%      2.68%       2.84 %(b)
  Ratio of expenses to average net assets*.......................       1.54%      1.66%      1.67%       1.62 %(b)
  Ratio of net investment income to average net assets*..........       2.98%     32.30%      2.34%       2.37 %(b)
  Portfolio turnover (c).........................................      73.38%    115.36%     56.55%       4.05 %
  Average commission rate paid (d)...............................  $  0.0616
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on April 2, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         103----
<PAGE>   821
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                 ASSET ALLOCATION FUND
                                                                           ---------------------------------
                                                                                        CLASS B
                                                                           ---------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                           ---------------------------------
                                                                             1996       1995      1994 (A)
                                                                           ---------  ---------  -----------
<S>                                                                        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   10.76  $    9.67   $   10.37
                                                                           ---------  ---------  -----------
Investment Activities
  Net investment income..................................................       0.28       0.27        0.08
  Net realized and unrealized gains (losses) from investments............       1.18       1.14       (0.70)
                                                                           ---------  ---------  -----------
    Total from Investment Activities.....................................       1.46       1.41       (0.62)
                                                                           ---------  ---------  -----------
Distributions
  Net investment income..................................................      (0.28)     (0.27)      (0.08)
  In excess of net investment income.....................................         --      (0.01)         --
  Net realized gains.....................................................      (0.18)     (0.04)         --
                                                                           ---------  ---------  -----------
    Total Distributions..................................................      (0.46)     (0.32)      (0.08)
                                                                           ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   11.76  $   10.76   $    9.67
                                                                           ---------  ---------  -----------
                                                                           ---------  ---------  -----------
Total Return (Excludes Sales Charge).....................................      13.79%     14.90%      (5.98)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $  18,575  $   3,019  $    1,862
  Ratio of expenses to average net assets................................       1.94%      2.07%       2.40 %(b)
  Ratio of net investment income to average net assets...................       2.58%      2.77%       1.99 %(b)
  Ratio of expenses to average net assets*...............................       2.19%      2.31%       2.40 %(b)
  Ratio of net investment income to average net assets*..................       2.33%      2.52%       1.99 %(b)
  Portfolio turnover (d).................................................      73.38%    115.36%      56.55 %
  Average commission rate paid (e).......................................  $  0.0616
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   104
<PAGE>   822
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                          ASSET
                                                                                     ALLOCATION FUND
                                                                                     ---------------
                                                                                       SERVICE (A)
                                                                                     ---------------
                                                                                     YEAR ENDED JUNE
                                                                                           30,
                                                                                          1995
                                                                                     ---------------
<S>                                                                                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..............................................................     $    9.62
                                                                                           ------
Investment Activities
  Net investment income............................................................          0.22
  Net realized and unrealized gains (losses) from investments......................          1.05
                                                                                           ------
    Total from Investment Activities...............................................          1.27
Distributions
  Net investment income............................................................         (0.22)
  In excess of net investment income...............................................         (0.02)
  In excess of net realized gains..................................................         (0.04)
                                                                                           ------
    Total Distributions............................................................         (0.28)
                                                                                           ------
NET ASSET VALUE,
  END OF PERIOD....................................................................     $   10.61
                                                                                           ------
                                                                                           ------
Total Return.......................................................................              (a)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)................................................  $         --
  Ratio of expenses to average net assets..........................................          1.72   %(b)
  Ratio of net investment income to average net assets.............................          3.06   %(b)
  Ratio of expenses to average net assets*.........................................          1.98   %(b)
  Ratio of net investment income to average net assets*............................          2.79   %(b)
  Portfolio turnover (c)...........................................................        115.36   %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on July 15, 1994 when they were designated as Retirement
           Shares. On April 4, 1995, the name of the Retirement Shares was changed to Service Shares. As
           of June 1, 1995, Service Shares transferred to Class A Shares, and as of June 30, 1995, there
           were no shareholders in the Service Class. The total return for the period from July 15, 1994
           to June 1, 1995 for the Service Shares was 13.25%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         105----
<PAGE>   823
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                    INCOME EQUITY FUND
                                                   -----------------------------------------------------
                                                                         FIDUCIARY
                                                   -----------------------------------------------------
                                                                   YEARS ENDED JUNE 30,
                                                   -----------------------------------------------------
                                                     1996       1995       1994       1993       1992
                                                   ---------  ---------  ---------  ---------  ---------
<S>                                                <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................  $   15.13  $   13.22  $   13.21  $   12.24  $   11.35
                                                   ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income..........................       0.40       0.40       0.39       0.43       0.49
  Net realized and unrealized gains (losses) from
    investments..................................       3.22       2.28       0.01       0.97       0.90
                                                   ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities.............       3.62       2.68       0.40       1.40       1.39
                                                   ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income..........................      (0.40)     (0.40)     (0.39)     (0.43)     (0.50)
  Net realized gains.............................      (0.70)     (0.37)        --         --         --
                                                   ---------  ---------  ---------  ---------  ---------
    Total Distributions..........................      (1.10)     (0.77)     (0.39)     (0.43)     (0.50)
                                                   ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..................................  $   17.65  $   15.13  $   13.22  $   13.21  $   12.24
                                                   ---------  ---------  ---------  ---------  ---------
                                                   ---------  ---------  ---------  ---------  ---------
Total Return.....................................      24.53%     21.04%      3.27%     11.56%     12.36%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............  $ 321,827  $ 170,919  $ 198,787  $ 153,144  $ 125,050
  Ratio of expenses to average net assets........       0.98%      1.01%      0.98%      0.90%      0.70%
  Ratio of net investment income to average net
    assets.......................................       2.44%      2.85%      3.18%      3.37%      4.12%
  Ratio of expenses to average net assets*.......       1.01%      1.01%      1.05%      1.07%      1.23%
  Ratio of net investment income to average net
    assets*......................................       2.41%      2.85%      3.11%      3.20%      3.59%
  Portfolio turnover (a).........................      14.92%      4.03%     22.69%      7.53%      5.99%
  Average commission rate paid (b)...............  $  0.0673
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   106
<PAGE>   824
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                           INCOME EQUITY FUND
                                                         -------------------------------------------------------
                                                                                 CLASS A
                                                         -------------------------------------------------------
                                                                          YEARS ENDED JUNE 30,
                                                         -------------------------------------------------------
                                                           1996       1995       1994       1993      1992 (A)
                                                         ---------  ---------  ---------  ---------  -----------
<S>                                                      <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..................................  $   15.11  $   13.20  $   13.20  $   12.23   $   12.34
                                                         ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income................................       0.38       0.03       0.36       0.40        0.20
  Net realized and unrealized gains (losses) from
    investments........................................       3.20       2.29         --       0.98       (0.10)
                                                         ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities...................       3.58       2.32       0.36       1.38        0.10
Distributions
  Net investment income................................      (0.35)     (0.03)     (0.34)     (0.41)      (0.21)
  In excess of net investment income...................         --      (0.01)     (0.02)        --          --
  Net realized gains...................................      (0.70)     (0.37)        --         --          --
                                                         ---------  ---------  ---------  ---------  -----------
    Total Distributions................................      (1.05)     (0.41)     (0.36)     (0.41)      (0.21)
                                                         ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD........................................  $   17.64  $   15.11  $   13.20  $   13.20   $   12.23
                                                         ---------  ---------  ---------  ---------  -----------
                                                         ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)...................      24.23%     20.79%      2.95%     11.38%       2.16%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)....................  $  44,284  $  13,793  $  12,054  $   9,513  $      118
  Ratio of expenses to average net assets..............       1.23%      1.26%      1.23%      1.11%       1.29 %(b)
  Ratio of net investment income to average net
    assets.............................................       2.19%      2.61%      3.01%      3.32%       3.97 %(b)
  Ratio of expenses to average net assets*.............       1.36%      1.36%      1.40%      1.43%       1.49 %(b)
  Ratio of net investment income to average net
    assets*............................................       2.06%      2.51%      2.84%      3.00%       3.77 %(b)
  Portfolio turnover (c)...............................      14.92%      4.03%     22.69%      7.53%       5.99 %
  Average commission rate paid (d).....................  $  0.0673
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         107----
<PAGE>   825
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                  INCOME EQUITY FUND
                                                                           ---------------------------------
                                                                                        CLASS B
                                                                           ---------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                           ---------------------------------
                                                                             1996       1995      1994 (A)
                                                                           ---------  ---------  -----------
<S>                                                                        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   15.14  $   13.23   $   13.83
                                                                           ---------  ---------  -----------
Investment Activities
  Net investment income..................................................       0.24       0.26        0.11
  Net realized and unrealized gains (losses) from investments............       3.23       2.29       (0.60)
                                                                           ---------  ---------  -----------
    Total from Investment Activities.....................................       3.47       2.55       (0.49)
                                                                           ---------  ---------  -----------
Distributions
  Net investment income..................................................      (0.23)     (0.25)      (0.11)
  In excess of net investment income.....................................         --      (0.02)         --
  Net realized gains.....................................................      (0.70)     (0.37)         --
                                                                           ---------  ---------  -----------
    Total Distributions..................................................      (0.93)     (0.64)      (0.11)
                                                                           ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   17.68  $   15.14   $   13.23
                                                                           ---------  ---------  -----------
                                                                           ---------  ---------  -----------
Total Return (Excludes Sales Charge).....................................      23.41%     19.91%      (3.37)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $  29,169  $   3,468  $    1,714
  Ratio of expenses to average net assets................................       1.98%      2.01%       1.95 %(b)
  Ratio of net investment income to average net assets...................       1.44%      1.88%       2.70 %(b)
  Ratio of expenses to average net assets*...............................       2.01%      2.02%       1.95 %(b)
  Ratio of net investment income to average net assets*..................       1.41%      1.87%       2.70 %(b)
  Portfolio turnover (d).................................................      14.92%      4.03%      22.69 %
  Average commission rate paid (e).......................................  $  0.0673
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   108
<PAGE>   826
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                     EQUITY INDEX FUND
                                                                 ---------------------------------------------------------
                                                                                         FIDUCIARY
                                                                 ---------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                 ---------------------------------------------------------
                                                                    1996        1995        1994        1993     1992 (A)
                                                                 ----------  ----------  ----------  ----------  ---------
<S>                                                              <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..........................................  $    14.03  $    11.59  $    11.92  $    10.92  $   10.00
                                                                 ----------  ----------  ----------  ----------  ---------
Investment Activities
  Net investment income........................................        0.33        0.32        0.29        0.30       0.26
  Net realized and unrealized gains (losses) from
    investments................................................        3.16        2.59       (0.20)       1.13       0.95
                                                                 ----------  ----------  ----------  ----------  ---------
    Total from Investment Activities...........................        3.49        2.91        0.09        1.43       1.21
                                                                 ----------  ----------  ----------  ----------  ---------
Distributions
  Net investment income........................................       (0.33)      (0.29)      (0.29)      (0.30)     (0.26)
  In excess of net investment income...........................       (0.01)      (0.02)      (0.04)         --         --
  Net realized gains...........................................       (0.52)      (0.16)      (0.09)      (0.13)     (0.03)
                                                                 ----------  ----------  ----------  ----------  ---------
    Total Distributions........................................       (0.86)      (0.47)      (0.42)      (0.43)     (0.29)
                                                                 ----------  ----------  ----------  ----------  ---------
NET ASSET VALUE,
  END OF PERIOD................................................  $    16.66  $    14.03  $    11.59  $    11.92  $   10.92
                                                                 ----------  ----------  ----------  ----------  ---------
                                                                 ----------  ----------  ----------  ----------  ---------
Total Return...................................................       25.47%      25.79%       0.63%      13.04%     12.14%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................  $  321,058  $  234,895  $  165,370  $   96,446  $  62,150
  Ratio of expenses to average net assets......................        0.30%       0.33%       0.46%       0.50%      0.73%(b)
  Ratio of net investment income to average net assets.........        2.18%       2.57%       2.44%       2.46%      2.43%(b)
  Ratio of expenses to average net assets*.....................        0.59%       0.66%       0.59%       0.87%      1.16%(b)
  Ratio of net investment income to average net assets*........        1.89%       2.24%       2.31%       2.09%      2.00%(b)
  Portfolio turnover (c).......................................        9.08%       2.71%      11.81%       2.71%     21.90%
  Average commission rate paid (d).............................  $   0.0490
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on July 2, 1991.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         109----
<PAGE>   827
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                       EQUITY INDEX FUND
                                                                   ----------------------------------------------------------
                                                                                            CLASS A
                                                                   ----------------------------------------------------------
                                                                                      YEARS ENDED JUNE 30,
                                                                   ----------------------------------------------------------
                                                                     1996        1995        1994        1993      1992 (A)
                                                                   ---------  ----------  ----------  ----------  -----------
<S>                                                                <C>        <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................  $   14.02  $    11.59  $    11.91  $    10.92   $   10.94
                                                                   ---------  ----------  ----------  ----------  -----------
Investment Activities
  Net investment income..........................................       0.27        0.29        0.28        0.30        0.08
  Net realized and unrealized gains (losses) from investments....       3.18        2.58       (0.20)       1.10          --
                                                                   ---------  ----------  ----------  ----------  -----------
    Total from Investment Activities.............................       3.45        2.87        0.08        1.40        0.08
                                                                   ---------  ----------  ----------  ----------  -----------
Distributions
  Net investment income..........................................      (0.27)      (0.28)      (0.27)      (0.28)      (0.10)
  In excess of net investment income.............................      (0.01)         --       (0.04)         --          --
  Net realized gains.............................................      (0.52)      (0.16)      (0.09)      (0.13)         --
                                                                   ---------  ----------  ----------  ----------  -----------
    Total Distributions..........................................      (0.80)      (0.44)      (0.40)      (0.41)      (0.10)
                                                                   ---------  ----------  ----------  ----------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................  $   16.67  $    14.02  $    11.59  $    11.91   $   10.92
                                                                   ---------  ----------  ----------  ----------  -----------
                                                                   ---------  ----------  ----------  ----------  -----------
Total Return (Excludes Sales Charge).............................      25.16%      25.43%       0.56%      12.75%       1.32%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................  $  32,186  $    3,003  $    1,416  $      512  $        5
  Ratio of expenses to average net assets........................       0.55%       0.56%       0.62%       0.52%       1.09 %(b)
  Ratio of net investment income to average net assets...........       1.93%       2.38%       2.37%       2.51%       1.97 %(b)
  Ratio of expenses to average net assets*.......................       0.94%       1.01%       0.94%       0.99%       1.27 %(b)
  Ratio of net investment income to average net assets*..........       1.54%       1.94%       2.05%       2.04%       1.79 %(b)
  Portfolio turnover (c).........................................       9.08%       2.71%      11.81%       2.71%      21.90 %
  Average commission rate paid (d)...............................  $  0.0490
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   110
<PAGE>   828
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                      EQUITY INDEX FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $   14.05  $   11.61   $   12.39
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.16       0.18        0.09
  Net realized and unrealized gains (losses) from investments...............................       3.16       2.61       (0.78)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       3.32       2.79       (0.69)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.16)     (0.19)      (0.09)
  In excess of net investment income........................................................      (0.01)        --          --
  Net realized gains........................................................................      (0.52)     (0.16)         --
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.69)     (0.35)      (0.09)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $   16.68  $   14.05   $   11.61
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................      24.05%     24.58%      (5.57)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  38,538  $   1,408  $      248
  Ratio of expenses to average net assets...................................................       1.30%      1.34%       1.10 %(b)
  Ratio of net investment income to average net assets......................................       1.18%      1.60%       2.08 %(b)
  Ratio of expenses to average net assets*..................................................       1.59%      1.67%       1.15 %(b)
  Ratio of net investment income to average net assets*.....................................       0.89%      1.27%       2.03 %(b)
  Portfolio turnover (d)....................................................................       9.08%      2.71%      11.81 %
  Average commission rate paid (e)..........................................................  $  0.0490
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         111----
<PAGE>   829
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                      EQUITY INDEX FUND
                                                                                                   ------------------------
                                                                                                    SERVICE/RETIREMENT (A)
                                                                                                   ------------------------
                                                                                                     YEARS ENDED JUNE 30,
                                                                                                   ------------------------
                                                                                                      1995         1994
                                                                                                   -----------  -----------
<S>                                                                                                <C>          <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................................   $   11.51    $   12.36
                                                                                                   -----------  -----------
Investment Activities
  Net investment income..........................................................................        0.13         0.05
  Net realized and unrealized gains (losses) from investments....................................        2.36        (0.85)
                                                                                                   -----------  -----------
    Total from Investment Activities.............................................................        2.49        (0.80)
                                                                                                   -----------  -----------
Distributions
  Net investment income..........................................................................       (0.19)       (0.05)
  In excess of net investment income.............................................................       (0.01)          --
  Net realized gains.............................................................................       (0.10)          --
  In excess of net realized gains................................................................       (0.06)          --
                                                                                                   -----------  -----------
    Total Distributions..........................................................................       (0.36)       (0.05)
                                                                                                   -----------  -----------
NET ASSET VALUE,
  END OF PERIOD..................................................................................   $   13.64    $   11.51
                                                                                                   -----------  -----------
                                                                                                   -----------  -----------
Total Return.....................................................................................            (a)      (6.52)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................................  $       --   $       11
  Ratio of expenses to average net assets........................................................        1.01  (b)       1.42 %(b)
  Ratio of net investment income to average net assets...........................................        2.18  (b)       1.83 %(b)
  Ratio of expenses to average net assets*.......................................................        1.37  (b)       1.69 %(b)
  Ratio of net investment income to average net assets*..........................................        1.82  (b)       1.56 %(b)
  Portfolio turnover (d).........................................................................        2.71 %      11.81 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service" Shares. As of June 1, 1995, Service shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 22.83%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   112
<PAGE>   830
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                          VALUE GROWTH FUND
                                                                                                          -----------------
                                                                                                              FIDUCIARY
                                                                                                          -----------------
                                                                                                           MARCH 26, 1996
                                                                                                                 TO
                                                                                                          JUNE 30, 1996 (A)
                                                                                                          -----------------
<S>                                                                                                       <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................................................................     $     10.00
                                                                                                                --------
Investment Activities
  Net investment income.................................................................................            0.03
  Net realized and unrealized gains (losses) from investments...........................................            0.39
                                                                                                                --------
    Total from Investment Activities....................................................................            0.42
                                                                                                                --------
Distributions
  Net investment income.................................................................................           (0.03)
                                                                                                                --------
    Total Distributions.................................................................................           (0.03)
                                                                                                                --------
NET ASSET VALUE,
  END OF PERIOD.........................................................................................     $     10.39
                                                                                                                --------
                                                                                                                --------
Total Return............................................................................................            10.48%(b)(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................................................................  $       191,212
  Ratio of expenses to average net assets...............................................................             0.95  %(d)
  Ratio of net investment income to average net assets..................................................             1.13  %(d)
  Ratio of expenses to average net assets*..............................................................             1.04  %(d)
  Ratio of net investment income to average net assets*.................................................             1.04  %(d)
  Portfolio turnover (e)................................................................................            65.21  %
  Average commission rate paid (f)......................................................................  $        0.0373
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Represents total return for Class A Shares from December 1, 1995 through March 25, 1996 plus
           total return for Fiduciary Shares for the period from March 26, 1996 through June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         113----
<PAGE>   831
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                          VALUE GROWTH FUND
                                             ----------------------------------------------------------------------------
                                                                               CLASS A
                                             ----------------------------------------------------------------------------
                                               SEVEN MONTHS                     YEARS ENDED NOVEMBER 30,
                                              ENDED JUNE 30,    ---------------------------------------------------------
                                                 1996 (A)          1995        1994        1993        1992       1991
                                             -----------------  ----------  ----------  ----------  ----------  ---------
<S>                                          <C>                <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................      $   11.15      $     9.00  $    10.02  $     9.42  $     7.80  $    6.39
                                                   -------      ----------  ----------  ----------  ----------  ---------
Investment Activities
  Net investment income....................           0.94            0.12        0.13        0.11        0.11       0.12
  Net realized and unrealized gains
    (losses) from investments..............           0.08            2.44       (0.56)       0.82        1.76       1.44
                                                   -------      ----------  ----------  ----------  ----------  ---------
    Total from Investment Activities.......           1.02            2.56       (0.43)       0.93        1.87       1.56
                                                   -------      ----------  ----------  ----------  ----------  ---------
Distributions
  Net investment income....................          (0.94)          (0.12)      (0.14)      (0.12)      (0.10)     (0.14)
  In excess of net investment income.......          (0.01)             --          --          --          --         --
  Net realized gains.......................          (0.83)          (0.29)      (0.45)      (0.22)      (0.14)     (0.01)
                                                   -------      ----------  ----------  ----------  ----------  ---------
    Total Distributions....................          (1.78)          (0.41)      (0.59)      (0.33)      (0.24)     (0.15)
                                                   -------      ----------  ----------  ----------  ----------  ---------
NET ASSET VALUE,
  END OF PERIOD............................      $   10.39      $    11.15  $     9.00  $    10.02  $     9.42  $    7.80
                                                   -------      ----------  ----------  ----------  ----------  ---------
                                                   -------      ----------  ----------  ----------  ----------  ---------
Total Return (Excludes Sales Charge).......           10.40%(b)      29.57%      (4.32)%      10.13%      24.27%     24.97%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........  $       35,984     $  217,978  $  173,198  $  171,141  $  133,614  $  93,400
  Ratio of expenses to average net
    assets.................................            0.97    (c)       0.95%       0.96%       0.96%       0.97%      0.95%
  Ratio of net investment income to average
    net assets.............................            0.85    (c)       1.25%       1.34%       1.21%       1.25%      1.73%
  Ratio of expenses to average net
    assets*................................            1.05    (c)       0.95%       0.96%       0.96%       0.97%      1.02%
  Ratio of net investment income to average
    net assets*............................            0.77    (c)       1.25%       1.34%       1.21%       1.25%      1.66%
  Portfolio turnover (d)...................           65.21   %      77.00%      53.00%      66.00%      43.00%     54.00%
  Average commission rate paid (e).........  $       0.0373
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Value Growth Fund became the Value
           Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Value Growth Fund. The per share data for the periods prior to March 26, 1996 have been
           restated to reflect the impact of restatement of net asset value from $15.26 to $10.00
           effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   114
<PAGE>   832
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                     VALUE GROWTH FUND
                                                                -----------------------------------------------------------
                                                                                          CLASS B
                                                                -----------------------------------------------------------
                                                                      SEVEN                              SEPTEMBER 9, 1994
                                                                     MONTHS               YEAR                  TO
                                                                      ENDED        ENDED NOVEMBER 30,      NOVEMBER 30,
                                                                JUNE 30, 1996 (A)         1995               1994 (B)
                                                                -----------------  -------------------  -------------------
<S>                                                             <C>                <C>                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.........................................      $   11.16           $    9.01            $    9.85
                                                                      -------              ------               ------
Investment Activities
  Net investment income.......................................           0.91                0.05                 0.02
  Net realized and unrealized gains (losses) from
    investments...............................................           0.07                2.46                (0.84)
                                                                      -------              ------               ------
    Total from Investment Activities..........................           0.98                2.51                (0.82)
                                                                      -------              ------               ------
Distributions
  Net investment income.......................................          (0.91)              (0.07)               (0.02)
  In excess of net investment income..........................          (0.01)                 --                   --
  Net realized gains..........................................          (0.83)              (0.29)                  --
                                                                      -------              ------               ------
    Total Distributions.......................................          (1.75)              (0.35)               (0.02)
                                                                      -------              ------               ------
NET ASSET VALUE,
  END OF PERIOD...............................................      $   10.39           $   11.16            $    9.01
                                                                      -------              ------               ------
                                                                      -------              ------               ------
Total Return (Excludes Sales Charge)..........................            9.96%(c)           28.74    %           (8.31    )%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...........................  $        4,673     $         2,923      $           412
  Ratio of expenses to average net assets.....................            1.86    (d)            1.70    %            1.71    %(d)
  Ratio of net investment income to average net assets........            0.13    (d)            0.38    %            0.76    %(d)
  Ratio of expenses to average net assets*....................            1.94    (d)            1.70    %            1.71    %(d)
  Ratio of net investment income to average net assets*.......            0.05    (d)            0.38    %            0.76    %(d)
  Portfolio turnover (e)......................................           65.21   %           77.00    %           53.00    %
  Average commission rate paid (f)............................  $       0.0373
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Value Growth Fund became the Value
           Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Value Growth Fund. The per share data for the periods prior to March 26, 1996 have been
           restated to reflect the impact of restatement of net asset value from $15.21 to $10.00
           effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Class B Shares commenced offering September 9, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         115----
<PAGE>   833
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                  LARGE COMPANY VALUE FUND
                                                                  ---------------------------------------------------------
                                                                                          FIDUCIARY
                                                                  ---------------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                  ---------------------------------------------------------
                                                                     1996        1995        1994        1993       1992
                                                                  ----------  ----------  ----------  ----------  ---------
<S>                                                               <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...........................................  $    12.87  $    11.34  $    11.64  $    11.34  $   10.07
                                                                  ----------  ----------  ----------  ----------  ---------
Investment Activities
  Net investment income.........................................        0.31        0.31        0.20        0.18       0.21
  Net realized and unrealized gains (losses) from investments...        1.20        2.18       (0.01)       0.58       1.34
                                                                  ----------  ----------  ----------  ----------  ---------
    Total from Investment Activities............................        1.51        2.49        0.19        0.76       1.55
                                                                  ----------  ----------  ----------  ----------  ---------
Distributions
  Net investment income.........................................       (0.31)      (0.32)      (0.19)      (0.18)     (0.21)
  Net realized gains............................................       (1.24)      (0.64)      (0.30)      (0.28)     (0.07)
                                                                  ----------  ----------  ----------  ----------  ---------
    Total Distributions.........................................       (1.55)      (0.96)      (0.49)      (0.46)     (0.28)
                                                                  ----------  ----------  ----------  ----------  ---------
NET ASSET VALUE,
  END OF PERIOD.................................................  $    12.83  $    12.87  $    11.34  $    11.64  $   11.34
                                                                  ----------  ----------  ----------  ----------  ---------
                                                                  ----------  ----------  ----------  ----------  ---------
Total Return....................................................       12.71%      23.42%      (1.59)%       6.73%     15.53%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).............................  $  584,527  $  365,376  $  169,127  $  132,833  $  62,075
  Ratio of expenses to average net assets.......................        0.97%       1.00%       0.95%       0.86%      0.82%
  Ratio of net investment income to average net assets..........        2.43%       2.74%       1.72%       1.62%      1.91%
  Ratio of expenses to average net assets*......................        0.98%       1.01%       1.02%       1.12%      1.34%
  Ratio of net investment income to average net assets*.........        2.42%       2.73%       1.65%       1.36%      1.39%
  Portfolio turnover (a)........................................      186.84%     203.13%     111.72%      51.75%     55.90%
  Average commission rate paid (b)..............................  $   0.0415
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   116
<PAGE>   834
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                       LARGE COMPANY VALUE FUND
                                                                        -------------------------------------------------------
                                                                                                CLASS A
                                                                        -------------------------------------------------------
                                                                                         YEARS ENDED JUNE 30,
                                                                        -------------------------------------------------------
                                                                          1996       1995       1994       1993      1992 (A)
                                                                        ---------  ---------  ---------  ---------  -----------
<S>                                                                     <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $   12.89  $   11.34  $   11.64  $   11.33   $   11.42
                                                                        ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...............................................       0.27       0.28       0.17       0.16        0.07
  Net realized and unrealized gains (losses) from investments.........       1.22       2.20      (0.01)      0.59       (0.08)
                                                                        ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities..................................       1.49       2.48       0.16       0.75       (0.01)
                                                                        ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income...............................................      (0.27)     (0.27)     (0.16)     (0.16)      (0.08)
  In excess of net investment income..................................         --      (0.02)        --         --          --
  Net realized gains..................................................      (1.24)     (0.64)     (0.30)     (0.28)         --
                                                                        ---------  ---------  ---------  ---------  -----------
    Total Distributions...............................................      (1.51)     (0.93)     (0.46)     (0.44)      (0.08)
                                                                        ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $   12.87  $   12.89  $   11.34  $   11.64   $   11.33
                                                                        ---------  ---------  ---------  ---------  -----------
                                                                        ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)..................................      12.40%     22.64%      1.35%      6.64%      (0.33 )%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $   9,380  $   3,481  $     698  $     451  $       12
  Ratio of expenses to average net assets.............................       1.22%      1.25%      1.20%      1.10%       1.02 %(b)
  Ratio of net investment income to average net assets................       2.18%      2.52%      1.57%      1.41%       2.12 %(b)
  Ratio of expenses to average net assets*............................       1.33%      1.37%      1.37%      1.50%       1.22 %(b)
  Ratio of net investment income to average net assets*...............       2.07%      2.41%      1.40%      1.01%       1.92 %(b)
  Portfolio turnover (c)..............................................     186.84%    203.13%    111.72%     51.75%      55.90 %
  Average commission rate paid (d)....................................  $  0.0415
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         117----
<PAGE>   835
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                LARGE COMPANY VALUE FUND
                                                                                             -------------------------------
                                                                                                         CLASS B
                                                                                             -------------------------------
                                                                                                  YEARS ENDED JUNE 30,
                                                                                             -------------------------------
                                                                                               1996       1995     1994 (A)
                                                                                             ---------  ---------  ---------
<S>                                                                                          <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................................................................  $   12.96  $   11.41  $   11.87
                                                                                             ---------  ---------  ---------
Investment Activities
  Net investment income....................................................................       0.18       0.17       0.05
  Net realized and unrealized gains (losses) from investments..............................       1.26       2.19      (0.46)
                                                                                             ---------  ---------  ---------
    Total from Investment Activities.......................................................       1.44       2.36      (0.41)
                                                                                             ---------  ---------  ---------
Distributions
  Net investment income....................................................................      (0.18)     (0.17)     (0.05)
  Net realized gains.......................................................................      (1.24)     (0.64)        --
                                                                                             ---------  ---------  ---------
    Total Distributions....................................................................      (1.42)     (0.81)     (0.05)
                                                                                             ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD............................................................................  $   12.98  $   12.96  $   11.41
                                                                                             ---------  ---------  ---------
                                                                                             ---------  ---------  ---------
Total Return (Excludes Sales Charge).......................................................      11.95%     22.28%      3.48%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........................................................  $   4,135  $     861  $     182
  Ratio of expenses to average net assets..................................................       1.97%      2.00%      2.00%(b)
  Ratio of net investment income to average net assets.....................................       1.43%      1.74%      1.06%(b)
  Ratio of expenses to average net assets*.................................................       1.98%      2.01%      2.00%(b)
  Ratio of net investment income to average net assets*....................................       1.42%      1.72%      1.06%(b)
  Portfolio turnover (d)...................................................................     186.84%    203.13%    111.72%
  Average commission rate paid (e).........................................................  $  0.0415
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   118
<PAGE>   836
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                  DISCIPLINED VALUE FUND
                                                                ----------------------------------------------------------
                                                                                        FIDUCIARY
                                                                ----------------------------------------------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                ----------------------------------------------------------
                                                                   1996        1995        1994        1993        1992
                                                                ----------  ----------  ----------  ----------  ----------
<S>                                                             <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.........................................  $    13.20  $    11.90  $    12.76  $    11.49  $    10.20
                                                                ----------  ----------  ----------  ----------  ----------
Investment Activities
  Net investment income.......................................        0.29        0.28        0.26        0.28        0.34
  Net realized and unrealized gains (losses) from
    investments...............................................        2.27        1.57        0.29        1.27        1.29
                                                                ----------  ----------  ----------  ----------  ----------
    Total from Investment Activities..........................        2.56        1.85        0.55        1.55        1.63
                                                                ----------  ----------  ----------  ----------  ----------
Distributions
  Net investment income.......................................       (0.29)      (0.27)      (0.26)      (0.28)      (0.34)
  Net realized gains..........................................       (0.78)      (0.28)      (1.15)         --          --
                                                                ----------  ----------  ----------  ----------  ----------
    Total Distributions.......................................       (1.07)      (0.55)      (1.41)      (0.28)      (0.34)
                                                                ----------  ----------  ----------  ----------  ----------
NET ASSET VALUE,
  END OF PERIOD...............................................  $    14.69  $    13.20  $    11.90  $    12.76  $    11.49
                                                                ----------  ----------  ----------  ----------  ----------
                                                                ----------  ----------  ----------  ----------  ----------
Total Return..................................................       20.10%      16.03%       4.04%      13.58%      16.24%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...........................  $  522,474  $  448,530  $  418,238  $  211,785  $  115,234
  Ratio of expenses to average net assets.....................        0.99%       1.00%       0.93%       0.89%       0.69%
  Ratio of net investment income to average net assets........        2.04%       2.21%       2.14%       2.30%       3.17%
  Ratio of expenses to average net assets*....................        1.00%       1.10%       0.98%       1.08%       1.23%
  Ratio of net investment income to average net assets*.......        2.03%       2.11%       2.09%       2.11%       2.63%
  Portfolio turnover (a)......................................       90.55%     176.66%      56.33%     108.79%      25.32%
  Average commission rate paid (b)............................  $   0.0576
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         119----
<PAGE>   837
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                       DISCIPLINED VALUE FUND
                                                                       -------------------------------------------------------
                                                                                               CLASS A
                                                                       -------------------------------------------------------
                                                                                        YEARS ENDED JUNE 30,
                                                                       -------------------------------------------------------
                                                                         1996       1995       1994       1993      1992 (A)
                                                                       ---------  ---------  ---------  ---------  -----------
<S>                                                                    <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................  $   13.22  $   11.91  $   12.75  $   11.49   $   11.45
                                                                       ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income..............................................       0.25       0.24       0.24       0.25        0.12
  Net realized and unrealized gains (losses) from investments........       2.28       1.59       0.30       1.26        0.06
                                                                       ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities.................................       2.53       1.83       0.54       1.51        0.18
                                                                       ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income..............................................      (0.25)     (0.24)     (0.23)     (0.25)      (0.14)
  Net realized gains.................................................      (0.78)     (0.26)     (1.10)        --          --
  In excess of net realized gains....................................         --      (0.02)     (0.05)        --          --
                                                                       ---------  ---------  ---------  ---------  -----------
    Total Distributions..............................................      (1.03)     (0.52)     (1.38)     (0.25)      (0.14)
                                                                       ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD......................................................  $   14.72  $   13.22  $   11.91  $   12.75   $   11.49
                                                                       ---------  ---------  ---------  ---------  -----------
                                                                       ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge).................................      19.80%     15.43%      3.95%     13.27%       1.56%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................  $  20,838  $  13,560  $  10,448  $   3,435  $       35
  Ratio of expenses to average net assets............................       1.24%      1.26%      1.18%      1.12%       1.29 %(b)
  Ratio of net investment income to average net assets...............       1.79%      1.99%      2.00%      2.06%       2.43 %(b)
  Ratio of expenses to average net assets*...........................       1.35%      1.36%      1.33%      1.46%       1.49 %(b)
  Ratio of net investment income to average net assets*..............       1.68%      1.89%      1.85%      1.72%       2.23 %(b)
  Portfolio turnover (c).............................................      90.55%    176.66%     56.33%    108.79%      25.32 %
  Average commission rate paid (d)...................................  $  0.0576
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   120
<PAGE>   838
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                  DISCIPLINED VALUE FUND
                                                                                             ---------------------------------
                                                                                                          CLASS B
                                                                                             ---------------------------------
                                                                                                   YEARS ENDED JUNE 30,
                                                                                             ---------------------------------
                                                                                               1996       1995      1994 (A)
                                                                                             ---------  ---------  -----------
<S>                                                                                          <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................................................................  $   13.19  $   11.90   $   12.60
                                                                                             ---------  ---------  -----------
Investment Activities
  Net investment income....................................................................       0.15       0.15        0.07
  Net realized and unrealized gains (losses) from investments..............................       2.27       1.58       (0.70)
                                                                                             ---------  ---------  -----------
    Total from Investment Activities.......................................................       2.42       1.73       (0.63)
                                                                                             ---------  ---------  -----------
Distributions
  Net investment income....................................................................      (0.14)     (0.15)      (0.06)
  In excess of net investment income.......................................................         --      (0.01)      (0.01)
  Net realized gains.......................................................................      (0.78)     (0.28)         --
                                                                                             ---------  ---------  -----------
    Total Distributions....................................................................      (0.92)     (0.44)      (0.07)
                                                                                             ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD............................................................................  $   14.69  $   13.19   $   11.90
                                                                                             ---------  ---------  -----------
                                                                                             ---------  ---------  -----------
Total Return (Excludes Sales Charge).......................................................      18.93%     14.92%      (5.00)%(c)
 
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........................................................  $  16,305  $  11,222  $    5,356
  Ratio of expenses to average net assets..................................................       1.99%      2.00%       1.96 %(b)
  Ratio of net investment income to average net assets.....................................       1.04%      1.26%       1.80 %(b)
  Ratio of expenses to average net assets*.................................................       2.00%      2.01%       1.96 %(b)
  Ratio of net investment income to average net assets*....................................       1.03%      1.25%       1.80 %(b)
  Portfolio turnover (d)...................................................................      90.55%    176.66%      56.33 %
  Average commission rate paid (e).........................................................  $  0.0576
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced.If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         121----
<PAGE>   839
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                   DISCIPLINED VALUE
                                                                                          FUND
                                                                                  --------------------
                                                                                        SERVICE/
                                                                                     RETIREMENT (A)
                                                                                  --------------------
                                                                                  YEARS ENDED JUNE 30,
                                                                                  --------------------
                                                                                    1995       1994
                                                                                  ---------  ---------
NET ASSET VALUE,
  BEGINNING OF PERIOD...........................................................  $   11.90  $   12.59
<S>                                                                               <C>        <C>
                                                                                  ---------  ---------
Investment Activities
  Net investment income.........................................................       0.17       0.06
  Net realized and unrealized gains (losses) from investments...................       1.37      (0.69)
                                                                                  ---------  ---------
    Total from Investment Activities............................................       1.54      (0.63)
                                                                                  ---------  ---------
Distributions
  Net investment income.........................................................      (0.16)     (0.06)
  In excess of net investment income............................................      (0.01)        --
  Net realized gains............................................................      (0.28)        --
                                                                                  ---------  ---------
    Total Distributions.........................................................      (0.45)     (0.06)
                                                                                  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD.................................................................  $   12.99  $   11.90
                                                                                  ---------  ---------
                                                                                  ---------  ---------
Total Return....................................................................           (a)     (5.03)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).............................................  $      --  $      47
  Ratio of expenses to average net assets.......................................       1.90 (b)      1.84%(b)
  Ratio of net investment income to average net assets..........................       1.89 (b)      1.83%(b)
  Ratio of expenses to average net assets*......................................       1.90 (b)      1.84%(b)
  Ratio of net investment income to average net assets*.........................       1.89 (b)      1.83%(b)
  Portfolio turnover (d)........................................................     176.66%     56.33%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service" Shares. As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 13.14%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   122
<PAGE>   840
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                              LARGE COMPANY GROWTH FUND
                                                               --------------------------------------------------------
                                                                                      FIDUCIARY
                                                               --------------------------------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                               --------------------------------------------------------
                                                                  1996        1995        1994       1993     1992 (A)
                                                               ----------  ----------  ----------  ---------  ---------
<S>                                                            <C>         <C>         <C>         <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................  $    13.47  $    11.32  $    10.92  $    9.85  $   10.00
                                                               ----------  ----------  ----------  ---------  ---------
Investment Activities
  Net investment income......................................        0.18        0.20        0.20       0.23       0.08
  Net realized and unrealized gains (losses) from
    investments..............................................        2.14        3.04        0.67       1.12      (0.16)
                                                               ----------  ----------  ----------  ---------  ---------
    Total from Investment Activities.........................        2.32        3.24        0.87       1.35      (0.08)
                                                               ----------  ----------  ----------  ---------  ---------
Distributions
  Net investment income......................................       (0.18)      (0.20)      (0.20)     (0.23)     (0.07)
  Net realized gains.........................................       (0.17)      (0.89)      (0.27)     (0.05)        --
                                                               ----------  ----------  ----------  ---------  ---------
    Total Distributions......................................       (0.35)      (1.09)      (0.47)     (0.28)     (0.07)
                                                               ----------  ----------  ----------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..............................................  $    15.44  $    13.47  $    11.32  $   10.92  $    9.85
                                                               ----------  ----------  ----------  ---------  ---------
                                                               ----------  ----------  ----------  ---------  ---------
Total Return.................................................       17.36%      21.85%       8.04%     13.92%     (0.80)%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..........................  $  745,986  $  531,595  $  150,035  $  41,317  $  25,019
  Ratio of expenses to average net assets....................        0.96%       1.00%       0.78%      0.39%      0.30%(b)
  Ratio of net investment income to average net assets.......        1.20%       1.72%       1.78%      0.37%      2.37%(b)
  Ratio of expenses to average net assets*...................        0.99%       1.00%       1.13%      1.43%      1.49%(b)
  Ratio of net investment income to average net assets*......        1.17%       1.72%       1.52%      1.21%      1.12%(b)
  Portfolio turnover (c).....................................       35.51%      14.22%       9.04%     10.61%      3.09%
  Average commission rate paid (d)...........................  $   0.0647
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on February 28, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         123----
<PAGE>   841
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                 LARGE COMPANY GROWTH FUND
                                                                                             ---------------------------------
                                                                                                          CLASS A
                                                                                             ---------------------------------
                                                                                                   YEARS ENDED JUNE 30,
                                                                                             ---------------------------------
                                                                                               1996       1995      1994 (A)
                                                                                             ---------  ---------  -----------
<S>                                                                                          <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD......................................................................  $   13.83  $   11.62   $   11.78
                                                                                             ---------  ---------  -----------
Investment Activities
  Net investment income....................................................................       0.14       0.17        0.04
  Net realized and unrealized gains (losses) from investments..............................       2.17       3.10       (0.16)
                                                                                             ---------  ---------  -----------
    Total from Investment Activities.......................................................       2.31       3.27       (0.12)
                                                                                             ---------  ---------  -----------
Distributions
  Net investment income....................................................................      (0.14)     (0.16)      (0.04)
  In excess of net investment income.......................................................         --      (0.01)         --
  Net realized gains.......................................................................      (0.17)     (0.89)         --
                                                                                             ---------  ---------  -----------
    Total Distributions....................................................................      (0.31)     (1.06)      (0.04)
                                                                                             ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD............................................................................  $   15.83  $   13.83   $   11.62
                                                                                             ---------  ---------  -----------
                                                                                             ---------  ---------  -----------
Total Return (Excludes Sales Charge).......................................................      16.85%     21.52%      (1.02)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)........................................................  $  75,114  $  27,428  $      368
  Ratio of expenses to average net assets..................................................       1.21%      1.26%       1.25 %(b)
  Ratio of net investment income to average net assets.....................................       0.95%      1.49%       0.96 %(b)
  Ratio of expenses to average net assets*.................................................       1.34%      1.36%       1.35 %(b)
  Ratio of net investment income to average net assets*....................................       0.82%      1.39%       1.68 %(b)
Portfolio turnover (d).....................................................................      35.51%     14.22%       9.04 %
Average commission rate paid (e)...........................................................  $  0.0647
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on January 1, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   124
<PAGE>   842
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                  LARGE COMPANY GROWTH FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $   13.63  $   11.47   $   11.57
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.05       0.09        0.03
  Net realized and unrealized gains (losses) from investments...............................       2.17       3.06       (0.10)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       2.22       3.15       (0.07)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.05)     (0.09)      (0.03)
  In excess of net investment income........................................................         --      (0.01)         --
  Net realized gains........................................................................      (0.17)     (0.89)         --
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.22)     (0.99)      (0.03)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $   15.63  $   13.63   $   11.47
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................      16.41%     20.65%      (0.66)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  56,261  $   6,918  $      334
  Ratio of expenses to average net assets...................................................       1.96%      2.01%       1.99 %(b)
  Ratio of net investment income to average net assets......................................       0.20%      0.74%       0.96 %(b)
  Ratio of expenses to average net assets*..................................................       1.99%      2.01%       1.99 %(b)
  Ratio of net investment income to average net assets*.....................................       0.17%      0.74%       0.96 %(b)
  Portfolio turnover (d)....................................................................      35.51%     14.22%       9.04 %
  Average commission rate paid (e)..........................................................  $  0.0647
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         125----
<PAGE>   843
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                   LARGE COMPANY GROWTH
                                                                                           FUND
                                                                                   --------------------
                                                                                         SERVICE/
                                                                                      RETIREMENT (A)
                                                                                   --------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                                   --------------------
                                                                                     1995       1994
                                                                                   ---------  ---------
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................  $   11.42  $   11.58
<S>                                                                                <C>        <C>
                                                                                   ---------  ---------
Investment Activities
  Net investment income..........................................................       0.11       0.03
  Net realized and unrealized gains (losses) from investments....................       2.85      (0.16)
                                                                                   ---------  ---------
    Total from Investment Activities.............................................       2.96      (0.13)
Distributions
  Net investment income..........................................................      (0.11)     (0.03)
  Net realized gains.............................................................      (0.89)        --
                                                                                   ---------  ---------
    Total Distributions..........................................................      (1.00)     (0.03)
                                                                                   ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..................................................................  $   13.38  $   11.42
                                                                                   ---------  ---------
                                                                                   ---------  ---------
Total Return.....................................................................           (a)     (1.13)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................  $      --  $      24
  Ratio of expenses to average net assets........................................       1.90 (b)      1.75%(b)
  Ratio of net investment income to average net assets...........................       1.05 (b)      1.02%(b)
  Ratio of expenses to average net assets*.......................................       1.90 (b)      1.75%(b)
  Ratio of net investment income to average net assets*..........................       1.05 (b)      1.02%(b)
  Portfolio turnover (d).........................................................      14.22%      9.04%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service Shares". As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 19.19%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   126
<PAGE>   844
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                    GROWTH OPPORTUNITIES FUND
                                                      -----------------------------------------------------
                                                                            FIDUCIARY
                                                      -----------------------------------------------------
                                                                      YEARS ENDED JUNE 30,
                                                      -----------------------------------------------------
                                                        1996       1995       1994       1993       1992
                                                      ---------  ---------  ---------  ---------  ---------
<S>                                                   <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
 BEGINNING OF PERIOD................................  $   18.40  $   15.96  $   16.96  $   14.54  $   12.92
                                                      ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income.............................       0.20       0.06       0.07       0.06       0.09
  Net realized and unrealized gains (losses) from
    investments.....................................       3.83       2.98      (0.05)      2.99       1.87
                                                      ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities................       4.03       3.04       0.02       3.05       1.96
                                                      ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income.............................      (0.20)     (0.06)     (0.07)     (0.06)     (0.08)
  Net realized gains................................      (3.42)     (0.54)     (0.95)     (0.57)     (0.26)
                                                      ---------  ---------  ---------  ---------  ---------
    Total Distributions.............................      (3.62)     (0.60)     (1.02)     (0.63)     (0.34)
                                                      ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
 END OF PERIOD......................................  $   18.81  $   18.40  $   15.96  $   16.96  $   14.54
                                                      ---------  ---------  ---------  ---------  ---------
                                                      ---------  ---------  ---------  ---------  ---------
Total Return........................................      24.63%     19.75%     (0.16)%     21.36%     15.15%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................  $ 532,525  $ 413,518  $ 389,567  $ 232,898  $ 131,533
  Ratio of expenses to average net assets...........       1.00%      0.98%      0.98%      0.89%      0.75%
  Ratio of net investment income to average net
    assets..........................................       1.15%      0.38%      0.42%      0.41%      0.51%
  Ratio of expenses to average net assets*..........       1.01%      0.98%      1.03%      1.11%      1.23%
  Ratio of net investment income to average net
    assets*.........................................       1.14%      0.38%      0.37%      0.19%      0.03%
  Portfolio turnover (a)............................     435.30%    132.63%     70.67%     64.64%     42.77%
  Average commission rate paid (b)..................  $  0.0451
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         127----
<PAGE>   845
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                         GROWTH OPPORTUNITIES FUND
                                                          -------------------------------------------------------
                                                                                  CLASS A
                                                          -------------------------------------------------------
                                                                           YEARS ENDED JUNE 30,
                                                          -------------------------------------------------------
                                                            1996       1995       1994       1993      1992 (A)
                                                          ---------  ---------  ---------  ---------  -----------
<S>                                                       <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................  $   18.36  $   15.93  $   16.96  $   14.54   $   16.53
                                                          ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income.................................       0.17       0.02       0.04       0.03        0.01
  Net realized and unrealized gains (losses) from
    investments.........................................       3.80       2.98      (0.08)      3.00       (1.99)
                                                          ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities....................       3.97       3.00      (0.04)      3.03       (1.98)
                                                          ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income.................................      (0.15)     (0.01)     (0.03)     (0.04)      (0.01)
  In excess of net investment income....................         --      (0.02)     (0.01)        --          --
  Net realized gains....................................      (3.42)     (0.54)     (0.95)     (0.57)         --
                                                          ---------  ---------  ---------  ---------  -----------
    Total Distributions.................................      (3.57)     (0.57)     (0.99)     (0.61)      (0.01)
                                                          ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.........................................  $   18.76  $   18.36  $   15.93  $   16.96   $   14.54
                                                          ---------  ---------  ---------  ---------  -----------
                                                          ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)....................      24.32%     19.50%     (0.52)%     21.70%     (34.00 )%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................  $  28,052  $  11,178  $   8,097  $   5,757  $       84
  Ratio of expenses to average net assets...............       1.25%      1.23%      1.22%      1.11%       1.31 %(b)
  Ratio of net investment income to average net
    assets..............................................       0.90%      0.12%      0.27%      0.25%       0.12 %(b)
  Ratio of expenses to average net assets*..............       1.36%      1.33%      1.38%      1.48%       1.50 %(b)
  Ratio of net investment income (loss) to average
    net assets*.........................................       0.79%      0.02%      0.11%     (0.12%)      (0.07 %)(b)
  Portfolio turnover (c)................................     435.30%    132.63%     70.67%     64.64%      42.77 %
  Average commission rate paid (d)......................  $  0.0451
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   128
<PAGE>   846
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                            GROWTH OPPORTUNITIES FUND
                                                                       -----------------------------------
                                                                                     CLASS B
                                                                       -----------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                                       -----------------------------------
                                                                         1996       1995        1994(A)
                                                                       ---------  ---------  -------------
<S>                                                                    <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................  $   18.14  $   15.85  $   17.44
                                                                       ---------  ---------  -------------
Investment Activities
  Net investment income (loss).......................................       0.09      (0.07)    (0.02)
  Net realized and unrealized gains (losses) from investments........       3.69       2.90     (1.56)
                                                                       ---------  ---------  -------------
    Total from Investment Activities.................................       3.78       2.83     (1.58)
                                                                       ---------  ---------  -------------
Distributions
  Net investment income..............................................      (0.07)        --     (0.01)
  Net realized gains.................................................      (3.42)     (0.54)        --
                                                                       ---------  ---------  -------------
    Total Distributions..............................................      (3.49)     (0.54)    (0.01)
                                                                       ---------  ---------  -------------
NET ASSET VALUE,
  END OF PERIOD......................................................  $   18.43  $   18.14  $   15.85
                                                                       ---------  ---------  -------------
                                                                       ---------  ---------  -------------
Total Return (Excludes Sales Charge).................................      23.53%     18.47%     (9.07)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................  $  12,910  $   2,787  $   1,131
  Ratio of expenses to average net assets............................       2.00%      1.98%      2.12%(b)
  Ratio of net investment income (loss) to average net assets........       0.15%     (0.63)%     (0.55    )%(b)
  Ratio of expenses to average net assets*...........................       2.01%      1.98%      2.12    %(b)
  Ratio of net investment income (loss) to average net assets*.......       0.14%     (0.63)%     (0.55    )%(b)
  Portfolio turnover (d).............................................     435.30%    132.63%     70.67    %
  Average commission rate paid (e)...................................  $  0.0451
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         129----
<PAGE>   847
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                         GROWTH OPPORTUNITIES FUND
                                                                      --------------------------------
                                                                           SERVICE/RETIREMENT (A)
                                                                      --------------------------------
                                                                            YEARS ENDED JUNE 30,
                                                                      --------------------------------
                                                                             1995             1994
                                                                      -------------------  -----------
<S>                                                                   <C>                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...............................................       $   15.95        $   17.47
                                                                              ------       -----------
Investment Activities
  Net investment loss...............................................           (0.03)           (0.01)
  Net realized and unrealized gains (losses) from investments.......            2.14            (1.50)
                                                                              ------       -----------
    Total from Investment Activities................................            2.11            (1.51)
                                                                              ------       -----------
Distributions
  Net investment income.............................................              --            (0.01)
  Net realized gains................................................           (0.54)              --
                                                                              ------       -----------
    Total Distributions.............................................           (0.54)           (0.01)
                                                                              ------       -----------
NET ASSET VALUE,
  END OF PERIOD.....................................................       $   17.52        $   15.95
                                                                              ------       -----------
                                                                              ------       -----------
Total Return........................................................                     (a)      (8.64 )%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................................  $           --       $       35
  Ratio of expenses to average net assets...........................            1.87      %(b       1.91 %(b)
  Ratio of net investment loss to average net assets................           (0.39       (b)      (0.36 )%(b)
  Ratio of expenses to average net assets*..........................            1.87      %(b       1.91 %(b)
  Ratio of net investment loss to average net assets*...............           (0.39       (b)      (0.36 )%(b)
  Portfolio turnover (d)............................................          132.63     %      70.67 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares." On April 4, 1995, the name of the Retirement Shares was changed to
           "Service Shares." As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 13.12%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   130
<PAGE>   848
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                       GULF SOUTH
                                                                                       GROWTH FUND
                                                                                     ---------------
                                                                                        FIDUCIARY
                                                                                     ---------------
                                                                                     MARCH 26, 1996
                                                                                           TO
                                                                                        JUNE 30,
                                                                                        1996 (A)
                                                                                     ---------------
<S>                                                                                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..............................................................   $   10.00
                                                                                        -------
Investment Activities
  Net realized and unrealized gains from investments...............................        0.78
                                                                                        -------
    Total from Investment Activities...............................................        0.78
                                                                                        -------
Distributions
  Net realized gains...............................................................       (0.03)
                                                                                        -------
    Total Distributions............................................................       (0.03)
                                                                                        -------
NET ASSET VALUE,
  END OF PERIOD....................................................................   $   10.75
                                                                                        -------
                                                                                        -------
Total Return.......................................................................       13.39%(b)(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)................................................  $   83,371
  Ratio of expenses to average net assets..........................................        0.96     %(d)
  Ratio of net investment loss to average net assets...............................       (0.16     )%(d)
  Ratio of expenses to average net assets*.........................................        1.05     (d)
  Ratio of net investment loss to average net assets*..............................       (0.25     )%(d)
  Portfolio turnover (e)...........................................................       59.57     %
  Average commission rate paid (f).................................................  $   0.0685
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of the One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Represents total return for Class A Shares from December 1, 1995 through March 25, 1996 plus
           total return for Fiduciary Shares for the period from March 26, 1996 through June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         131----
<PAGE>   849
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                    GULF SOUTH GROWTH FUND
                                           -------------------------------------------------------------------------
                                                                            CLASS A
                                           -------------------------------------------------------------------------
                                                                                                        FIVE MONTHS
                                            SEVEN MONTHS             YEARS ENDED NOVEMBER 30,              ENDED
                                           ENDED JUNE 30,   ------------------------------------------  NOVEMBER 30,
                                              1996 (A)        1995       1994       1993       1992       1991 (F)
                                           ---------------  ---------  ---------  ---------  ---------  ------------
<S>                                        <C>              <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................    $   11.50      $    9.36  $   10.11  $    9.48  $    7.38   $    6.37
                                               -------      ---------  ---------  ---------  ---------  ------------
Investment Activities
  Net investment income (loss)...........        (0.07)         (0.04)     (0.04)     (0.02)      0.01        0.01
  Net realized and unrealized gains
    (losses) from investments............         1.40           2.35      (0.63)      0.88       2.09        1.01
                                               -------      ---------  ---------  ---------  ---------  ------------
    Total from Investment Activities.....         1.33           2.31      (0.67)      0.86       2.11        1.02
                                               -------      ---------  ---------  ---------  ---------  ------------
Distributions
  Net investment income..................           --             --         --      (0.01)     (0.01)      (0.01)
  Net realized gains.....................        (2.10)         (0.17)     (0.08)     (0.22)        --          --
                                               -------      ---------  ---------  ---------  ---------  ------------
    Total Distributions..................        (2.10)         (0.17)     (0.08)     (0.23)     (0.01)      (0.01)
                                               -------      ---------  ---------  ---------  ---------  ------------
NET ASSET VALUE,
  END OF PERIOD..........................    $   10.73      $   11.50  $    9.36  $   10.11  $    9.48   $    7.38
                                               -------      ---------  ---------  ---------  ---------  ------------
                                               -------      ---------  ---------  ---------  ---------  ------------
Total Return (Excludes Sales Charge).....        12.85%(b)      25.07%     (6.66)%      9.10%     28.59%      16.12  %(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......  $    18,356      $  95,467  $  77,540  $  74,982  $  55,719  $   34,546
  Ratio of expenses to average net
    assets...............................         1.05     (c)      1.03%      1.00%      1.01%      1.00%       1.05  %(c)
  Ratio of net investment income (loss)
    to average net assets................        (0.33      (c)     (0.36)%     (0.38)%     (0.21)%      0.15%       0.31  %(c)
  Ratio of expenses to average net
    assets*..............................         1.07     (c)      1.03%      1.00%      1.01%      1.00%       1.05  %(c)
  Ratio of net investment income (loss)
    to average net assets*...............        (0.35      (c)     (0.36)%     (0.38)%     (0.21)%      0.15%       0.31  %(c)
  Portfolio turnover (d).................        59.57    %     65.00%     51.00%     59.00%     42.00%      12.00  %
  Average commission rate paid (e).......  $    0.0685
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Gulf South Growth Fund became the
           Gulf South Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent
           the Paragon Gulf South Growth Fund. The per share data for the periods prior to March 26, 1996
           have been restated to reflect the impact of restatement of net asset value from $15.70 to
           $10.00 effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  Period from commencement of operations.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   132
<PAGE>   850
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                    GULF SOUTH GROWTH FUND
                                                      --------------------------------------------------
                                                                           CLASS B
                                                      --------------------------------------------------
                                                                                      SEPTEMBER 12, 1994
                                                       SEVEN MONTHS     YEAR ENDED            TO
                                                      ENDED JUNE 30,   NOVEMBER 30,   NOVEMBER 30, 1994
                                                         1996 (A)          1995              (B)
                                                      ---------------  -------------  ------------------
<S>                                                   <C>              <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...............................   $   11.56         $    9.47      $   10.40
                                                         -------            ------         ------
Investment Activities
  Net investment loss...............................       (0.06)            (0.07)         (0.01)
  Net realized and unrealized gains (losses) from
    investments.....................................        1.35              2.33          (0.92)
                                                         -------            ------         ------
    Total from Investment Activities................        1.29              2.26          (0.93)
                                                         -------            ------         ------
Distributions
  Net realized gains................................       (2.13)            (0.17)            --
                                                         -------            ------         ------
    Total Distributions.............................       (2.13)            (0.17)            --
                                                         -------            ------         ------
NET ASSET VALUE,
  END OF PERIOD.....................................   $   10.72         $   11.56      $    9.47
                                                         -------            ------         ------
                                                         -------            ------         ------
Total Return (Excludes Sales Charge)................       12.47%(c)         24.21%         (9.08)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................  $    2,545       $     1,814    $       231
  Ratio of expenses to average net assets...........        1.87      (d)        1.78  %        1.75       %(d)
  Ratio of net investment loss to average
    net assets......................................       (1.10       (d)       (1.16  )%       (0.90       )%(d)
  Ratio of expenses to average net assets*..........        1.92     (d)        1.78  %        1.75       %(d)
  Ratio of net investment loss to average net
    assets*.........................................       (1.15       (d)       (1.16)%       (0.90       )%(d)
  Portfolio turnover (e)............................       59.57     %       65.00  %       51.00       %
Average commission rate paid (f)....................  $   0.0685
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Gulf South Growth Fund became the
           Gulf South Growth Fund. Financial highlights for the periods prior to March 26, 1996 represent
           the Paragon Value Growth Fund. The per share data for the period prior to March 26, 1996 have
           been restated to reflect the impact of restatement of net asset value from $15.48 to $10.00
           effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the period from March 26, 1996 through June 30, 1996, divided by total number
           of portfolio shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         133----
<PAGE>   851
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                 INTERNATIONAL EQUITY INDEX FUND
                                                          ---------------------------------------------
                                                                            FIDUCIARY
                                                          ---------------------------------------------
                                                                      YEARS ENDED JUNE 30,
                                                          ---------------------------------------------
                                                            1996       1995       1994       1993 (A)
                                                          ---------  ---------  ---------  ------------
<S>                                                       <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................  $   13.93  $   13.46  $   11.80  $   10.00
                                                          ---------  ---------  ---------  ------------
Investment Activities
  Net investment income.................................       0.11       0.13       0.11       0.06
  Net realized and unrealized gains from investments....       1.43       0.46       1.68       1.75
                                                          ---------  ---------  ---------  ------------
    Total from Investment Activities....................       1.54       0.59       1.79       1.81
                                                          ---------  ---------  ---------  ------------
Distributions
  Net investment income.................................      (0.16)     (0.08)     (0.11)    (0.01)
  In excess of net investment income....................      (0.02)        --         --         --
  Net realized gains....................................      (0.12)     (0.04)     (0.01)        --
  In excess of net realized gains.......................         --         --      (0.01)        --
                                                          ---------  ---------  ---------  ------------
    Total Distributions.................................      (0.30)     (0.12)     (0.13)    (0.01)
                                                          ---------  ---------  ---------  ------------
NET ASSET VALUE,
  END OF PERIOD.........................................  $   15.17  $   13.93  $   13.46  $   11.80
                                                          ---------  ---------  ---------  ------------
                                                          ---------  ---------  ---------  ------------
Total Return............................................      11.22%      4.20%     15.44%     26.96%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................  $ 347,790  $ 218,299  $ 145,640  $  35,384
  Ratio of expenses to average net assets...............       0.97%      1.04%      1.02%      1.22%(b)
  Ratio of net investment income to average net
    assets..............................................       1.04%      1.25%      1.27%      1.37%(b)
  Ratio of expenses to average net assets*..............       1.00%      1.04%      1.02%      2.34%(b)
  Ratio of net investment income to average net
    assets*.............................................       1.01%      1.25%      1.27%      0.25%(b)
  Portfolio turnover (c)................................       6.28%      4.67%      7.74%      3.10%
  Average commission rate paid (d)......................  $  0.0022
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on October 28, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   134
<PAGE>   852
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                      INTERNATIONAL EQUITY INDEX FUND
                                                               ----------------------------------------------
                                                                                  CLASS A
                                                               ----------------------------------------------
                                                                            YEARS ENDED JUNE 30,
                                                               ----------------------------------------------
                                                                 1996       1995       1994       1993 (A)
                                                               ---------  ---------  ---------  -------------
<S>                                                            <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................  $   13.92  $   13.49  $   11.80  $   11.74
                                                               ---------  ---------  ---------     ------
Investment Activities
  Net investment income......................................       0.14       0.12       0.09       0.02
  Net realized and unrealized gains from investments.........       1.40       0.43       1.67       0.04
                                                               ---------  ---------  ---------     ------
    Total from Investment Activities.........................       1.54       0.55       1.76       0.06
                                                               ---------  ---------  ---------     ------
Distributions
  Net investment income......................................      (0.16)     (0.08)     (0.05)        --
  In excess of net investment income.........................      (0.02)        --         --         --
  Net realized gains.........................................      (0.12)     (0.04)     (0.02)        --
                                                               ---------  ---------  ---------     ------
    Total Distributions......................................      (0.30)     (0.12)     (0.07)        --
                                                               ---------  ---------  ---------     ------
NET ASSET VALUE,
  END OF PERIOD..............................................  $   15.16  $   13.92  $   13.49  $   11.80
                                                               ---------  ---------  ---------     ------
                                                               ---------  ---------  ---------     ------
Total Return (Excludes Sales Charge).........................      11.20%      3.87%     15.18%      2.87%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..........................  $  10,789  $   5,028  $   2,395  $     153
  Ratio of expenses to average net assets....................       1.22%      1.28%      1.26%      1.47%(b)
  Ratio of net investment income to average net assets.......       0.79%      1.09%      1.15%      2.10%(b)
  Ratio of expenses to average net assets*...................       1.35%      1.38%      1.36%      2.35%(b)
  Ratio of net investment income to average net assets*......       0.66%      0.99%      1.05%      1.22%(b)
  Portfolio turnover (c).....................................       6.28%      4.67%      7.74%      3.10%
  Average commission rate paid (d)...........................  $  0.0022
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on April 23, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         135----
<PAGE>   853
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                            INTERNATIONAL EQUITY INDEX FUND
                                                                           ---------------------------------
                                                                                        CLASS B
                                                                           ---------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                           ---------------------------------
                                                                             1996       1995      1994 (A)
                                                                           ---------  ---------  -----------
<S>                                                                        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD....................................................  $   13.73  $   13.40   $   13.00
                                                                           ---------  ---------  -----------
Investment Activities
  Net investment income..................................................       0.03       0.03        0.06
  Net realized and unrealized gains from investments.....................       1.32       0.41        0.34
                                                                           ---------  ---------  -----------
    Total from Investment Activities.....................................       1.35       0.44        0.40
                                                                           ---------  ---------  -----------
Distributions
  Net investment income..................................................      (0.15)     (0.07)         --
  In excess of net investment income.....................................      (0.02)        --          --
  Net realized gains.....................................................      (0.12)     (0.04)         --
                                                                           ---------  ---------  -----------
    Total Distributions..................................................      (0.29)     (0.11)         --
                                                                           ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..........................................................  $   14.79  $   13.73   $   13.40
                                                                           ---------  ---------  -----------
                                                                           ---------  ---------  -----------
Total Return (Excludes Sales Charge).....................................       9.97%      3.17%       3.23%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)......................................  $   5,856  $   3,687  $    1,872
  Ratio of expenses to average net assets................................       1.97%      2.04%       2.00 %(b)
  Ratio of net investment income to average net assets...................       0.04%      0.25%       1.37 %(b)
  Ratio of expenses to average net assets*...............................       2.00%      2.04%       2.00 %(b)
  Ratio of net investment income to average net assets*..................       0.01%      0.25%       1.37 %(b)
  Portfolio turnover (d).................................................       6.28%      4.67%       7.74 %
  Average commission rate paid (e).......................................  $  0.0022
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  The average commission represents the total dollar amount of commissions paid on portfolio
           transactions, for the seven months ended June 30, 1996, divided by total number of portfolio
           shares purchased and sold for which commissions were charged.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
   136
<PAGE>   854
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                   INTERNATIONAL EQUITY
                                                                                        INDEX FUND
                                                                                   --------------------
                                                                                         SERVICE/
                                                                                      RETIREMENT (A)
                                                                                   --------------------
                                                                                   YEARS ENDED JUNE 30,
                                                                                   --------------------
                                                                                     1995       1994
                                                                                   ---------  ---------
<S>                                                                                <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................  $   13.44  $   12.98
                                                                                   ---------  ---------
Investment Activities
  Net investment income..........................................................       0.11      (0.25)
  Net realized and unrealized gains (losses) from investments....................       0.50       0.71
                                                                                   ---------  ---------
    Total from Investment Activities.............................................       0.61       0.46
                                                                                   ---------  ---------
Distributions
  Net investment income..........................................................      (0.07)        --
  Net realized gains.............................................................      (0.04)        --
                                                                                   ---------  ---------
    Total Distributions..........................................................      (0.11)        --
                                                                                   ---------  ---------
NET ASSET VALUE,
  END OF PERIOD..................................................................  $   13.94  $   13.44
                                                                                   ---------  ---------
                                                                                   ---------  ---------
Total Return.....................................................................           (a)      3.78%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................  $      --  $      74
  Ratio of expenses to average net assets........................................       1.90 (b)     10.85%(b)
  Ratio of net investment income to average net assets...........................       0.92 (b)      1.97%(b)
  Ratio of expenses to average net assets*.......................................       1.90 (b)      1.85%(b)
  Ratio of net investment income to average net assets*..........................       0.92 (b)      1.97%(b)
  Portfolio turnover (d).........................................................       4.67%      7.74%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had
           not occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as
           "Retirement Shares". On April 4, 1995, the name of the Retirement Shares was changed to
           "Service" Shares. As of June 1, 1995, Service Shares transferred to Class A Shares, and as of
           June 30, 1995, there were no shareholders in the Service Class. The total return for the period
           from July 1, 1994 to June 1, 1995 for the Service Shares was 4.22%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing
           among the classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                         137----
<PAGE>   855
- --------------------------------------------------------------------------------
Report of Independent Accountants
- -------------------------------------------------------------
 
THE ONE GROUP FAMILY OF MUTUAL FUNDS                               JUNE 30, 1996
To the Shareholders and Board of Trustees of
  The One Group Family of Mutual Funds:
 
We have audited the accompanying statements of assets and liabilities of the
Asset Allocation Fund, the Income Equity Fund, the Equity Index Fund, the Value
Growth Fund, the Large Company Value Fund, the Disciplined Value Fund, the Large
Company Growth Fund, the Growth Opportunities Fund (formally the Small Company
Growth Fund), the Gulf South Growth Fund and the International Equity Index Fund
(ten series of The One Group Family of Mutual Funds), including the schedules of
portfolio investments, as of June 30, 1996, and the related statements of
operations, statements of changes in net assets and the financial highlights for
each period presented except as noted in the next paragraph. These financial
statements and financial highlights are the responsibility of The One Group
Family of Mutual Funds' management. Our responsibility is to express an opinion
on these financial statements and the financial highlights based on our audits.
 
The Large Company Growth Fund's financial highlights for the year ended June 30,
1993 and for the period from February 28, 1992 (commencement of operations) to
June 30, 1992 were audited by other auditors, whose report dated August 25, 1993
expressed an unqualified opinion on the financial highlights. The Value Growth
Fund's statement of changes in net assets for each of the two years in the
period ended November 30, 1995 and the financial highlights for each of the five
years in the period ended November 30, 1995 were audited by other auditors,
whose report dated January 19, 1996 expressed an unqualified opinion on those
financial statements and financial highlights. The Gulf South Growth Fund's
statement of changes in net assets for each of the two years in the period ended
November 30, 1995 and the financial highlights for each of the five years in the
period ended November 30, 1995 were audited by other auditors, whose report
dated January 19, 1996 expressed an unqualified opinion on those financial
statements and financial highlights.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of June
30, 1996 by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
 
In our opinion, the financial statements and financial highlights referred to
above, except as noted in the second paragraph present fairly, in all material
respects, the financial position of the Asset Allocation Fund, the Income Equity
Fund, the Equity Index Fund, the Value Growth Fund, the Large Company Value
Fund, the Disciplined Value Fund, the Large Company Growth Fund, the Growth
Opportunities Fund, the Gulf South Growth Fund and the International Equity
Index Fund as of June 30, 1996, the results of their operations, the changes in
their net assets and the financial highlights for the periods presented, in
conformity with generally accepted accounting principles.
 
Columbus, Ohio                                          Coopers & Lybrand L.L.P.
August 27, 1996
 
- ----
   138
<PAGE>   856
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GOVERNMENT ARM FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                     SECURITY                      MARKET
  AMOUNT                      DESCRIPTION                     VALUE
- -----------  ---------------------------------------------  ---------
<C>          <S>                                            <C>
                        U.S. GOVERNMENT AGENCIES (91.3%):
                         Federal Home Loan Mortgage Corp.
 $   3,022   7.88%, 5/1/18, Pool # 840160.................  $   3,127
     3,960   9.00%, 9/1/25, Gold #C00387..................      4,130
     3,574   7.00%, 10/1/25, Pool #877377.................      3,659
                         FEDERAL NATIONAL MORTGAGE ASSOC.
       504   6.50%, 11/1/03, Pool #44174..................        497
     1,166   7.29%, 12/1/18, Pool # 70169*................      1,193
       103   8.50%, 5/25/20, Series 1991-140, Class C*....        103
     7,537   7.06%, 7/1/20, Pool # 133558*................      7,707
     3,737   7.39%, 12/1/20, Pool # 116590*...............      3,822
     3,998   6.63%, 12/25/20, Series 1990-145, CIass A*...      3,992
     2,123   7.28%, 4/1/21, Pool # 70983*.................      2,170
       964   7.52%, 9/1/21, Pool # 124289*................        993
     1,491   7.85%, 11/1/21, Pool # 124510*...............      1,535
     1,983   7.04%, 11/1/23, Pool # 241828*...............      2,029
     5,606   7.25%, 7/1/27, Pool # 70179*.................      5,732
 
<CAPTION>
 PRINCIPAL                     SECURITY                      MARKET
  AMOUNT                      DESCRIPTION                     VALUE
- -----------  ---------------------------------------------  ---------
<C>          <S>                                            <C>
             FEDERAL NATIONAL MORTGAGE ASSOC., CONTINUED:
 $   6,125   7.65%, 1/1/31, Pool # 124945*................  $   6,328
                      GOVERNMENT NATIONAL MORTGAGE ASSOC.
     3,500   6.50%, 7/24/96...............................      3,514
     6,387   6.00%, 1/20/26, Pool # 8790..................      6,403
                                                            ---------
                           Total U.S. Government Agencies      56,934
                                                            ---------
                              Total Investments, at value      56,934
                                                            ---------
                           REPURCHASE AGREEMENTS (13.8%):
     8,607   Lehman Brothers, 5.51%, 7/1/96,
               (collateralized by $9,125 Various Federal
               Home Loan Bank Bonds, 5.95% - 7.23%, 3/5/01
               - 11/8/05 market value $8,780).............      8,607
                                                            ---------
                              Total Repurchase Agreements       8,607
                                                            ---------
                                 Total (Cost--$66,003)(a)   $  65,541
                                                            ---------
                                                            ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $62,389.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized depreciation of securities as
           follows:
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $      59
Unrealized depreciation....................................................       (521)
                                                                             ---------
Net unrealized depreciation................................................  $    (462)
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
        *  Variable rate securities having liquidity sources through bank letters of credit or other credit and/or liquidity
           agreements. The interest rate, which will change periodically, is based upon bank prime rates or an index of market
           interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in effect at June 30, 1996.
</TABLE>
 
At June 30, 1996, the Portfolio's open futures contracts were as follows:
 
<TABLE>
<CAPTION>
                                                                           OPENING      CURRENT
   # OF                                                                   POSITIONS     MARKET
CONTRACTS                          CONTRACT TYPE                            (000)     VALUE (000)
- ----------  -----------------------------------------------------------  -----------  -----------
<C>         <S>                                                          <C>          <C>
            LONG CONTRACTS
    5       U.S. Treasury 10 Year Note, September 1996.................   $     526    $     538
            SHORT CONTRACTS
    25      U.S. Treasury Note, September 1996.........................       5,118        5,149
    15      U.S. Treasury 5 Year Note, August 1996.....................       1,563        1,586
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----16
<PAGE>   857
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LIMITED VOLATILITY BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
                       ASSET BACKED SECURITIES (10.1%):
 $   3,203   CIT Group Securitization Corp., Series
               1995-1, 7.70%, 8/15/20, Class A1.........  $   3,241
     2,292   Discover Card Trust, 1991-E Class A, 7.30%,
               5/21/99..................................      2,305
       589   EQCC Home Equity Loan Trust, 1995-2 Class
               A1, 6.85%, 9/15/02.......................        591
     8,905   Fifth Third Auto Grantor Trust, 1996-A,
               Class A, 6.20%, 9/15/01..................      8,869
    10,000   Ford Motor Credit Auto Loan, Series 1995-1,
               Class A, 6.50%, 8/15/02..................      9,963
     2,071   Green Tree Home Improvement Loan Trust,
               Series 1995-C, Class A, 6.20%, 7/15/20...      2,071
       369   Merrill Lynch Asset Backed Corp., Series
               1992-1, 5.50%, 5/15/98...................        367
     7,000   National Premier Funding, 1995-6, 7.00%,
               6/1/99...................................      6,989
       110   Shawmut National Grantor Trust, Series
               1992-A, 5.55%, 11/15/97..................        109
    13,000   Standard Credit Card Master Trust, Series
               1995-2, 8.63%, 1/7/02....................     13,257
     2,284   UCFC Home Equity Loan, 1995 A1, 7.55%,
               8/10/04..................................      2,300
     7,000   UCFC Home Equity Loan, 1994 O1, 8.38%,
               3/10/07..................................      7,117
     1,853   Union Federal Savings Bank Trust, Series
               1993-A, 4.53%, 5/15/99...................      1,823
     1,904   Union Federal Savings Bank Trust, 1994 A-A,
               5.08%, 5/15/00...........................      1,880
     3,221   Union Federal Savings Bank Trust, Series
               1993-C, 4.88%, 2/15/00...................      3,171
                                                          ---------
                          Total Asset Backed Securities      64,053
                                                          ---------
                               CORPORATE BONDS (12.2%):
                      Bank, Insurance & Finance (9.2%):
     3,000   Avco Financial Services, 7.25%, 7/15/99....      3,053
     2,000   BankAmerica Corp., 7.88%, 12/1/02..........      2,075
     7,000   Chrysler Financial Corp., 5.88%, 2/7/01....      6,711
     7,000   Ford Motor Credit, 8.38%, 1/15/00..........      7,358
    10,000   International Lease Finance, 5.54%,
               5/5/97...................................      9,961
     4,500   Lehman Brothers Holdings, 8.88%, 11/1/98...      4,708
     3,000   Lehman Brothers Inc., 7.00%, 5/15/97.......      3,020
     5,000   Lehman Brothers Inc., 7.63%, 8/1/98........      5,094
     3,000   Lehman Brothers Inc., 10.00%, 5/15/99......      3,248
     4,000   Lehman Brothers Inc., 9.88%, 10/15/00......      4,415
     3,000   NationsBank, Corp., 8.13%, 6/15/02.........      3,161
     5,000   Smith Barney Holdings, 6.00%, 3/15/97......      5,009
                                                          ---------
                                                             57,813
                                                          ---------
 
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
                                     Industrial (2.6%):
 $   5,000   American Home Products, 7.70%, 2/15/00.....  $   5,156
     1,000   IBM, 6.38%, 11/1/97........................      1,001
     2,000   Columbia Pictures Entertainment Inc.,
               9.88%, 2/1/98............................      2,083
       500   Dayton-Hudson Corp., 6.06%, 12/15/96.......        500
     5,000   General Motors Corp., 9.63%, 12/1/00.......      5,513
     2,000   Wal-Mart Stores, 5.50%, 3/1/98.............      1,973
                                                          ---------
                                                             16,226
                                                          ---------
                                        Utility (0.5%):
     3,000   Potomac Electric Power, 9.00%, 4/15/00,
               Callable 4/15/99 @100....................      3,184
                                                          ---------
                                  Total Corporate Bonds      77,223
                                                          ---------
                           FOREIGN AGENCY BONDS (0.8%):
     5,000   Peoples Republic of China, 7.38%, 7/3/01...      4,979
                                                          ---------
                                   Foreign Agency Bonds       4,979
                                                          ---------
                      U.S. GOVERNMENT AGENCIES (57.8%):
                              Federal Farm Credit Bank:
     1,735   5.31%, 5/26/98.............................      1,706
                                Federal Home Loan Bank:
    20,000   0.00%, 11/15/96............................     19,588
     2,000   6.85%, 2/25/97.............................      2,014
     4,000   6.60%, 4/13/99.............................      4,021
    17,000   5.58%, 2/23/01.............................     16,184
    10,000   7.78%, 10/19/01............................     10,487
                      Federal Home Loan Mortgage Corp.:
    20,000   7.13%, 7/21/99.............................     20,384
     5,067   6.00%, 4/1/00, Gold Pool #M80166...........      4,882
     2,320   6.50%, 1/1/01, Pool #M8038.................      2,278
       495   9.00%, 12/1/05, Pool #G00005...............        517
       483   9.00%, 1/1/06, Pool #G00012................        504
       916   8.00%, 10/1/06, Pool #G00052...............        935
     2,935   7.00%, 3/1/07, Pool #G34594................      2,898
     3,482   7.50%, 4/1/07, Pool #G00084................      3,501
     2,550   7.00%, 4/1/07, Pool #G00087................      2,518
     4,230   7.50%, 11/1/07, Pool #E00165...............      4,252
     6,791   8.50%, 2/1/08, Gold Pool #10133............      7,014
     2,642   7.00%, 12/1/08, Pool #E20065...............      2,609
     3,298   8.00%, 1/1/10, Pool #G00355................      3,365
     9,674   8.00%, 2/1/10, Pool #G10328................      9,870
    12,042   7.00%, 10/1/10, Gold Pool #E61709..........     11,892
    14,953   7.00%, 5/1/11, Pool #E20241................     14,766
    10,000   5.25%, 9/15/15, REMIC/CMO, Series 1638
               Class BC.................................      9,755
    13,209   8.25%, 12/15/16, REMIC/CMO, Series 1770
               Class PD.................................     13,706
     5,626   7.25%, 4/15/18, Series 1254, REMIC/ CMO....      5,656
                      Federal National Mortgage Assoc.:
    20,000   0.00%, 10/21/96............................     19,662
</TABLE>
 
CONTINUED
 
                                                                          17----
<PAGE>   858
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LIMITED VOLATILITY BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
                   U.S. GOVERNMENT AGENCIES, CONTINUED:
<C>          <S>                                          <C>
           Federal National Mortgage Assoc., continued:
 $   3,000   5.35%, 10/10/97............................  $   2,983
     3,000   8.20%, 3/10/98(b)..........................      3,090
     2,000   5.30%, 3/11/98(b)..........................      1,967
     3,600   6.90%, 3/27/98.............................      3,636
     4,000   5.35%, 4/1/98..............................      3,935
     4,000   5.18%, 2/1/99, Callable 2/1/98 @100........      3,886
    17,044   6.50%, 4/1/00, Pool #E50720................     16,730
    15,000   5.64%, 2/20/01, Callable 2/20/98 @100......     14,333
    37,000   5.72%, 3/8/01..............................     35,629
    10,000   6.16%, 3/29/01.............................      9,798
       290   9.00%, 9/1/05, Pool #50340.................        303
       303   9.00%, 11/1/05, Pool #50361................        316
       290   8.50%, 4/1/06, Pool #116875................        300
     8,933   7.00%, 6/1/10, Pool #315928................      8,822
     7,377   6.50%, 9/1/10, Pool #25479.................      7,137
     5,752   6.50%, 10/1/10, Pool #250377...............      5,565
     3,729   7.00%, 11/1/10, Pool #250387...............      3,682
     9,671   7.00%, 1/1/11, Pool #328959................      9,550
     4,558   7.50%, 2/1/11, Pool #303755................      4,582
       834   6.00%, 9/25/18, REMIC/CMO, Series 1989-94
               Class E..................................        828
                   Government National Mortgage Assoc.:
         5   8.00%, 2/15/02, Pool #192917...............          5
        37   8.00%, 3/15/02, Pool #209172...............         38
        11   9.00%, 6/15/02, Pool #229311...............         11
        90   9.00%, 10/15/02, Pool #229569..............         95
        25   8.00%, 6/15/05, Pool #28827................         25
        14   9.00%, 9/15/05, Pool #292569...............         14
        93   9.00%, 10/15/05, Pool #292589..............         98
        20   8.00%, 5/15/06, Pool #303851...............         21
         8   8.00%, 7/15/06, Pool #307231...............          9
        55   8.00%, 8/15/06, Pool #311166...............         57
        54   8.00%, 9/15/06, Pool #311301...............         55
       362   8.00%, 10/15/06, Pool #316915..............        371
        48   8.00%, 11/15/06, Pool #311131..............         49
       557   8.00%, 11/15/06, Pool # 312210.............        571
       320   8.00%, 11/15/06, Pool #313528..............        328
       123   8.00%, 11/15/06, Pool #315078..............        126
       172   8.00%, 11/15/06, Pool #316671..............        176
       291   8.00%, 12/15/06, Pool #311384..............        298
       292   8.00%, 1/15/07, Pool #317663...............        300
       473   8.00%, 2/15/07, Pool #316086...............        484
        92   8.00%, 3/15/07, Pool #178684...............         95
       214   8.00%, 3/15/07, Pool #318825...............        219
       208   8.00%, 4/15/07, Pool #316441...............        213
     4,849   6.00%, 10/20/25, Pool #8717................      4,879
    14,617   6.00%, 11/20/25, Pool #8746................     14,708
     4,922   6.00%, 1/20/26, Pool #8790*................      4,934
 
<CAPTION>
  SHARES
    OR
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
                   U.S. GOVERNMENT AGENCIES, CONTINUED:
          Guaranteed Overseas Private Investment Corp.:
 $     865   5.55%, 1/13/97.............................  $     865
                         Student Loan Marketing Assoc.:
     4,000   6.29%, 10/20/99............................      3,967
                                                          ---------
                         Total U.S. Government Agencies     365,047
                                                          ---------
                           U.S. TREASURY NOTES (17.2%):
     6,000   6.88%, 4/30/97(b)..........................      6,056
    11,000   6.50%, 5/15/97(b)..........................     11,071
     6,500   6.38%, 6/30/97(b)..........................      6,539
     3,500   8.63%, 8/15/97(b)..........................      3,604
     2,500   5.75%, 10/31/97(b).........................      2,495
     3,000   7.38%, 11/15/97(b).........................      3,055
     9,000   6.00%, 11/30/97(b).........................      9,008
     2,500   7.88%, 1/15/98.............................      2,568
     4,250   5.63%, 1/31/98(b)..........................      4,225
     5,000   5.13%, 3/31/98(b)..........................      4,925
     1,500   5.13%, 4/30/98(b)..........................      1,477
    11,000   5.13%, 6/30/98(b)..........................     10,803
     3,000   4.75%, 9/30/98(b)..........................      2,914
     5,000   8.88%, 11/15/98(b).........................      5,291
     1,000   7.00%, 4/15/99(b)..........................      1,019
     5,000   7.75%, 1/31/00(b)..........................      5,216
     3,500   8.50%, 2/15/00(b)..........................      3,737
     1,000   8.88%, 5/15/00(b)..........................      1,084
     7,000   6.25%, 5/31/00(b)..........................      6,961
    12,500   6.13%, 9/30/00(b)..........................     12,363
     4,000   6.38%, 8/15/02(b)..........................      3,969
                                                          ---------
                              Total U.S. Treasury Notes     108,380
                                                          ---------
                           U.S. TREASURY STRIPS (0.7%):
     5,000   2/15/99(b).................................      4,251
                                                          ---------
                             Total U.S. Treasury Strips       4,251
                                                          ---------
                           INVESTMENT COMPANIES (0.4%):
     2,574   Aquila Churchill Cash Reserves Money Market
               Fund.....................................      2,574
                                                          ---------
                             Total Investment Companies       2,574
                                                          ---------
                            Total Investments, at value     626,507
                                                          ---------
                          REPURCHASE AGREEMENTS (0.7%):
 $   4,436   Lehman Brothers Inc., 5.51%, 7/1/96,
               (collateralized by $4,885 Federal Home
               Loan Bank Bond, 0.00% - 5.69%, 2/25/99 -
               3/11/99, market value $4,526)............      4,436
                                                          ---------
                            Total Repurchase Agreements       4,436
                                                          ---------
                             Total (Cost--$631,998) (a)   $ 630,943
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $631,182.
 
CONTINUED
 
- ----18
<PAGE>   859
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LIMITED VOLATILITY BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized depreciation of securities as
           follows (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $   3,541
Unrealized depreciation....................................................     (4,596)
                                                                             ---------
Net unrealized depreciation................................................  $  (1,055)
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<S>        <C>
           Variable rate securities having liquidity sources through bank letters of credit or other credit and/or
           liquidity agreements. The interest rate, which will change periodically, is based upon bank prime rates or an
           index of market interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in
        *  effect at June 30, 1996.
 
CMO        Collateralized Mortgage Obligation
REMIC      Real Estate Mortgage Investment Conduit
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          19----
<PAGE>   860
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
SHARES OR
PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- ----------  -------------------------------------------  ---------
<C>         <S>                                          <C>
ASSET BACKED SECURITIES (8.5%):
    $1,755  Advanta Mortgage Loan Trust, Series 1994-4,
              Class A1, 8.55%, 11/25/12................  $   1,799
     4,033  Aircraft Lease Portfolio Securitization
              Ltd., Series 94-1, Class A2, 7.15%,
              9/15/04..................................      4,027
     5,000  Ford Motor Credit Auto Loan Master Trust,
              Series 1995-1, Class A, 6.50%, 8/15/02...      4,981
     1,242  Green Tree Home Improvement Loan Trust,
              Series 1995-C, Class A, 6.20%, 7/15/20...      1,242
     3,000  UCFC Home Equity Loan, Series 1994-A, Class
              A2, 5.53%, 5/10/09.......................      2,969
     2,850  Union Acceptance Corp., Series 1995-D,
              6.03%, 1/7/03............................      2,818
       454  Union Federal Savings Bank Trust, Series
              1992-B, Class A, 4.90%, 4/15/98..........        452
     3,000  World Financial Network Credit Card, Series
              96-A, Class A, 6.70%, 2/15/04............      2,972
                                                         ---------
  Total Asset Backed Securities                             21,260
                                                         ---------
CORPORATE BONDS (16.7%):
Banking, Finance & Insurance (11.3%):
     3,000  Bankers Trust, 7.25%, 1/15/03..............      3,000
     3,000  First Hawaiian, Inc., 6.25%, 8/15/00.......      2,929
     3,000  Fleet/Norstar Group, 8.13%, 7/1/04.........      3,146
     4,000  Goldman Sachs, 6.38%, 6/15/00..............      3,935
     3,000  Lehman Brothers Holdings, 7.25%, 4/15/03...      2,977
     3,000  Lehman Brothers Inc., 9.88%, 10/15/00......      3,311
     4,000  Liberty Mutual Insurance, 8.20%,
              5/4/07,(b)...............................      4,170
     2,000  Meditrust, 7.60%, 7/15/01..................      1,988
     3,000  Metropolitan Life, 6.30%, 11/1/03..........      2,835
                                                         ---------
                                                            28,291
                                                         ---------
Industrial (2.2%):
     2,000  Dayton Hudson Co., 7.50%, 3/1/99...........      2,035
     1,430  du Pont, 8.50%, 2/15/03....................      1,517
     2,000  General Motors, 7.63%, 2/15/97.............      2,020
                                                         ---------
                                                             5,572
                                                         ---------
Yankee & Eurodollar (3.2%):
     2,000  Hanson Overseas, 6.75%, 9/15/05............      1,923
     2,000  Peoples Republic of China, 7.38%,
              7/3/01,(b)...............................      1,991
     1,000  Peoples Republic of China, 6.63%,
              1/15/03..................................        959
     3,000  Swedbank, 7.31%, 10/29/49*.................      3,077
                                                         ---------
                                                             7,950
                                                         ---------
Total Corporate Bonds                                       41,813
                                                         ---------
 
<CAPTION>
SHARES OR
PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- ----------  -------------------------------------------  ---------
<C>         <S>                                          <C>
OTHER MORTGAGE BACKED SECURITIES (3.2%):
    $3,750  Independent National Mortgage Corp., Series
              1995-S, Class A1, 7.10%, 1/15/26.........  $   3,738
     4,000  The Equitable Commercial Mortgage, Series
              174, Class A1, 7.24%, 5/15/09............      3,988
       255  Morgan Stanley Mortgage Trust, Series Y,
              Class 3, 8.95%, 3/1/16...................        260
                                                         ---------
  Total Other Mortgage Backed Securities                     7,986
                                                         ---------
U.S. GOVERNMENT AGENCIES (36.0%):
Federal Home Loan Mortgage Corp.:
     1,000  7.00%, 6/15/06, Series #1457-PH, CMO.......        981
     1,226  7.50%, 8/1/08, Gold Pool #G10117...........      1,233
     2,610  8.50%, 1/1/10, Gold Pool #E00356...........      2,696
       277  7.00%, 8/1/10, Gold Pool #E20187...........        274
     4,382  7.00%, 9/1/10, Gold Pool #E00393...........      4,327
     1,125  7.25%, 4/15/18, Series #1254-F, CMO........      1,131
     6,000  5.85%, 1/25/19.............................      5,694
     4,000  8.00%, 2/15/20, Gold Series #1770-PD,
              CMO......................................      4,009
     3,000  6.00%, 4/15/20, Series #1534-F, CMO........      2,877
       822  8.00%, 7/1/20, Gold Pool #A01047...........        830
     3,000  6.50%, 10/15/21, Series #1590-GA, CMO......      2,855
     2,000  6.50%, 1/15/22, Series #1573-PI, CMO.......      1,884
     3,211  8.00%, 11/1/24, Gold Pool #C00376..........      3,242
     4,641  7.50%, 8/1/25, Gold Pool #C00414...........      4,585
     3,991  7.00%, 4/1/26, Pool #C00452................      3,844
     3,997  7.50%, 4/1/26, Gold Pool #D70219...........      3,950
Federal National Mortgage Assoc.:
     3,922  6.00%, 12/1/02, 7 Year Balloon.............      3,778
     3,348  7.00%, 6/1/10, Pool #312903................      3,306
     2,914  6.50%, 12/1/10, Pool 322598................      2,819
       500  8.00%, 9/25/04, Series 1991-155G, CMO......        518
     1,000  6.75%, 12/25/04, Series 1993-6C, CMO.......      1,003
     2,530  8.00%, 5/1/24, Pool #250066................      2,550
     2,317  8.50%, 7/1/24, Pool #250103................      2,379
     3,105  7.50%, 10/1/24, Pool #303031...............      3,066
       342  7.50%, 5/1/25, Pool #293928................        338
       912  7.50%, 5/1/25, Pool #311810................        901
     1,380  8.50%, 5/1/25, Pool #308499................      1,417
     2,041  8.50%, 6/1/25, Pool #315277................      2,096
     3,884  7.00%, 7/1/25, Pool #290387................      3,738
     2,917  7.00%, 10/1/25, Pool #300778...............      2,807
                   Government National Mortgage Assoc.:
         2  10.50%, 4/15/98, Pool #066627..............          2
         8  10.50%, 7/15/98, Pool #069629..............          9
         2  10.50%, 9/15/98, Pool #103573..............          2
        13  11.00%, 6/15/99, Pool #110948..............         13
        11  11.00%, 3/15/00, Pool #123750..............         11
         8  10.00%, 12/15/00, Pool #136214.............          9
        72  10.00%, 1/15/01, Pool #145167..............         77
        73  10.00%, 1/15/01, Pool #145328..............         77
</TABLE>
 
CONTINUED
 
- ----20
<PAGE>   861
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
SHARES OR
PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- ----------  -------------------------------------------  ---------
U.S. GOVERNMENT AGENCIES, CONTINUED:
<C>         <S>                                          <C>
Government National Mortgage Assoc., continued:
  $     67  8.50%, 6/15/01, Pool #137056...............  $      70
         8  8.50%, 6/15/01, Pool #162447...............          8
         8  9.00%, 6/15/01, Pool #161443...............          8
         3  9.00%, 6/15/01, Pool #164431...............          3
        28  9.00%, 6/15/01, Pool #166985...............         29
        17  9.00%, 7/15/01, Pool #155822...............         18
       120  8.50%, 8/15/01, Pool #164207...............        125
        68  9.00%, 8/15/01, Pool #173460...............         72
        12  9.00%, 9/15/01, Pool #177121...............         13
         6  9.00%, 10/15/01, Pool #177634..............          6
       127  9.00%, 10/15/01, Pool #179852..............        133
        14  9.00%, 10/15/01, Pool #185596..............         14
         5  8.50%, 11/15/01, Pool #183462..............          5
        19  9.00%, 11/15/01, Pool #174365..............         20
       131  9.00%, 11/15/01, Pool #191819..............        137
       110  8.50%, 12/15/01, Pool #199182..............        114
        21  9.00%, 1/15/02, Pool #205001...............         22
        99  8.00%, 3/15/02, Pool #205933...............        101
        79  8.00%, 3/15/02, Pool #210065...............         81
        94  8.00%, 5/15/02, Pool #180296...............         97
        51  8.00%, 5/15/02, Pool #203042...............         52
        96  8.50%, 5/15/02, Pool #213776...............        100
        61  9.00%, 8/15/02, Pool #232424...............         64
        17  9.00%, 11/15/02, Pool #235553..............         18
        95  9.00%, 10/15/02, Pool #246307..............        100
         9  9.00%, 6/15/03, Pool #247863...............         10
        71  8.50%, 10/15/04, Pool #277469..............         74
       130  9.00%, 10/15/04, Pool #281655..............        136
       134  8.50%, 11/15/04, Pool #253471..............        139
       139  9.00%, 5/15/05, Pool #288771...............        146
       166  9.00%, 8/15/05, Pool #297031...............        174
        21  9.00%, 10/15/05, Pool #292589..............         22
        94  9.00%, 11/15/05, Pool #292610..............         99
        66  9.00%, 11/15/05, Pool #299161..............         70
        81  9.00%, 12/15/05, Pool #299569..............         85
       128  8.50%, 4/15/06, Pool #307487...............        133
       246  7.50%, 5/15/07, Pool #329528...............        248
       109  8.00%, 5/15/09, Pool #385676...............        111
        28  8.00%, 8/15/09, Pool #372143...............         28
       736  8.00%, 10/15/09, Pool #380639..............        753
     1,935  7.00%, 8/15/23, Pool #352108...............      1,857
     2,767  7.00%, 11/15/23, Pool #352022..............      2,655
 
<CAPTION>
SHARES OR
PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- ----------  -------------------------------------------  ---------
<C>         <S>                                          <C>
U.S. GOVERNMENT AGENCIES, CONTINUED:
Government National Mortgage Assoc., continued:
    $2,939  7.00%, 9/15/25, Pool #406434...............  $   2,821
     1,997  7.50%, 1/15/26, Pool # 416874..............      1,969
     1,997  7.50%, 3/15/26, Pool # 422292..............      1,970
                                                         ---------
  Total U.S. Government Agencies                            90,238
                                                         ---------
U.S. TREASURY BONDS (5.7%):
     3,000  8.75%, 11/15/08(b).........................      3,336
     5,000  8.13%, 8/15/19(b)..........................      5,614
     6,000  6.25%, 8/15/23(b)..........................      5,443
                                                         ---------
  Total U.S. Treasury Bonds                                 14,393
                                                         ---------
U.S. TREASURY NOTES (26.6%):
     5,000  6.75%, 2/28/97(b)..........................      5,036
     4,000  5.50%, 9/30/97(b)..........................      3,981
     3,500  5.13%, 3/31/98(b)..........................      3,448
     5,000  8.25%, 7/15/98(b)..........................      5,202
     5,200  7.13%, 10/15/98(b).........................      5,308
     6,000  4.75%, 10/31/98............................      5,818
     3,000  8.88%, 11/15/98(b).........................      3,175
     5,000  6.00%, 10/15/99(b).........................      4,954
     4,000  7.50%, 10/31/99............................      4,133
     3,000  7.13%, 2/29/00(b)..........................      3,070
     3,000  7.75%, 2/15/01.............................      3,155
    10,000  5.75%, 8/15/03(b)..........................      9,528
     5,000  7.25%, 5/15/04(b)..........................      5,184
     5,000  5.88%, 11/15/05(b).........................      4,713
                                                         ---------
  Total U.S. Treasury Notes                                 66,705
                                                         ---------
INVESTMENT COMPANIES (0.0%):
        15  Aquila Churchill Cash Reserves Money Market
              Fund.....................................         15
                                                         ---------
  Total Investment Companies                                    15
                                                         ---------
  Total Investments, at value                              242,410
                                                         ---------
REPURCHASE AGREEMENTS (1.3%):
    $3,241  Lehman Brothers Inc., 5.51%, 7/1/96,
              (collateralized by $3,310 Federal
              National Mortgage Assoc., 5.47%, 6/20/97,
              market value $3,309).....................      3,241
                                                         ---------
Total Repurchase Agreements                                  3,241
                                                         ---------
Total (Cost--$248,425)(a)                                $ 245,651
                                                         ---------
                                                         ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $250,595.
 
CONTINUED
 
                                                                          21----
<PAGE>   862
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized depreciation of securities as
           follows:
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $   1,878
Unrealized depreciation....................................................     (4,652)
                                                                             ---------
Net Unrealized depreciation................................................  $  (2,774)
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<S>        <C>
           Variable rate securities having liquidity sources through bank letters of credit or other credit and/or
           liquidity agreements. The interest rate, which will change periodically, is based upon bank prime rates or an
           index of market interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in
        *  effect at June 30, 1996.
 
CMO        Collateralized Mortgage Obligation
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----22
<PAGE>   863
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GOVERNMENT BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
                                CORPORATE BONDS (0.1%):
                      Bank, Finance & Insurance (0.1%):
 $     400   International Bank for Reconstruction and
               Development Medium Term Note, COLTS,
               7.65%, 2/28/97...........................  $     405
                                                          ---------
                                  Total Corporate Bonds         405
                                                          ---------
                      U.S. GOVERNMENT AGENCIES (82.7%):
                       Federal Farm Credit Bank (1.0%):
     5,000   6.88%, 5/1/00..............................      5,044
     2,000   7.95%, 4/1/02..............................      2,012
                         Federal Home Loan Bank (1.7%):
     2,000   9.25%, 11/25/98............................      2,129
     2,000   9.30%, 1/25/99.............................      2,132
     3,000   8.60%, 6/25/99(b)                                3,172
     5,000   6.27%, 1/14/04.............................      4,761
              Federal Home Loan Mortgage Corp. (36.2%):
     2,000   6.44%, 1/28/00.............................      1,990
    10,116   6.00%, 4/15/01, Gold Balloon, Pool
               #G50347..................................      9,898
     4,500   7.13%, 11/18/02............................      4,574
    25,000   6.11%, 1/17/03, Callable 1/17/00 @100......     23,922
     3,000   6.78%, 3/15/04.............................      2,919
     3,000   7.88%, 4/28/04.............................      3,002
     5,000   7.89%, 5/12/04.............................      5,004
     6,591   7.50%, 4/1/09, Gold Pool #E00315...........      6,626
    16,500   6.50%, 9/15/09, Series 1838, CMO...........     15,370
     5,701   8.50%, 1/1/10, Gold Pool # G10305..........      5,888
     4,855   6.50%, 1/1/11, Gold Pool #E00413...........      4,700
     9,932   6.50%, 4/1/11, Gold Pool #E00426...........      9,616
     4,966   6.50%, 4/1/11, Gold Pool #E20235...........      4,808
       413   9.00%, 10/1/17, Gold Pool #A00756..........        431
       283   9.00%, 4/1/18, Gold Pool #A01143...........        295
     4,501   7.25%, 4/15/18, Series 1254 - CMO..........      4,525
        38   9.00%, 8/1/20, Gold Pool #D38661...........         40
        77   9.00%, 10/1/20, Gold Pool #A01134..........         80
        83   9.00%, 1/1/21, Gold Pool #A00948...........         87
        62   9.00%, 4/1/21, Gold Pool #D04193...........         65
       137   9.00%, 6/1/21, Gold Pool #A01017...........        143
       149   9.00%, 7/1/21, Gold Pool #A01093...........        155
       165   9.00%, 9/1/21, Gold Pool #D32271...........        172
       143   9.00%, 11/1/21, Gold Pool #C00078..........        149
        54   9.00%, 11/1/21, Gold Pool #D11191..........         56
       138   9.00%, 11/1/21, Gold Pool #D11866..........        144
        77   9.00%, 5/1/22, Gold Pool #D19142...........         80
       271   9.00%, 5/1/22, Gold Pool #D19203...........        283
     7,519   10.00%, 10/15/23, Series 1591-E, CMO.......      8,133
    17,851   5.00%, 11/15/23, Series 1686, CMO..........     16,294
     5,712   8.50%, 5/1/24, Gold Pool #G00229...........      5,871
     5,223   8.50%, 7/1/24, Gold Pool #C00354...........      5,368
     8,584   7.50%, 9/1/24, Gold Pool #D56307...........      8,482
     8,028   8.00%, 11/1/24, Gold Pool #C00376..........      8,105
     3,030   7.50%, 5/1/25, Gold Pool #D59996...........      2,994
     5,920   7.50%, 6/1/25, Gold Pool #C80321...........      5,850
 
<CAPTION>
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
                   U.S. GOVERNMENT AGENCIES, CONTINUED:
           Federal Home Loan Mortgage Corp., continued:
 $   8,096   8.00%, 6/1/25, Gold Pool #D60690...........  $   8,174
     4,926   7.00%, 8/1/25, Gold Pool #C00418...........      4,744
     4,641   7.50%, 8/1/25, Gold Pool #C00414...........      4,586
     4,642   7.50%, 8/1/25, Gold Pool #C80334...........      4,587
     4,851   7.00%, 9/1/25, Gold Pool #D63303...........      4,672
     4,513   8.00%, 9/1/25, Gold Pool #D63705...........      4,556
     9,503   7.50%, 10/1/25, Gold Pool #C80349..........      9,390
     9,964   6.50%, 2/1/26, Gold Pool #D68098...........      9,342
    24,912   6.50%, 3/1/26, Gold Pool #G00453...........     23,355
    12,978   7.00%, 4/1/26, Gold Pool #D69810...........     12,499
    11,980   7.00%, 4/1/26, Gold Pool #D69811...........     11,538
              Federal National Mortgage Assoc. (28.9%):
     2,000   9.20%, 6/10/97.............................      2,059
     2,000   8.80%, 7/25/97.............................      2,059
     4,000   8.70%, 6/10/99.............................      4,244
     3,000   8.90%, 6/12/00.............................      3,233
    11,998   6.00%, 3/1/01, Pool #50983.................     11,559
     2,000   7.90%, 4/10/02.............................      2,006
       750   7.80%, 6/10/02.............................        752
     2,004   7.50%, 5/1/03..............................      2,025
     3,246   7.50%, 7/1/03..............................      3,281
     3,000   6.20%, 11/12/03............................      2,839
     2,820   8.05%, 5/20/04.............................      2,826
     5,000   7.86%, 5/25/04, Callable on 5/25/99 @100...      5,043
    15,000   7.16%, 5/11/05.............................     15,145
    10,000   5.88%, 2/2/06(b)...........................      9,230
     5,000   6.67%, 2/6/06, Callable on 2/6/98 @100.....      4,791
     4,994   7.00%, 4/1/08, Pool #211750................      4,932
     8,000   6.00%, 6/25/09, Pool #1994-86..............      7,176
     4,473   7.00%, 7/1/10..............................      4,418
     2,820   6.50%, 12/1/10.............................      2,728
    10,000   6.25%, 2/25/13, Pool #1993-2...............      9,953
     3,596   6.35%, 8/25/13.............................      3,380
     4,750   7.50%, 6/1/14, Pool #250081................      4,690
     3,747   7.50%, 7/1/14..............................      3,701
       184   10.00%, 10/1/16, Pool #70110...............        199
    10,000   10.00%, 9/1/17.............................     10,847
       611   10.00%, 10/1/19, Pool #231675..............        663
    10,000   7.00%, 5/25/20, Pool #1990-57..............      9,717
       341   10.00%, 7/1/20, Pool #050318...............        370
     5,584   6.50%, 5/25/21, Series 1992-205K, CMO......      5,241
     5,000   7.00%, 9/25/21, Series G92-64, CMO.........      4,906
       924   10.00%, 11/1/21, Pool #208372..............      1,002
       765   10.00%, 11/1/21, Pool #208374..............        829
     5,000   6.55%, 12/25/21, Pool #1993-137, CMO.......      4,770
    10,785   6.50%, 2/17/23, Series #G94-12, CMO........     10,130
     5,000   6.50%, 5/25/23.............................      4,756
     9,094   6.35%, 12/25/23, Pool #1994-43.............      8,298
     5,042   7.00%, 1/25/24, Pool #1994-62..............      4,706
     9,164   7.00%, 2/1/24, Pool #190257................      8,820
     4,541   7.50%, 5/1/25..............................      4,484
</TABLE>
 
CONTINUED
 
                                                                          23----
<PAGE>   864
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GOVERNMENT BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
                   U.S. GOVERNMENT AGENCIES, CONTINUED:
<C>          <S>                                          <C>
           Federal National Mortgage Assoc., continued:
 $   4,230   7.50%, 6/1/25..............................  $   4,177
     4,484   7.50%, 6/1/25..............................      4,428
     4,887   7.00%, 8/1/25, Pool #315500................      4,704
     3,985   7.50%, 9/1/25, Pool #322899................      3,935
       973   7.50%, 9/1/25, Pool #324749................        961
           Government National Mortgage Assoc. (11.5%):
         3   10.50%, 4/15/98, Pool #63591...............          4
        27   10.00%, 9/15/00, Pool #138814..............         29
        11   10.00%, 12/15/00, Pool #136214.............         12
         9   10.00%, 1/15/01, Pool #145144..............         10
        76   8.50%, 6/15/01, Pool #166491...............         79
         7   8.50%, 7/15/01, Pool #161977...............          7
       102   9.00%, 9/15/01, Pool #166928...............        107
        10   9.00%, 9/15/01, Pool #174330...............         10
        84   9.50%, 9/15/01, Pool #180786...............         89
       101   8.50%, 11/15/01, Pool #179383..............        105
        32   9.50%, 11/15/01, Pool #182995..............         34
        87   8.50%, 12/15/01, Pool #199837..............         91
       121   9.00%, 12/15/01, Pool #187723..............        127
        99   8.00%, 3/15/02, Pool #205933...............        101
       253   9.00%, 5/15/03, Pool #154134...............        265
       184   9.00%, 6/15/05, Pool #283904...............        193
        90   9.00%, 8/15/05, Pool #291836...............         95
        67   9.00%, 9/15/05, Pool #292898...............         70
        38   9.00%, 9/15/05, Pool #295227...............         40
        86   8.00%, 7/15/06, Pool #11337................         87
        39   7.50%, 7/15/07, Pool #17316................         38
        96   8.00%, 8/15/07, Pool #18539................         97
       104   8.00%, 8/15/07, Pool #18677................        105
       397   7.50%, 12/15/07, Pool #338189..............        400
        71   9.00%, 11/15/08, Pool #27932...............         75
       111   9.00%, 4/15/09, Pool #30352................        116
        26   9.00%, 5/15/09, Pool #32214................         27
        10   9.50%, 7/15/09, Pool #34487................         11
       157   9.50%, 9/15/09, Pool #34878................        168
        46   9.50%, 10/15/09, Pool #36804...............         50
        40   11.00%, 11/15/09, Pool #37615..............         45
         2   12.00%, 4/15/15, Pool #125262..............          2
        13   11.00%, 6/15/15, Pool #130125..............         14
        93   9.00%, 5/15/16, Pool #149877...............         98
       131   9.00%, 6/15/16, Pool #166130...............        137
       124   9.00%, 7/15/16, Pool #158921...............        130
        13   9.50%, 7/15/16, Pool #166772...............         14
       101   9.50%, 8/15/16, Pool #177531...............        108
       167   9.00%, 9/15/16, Pool #179044...............        175
        28   9.50%, 1/15/17, Pool #185619...............         30
       352   9.00%, 2/15/17, Pool #195058...............        369
       284   9.00%, 6/15/17, Pool #219079...............        297
        29   9.00%, 8/15/17, Pool #225285...............         30
        81   9.50%, 8/15/17, Pool #218841...............         87
        44   9.50%, 8/15/17, Pool #224015...............         47
       120   9.00%, 6/15/18, Pool #238161...............        125
 
<CAPTION>
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
                   U.S. GOVERNMENT AGENCIES, CONTINUED:
        Government National Mortgage Assoc., continued:
 $      98   9.50%, 8/15/18, Pool #248390...............  $     105
        33   9.00%, 10/15/18, Pool #253188..............         35
       167   9.50%, 12/15/18, Pool #263400..............        179
         5   9.00%, 10/15/19, Pool #267676..............          5
        67   9.00%, 11/15/19, Pool #162768..............         70
        76   9.00%, 1/15/20, Pool #283138...............         79
        86   9.00%, 2/15/20, Pool #276157...............         90
       126   9.00%, 3/15/20, Pool #285283...............        132
        92   9.50%, 9/15/20, Pool #292918...............         99
       102   9.50%, 12/15/20, Pool #291865..............        109
       345   9.00%, 6/15/21, Pool #307120...............        361
        43   7.50%, 2/15/22, Pool #324025...............         42
       688   8.00%, 7/15/22, Pool #321560...............        694
       829   7.50%, 8/15/22, Pool #337141...............        818
        40   7.00%, 10/15/22, Pool #337175..............         38
       231   7.00%, 11/15/22, Pool #323008..............        222
        43   7.00%, 12/15/22, Pool #339969..............         41
       264   7.00%, 1/15/23, Pool #346214...............        254
        43   7.00%, 1/15/23, Pool #321675...............         42
       501   7.00%, 1/15/23, Pool #332022...............        481
       390   7.00%, 1/15/23, Pool #341536...............        374
       472   7.00%, 1/15/23, Pool #342248...............        453
        52   7.00%, 3/15/23, Pool #350110...............         50
       347   6.50%, 5/15/23, Pool #343208...............        324
       860   7.00%, 5/15/23, Pool #346572...............        826
       814   7.00%, 5/15/23, Pool #351041...............        781
       680   7.00%, 5/15/23, Pool #221604...............        653
        68   7.00%, 5/15/23, Pool #338005...............         65
       751   7.00%, 5/15/23, Pool #342348...............        720
        99   6.50%, 6/15/23, Pool #346624...............         92
       444   6.50%, 6/15/23, Pool #348677...............        414
        60   6.50%, 6/15/23, Pool #349788...............         56
        63   6.50%, 6/15/23, Pool #358250...............         58
       273   6.50%, 7/15/23, Pool #322200...............        254
       912   7.00%, 7/15/23, Pool #346673...............        875
        26   7.00%, 7/15/23, Pool #350709...............         25
       368   7.00%, 7/15/23, Pool #353569...............        353
        36   7.00%, 7/15/23, Pool #354538...............         34
       223   7.00%, 7/15/23, Pool #357782...............        214
       523   7.00%, 7/15/23, Pool #358382...............        502
       603   7.00%, 7/15/23, Pool #360697...............        578
       528   7.00%, 7/15/23, Pool #360889...............        507
       869   7.00%, 7/15/23, Pool #362982...............        834
       272   7.00%, 7/15/23, Pool #325977...............        261
       343   6.50%, 8/15/23.............................        320
       456   6.50%, 8/15/23, Pool #353137...............        425
       185   6.50%, 8/15/23, Pool #360713...............        172
       319   6.50%, 8/15/23, Pool #360738...............        297
       713   6.50%, 8/15/23, Pool #356717...............        664
       258   6.50%, 8/15/23, Pool #359027...............        241
       798   6.50%, 9/15/23, Pool #345375...............        743
        56   6.50%, 9/15/23, Pool #339041...............         53
</TABLE>
 
CONTINUED
 
- ----24
<PAGE>   865
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GOVERNMENT BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
                   U.S. GOVERNMENT AGENCIES, CONTINUED:
<C>          <S>                                          <C>
        Government National Mortgage Assoc., continued:
 $     424   6.00%, 10/15/23, Pool #345389..............  $     384
       466   6.00%, 10/15/23, Pool #364717..............        421
        35   6.00%, 10/15/23, Pool #370006..............         31
       231   6.50%, 10/15/23, Pool #345391..............        215
     4,277   8.00%, 10/15/23, Pool #354681..............      4,317
       686   6.50%, 11/15/23, Pool #369356..............        639
        22   6.50%, 11/15/23, Pool #370927..............         21
       153   6.50%, 12/15/23, Pool #346944..............        142
       991   6.50%, 12/15/23, Pool #349265..............        923
       143   6.50%, 12/15/23, Pool #365740..............        133
       696   6.50%, 12/15/23, Pool #369830..............        648
        37   6.50%, 12/15/23, Pool #370289..............         34
       836   6.50%, 1/15/24, Pool #379127...............        779
     1,267   6.50%, 2/15/24, Pool #362341...............      1,180
    23,438   6.50%, 2/15/24, pool #354747...............     21,834
       332   6.50%, 2/15/24, Pool #370338...............        309
       414   6.50%, 2/15/24, Pool #371999...............        385
       180   6.50%, 2/15/24, Pool #380818...............        168
       381   6.50%, 2/15/24, Pool #389200...............        355
       653   7.50%, 6/15/24, Pool #388747...............        644
        96   7.50%, 6/15/24, Pool #389827...............         95
       440   8.00%, 9/15/24, Pool #393908...............        444
     4,246   8.00%, 9/15/24, Pool #403212...............      4,286
     4,993   7.50%, 3/15/26, Pool #422308...............      4,924
    12,873   8.00%, 5/15/26.............................     12,994
      7127   8.00%, 5/15/26.............................      7,193
                     Tennessee Valley Authority (3.4%):
    25,000   6.24%, 7/15/45, Putable on 7/15/01 @ 100...     24,438
                                                          ---------
                         Total U.S. Government Agencies     601,225
                                                          ---------
                 U.S. GOVERNMENT AGENCY--STRIPS (0.1%):
     5,000   Resolution Funding Corporation Principal
               Strip, 4/15/30...........................        473
                                                          ---------
                   Total U.S. Government Agency--Strips         473
                                                          ---------
 
<CAPTION>
 PRINCIPAL                                                 MARKET
  AMOUNT                SECURITY DESCRIPTION                VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
                            U.S. TREASURY BONDS (8.1%):
 $   8,000   8.25%, 5/15/05(b)..........................  $   8,421
    10,000   8.38%, 8/15/08(b)..........................     10,971
    20,000   7.50%, 11/15/16(b).........................     21,030
     1,500   8.88%, 8/15/17(b)..........................      1,802
    15,000   8.13%, 8/15/19(b)..........................     16,843
                                                          ---------
                              Total U.S. Treasury Bonds      59,067
                                                          ---------
                            U.S. TREASURY NOTES (6.5%):
    10,000   9.00%, 5/15/98(b)..........................     10,508
     8,000   8.25%, 7/15/98(b)..........................      8,323
     2,800   8.88%, 11/15/98(b).........................      2,963
     3,400   8.88%, 2/15/99(b)..........................      3,613
     4,000   9.13%, 5/15/99(b)..........................      4,293
     2,600   6.38%, 7/15/99.............................      2,608
    14,500   7.50%, 5/15/02(b)..........................     15,197
                                                          ---------
                              Total U.S. Treasury Notes      47,505
                                                          ---------
                           U.S. TREASURY STRIPS (0.5%):
     5,000   8/15/02(b).................................      3,370
                                                          ---------
                             Total U.S. Treasury Strips       3,370
                                                          ---------
                            Total Investments, at value     712,045
                                                          ---------
                          REPURCHASE AGREEMENTS (2.4%):
    17,114   Lehman Brothers Inc., 5.51%, 7/1/96,
               (collateralized by $18,225 various U.S.
               Government Securities, 5.75% - 6.70%,
               2/2/01 - 9/26/03, market value -
               $17,458).................................     17,114
                                                          ---------
                            Total Repurchase Agreements      17,114
                                                          ---------
                             Total (Cost--$733,350) (a)   $ 729,159
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $726,908.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized depreciation of securities as
           follows (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $   8,566
Unrealized depreciation....................................................    (12,757)
                                                                             ---------
Net unrealized depreciation................................................  $  (4,191)
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<S>        <C>
COLTS      Continuously Offered Long-Term Securities
CMO        Collateralized Mortgage Obligation
</TABLE>
 
At June 30, 1996, the Portfolio's open futures contracts were as follows:
 
<TABLE>
<CAPTION>
                                                                           OPENING      CURRENT
   # OF                                                                   POSITIONS     MARKET
CONTRACTS                          CONTRACT TYPE                            (000)     VALUE (000)
- ----------  -----------------------------------------------------------  -----------  -----------
<C>         <S>                                                          <C>          <C>
            SHORT CONTRACTS
   200      U.S. Treasury 20 Year Bond, September 1996.................   $  21,219    $  21,906
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          25----
<PAGE>   866
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INCOME BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                                  MARKET
  AMOUNT                 SECURITY DESCRIPTION                VALUE
- -----------  --------------------------------------------  ---------
<C>          <S>                                           <C>
                        ASSET BACKED SECURITIES (11.9%):
 $   5,000   Advanta Corp., 6.98%, 10/3/96...............  $   5,017
     7,500   Advanta Mortgage Loan Trust, Series 1995-1,
               8.32%, 12/25/19...........................      7,748
     6,453   Aircraft Lease Portfolio Securitization
               Ltd., Series 94-1, Class A2, 7.15%,
               9/15/04...................................      6,442
     5,000   Federal Express, 7.85%, 6/1/08..............      5,050
     4,680   NAL 96, 7.10%, 3/15/01, Private Placement,
               Class A, 144A.............................      4,667
     7,705   Northwest Air, Series 2, Class A, 9.25%,
               6/21/14...................................      8,537
     4,815   Northwest Air Trust, 10.23%, 6/21/14........      5,493
     3,534   Olympic Automobile Receivables Trust, Series
               1994-A, Class A, 5.65%, 1/15/01...........      3,515
    17,000   Standard Credit Card Trust, Series 90-3,
               Class A, 9.50%, 7/10/98...................     17,644
                                                           ---------
                           Total Asset Backed Securities      64,113
                                                           ---------
                                CORPORATE BONDS (50.7%):
                   Banking, Finance & Insurance (20.5%):
     5,000   Associates Corp., 8.34%, 11/25/99...........      5,250
     6,000   Associates Corp., 8.15%, 8/1/09.............      6,465
     2,000   Avalon Properties, 7.38%, 9/15/02...........      1,958
     5,000   BankAmerica Corp., 9.50%, 4/1/01............      5,500
     5,000   Bear Stearns Co., 9.13%, 4/15/98............      5,206
     5,000   Bear Stearns Co., 8.25%, 2/1/02.............      5,256
     5,000   Financiera Energy, 9.38%, 6/15/06, 144A.....      5,057
     2,000   Fleet/Norstar Group, 8.13%, 7/1/04..........      2,097
     1,500   Ford Motor Credit Corp., 6.38%, 10/6/00.....      1,476
     8,000   General Motors Acceptance Corp., 7.00%,
               3/1/00....................................      8,060
    10,000   Lehman Brothers Holdings, 8.88%, 3/1/02.....     10,724
     5,000   Lehman Brothers Holdings, 8.80%, 3/1/15.....      5,506
     5,000   Lehman Brothers Inc., 11.63%, 5/15/05.......      6,275
     6,000   Massachusetts Mutual Life, 7.50%, 3/1/24,
               144A......................................      5,595
     4,750   Meditrust, 7.77%, 8/16/02...................      4,726
     5,000   Midland Bank PLC, 7.63%, 6/15/06 (b)........      5,063
     6,000   Morgan Stanley, 6.13%, 10/1/03..............      5,670
     5,000   Principal Mutual, 7.88%, 3/1/24.............      4,694
     5,000   Spieker Properties, 6.65%, 12/15/00.........      4,825
     8,000   Taubman Realty Group, 7.00%, 10/1/03........      7,660
     3,000   Wellsford Residential Property, 7.25%,
               8/15/00...................................      2,974
                                                           ---------
                                                             110,037
                                                           ---------
                                     Industrial (11.1%):
     3,000   Boise Cascade Co., 9.45%, 11/01/09..........      3,390
     2,000   CSX Corp., 8.25%, 11/1/96...................      2,015
     5,000   Consolidated Freightways, 9.13%, 8/15/99....      5,225
    10,000   General Motors Corp., 9.13%, 7/15/01........     10,888
     5,000   Lockheed Corp., 5.65%, 4/1/97...............      4,987
     5,000   Marriott International, 6.75%, 12/1/09......      4,581
     6,300   McDonnell Douglas, 8.63%, 4/1/97............      6,418
 
<CAPTION>
 PRINCIPAL                                                  MARKET
  AMOUNT                 SECURITY DESCRIPTION                VALUE
- -----------  --------------------------------------------  ---------
<C>          <S>                                           <C>
                             CORPORATE BONDS, CONTINUED:
                                  Industrial, continued:
 $   5,000   Newmont Gold Co., 8.91%, 1/5/09.............  $   5,312
     5,000   Penske Truck Leasing, 8.25%, 11/1/99........      5,250
     6,000   Sun Co., Inc., 8.13%, 11/1/99...............      6,225
     5,000   Tenneco, Inc., 10.00%, 8/1/98...............      5,331
                                                           ---------
                                                              59,622
                                                           ---------
                                       Utilities (2.2%):
     3,991   Salton Sea Funding Corp., 6.69%, 5/30/00....      3,996
     5,000   NRG Energy Corp., 7.63%, 2/1/06, 144A.......      4,694
     3,000   Transcont Gas, 9.00%, 11/15/96..............      3,034
                                                           ---------
                                                              11,724
                                                           ---------
                            Yankee & Eurodollar (16.9%):
     5,000   BCH Cayman Islands, 8.25%, 6/15/04..........      5,187
     5,000   Bangkok Bank Public Co. Ltd., 7.25%,
               9/15/05, 144A.............................      4,819
     5,000   Canadian National Railway, 7.00%, 3/15/04...      4,894
     5,000   Celulosa Arauco, 6.75%, 12/15/03............      4,713
     9,170   Centragas, Series 144A, 10.65%, 12/1/10.....      9,583
     5,000   China International Trust & Investing,
               9.00%, 10/15/06...........................      5,300
     6,000   Honam Oil Refinery Co., 7.13%, 10/15/05,
               144A......................................      5,738
     5,000   Macmillan Bloedel Ltd., 6.75%, 2/15/06......      4,675
     3,500   MEPC Finance Inc., 7.50%, 5/1/03............      3,522
     5,000   Oslo Seismic Service, 8.28%, 6/1/11, 144A...      5,044
     6,000   Peoples Republic of China, 7.38%, 7/3/01....      5,974
     5,000   Pohang Iron & Steel Co., 7.38%, 5/15/05.....      4,938
     5,000   Province of Quebec, 6.50%, 1/17/06..........      4,706
     5,000   Security Pacific Corp., 11.00%, 3/1/01......      5,788
     5,000   Kansalis-Osake Pankki, 9.75%, 12/15/98......      5,350
     5,000   Scotland International Finance, 8.80%,
               1/27/04, 144A.............................      5,413
     5,000   Tenaga Nasional Berhad, 7.88%, 6/15/04,
               144A......................................      5,169
                                                           ---------
                                                              90,813
                                                           ---------
                                   Total Corporate Bonds     272,196
                                                           ---------
                OTHER MORTGAGE BACKED SECURITIES (0.9%):
     5,813   Chase Manhattan Finance Corp., 6.25%,
               12/15/09 Series 93-D, Class A2............      4,890
                                                           ---------
                  Total Other Mortgage Backed Securities       4,890
                                                           ---------
                       U.S. GOVERNMENT AGENCIES (20.3%):
                                 Federal Home Loan Bank:
    10,000   7.10%, 3/16/98..............................     10,130
                       Federal Home Loan Mortgage Corp.:
     5,000   7.13%, 7/21/99..............................      5,096
     5,069   7.00%, 6/1/09, Gold Pool #E00313............      5,005
     8,973   7.00%, 5/1/11, Gold Pool #E00434............      8,861
     9,953   7.50%, 5/1/11...............................     10,005
     7,976   7.00%, 6/1/11...............................      7,876
</TABLE>
 
CONTINUED
 
- ----26
<PAGE>   867
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INCOME BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                                  MARKET
  AMOUNT                 SECURITY DESCRIPTION                VALUE
- -----------  --------------------------------------------  ---------
                    U.S. GOVERNMENT AGENCIES, CONTINUED:
<C>          <S>                                           <C>
           Federal Home Loan Mortgage Corp.:, continued:
 $   4,929   7.00%, 2/01/11..............................  $   4,868
     1,340   7.50%, 6/1/24, Pool #C80161.................      1,324
    17,480   7.00%, 9/1/24, Pool #G00271.................     16,836
     7,740   7.50%, 10/1/24..............................      7,648
                       Federal National Mortgage Assoc.:
    17,618   8.00%, 12/1/09, Pool #250168................     17,987
    13,658   7.50%, 9/1/25, Pool #324179.................     13,488
                                                           ---------
                          Total U.S. Government Agencies     109,124
                                                           ---------
                            U.S. TREASURY BONDS (10.4%):
     3,250   13.38%, 8/15/01 (b).........................      4,221
     9,500   11.88%, 11/15/03 (b)........................     12,374
     4,000   10.75%, 8/15/05 (b).........................      5,085
    28,000   9.00%, 11/15/18.............................     34,170
                                                           ---------
                               Total U.S. Treasury Bonds      55,850
                                                           ---------
 
<CAPTION>
 PRINCIPAL                                                  MARKET
  AMOUNT                 SECURITY DESCRIPTION                VALUE
- -----------  --------------------------------------------  ---------
<C>          <S>                                           <C>
                             U.S. TREASURY NOTES (4.3%):
 $   5,000   7.25%, 8/15/04 (b)..........................  $   5,182
     5,000   7.50%, 2/15/05 (b)..........................      5,262
    13,000   5.88%, 6/30/00 (b)..........................     12,753
                                                           ---------
                               Total U.S. Treasury Notes      23,197
                                                           ---------
                              Total Investment, at value     529,370
                                                           ---------
                           REPURCHASE AGREEMENTS (1.6%):
     8,346   Lehman Brothers, 5.51%, 7/1/96,
               (collateralized by $8,820 Federal Home
               Loan Bank, 7.22%, 11/8/05, market value
               $8,514)                                         8,346
                                                           ---------
                             Total Repurchase Agreements       8,346
                                                           ---------
Total (Cost--$523,732)(a)                                  $ 537,716
                                                           ---------
                                                           ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $536,476.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for federal income tax purposes and differs from value by net unrealized appreciation of securities as
           follows
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $  16,145
Unrealized depreciation....................................................     (2,161)
                                                                             ---------
Net unrealized appreciation................................................  $  13,984
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
At June 30, 1996, the Portfolio's open futures contracts were as follows:
 
<TABLE>
<CAPTION>
                                                                            OPEN        CURRENT
   # OF                                                                   POSITIONS     MARKET
CONTRACTS                          CONTRACT TYPE                            (000)     VALUE (000)
- ----------  -----------------------------------------------------------  -----------  -----------
<C>         <S>                                                          <C>          <C>
            SHORT CONTRACTS
   200      U.S. Treasury 20 Year Bond, September 1996.................   $  21,252    $  21,906
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          27----
<PAGE>   868
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF ASSETS AND LIABILITIES                               JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                         (Amounts in Thousands, except per share amounts)
 
<S>                                            <C>            <C>              <C>          <C>          <C>
                                                                  LIMITED
                                                GOVERNMENT    VOLATILITY BOND  INTERMEDIATE GOVERNMENT     INCOME
                                                 ARM FUND          FUND         BOND FUND    BOND FUND    BOND FUND
                                               -------------  ---------------  -----------  -----------  -----------
ASSETS:
Investments, at value........................    $  56,934       $ 626,507      $ 242,410    $ 712,045    $ 529,370
Repurchase agreements, at cost...............        8,607           4,436          3,241       17,114        8,346
                                               -------------  ---------------  -----------  -----------  -----------
Total (cost $66,003; $631,998; $248,425;
  $733,350; $523,732, respectively)..........       65,541         630,943        245,651      729,159      537,716
Interest receivable..........................          361           8,259          3,451        7,521        8,104
Receivable from brokers for investments
  sold.......................................          372             209          5,139           --           --
Receivable for capital shares issued.........           24             168            594          309          387
Receivable from advisor......................           29             147             60           --           87
Deferred organization costs..................            8              --             --            5           --
                                               -------------  ---------------  -----------  -----------  -----------
    Total Assets.............................       66,335         639,726        254,895      736,994      546,294
                                               -------------  ---------------  -----------  -----------  -----------
LIABILITIES:.................................
Cash overdrafts..............................           23             138            517          238          160
Dividends payable............................          312           2,955          1,325        3,870        3,016
Payable to brokers for investments
  purchased..................................        3,484           4,978          1,991        5,289        5,974
Payable for capital shares redeemed..........            1               2              1            1            1
Net variation margin on futures contracts....           15              --             --          223          213
Accrued expenses and other payables:
  Investment advisory fees...................           28             294            121          268          261
  Administration fees........................            8              81             33           99           72
  12b-1 fees (Class A).......................            1               4              3            8            2
  12b-1 fees (Class B).......................            1               4              4            8            4
  Other......................................           73              88            305           82          115
                                               -------------  ---------------  -----------  -----------  -----------
    Total Liabilities........................        3,946           8,544          4,300       10,086        9,818
                                               -------------  ---------------  -----------  -----------  -----------
 
NET ASSETS:
Capital......................................       66,978         639,183        257,643      752,154      577,283
Undistributed (distributions in excess of)
  net investment income......................         (313)           (121)            94         (325)         396
Accumulated undistributed net realized losses
  from investment and futures transactions...       (3,772)         (6,825)        (4,368)     (20,043)     (54,533)
Net unrealized appreciation (depreciation)
  from investments and futures...............         (504)          1,055         (2,774)      (4,878)      13,330
                                               -------------  ---------------  -----------  -----------  -----------
Net Assets...................................    $  62,389       $ 631,182      $ 250,595    $ 726,908    $ 536,476
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
Net Assets...................................
  Fiduciary..................................    $  57,276       $ 604,916      $ 230,812    $ 677,326    $ 520,239
  Class A....................................        3,969          21,343         13,706       38,800       10,127
  Class B....................................        1,144           4,923          6,077       10,782        6,110
                                               -------------  ---------------  -----------  -----------  -----------
                                                 $  62,389       $ 631,182      $ 250,595    $ 726,908    $ 536,476
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
Outstanding units of beneficial interest
  (shares)...................................
  Fiduciary..................................        5,853          58,043         23,457       70,842       55,786
  Class A....................................          406           2,050          1,389        4,056        1,087
  Class B....................................          117             469            618        1,128          650
                                               -------------  ---------------  -----------  -----------  -----------
    Total....................................        6,376          60,562         25,464       76,026       57,523
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
Net asset value
  Fiduciary--offering and redemption price
    per share................................  $      9.79    $      10.42     $     9.84   $     9.56   $     9.33
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
  Class A--redemption price per share........  $      9.78    $      10.41     $     9.87   $     9.57   $     9.32
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
  Class A--maximum sales charge..............         3.00  %         3.00   %       4.50 %       4.50 %       4.50 %
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
  Class A maximum offering price
    (100%/(100%-- maximum sales charge) of
    net asset value adjusted to nearest cent)
    per share................................  $     10.08    $      10.73     $    10.34   $    10.02   $     9.76
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
  Class B--offering price per share (a)......  $      9.76    $      10.49     $     9.83   $     9.56   $     9.40
                                               -------------  ---------------  -----------  -----------  -----------
                                               -------------  ---------------  -----------  -----------  -----------
</TABLE>
 
- ------------
 
<TABLE>
<C>        <S>
      (a)  Redemption price per Class B share varies based on length of time shares are held.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----28
<PAGE>   869
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF OPERATIONS                        FOR THE YEAR ENDED JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                 (Amounts in Thousands)
 
<S>                                            <C>            <C>              <C>            <C>          <C>
                                                                  LIMITED      INTERMEDIATE
                                                GOVERNMENT    VOLATILITY BOND      BOND       GOVERNMENT     INCOME
                                                 ARM FUND          FUND            FUND        BOND FUND    BOND FUND
                                               -------------  ---------------  -------------  -----------  -----------
INVESTMENT INCOME:
Interest income..............................    $   3,423       $  30,286       $  16,008     $  34,941    $  37,285
Dividend income..............................           --              62                            25           --
Income from securities lending...............           --             120              91           178           91
                                                    ------         -------     -------------  -----------  -----------
Total Income.................................        3,423          30,468          16,099        35,144       37,376
                                                    ------         -------     -------------  -----------  -----------
EXPENSES:
Investment advisory fees.....................          283           2,781           1,359         2,253        3,053
Administration fees..........................           86             774             378           835          850
12b-1 fees (Class A).........................            8              53              34            63           29
12b-1 fees (Class B).........................            3              34              25            60           36
Custodian and accounting fees................           27              57              59            94           39
Legal and audit fees.........................           16              55              36            71           56
Organization costs...........................            5               3              --             3           --
Trustees' fees and expenses..................            2               8               5            11            8
Transfer agent fees..........................           74              85              65           106           61
Registration and filing fees.................           35              32              54            79           21
Printing costs...............................            8              30              24            51           36
Other........................................           12               8               3             8            6
                                                    ------         -------     -------------  -----------  -----------
Total expenses before
  waivers/reimbursements.....................          559           3,920           2,042         3,634        4,195
Less waivers/reimbursements..................         (316)         (1,470)           (760)         (113)      (1,148)
                                                    ------         -------     -------------  -----------  -----------
    Net Expenses.............................          243           2,450           1,282         3,521        3,047
                                                    ------         -------     -------------  -----------  -----------
Net Investment Income........................        3,180          28,018          14,817        31,623       34,329
                                                    ------         -------     -------------  -----------  -----------
REALIZED/UNREALIZED GAINS (LOSSES) FROM
  INVESTMENTS AND FUTURES:
Net realized gains (losses) from investment
  and futures transactions...................         (594)          1,885           1,421        (2,769)      (1,361)
Net change in unrealized appreciation
  (depreciation) from investments and
  futures....................................          150          (6,631)         (5,722)      (15,409)     (11,155)
                                                    ------         -------     -------------  -----------  -----------
Net realized/unrealized losses from
  investments and futures....................         (444)         (4,746)         (4,301)      (18,178)     (12,516)
                                                    ------         -------     -------------  -----------  -----------
Change in net assets resulting from
  operations.................................    $   2,736          23,272          10,516     $  13,445    $  21,813
                                                    ------         -------     -------------  -----------  -----------
                                                    ------         -------     -------------  -----------  -----------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          29----
<PAGE>   870
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS                                JUNE 30, 1996
<TABLE>
<CAPTION>
                                                                       (Amounts in Thousands)
 
<S>                                            <C>          <C>        <C>        <C>        <C>          <C>
                                                     GOVERNMENT              LIMITED               INTERMEDIATE
                                                      ARM FUND         VOLATILITY BOND FUND         BOND FUND
                                               ----------------------  --------------------  ------------------------
 
<CAPTION>
                                                              YEAR       YEAR       YEAR
                                               YEAR ENDED     ENDED      ENDED      ENDED    YEAR ENDED   YEAR ENDED
                                                JUNE 30,    JUNE 30,   JUNE 30,   JUNE 30,    JUNE 30,     JUNE 30,
                                                  1996        1995       1996       1995        1996         1995
                                               -----------  ---------  ---------  ---------  -----------  -----------
<S>                                            <C>          <C>        <C>        <C>        <C>          <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income....................   $   3,180   $   4,538  $  28,018  $  24,649   $  14,817    $   9,509
    Net realized gains (losses) from
      investment and futures transactions....        (594)     (2,023)     1,885     (7,605)      1,421       (4,330)
    Net change in unrealized appreciation
      (depreciation) from investments and
      futures................................         150       1,410     (6,631)    14,800      (5,722)       7,307
                                               -----------  ---------  ---------  ---------  -----------  -----------
Change in net assets resulting from
   operations................................       2,736       3,925     23,272     31,844      10,516       12,486
                                               -----------  ---------  ---------  ---------  -----------  -----------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS:
    From net investment income...............      (2,924)     (3,574)   (26,964)   (23,512)    (14,065)      (9,373)
    In excess of net investment income.......          --        (222)        --       (107)         --           --
    Tax return of capital....................         (26)         --         --         --          --           --
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income...............        (129)       (554)      (878)      (732)       (607)        (136)
    In excess of net investment income.......          --         (12)        --        (16)         --           --
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income...............         (24)         (5)      (175)      (121)       (144)          (1)
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income...............          --          --         --         (3)         --           --
                                               -----------  ---------  ---------  ---------  -----------  -----------
Change in net assets from shareholder
   distributions.............................      (3,103)     (4,367)   (28,017)   (24,491)    (14,816)      (9,510)
                                               -----------  ---------  ---------  ---------  -----------  -----------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued..............      38,704      35,084    325,572    157,468     121,175      126,318
    Proceeds from shares issued in connection
      with acquisition.......................          --          --    123,673         --          --       39,916
    Dividends reinvested.....................       1,028       1,806      8,797      8,292       3,437        2,748
    Cost of shares redeemed..................     (32,817)   (139,268)  (248,283)  (211,545)    (66,140)     (74,018)
                                               -----------  ---------  ---------  ---------  -----------  -----------
Change in net assets from share
   transactions..............................       6,915    (102,378)   209,759    (45,785)     58,472       94,964
                                               -----------  ---------  ---------  ---------  -----------  -----------
Change in net assets.........................       6,548    (102,820)   205,014    (38,432)     54,172       97,940
NET ASSETS:
    Beginning of period......................      55,841     158,661    426,168    464,600     196,423       98,483
                                               -----------  ---------  ---------  ---------  -----------  -----------
    End of period............................   $  62,389   $  55,841  $ 631,182  $ 426,168   $ 250,595    $ 196,423
                                               -----------  ---------  ---------  ---------  -----------  -----------
                                               -----------  ---------  ---------  ---------  -----------  -----------
SHARE TRANSACTIONS:
    Issued...................................       3,934       3,568     31,111     15,271      12,114       12,678
    Issued in connection with acquisition....          --          --     11,748         --          --        4,204
    Reinvested...............................         105         183        834        803         343          282
    Redeemed.................................      (3,338)    (14,185)   (23,593)   (20,592)     (6,607)      (7,677)
                                               -----------  ---------  ---------  ---------  -----------  -----------
Change in shares.............................         701     (10,434)    20,100     (4,518)      5,850        9,487
                                               -----------  ---------  ---------  ---------  -----------  -----------
                                               -----------  ---------  ---------  ---------  -----------  -----------
Undistributed (distributions in excess of)
   net investment income included in net
   assets:
    End of period............................   $    (313)  $    (236) $    (121) $    (122)  $      94    $     116
                                               -----------  ---------  ---------  ---------  -----------  -----------
                                               -----------  ---------  ---------  ---------  -----------  -----------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----30
<PAGE>   871
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS                                JUNE 30, 1996
<TABLE>
<CAPTION>
                                                                                  (Amounts in Thousands)
 
<S>                                                                     <C>        <C>        <C>        <C>
                                                                             GOVERNMENT              INCOME
                                                                             BOND FUND             BOND FUND
                                                                        --------------------  --------------------
 
<CAPTION>
                                                                          YEAR       YEAR       YEAR       YEAR
                                                                          ENDED      ENDED      ENDED      ENDED
                                                                        JUNE 30,   JUNE 30,   JUNE 30,   JUNE 30,
                                                                          1996       1995       1996       1995
                                                                        ---------  ---------  ---------  ---------
<S>                                                                     <C>        <C>        <C>        <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income.............................................  $  31,623  $  19,067  $  34,329  $  34,411
    Net realized gains (losses) from investment and futures
      transactions....................................................     (2,769)    (7,094)    (1,361)   (53,134)
    Net change in unrealized appreciation (depreciation) from
      investments and futures.........................................    (15,409)    16,133    (11,155)    68,445
                                                                        ---------  ---------  ---------  ---------
Change in net assets resulting from operations........................     13,445     28,106     21,813     49,722
                                                                        ---------  ---------  ---------  ---------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS:
    From net investment income........................................    (30,195)   (18,433)   (33,573)   (33,925)
    In excess of net investment income................................         --       (300)        --        (61)
    In excess of net realized gains from investment transactions......         --         --         --     (2,306)
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income........................................     (1,103)      (247)      (545)      (338)
    In excess of net investment income................................         --         (4)        --        (11)
    In excess of net realized gains from investment transactions......         --         --         --        (24)
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income........................................       (324)       (76)      (211)       (73)
    In excess of net realized gains from investment transactions......         --         --         --         (5)
DISTRIBUTIONS TO SERVICE SHAREHOLDERS:
    From net investment income........................................         --         --         --        (11)
    In excess of net realized gains from investment transactions......         --         --         --         (1)
                                                                        ---------  ---------  ---------  ---------
Change in net assets from shareholder distributions...................    (31,622)   (19,060)   (34,329)   (36,755)
                                                                        ---------  ---------  ---------  ---------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued.......................................    451,887    175,681    166,169    147,583
    Proceeds from shares issued in connection with acquisition........    301,865     96,760         --         --
    Dividends reinvested..............................................      8,081      7,435     13,106     17,360
    Cost of shares redeemed...........................................   (407,217)  (110,491)  (113,090)  (261,301)
                                                                        ---------  ---------  ---------  ---------
Change in net assets from share transactions..........................    354,616    169,385     66,185    (96,358)
                                                                        ---------  ---------  ---------  ---------
Change in net assets..................................................    336,439    178,431     53,669    (83,391)
NET ASSETS:
    Beginning of period...............................................    390,469    212,038    482,807    566,198
                                                                        ---------  ---------  ---------  ---------
    End of period.....................................................  $ 726,908  $ 390,469  $ 536,476  $ 482,807
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
SHARE TRANSACTIONS:
    Issued............................................................     45,897     17,640     17,425     16,030
    Issued in connection with acquisition.............................     30,887     10,564         --         --
    Reinvested........................................................        821        789      1,371      1,893
    Redeemed..........................................................    (41,383)   (11,871)   (11,865)   (28,705)
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
Change in shares......................................................     36,222     17,122      6,931    (10,782)
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
Undistributed (distributions in excess of) net investment income
   included in net assets:
    End of period.....................................................  $    (325) $    (302) $     396  $     (71)
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          31----
<PAGE>   872
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS                                      JUNE 30, 1996
 
1.  ORGANIZATION:
 
    The One Group (the "Trust") is registered under the Investment Company Act
    of 1940, as amended (the "1940 Act"), as an open-end investment company
    established as a Massachusetts business trust. The Trust is registered to
    offer four classes of shares: Fiduciary, Class A, Class B and Service. The
    Trust currently consists of twenty-six active funds. The accompanying
    financial statements and financial highlights are those of the Government
    ARM Fund, the Limited Volatility Bond Fund, the Intermediate Bond Fund, the
    Government Bond Fund and the Income Bond Fund (individually a "Fund",
    collectively the "Funds") only. The Funds are each offered in Fiduciary
    Class, Class A and Class B Shares. Class A Shares are subject to initial
    sales charges, imposed at the time of purchase, in accordance with the
    Funds' prospectuses. Certain redemptions of Class B Shares are subject to
    contingent deferred sales charges in accordance with the Funds'
    prospectuses. Each Fund is a diversified mutual fund.
 
   The Trust entered into an Agreement and Plan of Reorganization (the
   "Agreement") with the Paragon Portfolio ("Paragon"), a Massachusetts business
   trust. Pursuant to the Agreement all of the assets and liabilities of each
   Paragon Fund transferred to a fund of The One Group in exchange for shares of
   the corresponding fund of The One Group. Results of operations, changes in
   net assets and financial highlights for periods prior to the Reorganization
   March 25, 1996, are presented for funds of The One Group only.
 
   The Government ARM Fund will be renamed the Ultra Short-Term Income Fund
   effective September 1, 1996.
 
   The Funds' investment objectives are as follows:
 
<TABLE>
<CAPTION>
FUND                              OBJECTIVE
- --------------------------------  ----------------------------------------------------------------
<S>                               <C>
Government ARM Fund               A high level of current income consistent with low volatility of
                                  principal.
Limited Volatility Bond Fund      Current income consistent with preservation of capital through
                                  investment in high and medium-grade fixed-income securities.
Intermediate Bond Fund            Current income consistent with the preservation of capital
                                  through investment in high and medium-grade fixed-income
                                  securities with intermediate maturities.
Government Bond Fund              A high level of current income with liquidity and safety of
                                  principal.
Income Bond Fund                  Current income by investing in a portfolio of high and
                                  medium-grade fixed-income securities.
</TABLE>
 
2.  SIGNIFICANT ACCOUNTING POLICIES:
 
    The following is a summary of significant accounting policies followed by
    the Trust in preparation of its financial statements. The policies are in
    conformity with generally accepted accounting principles. The preparation of
    financial statements requires management to make estimates and assumptions
    that affect the reported amounts of assets and liabilities at the date of
    the financial statements and the reported amounts of income and expenses for
    the period. Actual results could differ from those estimates.
 
     SECURITY VALUATION
 
     Corporate debt securities and debt securities of U.S. issuers (other than
     short-term investments maturing in 60 days or less), including municipal
     securities, are valued on the basis of valuations provided by dealers or by
     an independent pricing service approved by the Board of Trustees.
     Short-term investments maturing in 60
 
CONTINUED
 
- ----32
<PAGE>   873
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     days or less are valued at amortized cost, which approximates market value.
     Futures contracts are valued at the settlement price established each day
     by the board of trade or an exchange on which they are traded. Options
     traded on an exchange are valued using the last sale price or, in the
     absence of a sale, the last offering price. Options traded over-the-counter
     are valued using dealer-supplied valuations. Investments for which there
     are no such quotations or valuations are valued at fair value as determined
     in good faith by the investment adviser under the direction of the Board of
     Trustees.
 
     REPURCHASE AGREEMENTS
 
     The Funds may invest in repurchase agreements with institutions that the
     Fund's investment adviser has determined are creditworthy. Each repurchase
     agreement is recorded at cost. The Fund requires that the securities
     purchased in a repurchase agreement transaction be transferred to the
     custodian in a manner sufficient to enable the Fund to obtain those
     securities in the event of a counterparty default. The seller, under the
     repurchase agreement, is required to maintain the value of the securities
     held at not less than the repurchase price, including accrued interest.
 
     WRITTEN OPTIONS
 
     The Funds may write covered call or put options for which premiums received
     are recorded as liabilities and are subsequently adjusted to the current
     value of the options written. Premiums received from writing options which
     expire are treated as realized gains. Premiums received from writing
     options, which are either exercised or closed, are offset against the
     proceeds received or amount paid on the transaction to determine realized
     gains or losses.
 
     FUTURES CONTRACTS
 
     The Funds may enter into futures contracts for the delayed delivery of
     securities at a fixed price at some future date or for the change in the
     value of a specified financial index over a predetermined time period. Cash
     or securities are deposited with brokers in order to maintain a position.
     Subsequent payments made or received by the fund based on the daily change
     in the market value of the position are recorded as unrealized appreciation
     or depreciation until the contract is closed out, at which time the
     appreciation or depreciation is realized.
 
     INDEXED SECURITIES
 
     The Funds may invest in indexed securities whose value is linked either
     directly or inversely to changes in foreign currencies, interest rates,
     commodities, indices or other reference instruments. Indexed securities may
     be more volatile than the referenced instrument itself, but any loss is
     limited to the amount of the original investment.
 
     MORTGAGE ROLLS
 
     The Funds may enter into mortgage "dollar rolls" in which the Fund sells
     mortgage-backed securities for delivery in the current month and
     simultaneously contracts to repurchase substantially similar securities on
     a specified future date. During the roll period, the Fund forgoes principal
     and interest paid on the mortgage-backed securities. The Fund is
     compensated by fee income, for the difference between the current sales
     price and the lower forward price for the future purchase.
 
     SECURITIES LENDING
 
     To generate additional income, the Funds may lend up to 33% of securities
     in which they are invested pursuant to agreements requiring that the loan
     be continuously secured by cash, U.S. Government or U.S. Government
 
CONTINUED
 
                                                                          33----
<PAGE>   874
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     Agency securities, shares of an investment trust or mutual fund, or any
     combination of cash and such securities as collateral equal at all times to
     at least 100% of the market value plus accrued interest on the securities
     lent. The Funds continue to earn interest on securities lent while
     simultaneously seeking to earn interest on the investment of collateral.
     Collateral is marked to market daily to provide a level of collateral at
     least equal to the market value of securities lent. There may be risks of
     delay in recovery of the securities or even loss of rights in the
     collateral should the borrower of the securities fail financially. However,
     loans will be made only to borrowers deemed by the Adviser to be of good
     standing and creditworthy under guidelines established by the Board of
     Trustees and when, in the judgment of the Adviser, the consideration which
     can be earned currently from such securities loans justifies the attendant
     risk. Loans are subject to termination by the Funds or the borrower at any
     time, and are, therefore, not considered to be illiquid investments. As of
     June 30, 1996, the following Funds had securities with the following market
     values on loan:
 
<TABLE>
<CAPTION>
                                                                                      MARKET VALUE
                                                                                       OF LOANED
                                                                                       SECURITIES
                                                                                     --------------
<S>                                                                                  <C>
Limited Volatility Bond Fund.......................................................  $   97,087,522
Intermediate Bond Fund.............................................................      65,589,541
Government Bond Fund...............................................................     115,339,591
Income Bond Fund...................................................................      40,252,844
</TABLE>
 
     The loaned securities were fully collateralized by cash and U.S. Government
     securities as of June 30, 1996.
 
     SECURITY TRANSACTIONS AND RELATED INCOME
 
     Security transactions are accounted for on a trade date basis. Net realized
     gains or losses on sales of securities are determined on the specific
     identification cost method. Interest income and expenses are recognized on
     the accrual basis. Dividends are recorded on the ex-dividend date. Interest
     income, including any discount or premium, is accrued as earned using the
     effective interest method.
 
     EXPENSES
 
     Expenses directly attributable to a Fund are charged directly to that Fund,
     while the expenses which are attributable to more than one fund of the
     Trust are allocated among the respective Funds. Each class of shares bears
     its pro-rata portion of expenses attributable to its series, except that
     each class separately bears expenses related specifically to that class,
     such as distribution fees.
 
     DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
 
     Dividends from net investment income are declared and paid monthly for the
     Funds. Net realized capital gains, if any, are distributed at least
     annually. Dividends are declared separately for each class. No class has
     preferential dividend rights; differences in per share dividend rates are
     generally due to differences in separate class expenses.
 
     Distributions from net investment income and from net capital gains are
     determined in accordance with income tax regulations which may differ from
     generally accepted accounting principles. These differences are primarily
     due to differing treatments for mortgage-backed securities, expiring
     capital loss carryforwards, and deferrals of certain losses. Permanent book
     and tax basis differences, which affect shareholder distributions, have
     been reclassified to additional paid-in capital.
 
     ORGANIZATION COSTS
 
     Costs incurred by the Trust in connection with its organization, including
     the fees and expenses of registering and qualifying its shares for
     distribution have been deferred and are being amortized using the
     straight-line
 
CONTINUED
 
- ----34
<PAGE>   875
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     method over a period of five years beginning with the commencement of each
     Fund's operations. All such costs, which are attributable to more than one
     fund, have been allocated among the funds of the Trust pro-rata, based on
     the relative net assets of each fund. In the event that any of the initial
     shares are redeemed during such period by any holder thereof, the related
     fund will be reimbursed by such holder for any unamortized organization
     costs in the proportion as the number of initial shares being redeemed
     bears to the number of initial shares outstanding at the time of
     redemption.
 
     FEDERAL INCOME TAXES
 
     The Trust treats each Fund as a separate entity for Federal income tax
     purposes. Each Fund intends to continue to qualify as a regulated
     investment company by complying with the provisions available to certain
     investment companies as defined in applicable sections of the Internal
     Revenue Code, and to make distributions from net investment income and from
     net realized capital gains sufficient to relieve it from all, or
     substantially all, federal income taxes.
 
3.  SHARES OF BENEFICIAL INTEREST:
 
    The Trust has an unlimited number of shares of beneficial interest, with no
    par value which may, without shareholder approval, be divided into an
    unlimited number of series of such shares and any series may be classified
    or reclassified into one or more classes. Currently, shares of the Trust are
    registered to be offered through thirty-two series and four classes:
    Fiduciary, Class A, Class B and Service. During the year ended June 30,
    1995, Service Shares transferred to Class A Shares. As of June 30, 1996
    there were no shareholders in the Service Class. Shareholders are entitled
    to one vote for each full share held and will vote in the aggregate and not
    by class or series, except as otherwise expressly required by law or when
    the Board of Trustees has determined that the matter to be voted on affects
    only the interest of shareholders of a particular class or series. The
    following is a summary of transactions in Fund shares for the years ended
    June 30, 1996 and June 30, 1995:
 
CONTINUED
 
                                                                          35----
<PAGE>   876
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                            (Amounts in Thousands)
 
<S>                                                 <C>          <C>        <C>        <C>        <C>          <C>
                                                     GOVERNMENT ARM FUND     LIMITED VOLATILITY
                                                                                 BOND FUND         INTERMEDIATE BOND FUND
                                                    ----------------------  --------------------
                                                                   YEAR       YEAR       YEAR     ------------------------
                                                    YEAR ENDED     ENDED      ENDED      ENDED    YEAR ENDED   YEAR ENDED
                                                     JUNE 30,    JUNE 30,   JUNE 30,   JUNE 30,    JUNE 30,     JUNE 30,
                                                       1996        1995       1996       1995        1996         1995
                                                    -----------  ---------  ---------  ---------  -----------  -----------
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
  Proceeds from shares issued.....................   $  35,008   $  34,868  $ 196,323  $ 152,849   $ 102,645    $ 125,119
  Proceeds from shares issued in connection with
    acquisition...................................          --          --    115,134         --          --       35,113
  Dividends reinvested............................         923       1,732      8,093      7,661       2,976        2,663
  Cost of shares redeemed.........................     (29,367)   (124,793)  (129,046)  (204,209)    (62,091)     (73,001)
                                                    -----------  ---------  ---------  ---------  -----------  -----------
  Change in net assets from Fiduciary Share
    transactions..................................   $   6,564   $ (88,193) $ 190,504  $ (43,699)  $  43,530    $  89,894
                                                    -----------  ---------  ---------  ---------  -----------  -----------
                                                    -----------  ---------  ---------  ---------  -----------  -----------
CLASS A SHARES:
  Proceeds from shares issued.....................   $   2,666   $      70  $ 126,619  $   3,343   $  12,374    $     934
  Proceeds from shares issued in connection with
    acquisition...................................          --          --      8,153         --          --        4,803
  Dividends reinvested............................          89          70        569        518         381           84
  Cost of shares redeemed.........................      (3,395)    (14,471)  (118,533)    (6,811)     (3,716)      (1,016)
                                                    -----------  ---------  ---------  ---------  -----------  -----------
  Change in net assets from Class A Share
    transactions..................................   $    (640)  $ (14,331) $  16,808  $  (2,950)  $   9,039    $   4,805
                                                    -----------  ---------  ---------  ---------  -----------  -----------
                                                    -----------  ---------  ---------  ---------  -----------  -----------
CLASS B SHARES:
  Proceeds from shares issued.....................   $   1,030   $     146  $   2,630  $   1,164   $   6,156    $     265
  Proceeds from shares issued in connection with
    acquisition...................................          --          --        386         --          --           --
  Dividends reinvested............................          16           4        135        110          80            1
  Cost of shares redeemed.........................         (55)         (4)      (704)      (391)       (333)          (1)
                                                    -----------  ---------  ---------  ---------  -----------  -----------
  Change in net assets from Class B Share
    transactions..................................   $     991   $     146  $   2,447  $     883   $   5,903    $     265
                                                    -----------  ---------  ---------  ---------  -----------  -----------
                                                    -----------  ---------  ---------  ---------  -----------  -----------
SERVICE SHARES:
  Proceeds from shares issued.....................                                     $     112
  Dividends reinvested............................                                             3
  Cost of shares redeemed.........................                                          (134)
                                                                                       ---------
  Change in net assets from Service Share
    transactions..................................                                     $     (19)
                                                                                       ---------
                                                                                       ---------
 
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
  Issued..........................................       3,560       3,545     19,600     14,826      10,266       12,567
  Issued in connection with acquisition...........          --          --     10,936         --          --        3,700
  Reinvested......................................          94         176        768        742         296          274
  Redeemed........................................      (2,989)    (12,706)   (12,260)   (19,884)     (6,200)      (7,573)
                                                    -----------  ---------  ---------  ---------  -----------  -----------
  Change in Fiduciary Shares......................         665      (8,985)    19,044     (4,316)      4,362        8,968
                                                    -----------  ---------  ---------  ---------  -----------  -----------
                                                    -----------  ---------  ---------  ---------  -----------  -----------
CLASS A SHARES:
  Issued..........................................         269           8     11,297        323       1,231           84
  Issued in connection with acquisition...........          --          --        775         --          --          504
  Reinvested......................................          10           7         54         50          39            8
  Redeemed........................................        (344)     (1,479)   (11,265)      (658)       (373)        (104)
                                                    -----------  ---------  ---------  ---------  -----------  -----------
  Change in Class A Shares........................         (65)     (1,464)       861       (285)        897          492
                                                    -----------  ---------  ---------  ---------  -----------  -----------
                                                    -----------  ---------  ---------  ---------  -----------  -----------
CLASS B SHARES:
  Issued..........................................         105          15        215        111         617           27
  Issued in connection with acquisition...........          --          --         36         --          --           --
  Reinvested......................................           1          --         12         11           8           --
  Redeemed........................................          (5)         --        (68)       (38)        (34)          --
                                                    -----------  ---------  ---------  ---------  -----------  -----------
  Change in Class B Shares........................         101          15        195         84         591           27
                                                    -----------  ---------  ---------  ---------  -----------  -----------
                                                    -----------  ---------  ---------  ---------  -----------  -----------
SERVICE SHARES:
  Issued..........................................                                            11
  Reinvested......................................                                            --
  Redeemed........................................                                           (12)
                                                                                       ---------
  Change in Service Shares........................                                            (1)
                                                                                       ---------
                                                                                       ---------
</TABLE>
 
CONTINUED
 
- ----36
<PAGE>   877
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                                  (Amounts in Thousands)
 
<S>                                                                     <C>        <C>        <C>        <C>
                                                                        GOVERNMENT BOND FUND
                                                                                                INCOME BOND FUND
                                                                        --------------------  --------------------
                                                                          YEAR       YEAR       YEAR       YEAR
                                                                          ENDED      ENDED      ENDED      ENDED
                                                                        JUNE 30,   JUNE 30,   JUNE 30,   JUNE 30,
                                                                          1996       1995       1996       1995
                                                                        ---------  ---------  ---------  ---------
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
  Proceeds from shares issued.........................................  $ 135,419  $ 170,196  $ 154,901  $ 142,061
  Proceeds from shares issued in connection with acquisition..........    273,384     92,808         --         --
  Dividends reinvested................................................      7,234      7,203     12,601     17,045
  Cost of shares redeemed.............................................   (128,141)  (108,841)  (109,230)  (257,754)
                                                                        ---------  ---------  ---------  ---------
  Change in net assets from Fiduciary Share transactions..............  $ 287,896  $ 161,366  $  58,272  $ (98,648)
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
CLASS A SHARES:
  Proceeds from shares issued.........................................  $ 307,157  $   3,603  $   6,470  $   3,989
  Proceeds from shares issued in connection with acquisition..........     26,507      3,952         --         --
  Dividends reinvested................................................        647        178        391        260
  Cost of shares redeemed.............................................   (278,122)    (1,509)    (3,302)    (2,993)
                                                                        ---------  ---------  ---------  ---------
  Change in net assets from Class A Share transactions................  $  56,189  $   6,224  $   3,559  $   1,256
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
CLASS B SHARES:
  Proceeds from shares issued.........................................  $   9,312  $   1,870  $   4,798  $   1,213
  Proceeds from shares issued in connection with acquisition..........      1,973         --         --
  Dividends reinvested................................................        200         54        114         43
  Cost of shares redeemed.............................................       (954)      (129)      (558)      (151)
                                                                        ---------  ---------  ---------  ---------
  Change in net assets from Class B Share transactions................  $  10,531  $   1,795  $   4,354  $   1,105
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
SERVICE SHARES:
  Proceeds from shares issued.........................................             $      12             $     320
  Dividends reinvested................................................                    --                    12
  Cost of shares redeemed.............................................                   (12)                 (403)
                                                                                   ---------             ---------
  Change in net assets from Service Share transactions................             $       0             $     (71)
                                                                                   ---------             ---------
                                                                                   ---------             ---------
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
  Issued..............................................................     16,246     17,086     16,245     15,438
  Issued in connection with acquisition...............................     27,974     10,133         --         --
  Reinvested..........................................................        735        764      1,318      1,859
  Redeemed............................................................    (12,833)   (11,695)   (11,460)   (28,323)
                                                                        ---------  ---------  ---------  ---------
  Change in Fiduciary Shares..........................................     32,122     16,288      6,103    (11,026)
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
CLASS A SHARES:
  Issued..............................................................     28,902        359        680        427
  Issued in connection with acquisition...............................      2,711        431         --         --
  Reinvested..........................................................         66         19         41         28
  Redeemed............................................................    (28,451)      (161)      (347)      (323)
                                                                        ---------  ---------  ---------  ---------
  Change in Class A Shares............................................      3,228        648        374        132
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
CLASS B SHARES:
  Issued..............................................................        749        194        500        130
  Issued in connection with acquisition...............................        202         --         --         --
  Reinvested..........................................................         20          6         12          5
  Redeemed............................................................        (99)       (14)       (58)       (17)
                                                                        ---------  ---------  ---------  ---------
  Change in Class B Shares............................................        872        186        454        118
                                                                        ---------  ---------  ---------  ---------
                                                                        ---------  ---------  ---------  ---------
SERVICE SHARES:
  Issued..............................................................                     1                    35
  Reinvested..........................................................                    --                     1
  Redeemed............................................................                    (1)                  (42)
                                                                                   ---------             ---------
  Change in Service Shares............................................                     0                    (6)
                                                                                   ---------             ---------
                                                                                   ---------             ---------
</TABLE>
 
CONTINUED
 
                                                                          37----
<PAGE>   878
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
4.  INVESTMENT ADVISORY, ADMINISTRATIVE, AND DISTRIBUTION AGREEMENTS:
 
    The Trust and Banc One Investment Advisors Corporation (the "Adviser") are
    parties to an investment advisory agreement under which the Adviser is
    entitled to receive an annual fee, computed daily and paid monthly, equal to
    the following percentages of the Funds' average net assets: 0.60% of the
    Income Bond Fund, the Intermediate Bond Fund and the Limited Volatility Bond
    Fund; 0.55% of the Government ARM Fund; and 0.45% of the Government Bond
    Fund.
 
   The Trust and The One Group Services Company (the "Administrator"), a
   wholly-owned subsidiary of The BISYS Group, Inc., are parties to an
   administrative agreement under which the Administrator provides services for
   a fee that is computed daily and payable monthly, at an annual rate of 0.20%
   on the first $1.5 billion of Trust net assets (excluding the Treasury Only
   Money Market Fund and the Government Money Market Fund--the "Institutional
   Money Market Funds"); 0.18% on the next $0.5 billion of Trust net assets
   (excluding the Institutional Money Market Funds); and 0.16% of Trust net
   assets (excluding the Institutional Money Market Funds) over $2 billion. The
   Adviser also serves as Sub-Administrator to each fund of the Trust, pursuant
   to an agreement between the Administrator and the Adviser. Pursuant to this
   agreement, the Adviser performs many of the Administrator's duties, for which
   the Advisor receives a fee paid by the Administrator. Prior to November 30,
   1995, The Shareholder Services Group d/b/a 440 Financial served as
   administrator of each Fund under essentially the same terms as the current
   administration agreement. Prior to March 26, 1996, Goldman Sachs Asset
   Management served as administrator of Paragon. The terms of the current
   administration agreement are substantially the same as the former
   administration agreement.
 
   The Trust and The One Group Services Company (the "Distributor") are parties
   to a distribution agreement under which shares of the Funds are sold on a
   continuous basis. Class A and Class B Shares are subject to a distribution
   and shareholder services plan (the "Plans") pursuant to Rule 12b-1 under the
   1940 Act. As provided in the Plans, the Trust will pay the Distributor a fee
   of 0.35% of the average daily net assets of Class A Shares of each of the
   Funds and 1.00% of the average daily net assets of the Class B Shares of each
   of the Funds. Currently, the Distributor has voluntarily agreed to limit
   payments under the Plans to 0.25% of average daily net assets of the Class A
   Shares of each Fund, 0.75% of average daily net assets of the Class B Shares
   of Government ARM Fund and Limited Volatility Bond Fund and 0.90% of average
   daily net assets of Intermediate Bond Fund, Government Bond Fund and Income
   Bond Fund. Up to 0.25% of the fees payable under the Plans may be used as
   compensation for shareholder services by the Distributor and/or financial
   institutions and intermediaries. Fees paid under the Plans may be applied by
   the Distributor toward (i) compensation for its services in connection with
   distribution assistance or provision of shareholder services; or (ii)
   payments to financial institutions and intermediaries such as banks,
   (including affiliates of the Adviser), brokers, dealers and other
   institutions, including the Distributor's affiliates and subsidiaries as
   compensation for services or reimbursement of expenses incurred in connection
   with distribution assistance or provision of shareholder services. Fiduciary
   Class Shares of each Fund are offered without distribution fees. For the year
   ended June 30, 1996 the Distributor received $1,156,417 from commissions
   earned on sales of Class A Shares and redemptions of Class B Shares, of which
   the Distributor re-allowed $1,093,677 to affiliated broker-dealers of the
   Fund.
 
   Prior to January 2, 1996, Premier Investment Advisors, L.L.C. ("Premier")
   served as investment adviser and Goldman Sachs & Company served as
   distributor to Paragon. Pursuant to the approval of the Board of Trustees of
   Paragon on October 31, 1995 and its shareholders on December 20, 1995,
   Paragon entered into an investment advisory agreement with the Adviser and a
   distribution agreement with the Distributor effective January 2, 1996. The
   terms of the investment advisory agreements with Premier and with the Adviser
   and the distribution agreements with Goldman Sachs & Company and the
   Distributor were substantially the same.
 
   Certain officers of the Trust are affiliated with the Administrator. Such
   officers receive no compensation from the Funds for serving in their
   respective roles.
 
CONTINUED
 
- ----38
<PAGE>   879
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   The Adviser, the Administrator and the Distributor voluntarily agreed to
   waive a portion of their fees and to reimburse the Funds for certain
   expenses. For the year ended June 30, 1996, fees in the following amounts
   were waived or reimbursed to the Funds (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                                                            12B-1 FEES WAIVED/
                                                                    INVESTMENT
                                                                   ADVISORY FEES                                REIMBURSED
                                                                      WAIVED/      ADMINISTRATION FEES  --------------------------
                                                                    REIMBURSED     WAIVED/ REIMBURSED     CLASS A       CLASS B
                                                                  ---------------  -------------------  -----------  -------------
<S>                                                               <C>              <C>                  <C>          <C>
Government ARM Fund.............................................     $     227          $      86        $       2     $       1
Limited Volatility Bond Fund....................................         1,450                 --               15             5
Intermediate Bond Fund..........................................           747                 --               10             3
Government Bond Fund............................................            70                 19               18             6
Income Bond Fund................................................         1,136                 --                8             4
</TABLE>
 
5.  SECURITIES TRANSACTIONS:
 
    The cost of security purchases and the proceeds from the sale of securities
    (excluding short-term securities and purchased options) during the year
    ended June 30, 1996 were as follows (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                          U.S. GOVERNMENT
                                                                            SECURITIES            OTHER SECURITIES
                                                                      -----------------------  -----------------------
                                                                       PURCHASES     SALES      PURCHASES     SALES
                                                                      -----------  ----------  -----------  ----------
<S>                                                                   <C>          <C>         <C>          <C>
Government ARM Fund.................................................   $  36,776   $   31,220   $      --   $       --
Limited Volatility Bond Fund........................................     343,836      288,077      59,167       47,975
Intermediate Bond Fund..............................................     163,753      113,801      53,344      151,182
Government Bond Fund................................................     416,248      309,638          --        1,070
Income Bond Fund....................................................     319,475      286,740     210,826      178,968
</TABLE>
 
6.  FINANCIAL INSTRUMENTS:
 
    Investing in financial instruments such as written options, futures,
    structured notes and indexed securities involves risk in excess of the
    amounts reflected in the Statement of Assets and Liabilities. The face or
    contract amounts reflect the extent of the involvement the Funds have in the
    particular class of instrument. Risks associated with these instruments
    include an imperfect correlation between the movements in the price of the
    instruments and the price of the underlying securities and interest rates,
    an illiquid secondary market for the instruments or inability of
    counterparties to perform under the terms of the contract. The Funds enter
    into these contracts primarily as a means to hedge against adverse
    fluctuation in securities.
 
CONTINUED
 
                                                                          39----
<PAGE>   880
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
7.  FEDERAL TAX INFORMATION (UNAUDITED):
 
    At June 30, 1996 the following Funds have capital loss carryforwards which
    are available to offset future capital gains, if any:
 
<TABLE>
<CAPTION>
                                                                                            CAPITAL LOSS
                                                                                         CARRYFORWARD (000)    EXPIRES
                                                                                         ------------------  -----------
<S>                                                                                      <C>                 <C>
Government ARM Fund....................................................................      $    1,065            2004
Government ARM Fund....................................................................           2,283            2003
Limited Volatility Bond Fund...........................................................           3,301            2004
Limited Volatility Bond Fund...........................................................           2,720            2003
Limited Volatility Bond Fund...........................................................             443            2002
Limited Volatility Bond Fund...........................................................             165            2001
Limited Volatility Bond Fund...........................................................             197            2000
Intermediate Bond Fund.................................................................           1,980            2004
Intermediate Bond Fund.................................................................           1,321            2003
Intermediate Bond Fund.................................................................             845            2002
Intermediate Bond Fund.................................................................             222            2001
Government Bond Fund...................................................................          10,809            2003
Government Bond Fund...................................................................           2,565            2002
Income Bond Fund.......................................................................           1,942            2004
Income Bond Fund.......................................................................          52,042            2003
</TABLE>
 
   Under current tax law, capital losses realized after October 31 may be
   deferred and treated as occurring on the first day of the following fiscal
   year. The following deferred losses will be treated as arising on the first
   day of the fiscal year ended June 30, 1997:
 
<TABLE>
<CAPTION>
                                                                                              POST-OCTOBER
                                                                                             CAPITAL LOSSES
                                                                                                  (000)
                                                                                             ---------------
<S>                                                                                          <C>              <C>
Government ARM Fund........................................................................     $     468
Government Bond Fund.......................................................................         7,357
Income Bond Fund...........................................................................         1,183
</TABLE>
 
8.  REORGANIZATIONS:
 
    The Trust entered an Agreement and Plan of Reorganization ("Reorganization")
    with Paragon pursuant to which all of the assets and liabilities of each
    Paragon Fund transferred to a fund of The One Group in exchange for shares
    of the corresponding fund of The One Group. The Paragon Short-Term
    Government Fund and the Paragon Intermediate-Term Bond Fund transferred
    their assets and liabilities to the Limited Volatility Bond Fund and the
    Government Bond Fund, respectively. The Reorganization, which qualified as a
    tax-free exchange for federal income tax purposes, was completed at the
    close of business March 25, 1996 following approval by
 
CONTINUED
 
- ----40
<PAGE>   881
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   shareholders of Paragon at a special shareholder meeting. The following is a
    summary of shares outstanding, net assets, net asset value per share and
    unrealized appreciation immediately before and after the Reorganization
    (amounts in thousands except net asset value):
<TABLE>
<CAPTION>
                                                                            BEFORE REORGANIZATION          AFTER
                                                                         ---------------------------  REORGANIZATION
                                                                            PARAGON                   ---------------
                                                                          SHORT-TERM      LIMITED         LIMITED
                                                                          GOVERNMENT     VOLATILITY   VOLATILITY BOND
                                                                             FUND        BOND FUND         FUND
                                                                         -------------  ------------  ---------------
<S>                                                                      <C>            <C>           <C>
Shares.................................................................        12,208        39,898          51,646
Net Assets.............................................................   $   123,673    $  420,044     $   543,717
Net Asset Value:
  Fiduciary............................................................                  $    10.53     $     10.53
  Class A..............................................................   $     10.13         10.52           10.52
  Class B..............................................................         10.13         10.59           10.59
Unrealized Appreciation (Depreciation).................................   $      (785)   $    4,397     $     3,612
 
<CAPTION>
 
                                                                            BEFORE REORGANIZATION
                                                                         ---------------------------       AFTER
                                                                            PARAGON                   REORGANIZATION
                                                                         INTERMEDIATE-                ---------------
                                                                           TERM BOND     GOVERNMENT   GOVERNMENT BOND
                                                                             FUND        BOND FUND         FUND
                                                                         -------------  ------------  ---------------
<S>                                                                      <C>            <C>           <C>
Shares.................................................................        29,536        44,653          75,540
Net Assets.............................................................   $   301,865    $  436,393     $   738,258
Net Asset Value:
  Fiduciary............................................................                  $     9.77     $      9.77
  Class A..............................................................   $     10.22          9.78            9.78
  Class B..............................................................         10.25          9.77            9.77
Unrealized Appreciation................................................   $     2,883    $    5,934     $     8,817
</TABLE>
 
   Additionally, the Limited Volatility Bond Fund and the Government Bond Fund
   had capital loss carryforwards from Paragon of approximately $1,106,000 and
   $3,757,000, respectively.
 
   On October 7, 1994, the Board of Trustees approved an agreement and plan of
   reorganization for the acquisition of the Trademark Funds by the Trust. Under
   the agreement and plan of reorganization, all assets and liabilities of the
   Trademark Government Income Fund and the Trademark Short-Intermediate
   Government Fund (the "Acquired Funds") were acquired by the Government Bond
   Fund and the Intermediate Bond Fund, respectively (the "Acquiring Funds"), in
   exchange for shares of each Acquiring Fund. The reorganization, which
   qualified as a tax-free exchange for federal income tax purposes, was
   completed following approval by the
 
CONTINUED
 
                                                                          41----
<PAGE>   882
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   shareholders of the Acquired Funds. The following is a summary of shares
   outstanding, net assets, unrealized depreciation and net asset value per
   share immediately before and after the reorganization (amounts in thousands
   except net asset value):
<TABLE>
<CAPTION>
                                                                                                           AFTER
                                                                    BEFORE REORGANIZATION             REORGANIZATION
                                                         -------------------------------------------  ---------------
                                                         TRADEMARK SHORT-INTERMEDIATE   INTERMEDIATE   INTERMEDIATE
                                                                GOVERNMENT FUND          BOND FUND       BOND FUND
                                                         -----------------------------  ------------  ---------------
<S>                                                      <C>                            <C>           <C>
Shares:                                                                *4,378                14,387          18,592
Net Assets:                                                       *$   39,916            $  136,529     $   176,445
Net Asset Value:
  Fiduciary............................................           *$     9.12            $     9.49     $      9.49
  Class A..............................................                                  $     9.52     $      9.52
Unrealized Depreciation................................           $    (3,636)           $   (5,186)    $    (8,822)
 
<CAPTION>
 
                                                             TRADEMARK GOVERNMENT        GOVERNMENT   GOVERNMENT BOND
                                                                  INCOME FUND            BOND FUND         FUND
                                                         -----------------------------  ------------  ---------------
<S>                                                      <C>                            <C>           <C>
Shares:                                                               *10,770                25,385          35,949
Net Assets:                                                       *$   96,760            $  232,446     $   329,206
Net Asset Value:
  Fiduciary............................................           *$     8.98            $     9.16     $      9.16
  Class A..............................................                                  $     9.16     $      9.16
Unrealized Depreciation................................           $   (10,216)           $   (7,028)    $   (17,244)
</TABLE>
 
- ------------
 
<TABLE>
<C>        <S>
        *  Before the reorganization, the Acquired Funds offered only one class of shares.
</TABLE>
 
   Additionally, the Government Bond Fund and the Intermediate Bond Fund had
   capital loss carryforwards from the Acquired Funds of approximately
   $1,040,000 and $971,000, respectively.
 
CONTINUED
 
- ----42
<PAGE>   883
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                        GOVERNMENT ARM FUND
                                                    -----------------------------------------------------------
                                                                             FIDUCIARY
                                                    -----------------------------------------------------------
                                                                       YEARS ENDED JUNE 30,
                                                    -----------------------------------------------------------
                                                        1996           1995           1994          1993 (A)
                                                    ------------   ------------   -------------   -------------
<S>                                                 <C>            <C>            <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $       9.84   $       9.85   $       10.03   $       10.00
                                                    ------------   ------------   -------------   -------------
Investment Activities
  Net investment income...........................          0.62           0.55            0.36            0.17
  Net realized and unrealized gains (losses) from
    investments...................................         (0.07)         (0.05)          (0.15)           0.03
                                                    ------------   ------------   -------------   -------------
    Total from Investment Activities..............          0.55           0.50            0.21            0.20
                                                    ------------   ------------   -------------   -------------
Distributions
  Net investment income...........................         (0.60)         (0.48)          (0.37)          (0.17)
  In excess of net investment income..............            --          (0.03)          (0.02)             --
                                                    ------------   ------------   -------------   -------------
    Total Distributions...........................         (0.60)         (0.51)          (0.39)          (0.17)
                                                    ------------   ------------   -------------   -------------
NET ASSET VALUE,
  END OF PERIOD...................................  $       9.79   $       9.84   $        9.85   $       10.03
                                                    ------------   ------------   -------------   -------------
                                                    ------------   ------------   -------------   -------------
Total Return (Excludes Sales Charge)..............          5.71%          5.14%           2.16%           4.93%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $     57,276   $     51,050   $     139,593   $     154,413
  Ratio of expenses to average net assets.........          0.45%          0.61%           0.65%           0.58%(b)
  Ratio of net investment income to average net
    assets........................................          6.20%          5.18%           3.70%           4.71%(b)
  Ratio of expenses to average net assets*........          1.06%          1.01%           0.81%           1.03%(b)
  Ratio of net investment income to average net
    assets*.......................................          5.59%          4.78%           3.54%           4.26%(b)
  Portfolio Turnover (c)..........................         67.65%          2.91%         242.20%         109.96%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on February 2, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          43----
<PAGE>   884
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                         GOVERNMENT ARM FUND
                                                                        -----------------------------------------------------
                                                                                               CLASS A
                                                                        -----------------------------------------------------
                                                                                        YEARS ENDED JUNE 30,
                                                                        -----------------------------------------------------
                                                                           1996          1995          1994        1993 (A)
                                                                        -----------   -----------   -----------   -----------
<S>                                                                     <C>           <C>           <C>           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $      9.83   $      9.84   $     10.03   $  10.00
                                                                        -----------   -----------   -----------   -----------
Investment Activities
  Net investment income...............................................         0.58          0.52          0.36       0.14
  Net realized and unrealized gains (losses) from investments.........        (0.06)        (0.06)        (0.17)      0.03
                                                                        -----------   -----------   -----------   -----------
    Total from Investment Activities..................................         0.52          0.46          0.19       0.17
                                                                        -----------   -----------   -----------   -----------
Distributions
  Net investment income...............................................        (0.57)        (0.46)        (0.34)     (0.14)
  In excess of net investment income..................................           --         (0.01)        (0.04)        --
                                                                        -----------   -----------   -----------   -----------
    Total Distributions...............................................        (0.57)        (0.47)        (0.38)     (0.14)
                                                                        -----------   -----------   -----------   -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $      9.78   $      9.83   $      9.84   $  10.03
                                                                        -----------   -----------   -----------   -----------
                                                                        -----------   -----------   -----------   -----------
Total Return (Excludes Sales Charge)..................................         5.42%         4.84%         1.95%      4.78%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     3,969   $     4,631   $    19,053   $  3,106
  Ratio of expenses to average net assets.............................         0.70%         0.86%         0.89%      0.81%(b)
  Ratio of net investment income to average net assets................         5.95%         4.88%         3.54%      4.47%(b)
  Ratio of expenses to average net assets*............................         1.41%         1.36%         1.14%      1.34%(b)
  Ratio of net investment income to average net assets*...............         5.24%         4.38%         3.29%      3.95%(b)
  Portfolio Turnover (c)..............................................        67.65%         2.91%       242.20%    109.96%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on March 10, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----44
<PAGE>   885
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                  GOVERNMENT ARM FUND
                                                                        ----------------------------------------
                                                                                        CLASS B
                                                                        ----------------------------------------
                                                                                  YEARS ENDED JUNE 30,
                                                                        ----------------------------------------
                                                                           1996          1995         1994 (A)
                                                                        -----------   -----------   ------------
<S>                                                                     <C>           <C>           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $      9.84   $      9.86   $    9.98
Investment Activities
  Net investment income...............................................         0.52          0.47        0.12
  Net realized and unrealized gains (losses) from investments.........        (0.07)        (0.04)      (0.11)
                                                                        -----------   -----------   ------------
    Total from Investment Activities..................................         0.45          0.43        0.01
                                                                        -----------   -----------   ------------
Distributions
  Net investment income...............................................        (0.53)        (0.45)      (0.12)
  In excess of net investment income..................................           --            --       (0.01)
                                                                        -----------   -----------   ------------
    Total Distributions...............................................        (0.53)        (0.45)      (0.13)
                                                                        -----------   -----------   ------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $      9.76   $      9.84   $    9.86
                                                                        -----------   -----------   ------------
                                                                        -----------   -----------   ------------
Total Return (Excludes Sales Charge)..................................         4.63%         4.77%      (0.09)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     1,144   $       160   $      15
  Ratio of expenses to average net assets.............................         1.20%         1.31%       1.41%(b)
  Ratio of net investment income to average net assets................         5.45%         4.91%       3.49%(b)
  Ratio of expenses to average net assets*............................         2.06%         1.96%       1.83%(b)
  Ratio of net investment income to average net assets*...............         4.59%         4.26%       3.07%(b)
  Portfolio Turnover (d)..............................................        67.65%         2.91%     242.20%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          45----
<PAGE>   886
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
                                                                                LIMITED VOLATILITY BOND FUND
                                                                        ---------------------------------------------
                                                                                          FIDUCIARY
                                                                        ---------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                        ---------------------------------------------
                                                                            1996            1995            1994
                                                                        -------------   -------------   -------------
<S>                                                                     <C>             <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $       10.53   $       10.33   $       10.87
                                                                        -------------   -------------   -------------
Investment Activities
  Net investment income...............................................           0.64            0.60            0.54
  Net realized and unrealized gains (losses) from investments.........          (0.11)           0.19           (0.45)
                                                                        -------------   -------------   -------------
    Total from Investment Activities..................................           0.53            0.79            0.09
                                                                        -------------   -------------   -------------
Distributions
  Net investment income...............................................          (0.64)          (0.59)          (0.55)
  In excess of net investment income..................................             --              --           (0.02)
  Net realized gains..................................................             --              --           (0.06)
                                                                        -------------   -------------   -------------
    Total Distributions...............................................          (0.64)          (0.59)          (0.63)
                                                                        -------------   -------------   -------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $       10.42   $       10.53   $       10.33
                                                                        -------------   -------------   -------------
                                                                        -------------   -------------   -------------
Total Return (Excludes Sales Charge)..................................           5.13%           7.96%           0.79%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     604,916   $     410,746   $     447,394
  Ratio of expenses to average net assets.............................           0.51%           0.52%           0.50%
  Ratio of net investment income to average net assets................           6.06%           5.82%           5.10%
  Ratio of expenses to average net assets*............................           0.82%           0.85%           0.85%
  Ratio of net investment income to average net assets*...............           5.75%           5.49%           4.75%
  Portfolio Turnover (a)..............................................          75.20%          76.43%          30.61%
 
<CAPTION>
 
                                                                            1993            1992
                                                                        -------------   -------------
<S>                                                                     <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $       10.72   $       10.26
                                                                        -------------   -------------
Investment Activities
  Net investment income...............................................           0.61            0.70
  Net realized and unrealized gains (losses) from investments.........           0.25            0.47
                                                                        -------------   -------------
    Total from Investment Activities..................................           0.86            1.17
                                                                        -------------   -------------
Distributions
  Net investment income...............................................          (0.62)          (0.70)
  In excess of net investment income..................................             --              --
  Net realized gains..................................................          (0.09)          (0.01)
                                                                        -------------   -------------
    Total Distributions...............................................          (0.71)          (0.71)
                                                                        -------------   -------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $       10.87   $       10.72
                                                                        -------------   -------------
                                                                        -------------   -------------
Total Return (Excludes Sales Charge)..................................           8.27%          11.75%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     397,820   $     301,907
  Ratio of expenses to average net assets.............................           0.56%           0.52%
  Ratio of net investment income to average net assets................           5.70%           6.63%
  Ratio of expenses to average net assets*............................           0.90%           1.04%
  Ratio of net investment income to average net assets*...............           5.36%           6.11%
  Portfolio Turnover (a)..............................................          40.28%          43.87%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----46
<PAGE>   887
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
                                                                                      LIMITED VOLATILITY BOND FUND
                                                                        ---------------------------------------------------------
                                                                                                 CLASS A
                                                                        ---------------------------------------------------------
                                                                                          YEARS ENDED JUNE 30,
                                                                        ---------------------------------------------------------
                                                                            1996           1995           1994           1993
                                                                        ------------   ------------   ------------   ------------
<S>                                                                     <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $      10.52   $      10.32   $      10.87   $      10.72
                                                                        ------------   ------------   ------------   ------------
Investment Activities
  Net investment income...............................................          0.63           0.56           0.52           0.59
  Net realized and unrealized gains (losses) from investments.........         (0.13)          0.21          (0.46)          0.24
                                                                        ------------   ------------   ------------   ------------
    Total from Investment Activities..................................          0.50           0.77           0.06           0.83
                                                                        ------------   ------------   ------------   ------------
Distributions
  Net investment income...............................................         (0.61)         (0.56)         (0.51)         (0.59)
  In excess of net investment income..................................            --          (0.01)         (0.04)            --
  Net realized gains..................................................            --             --          (0.06)         (0.09)
                                                                        ------------   ------------   ------------   ------------
    Total Distributions...............................................         (0.61)         (0.57)         (0.61)         (0.68)
                                                                        ------------   ------------   ------------   ------------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $      10.41   $      10.52   $      10.32   $      10.87
                                                                        ------------   ------------   ------------   ------------
                                                                        ------------   ------------   ------------   ------------
Total Return (Excludes Sales Charge)..................................          4.86%          7.67%          0.49%          8.04%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     21,343   $     12,516   $     15,216   $     15,719
  Ratio of expenses to average net assets.............................          0.76%          0.77%          0.75%          0.76%
  Ratio of net investment income to average net assets................          5.81%          5.57%          4.92%          5.35%
  Ratio of expenses to average net assets*............................          1.17%          1.20%          1.20%          1.27%
  Ratio of net investment income to average net assets*...............          5.40%          5.14%          4.47%          4.84%
  Portfolio Turnover (c)..............................................         75.20%         76.43%         30.61%         40.28%
 
<CAPTION>
 
                                                                         1992 (A)
                                                                        -----------
<S>                                                                     <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $  10.61
                                                                        -----------
Investment Activities
  Net investment income...............................................      0.24
  Net realized and unrealized gains (losses) from investments.........      0.13
                                                                        -----------
    Total from Investment Activities..................................      0.37
                                                                        -----------
Distributions
  Net investment income...............................................     (0.26)
  In excess of net investment income..................................        --
  Net realized gains..................................................        --
                                                                        -----------
    Total Distributions...............................................     (0.26)
                                                                        -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $  10.72
                                                                        -----------
                                                                        -----------
Total Return (Excludes Sales Charge)..................................      9.84%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $    161
  Ratio of expenses to average net assets.............................      0.99%(b)
  Ratio of net investment income to average net assets................      5.95%(b)
  Ratio of expenses to average net assets*............................      1.29%(b)
  Ratio of net investment income to average net assets*...............      5.65%(b)
  Portfolio Turnover (c)..............................................     43.87%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
      (b)  Annualized.
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          47----
<PAGE>   888
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                  LIMITED VOLATILITY
                                                                                       BOND FUND
                                                                        ---------------------------------------
                                                                                        CLASS B
                                                                        ---------------------------------------
                                                                                 YEARS ENDED JUNE 30,
                                                                        ---------------------------------------
                                                                           1996          1995        1994 (A)
                                                                        -----------   -----------   -----------
<S>                                                                     <C>           <C>           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $     10.60   $     10.40   $  10.78
                                                                        -----------   -----------   -----------
Investment Activities
  Net investment income...............................................         0.55          0.53       0.17
  Net realized and unrealized gains (losses) from investments.........        (0.10)         0.19      (0.37)
                                                                        -----------   -----------   -----------
    Total from Investment Activities..................................         0.45          0.72      (0.20)
                                                                        -----------   -----------   -----------
Distributions
  Net investment income...............................................        (0.56)        (0.52)     (0.15)
  In excess of net realized gains.....................................           --            --      (0.03)
                                                                        -----------   -----------   -----------
    Total Distributions...............................................        (0.56)        (0.52)     (0.18)
                                                                        -----------   -----------   -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $     10.49   $     10.60   $  10.40
                                                                        -----------   -----------   -----------
                                                                        -----------   -----------   -----------
Total Return (Excludes Sales Charge)..................................         4.28%         7.18%     (1.81)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $     4,923   $     2,906   $  1,974
  Ratio of expenses to average net assets.............................         1.26%         1.28%      1.26%(b)
  Ratio of net investment income to average net assets................         5.31%         5.10%      4.39%(b)
  Ratio of expenses to average net assets*............................         1.82%         1.86%      1.86%(b)
  Ratio of net investment income to average net assets*...............         4.75%         4.52%      3.79%(b)
  Portfolio Turnover (d)..............................................        75.20%        76.43%     30.61%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----48
<PAGE>   889
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                           LIMITED VOLATILITY
                                                                                BOND FUND
                                                                        -------------------------
                                                                         SERVICE/RETIREMENT (A)
                                                                        -------------------------
                                                                          YEARS ENDED JUNE 30,
                                                                        -------------------------
                                                                           1995          1994
                                                                        -----------   -----------
NET ASSET VALUE,
  BEGINNING OF PERIOD.................................................  $     10.38   $     10.78
<S>                                                                     <C>           <C>
                                                                        -----------   -----------
Investment Activities
  Net investment income...............................................         0.51          0.10
  Net realized and unrealized gains (losses) from investments.........         0.19         (0.38)
                                                                        -----------   -----------
    Total from Investment Activities..................................         0.70         (0.28)
                                                                        -----------   -----------
Distributions
  Net investment income...............................................        (0.49)        (0.08)
  In excess of net investment income..................................                      (0.04)
                                                                        -----------   -----------
    Total Distributions...............................................        (0.49)        (0.12)
                                                                        -----------   -----------
NET ASSET VALUE,
  END OF PERIOD.......................................................  $     10.59   $     10.38
                                                                        -----------   -----------
                                                                        -----------   -----------
Total Return (Excludes Sales Charge)..................................          )(a         (2.59)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...................................  $             $        16
  Ratio of expenses to average net assets.............................         1.32%(b)        1.26%(b)
  Ratio of net investment income to average net assets................         5.55%(b)        4.37%(b)
  Ratio of expenses to average net assets*............................         1.68%(b)        1.60%(b)
  Ratio of net investment income to average net assets*...............         5.20%(b)        4.03%(b)
  Portfolio Turnover (d)..............................................        76.43%        30.61%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as "Retirement
           Shares". On April 4, 1995, the name of the Retirement Shares was changed to "Service" Shares. As of June
           1, 1995, Service Shares transferred to Class A Shares, and as of June 30, 1996 and 1995, there were no
           shareholders in the Service Class. The return for the period from July 1, 1994 to June 1, 1995 for the
           Service Shares was 6.90%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          49----
<PAGE>   890
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                      INTERMEDIATE BOND
                                                                    -----------------------------------------------------
                                                                                          FIDUCIARY
                                                                    -----------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                    -----------------------------------------------------
                                                                      1996       1995       1994       1993     1992 (A)
                                                                    ---------  ---------  ---------  ---------  ---------
<S>                                                                 <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................  $   10.01  $    9.72  $   10.51  $   10.09  $   10.00
                                                                    ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................................       0.66       0.66       0.60       0.63       0.22
  Net realized and unrealized gains (losses) from investments.....      (0.17)      0.29      (0.67)      0.42       0.08
                                                                    ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities..............................       0.49       0.95      (0.07)      1.05       0.30
                                                                    ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income...........................................      (0.66)     (0.66)     (0.60)     (0.63)     (0.21)
  In excess of net investment income..............................         --         --      (0.02)        --         --
  Net realized gains..............................................         --         --      (0.10)        --         --
                                                                    ---------  ---------  ---------  ---------  ---------
    Total Distributions...........................................      (0.66)     (0.66)     (0.72)     (0.63)     (0.21)
                                                                    ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD...................................................  $    9.84  $   10.01  $    9.72  $   10.51  $   10.09
                                                                    ---------  ---------  ---------  ---------  ---------
                                                                    ---------  ---------  ---------  ---------  ---------
Total Return (Excludes Sales Charge)..............................       4.95%     10.15%     (0.74)%     10.67%      3.00%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................  $ 230,812  $ 191,216  $  98,483  $  44,252  $  23,457
  Ratio of expenses to average net assets.........................       0.54%      0.56%      0.32%      0.39%      0.36%(b)
  Ratio of net investment income to average net assets............       6.56%      6.88%      6.04%      6.14%      6.99%(b)
  Ratio of expenses to average net assets*........................       0.87%      0.99%      0.87%      1.17%      1.33%(b)
  Ratio of net investment income to average net assets*...........       6.23%      6.45%      5.49%      5.36%      6.02%(b)
  Portfolio Turnover (d)..........................................     101.06%     99.71%     85.62%     21.51%     11.74%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations February 28, 1992
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----50
<PAGE>   891
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                        INTERMEDIATE BOND
                                                                                                       --------------------
                                                                                                             CLASS A
                                                                                                       --------------------
                                                                                                       YEARS ENDED JUNE 30,
                                                                                                       --------------------
                                                                                                         1996     1995 (A)
                                                                                                       ---------  ---------
<S>                                                                                                    <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................................................  $   10.04  $    9.45
                                                                                                       ---------  ---------
Investment Activities
  Net investment income..............................................................................       0.64       0.37
  Net realized and unrealized gains (losses) from investments........................................      (0.17)      0.59
                                                                                                       ---------  ---------
    Total from Investment Activities.................................................................       0.47       0.96
                                                                                                       ---------  ---------
Distributions
  Net investment income..............................................................................      (0.64)     (0.37)
                                                                                                       ---------  ---------
    Total Distributions..............................................................................      (0.64)     (0.37)
                                                                                                       ---------  ---------
NET ASSET VALUE,
  END OF PERIOD......................................................................................  $    9.87  $   10.04
                                                                                                       ---------  ---------
                                                                                                       ---------  ---------
Total Return (Excludes Sales Charge).................................................................       4.77%     10.29%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................................................  $  13,706  $   4,941
  Ratio of expenses to average net assets............................................................       0.79%      0.83%(b)
  Ratio of net investment income to average net assets...............................................       6.31%      6.64%(b)
  Ratio of expenses to average net assets*...........................................................       1.22%      1.66%(b)
  Ratio of net investment income to average net assets*..............................................       5.88%      5.81%(b)
  Portfolio Turnover (d).............................................................................     101.06%     99.71%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced operations November 30, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          51----
<PAGE>   892
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                        INTERMEDIATE BOND
                                                                                                       --------------------
                                                                                                             CLASS B
                                                                                                       --------------------
                                                                                                       YEARS ENDED JUNE 30,
                                                                                                       --------------------
                                                                                                         1996     1995 (A)
                                                                                                       ---------  ---------
<S>                                                                                                    <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD................................................................................  $   10.01  $    9.45
                                                                                                       ---------  ---------
Investment Activities
  Net investment income..............................................................................       0.58       0.23
  Net realized and unrealized gains (losses) from investments........................................      (0.18)      0.56
                                                                                                       ---------  ---------
    Total from Investment Activities.................................................................       0.40       0.79
                                                                                                       ---------  ---------
Distributions
  Net investment income..............................................................................      (0.58)     (0.23)
                                                                                                       ---------  ---------
    Total Distributions..............................................................................      (0.58)     (0.23)
                                                                                                       ---------  ---------
NET ASSET VALUE,
  END OF PERIOD......................................................................................  $    9.83  $   10.01
                                                                                                       ---------  ---------
                                                                                                       ---------  ---------
Total Return (Excludes Sales Charge).................................................................       4.10%      8.22%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..................................................................  $   6,077  $     266
  Ratio of expenses to average net assets............................................................       1.44%      1.51%(b)
  Ratio of net investment income to average net assets...............................................       5.66%      6.15%(b)
  Ratio of expenses to average net assets*...........................................................       1.87%      2.34%(b)
  Ratio of net investment income to average net assets*..............................................       5.23%      5.31%(b)
  Portfolio Turnover (d).............................................................................     101.06%     99.71%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced operations on November 30, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----52
<PAGE>   893
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                             GOVERNMENT BOND FUND
                                                                                 --------------------------------------------
                                                                                                  FIDUCIARY
                                                                                 --------------------------------------------
                                                                                             YEARS ENDED JUNE 30,
                                                                                 --------------------------------------------
                                                                                   1996       1995       1994      1993 (A)
                                                                                 ---------  ---------  ---------  -----------
<S>                                                                              <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..........................................................  $    9.81  $    9.35  $   10.15   $   10.00
                                                                                 ---------  ---------  ---------  -----------
Investment Activities
  Net investment income........................................................       0.62       0.62       0.51        0.20
  Net realized and unrealized gains (losses) from investments..................      (0.25)      0.46      (0.77)       0.15
                                                                                 ---------  ---------  ---------  -----------
    Total from Investment Activities...........................................       0.37       1.08      (0.26)       0.35
                                                                                 ---------  ---------  ---------  -----------
Distributions
  Net investment income........................................................      (0.62)     (0.61)     (0.50)      (0.20)
  In excess of net investment income...........................................         --      (0.01)     (0.02)         --
  In excess of net realized gains..............................................         --         --      (0.02)         --
                                                                                 ---------  ---------  ---------  -----------
    Total Distributions........................................................      (0.62)     (0.62)     (0.54)      (0.20)
                                                                                 ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD................................................................  $    9.56  $    9.81  $    9.35   $   10.15
                                                                                 ---------  ---------  ---------  -----------
                                                                                 ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)...........................................       3.81%     12.04%     (2.73)%       9.03%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................................  $ 677,326  $ 379,826  $ 209,692  $   52,152
  Ratio of expenses to average net assets......................................       0.68%      0.71%      0.68%       0.69 %(b)
  Ratio of net investment income to average net assets.........................       6.34%      6.65%      5.13%       5.43 %(b)
  Ratio of expenses to average net assets*.....................................       0.69%      0.73%      0.71%       1.05 %(b)
  Ratio of net investment income to average net assets*........................       6.33%      6.63%      5.10%       5.07 %(b)
  Portfolio Turnover (c).......................................................      62.70%    106.14%    377.78%     139.24 %
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          53----
<PAGE>   894
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                GOVERNMENT BOND FUND
                                                                                    --------------------------------------------
                                                                                                      CLASS A
                                                                                    --------------------------------------------
                                                                                                YEARS ENDED JUNE 30,
                                                                                    --------------------------------------------
                                                                                      1996       1995       1994      1993 (A)
                                                                                    ---------  ---------  ---------  -----------
<S>                                                                                 <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................................  $    9.81  $    9.35  $   10.17   $   10.22
                                                                                    ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...........................................................       0.60       0.61       0.48        0.17
  Net realized and unrealized gains (losses) from investments.....................      (0.25)      0.45      (0.79)      (0.05)
                                                                                    ---------  ---------  ---------  -----------
    Total from Investment Activities..............................................       0.35       1.06      (0.31)       0.12
                                                                                    ---------  ---------  ---------  -----------
Distributions
  Net investment income...........................................................      (0.60)     (0.59)     (0.47)      (0.17)
  In excess of net investment income..............................................                 (0.01)     (0.02)
  In excess of net realized gains.................................................                            (0.02)
                                                                                    ---------  ---------  ---------  -----------
    Total Distributions...........................................................      (0.60)     (0.60)     (0.51)      (0.17)
                                                                                    ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD...................................................................  $    9.56  $    9.81  $    9.35   $   10.17
                                                                                    ---------  ---------  ---------  -----------
                                                                                    ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)..............................................       3.58%     11.84%     (3.16)%       5.35%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................................  $  38,800  $   8,130  $   1,690  $      840
  Ratio of expenses to average net assets.........................................       0.93%      0.97%      0.92%       0.95 %(b)
  Ratio of net investment income to average net assets............................       6.09%      6.46%      4.84%       5.56 %(b)
  Ratio of expenses to average net assets*........................................       1.04%      1.09%      1.05%       1.44 %(b)
  Ratio of net investment income to average net assets*...........................       5.98%      6.34%      4.71%       5.07 %(b)
  Portfolio Turnover (c)..........................................................      62.70%    106.14%    377.78%     139.24 %
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on March 5, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----54
<PAGE>   895
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                    GOVERNMENT BOND FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $    9.81  $    9.35   $   10.04
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.54       0.55        0.18
  Net realized and unrealized gains (losses) from investments...............................      (0.25)      0.46       (0.69)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       0.29       1.01       (0.51)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.54)     (0.55)      (0.16)
  In excess of net investment income........................................................         --         --       (0.02)
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.54)     (0.55)      (0.18)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $    9.56  $    9.81   $    9.35
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................       2.95%     11.20%      (4.99)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  10,782  $   2,513   $     656
  Ratio of expenses to average net assets...................................................       1.58%      1.62%       1.52%(b)
  Ratio of net investment income to average net assets......................................       5.44%      5.76%       4.60 %(b)
  Ratio of expenses to average net assets*..................................................       1.69%      1.74%       1.63 %(b)
  Ratio of net investment income to average net assets*.....................................       5.33%      5.64%       4.49 %(b)
  Portfolio Turnover (d)....................................................................      62.70%    106.14%     377.78 %
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          55----
<PAGE>   896
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                      GOVERNMENT BOND FUND
                                                                                                     ----------------------
                                                                                                     SERVICE/RETIREMENT (A)
                                                                                                     ----------------------
                                                                                                      YEAR ENDED JUNE 30,
                                                                                                     ----------------------
                                                                                                              1995
                                                                                                     ----------------------
<S>                                                                                                  <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..............................................................................        $     9.32
                                                                                                              -------
Investment Activities
  Net investment income............................................................................              0.44
  Net realized and unrealized gains (losses) from investments......................................              0.46
                                                                                                              -------
    Total from Investment Activities...............................................................              0.90
                                                                                                              -------
Distributions
  Net investment income............................................................................             (0.44)
                                                                                                              -------
    Total Distributions............................................................................             (0.44)
                                                                                                              -------
NET ASSET VALUE,
  END OF PERIOD....................................................................................        $     9.78
                                                                                                              -------
                                                                                                              -------
Total Return (Excludes Sales Charge)...............................................................                (a)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)................................................................        $       --
  Ratio of expenses to average net assets..........................................................              1.64%(b)
  Ratio of net investment income to average net assets.............................................              6.65      %(b)
  Ratio of expenses to average net assets*.........................................................              1.66      %(b)
  Ratio of net investment income to average net assets*............................................              6.62      %(b)
  Portfolio Turnover (c)...........................................................................            106.14      %
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on July 15, 1994 when they were designated as "Retirement Shares".
           On April 4, 1995, the name of the Retirement Shares was changed to "Service" Shares. As of June 1, 1995,
           Service shares transferred to Class A Shares, and as of June 30, 1996 and 1995, there were no shareholders
           in the Service Class. The return for the period from July 15, 1994 to June 1, 1995 for the Service Shares
           was 9.59%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualzied.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----56
<PAGE>   897
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                      INCOME BOND FUND
                                                                    -----------------------------------------------------
                                                                                          FIDUCIARY
                                                                    -----------------------------------------------------
                                                                                    YEARS ENDED JUNE 30,
                                                                    -----------------------------------------------------
                                                                      1996       1995       1994       1993       1992
                                                                    ---------  ---------  ---------  ---------  ---------
<S>                                                                 <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................  $    9.54  $    9.23  $   10.43  $   10.18  $    9.59
                                                                    ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................................       0.65       0.64       0.54       0.66       0.71
  Net realized and unrealized gains (losses) from investments.....      (0.21)      0.35      (0.74)      0.38       0.59
                                                                    ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities..............................       0.44       0.99      (0.20)      1.04       1.30
                                                                    ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income...........................................      (0.65)     (0.64)     (0.57)     (0.66)     (0.71)
  Net realized gains..............................................         --      (0.04)     (0.43)     (0.13)        --
                                                                    ---------  ---------  ---------  ---------  ---------
    Total Distributions...........................................      (0.65)     (0.68)     (1.00)     (0.79)     (0.71)
                                                                    ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD...................................................  $    9.33  $    9.54  $    9.23  $   10.43  $   10.18
                                                                    ---------  ---------  ---------  ---------  ---------
                                                                    ---------  ---------  ---------  ---------  ---------
Total Return (Excludes Sales Charge)..............................       4.62%     11.29%     (2.54)%     10.62%     13.85%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................  $ 520,239  $ 474,124  $ 560,071  $ 483,291  $ 376,898
  Ratio of expenses to average net assets.........................       0.59%      0.59%      0.53%      0.56%      0.49%
  Ratio of net investment income to average net assets............       6.76%      6.94%      5.35%      6.44%      7.18%
  Ratio of expenses to average net assets*........................       0.81%      0.86%      0.85%      0.90%      1.04%
  Ratio of net investment income to average net assets*...........       6.54%      6.67%      5.03%      6.10%      6.63%
  Portfolio Turnover (a)..........................................      95.52%    262.25%    131.04%    143.52%     32.50%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          57----
<PAGE>   898
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                         INCOME BOND FUND
                                                                      -------------------------------------------------------
                                                                                              CLASS A
                                                                      -------------------------------------------------------
                                                                                       YEARS ENDED JUNE 30,
                                                                      -------------------------------------------------------
                                                                        1996       1995       1994       1993      1992 (A)
                                                                      ---------  ---------  ---------  ---------  -----------
<S>                                                                   <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...............................................  $    9.54  $    9.22  $   10.43  $   10.16   $   10.06
                                                                      ---------  ---------  ---------  ---------  -----------
Investment Activities
  Net investment income.............................................       0.63       0.61       0.52       0.63        0.26
  Net realized and unrealized gains (losses) from investments.......      (0.23)      0.36      (0.75)      0.41        0.11
                                                                      ---------  ---------  ---------  ---------  -----------
    Total from Investment Activities................................       0.40       0.97      (0.23)      1.04        0.37
                                                                      ---------  ---------  ---------  ---------  -----------
Distributions
  Net investment income.............................................      (0.62)     (0.60)     (0.55)     (0.64)      (0.27)
  In excess of net investment income................................         --      (0.01)        --         --          --
  Net realized gains................................................         --      (0.04)     (0.43)     (0.13)         --
                                                                      ---------  ---------  ---------  ---------  -----------
    Total Distributions.............................................      (0.62)     (0.65)     (0.98)     (0.77)      (0.27)
                                                                      ---------  ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.....................................................  $    9.32  $    9.54  $    9.22  $   10.43   $   10.16
                                                                      ---------  ---------  ---------  ---------  -----------
                                                                      ---------  ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)................................       4.26%     10.90%     (2.33)%     10.58%      10.16%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).................................  $  10,127  $   6,796  $   5,347  $   7,064  $      188
  Ratio of expenses to average net assets...........................       0.84%      1.01%      0.78%      0.77%       0.97 %(b)
  Ratio of net investment income to average net assets..............       6.51%      6.57%      5.25%      6.12%       6.58 %(b)
  Ratio of expenses to average net assets*..........................       1.16%      1.38%      1.20%      1.26%       1.27 %(b)
  Ratio of net investment income to average net assets*.............       6.19%      6.20%      4.83%      5.63%       6.28 %(b)
  Portfolio Turnover (c)............................................      95.52%    262.25%    131.04%    143.52%      32.50 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----58
<PAGE>   899
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                       INCOME BOND FUND
                                                                                               ---------------------------------
                                                                                                            CLASS B
                                                                                               ---------------------------------
                                                                                                     YEARS ENDED JUNE 30,
                                                                                               ---------------------------------
                                                                                                 1996       1995      1994 (A)
                                                                                               ---------  ---------  -----------
<S>                                                                                            <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD........................................................................  $    9.62  $    9.29   $    9.97
                                                                                               ---------  ---------  -----------
Investment Activities
  Net investment income......................................................................       0.56       0.56        0.17
  Net realized and unrealized gains (losses) from investments................................      (0.21)      0.38       (0.70)
                                                                                               ---------  ---------  -----------
    Total from Investment Activities.........................................................       0.35       0.94       (0.53)
                                                                                               ---------  ---------  -----------
Distributions
  Net investment income......................................................................      (0.57)     (0.57)      (0.15)
  Net realized gains.........................................................................         --      (0.04)         --
                                                                                               ---------  ---------  -----------
    Total Distributions......................................................................      (0.57)     (0.61)      (0.15)
                                                                                               ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD..............................................................................  $    9.40  $    9.62   $    9.29
                                                                                               ---------  ---------  -----------
                                                                                               ---------  ---------  -----------
Total Return (Excludes Sales Charge).........................................................       3.65%     10.63%      (5.29)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)                                                            $   6,110  $   1,887   $     723
  Ratio of expenses to average net assets....................................................       1.49%      1.49%       1.45%(b)
  Ratio of net investment income to average net assets.......................................       5.86%      6.16%       5.20 %(b)
  Ratio of expenses to average net assets*...................................................       1.81%      1.86%       1.84 %(b)
  Ratio of net investment income to average net assets*......................................       5.54%      5.80%       4.81 %(b)
  Portfolio Turnover (d).....................................................................      95.52%    262.25%     131.04 %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 17, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          59----
<PAGE>   900
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                       INCOME BOND FUND
                                                                                                 ----------------------------
                                                                                                    SERVICE/RETIREMENT (A)
                                                                                                 ----------------------------
                                                                                                     YEARS ENDED JUNE 30,
                                                                                                 ----------------------------
                                                                                                     1995           1994
                                                                                                 -------------  -------------
<S>                                                                                              <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD..........................................................................  $    9.05      $    9.97
                                                                                                    ------         ------
Investment Activities
  Net investment income........................................................................       0.49           0.12
  Net realized and unrealized gains (losses) from investments..................................       0.40          (0.94)
                                                                                                    ------         ------
    Total from Investment Activities...........................................................       0.89          (0.82    )
                                                                                                    ------         ------
Distributions
  Net investment income........................................................................      (0.51    )     (0.10    )
  In excess of net investment income
  Net realized gains...........................................................................      (0.04    )
                                                                                                    ------         ------
    Total Distributions........................................................................      (0.55    )     (0.10    )
                                                                                                    ------         ------
NET ASSET VALUE,
  END OF PERIOD................................................................................  $    9.39      $    9.05
                                                                                                    ------         ------
                                                                                                    ------         ------
Total Return (Excludes Sales Charge)...........................................................(a)                  (8.24    )%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)............................................................  $      --      $      57
  Ratio of expenses to average net assets......................................................       1.24(b)        1.30(b)
  Ratio of net investment income to average net assets.........................................       5.85(b)        5.28(b)
  Ratio of expenses to average net assets*.....................................................       1.53(b)        1.59(b)
  Ratio of net investment income to average net assets*........................................       5.57(b)        4.99(b)
  Portfolio Turnover (d).......................................................................     262.25    %    131.04    %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Service Shares commenced offering on January 17, 1994 when they were designated as "Retirement
           Shares". On April 4, 1995, the name of the Retirement Shares was changed to "Service" Shares. As of June
           1, 1995, Service shares transferred to Class A Shares, and as of June 30, 1995, there were no shareholders
           in the Service Class. The return for the period from July 1, 1994 to June 1, 1995 for the Service Shares
           was 9.93%.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----60
<PAGE>   901
- --------------------------------------------------------------------------------
Report of Independent Accountants
- -------------------------------------------------------------
 
THE ONE GROUP FAMILY OF MUTUAL FUNDS                               JUNE 30, 1996
To the Shareholders and Board of Trustees of
  The One Group Family of Mutual Funds:
 
We have audited the accompanying statements of assets and liabilities of the
Government ARM Fund, the Limited Volatility Bond Fund, the Intermediate Bond
Fund, the Government Bond Fund and the Income Bond Fund (five series of The One
Group Family of Mutual Funds), including the schedules of portfolio investments,
as of June 30, 1996, and the related statements of operations, statements of
changes in net assets and the financial highlights for each period presented
except as noted in the next paragraph. These financial statements and financial
highlights are the responsibility of The One Group Family of Mutual Funds'
management. Our responsibility is to express an opinion on these financial
statements and the financial highlights based on our audits.
 
The financial highlights for the two years in the period ended June 30, 1993 for
the Intermediate Bond Fund were audited by other auditors whose report dated
August 25, 1993 expressed an unqualified opinion on the financial highlights.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of June
30, 1996 by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
 
In our opinion, the financial statements and financial highlights referred to
above, except as noted in the second paragraph, present fairly, in all material
respects, the financial position of the Government ARM Fund, the Limited
Volatility Bond Fund, the Intermediate Bond Fund, the Government Bond Fund and
the Income Bond Fund as of June 30, 1996, the results of their operations, the
changes in their net assets and the financial highlights for each period
presented, in conformity with generally accepted accounting principles.
 
Columbus, Ohio                                          Coopers & Lybrand L.L.P.
August 19, 1996
 
                                                                              61
<PAGE>   902
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE TAX-FREE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS (101.7%):
                                         Alaska (2.5%):
$    1,000   Anchorage, 6.00%, 10/1/10..................  $   1,048
     3,625   North Slope Boro, GO, Series A, 5.90%,
               6/30/03..................................      3,794
     1,415   North Slope Boro, GO, Series B, 0.00%,
               6/30/04..................................        926
                                                          ---------
                                                              5,768
                                                          ---------
Arizona (4.8%):
     1,000   Educational Loan Marketing Corp., 7.30%,
               9/1/03, MBIA.............................      1,057
     1,000   Educational Loan Marketing Corp., 7.35%,
               9/1/04, Callable 9/1/99 @102**...........      1,056
       775   Educational Loan Marketing Corp., 7.38%,
               9/1/05, Callable 9/1/99 @102**...........        817
       400   Maricopa County Pollution Control Corp.,
               3.60%, 5/1/29, LOC: Bank of America*.....        400
     1,000   Maricopa County School District No. 4 Mesa
               United, GO, Series E, 5.55%, 7/1/04......      1,025
     1,000   Maricopa County School District No. 11
               Peoria, GO, 5.75%, 7/1/05................      1,049
     2,500   Maricopa County Unified School District No.
               097 Deer Valley, 5.10%, 7/1/06, GO,
               Callable 7/1/04 @102.....................      2,489
     1,500   Phoenix Airport Revenue, Series D, 6.00%,
               7/1/06, AMT, Callable 7/1/04 @102........      1,564
     1,305   Pima County Community College District, GO,
               6.38%, 7/1/07, Callable 7/1/06 @101......      1,428
                                                          ---------
                                                             10,885
                                                          ---------
California (2.8%):
     1,250   Housing Finance Agency Revenue, Series G,
               5.70%, 8/1/07, AMT, Callable 8/1/05
               @102.....................................      1,257
     3,000   Sacramento Municipal Utilities, 5.40%,
               11/15/06*................................      2,946
     1,000   San Francisco City & County Airports Common
               International Airport Revenue, 6.30%,
               5/1/11, Callable 5/1/02 @102.............      1,041
     1,040   South County Regional Wastewater Authority
               Revenue, 6.00%, 8/1/07, FGIC, Callable
               8/1/02 @102**............................      1,089
                                                          ---------
                                                              6,333
                                                          ---------
Colorado (9.8%):
     1,000   Adams County School District No. 12, GO,
               6.75%, 12/15/07, Callable 12/15/05
               @102.....................................      1,131
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                   Colorado, continued:
$    3,290   Arapahoe County Capital Improvements,
               0.00%, 8/31/03...........................  $   2,106
     1,135   Arapahoe County School District No. 001
               Englewood, GO, 0.00%, 11/1/09............        529
     1,580   Boulder County Revenue GO, 6.90%, 12/1/07,
               Callable 12/1/01 @101....................      1,703
     2,000   Denver City & County Airport Revenue,
               Series B, 5.75%, 11/15/09, AMT, Callable
               11/15/06 @102............................      1,976
     9,750   Denver City & County School District No. 1,
               GO, Series A, 0.00%, 12/1/06.............      5,477
     1,000   Denver City & County School District, No.
               1, GO, 5.50%, 6/1/07.....................      1,003
     1,000   El Paso County School District GO, Series
               B, 6.35%, 12/15/06.......................      1,093
     2,210   Fort Collins Wastewater Utility Enterprise
               Sewer Revenue, 5.25%, 12/1/07, Callable
               12/1/05 @100.............................      2,202
     3,260   Housing Finance Authority, Series A, 6.40%,
               8/1/06, Callable 8/1/02 @102.............      3,376
       405   Mountain College Residence Hall Authority,
               5.25%, 6/1/07, Callable 6/1/06 @101......        404
       430   Mountain College Residence Hall Authority,
               5.38%, 6/1/08, Callable 6/1/06 @101**....        429
       740   Student Obligation Bond Authority, Student
               Loan Revenue, Series A-3, 7.25%, 9/1/05,
               AMT, Callable 9/1/00 @100................        776
                                                          ---------
                                                             22,205
                                                          ---------
Connecticut (1.6%):
     1,000   Bridgeport, GO, 6.50%, 9/1/08                    1,083
     2,475   State, GO, Series B, 6.00%, 10/1/05........      2,636
                                                          ---------
                                                              3,719
                                                          ---------
District of Columbia (0.8%):
     1,000   3.80%, 10/1/07, LOC: Toronto Dominion
               Bank*....................................      1,000
       875   GO, Series B, 5.40%, 6/1/02................        887
                                                          ---------
                                                              1,887
                                                          ---------
Florida (3.9%):
     1,300   Broward County Housing Authority, 5.55%,
               7/1/09, Callable 7/1/06 @102.............      1,300
     1,000   Dade County Aviation Revenue, Series A,
               6.00%, 10/1/08, Callable 10/1/05 @102....      1,052
</TABLE>
 
CONTINUED
 
- ----16
<PAGE>   903
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE TAX-FREE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                    Florida, continued:
$    2,000   Escambia County Housing Finance Authority,
               Multifamily Housing Revenue, 5.75%,
               4/1/04, Callable 4/1/99 @102.............  $   2,005
     2,300   Halifax Hospital Medical Center Florida,
               Series A, 4.00%, 10/1/19*................      2,300
     3,595   Osceola County Transportation Revenue,
               0.00%, 4/1/14, Callable 4/1/02 @47.62....      1,197
     1,000   State Division Bond Finance Department,
               General Services Revenue, 5.13%, 7/1/07,
               FSA, Callable 7/1/05 @101................        987
                                                          ---------
                                                              8,841
                                                          ---------
Georgia (3.2%):
     1,000   Atlanta Airport Facilities Revenue, Series
               A, 6.50%, 1/1/07.........................      1,104
     1,500   Atlanta Airport Facilities, 6.50%,
               1/1/08...................................      1,654
     1,000   Atlanta Airport Facilities, 5.25%, 1/1/09,
               Callable 1/1/07 @101.....................        964
     1,215   Columbus Water & Sewer Revenue, 6.30%,
               5/1/06, Callable 11/1/02 @102............      1,301
     2,000   State, GO, Series F, 6.50%, 12/1/01........      2,177
                                                          ---------
                                                              7,200
                                                          ---------
Hawaii (0.5%):
     1,000   Honolulu City & County, GO, Series A,
               5.60%, 4/1/07, FSA.......................      1,029
                                                          ---------
Idaho (2.4%):
     1,050   Student Loan Fund Marketing Assoc. Inc.,
               Student Loan Revenue, 6.25%, 4/1/98......      1,055
     2,250   Student Loan Fund Marketing Assoc. Inc.,
               Student Loan Revenue, 6.40%, 10/1/99.....      2,271
       705   Student Loan Fund Marketing Assoc. Inc.,
               5.88%, 4/1/99............................        706
     1,300   University of Idaho, 5.75%, 4/1/06.........      1,355
                                                          ---------
                                                              5,387
                                                          ---------
Illinois (5.7%):
     1,000   Chicago Metro Water Reclamation
               District--Greater Chicago Capital
               Improvements, GO, 7.25%, 12/1/12.........      1,180
     3,245   Chicago Metro Water Reclamation
               District--Greater Chicago Capital
               Improvements, GO, 6.25%, 12/1/14.........      3,321
     3,045   Chicago Park District GO, 6.35%, 11/15/08,
               Callable 5/15/05 @102....................      3,273
     1,450   Chicago Residual Revenue, 0.00%, 10/1/09,
               Callable 10/1/05 @78.60..................        586
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                   Illinois, continued:
$    1,140   Evanston Residential Mortgage, 6.38%,
               1/1/09, Callable 7/1/02 @102.............  $   1,190
     1,645   Health Facilities Authority Revenue, 6.13%,
               11/15/07, Callable 11/15/04 @102.........      1,719
       594   Health Facilities Authority Revenue, 7.90%,
               8/15/03..................................        608
     1,000   State, GO, 6.25%, 12/1/01, Callable 12/1/96
               @102.....................................      1,029
                                                          ---------
                                                             12,906
                                                          ---------
Indiana (4.5%):
     1,000   Fort Wayne Hospital Authority, Parkview
               Memorial Hospital Project, Series A,
               7.50%, 11/15/11, Callable 11/15/99
               @102.....................................      1,095
     2,885   Indianapolis Economic Development Revenue,
               6.38%, 12/1/04, AMT......................      3,007
     5,000   Rockport Pollution Control Revenue AEP-A,
               3.55%, 7/1/25, AMBAC*....................      5,000
     1,000   State Vocational Technical College Building
               Facilities Fee, 6.50%, 7/1/07, Callable
               1/1/05 @102..............................      1,096
                                                          ---------
                                                             10,198
                                                          ---------
Iowa (1.4%):
     1,655   Finance Authority Single Family Mortgage,
               Series F, 6.15%, 7/1/04, Callable 1/1/03
               @103.....................................      1,689
     1,500   Student Loan Liquidity Corp., Student Loan
               Revenue, Series C, 6.50%, 12/1/99........      1,573
                                                          ---------
                                                              3,262
                                                          ---------
Kansas (0.8%):
     1,750   Wichita Hospital Revenue, 6.25%, 10/1/10,
               Callable 10/1/02 @102....................      1,813
                                                          ---------
Louisiana (0.1%):
       257   Housing Agency Mortgage Revenue, 7.80%,
               12/1/09, Callable 6/1/04 @105............        284
                                                          ---------
Maryland (0.6%):
     1,150   Anne Arundel County, GO, Series B, 7.70%,
               3/15/06, AMT, Callable 3/15/99 @102......      1,258
                                                          ---------
Massachusetts (0.7%):
     1,465   Worcester, GO, Series A, 6.10%, 5/1/08,
               Callable 5/1/05 @102.....................      1,547
                                                          ---------
Michigan (0.5%):
     1,200   Detroit Convention Facilities, 5.10%,
               9/30/04..................................      1,198
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          17----
<PAGE>   904
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE TAX-FREE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                      Minnesota (2.7%):
$    1,500   Detroit Lakes Health Care Facilities
               Revenue, 6.00%, 2/15/12, Connie Lee,
               Callable 2/15/03 @102....................  $   1,510
     1,500   Northern Municipal Power Agency Minnesota
               Electric, Series A, 5.90%, 1/1/07,
               Callable 1/1/03 @102.....................      1,563
     2,500   State, GO, 5.50%, 5/1/05...................      2,579
       400   University of Minnesota, 4.80%, 8/15/03....        391
                                                          ---------
                                                              6,043
                                                          ---------
Missouri (2.3%):
     1,895   Carthage Waterworks & Wastewater Treatment
               Systems, 6.30%, 7/1/09, MBIA, Callable
               7/1/04 @101**............................      1,985
     1,600   Kansas City Industrial Development
               Authority, Multifamily Housing Revenue,
               Series A, 5.63%, 7/1/05, AMT.............      1,615
     1,615   State Enviornmental Improvement & Energy
               Resource Authority, PCR, 5.25%, 12/1/07,
               Callable 12/1/06 @101....................      1,600
                                                          ---------
                                                              5,200
                                                          ---------
Nebraska (3.0%):
     2,500   Educational Finance Authortiy, 5.60%,
               1/1/07, Callable 1/1/06 @101.............      2,528
     2,250   Higher Education Loan Program, Series A-6,
               5.90%, 6/1/03, AMT.......................      2,271
     2,000   Public Power District, 5.70%, 1/1/05,
               Callable 1/1/03 @102**...................      2,073
                                                          ---------
                                                              6,872
                                                          ---------
Nevada (2.1%):
     1,000   State Municipal Bond Bank Project No.
               20-23-A, GO, 7.00%, 7/1/01, Callable
               7/1/96 @102..............................      1,054
       500   State Municipal Bond Bank Project, GO,
               5.00%, 11/1/06...........................        492
     3,010   Washoe County School District, GO, 6.13%,
               8/1/07, MBIA, Callable 8/1/02 @101.......      3,144
                                                          ---------
                                                              4,690
                                                          ---------
New Hampshire (0.6%):
     1,225   Higher Education & Health Facilities
               Authority Revenue, 6.25%, 1/1/06, Connie
               Lee, Callable 7/1/04 @102................      1,274
                                                          ---------
New Mexico (4.5%):
     1,000   Albuquerque, 6.50%, 7/1/11, Callable 7/1/00
               @105**...................................      1,048
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                 New Mexico, continued:
$    1,195   Educational Assistance Foundation, Student
               Loan Revenue, Series A, 6.45%, 4/1/99,
               AMT......................................  $   1,239
     2,070   Educational Assistance Foundation, Student
               Loan Revenue, Series A, 6.55%, 4/1/00,
               AMT......................................      2,158
     5,455   Educational Assistance Foundation, Student
               Loan Revenue, Series A, 6.85%, 4/1/05,
               AMT......................................      5,722
                                                          ---------
                                                             10,167
                                                          ---------
New York (0.7%):
     1,500   State Medical Care Facilities Financial
               Agency Revenue, 6.00%, 8/15/02...........      1,590
                                                          ---------
Ohio (0.9%):
     2,000   Cuyahoga County Hospital Revenue, Series
               96B, 6.00%, 1/15/05......................      2,109
                                                          ---------
Oregon (5.1%):
       850   Eugene Public Safety Facilities, GO, 6.00%,
               6/1/05...................................        905
       845   Eugene Public Safety Facilities, GO, 6.00%,
               6/1/06...................................        898
     2,350   Jackson County School District No. 5
               Ashland, GO, 5.70%, 6/1/07...............      2,428
     1,250   Lane County School District #52 Bethel, GO,
               6.00%, 6/1/06............................      1,328
     1,000   Metro Open Spaces Program, GO, Series A,
               5.00%, 9/1/04, Callable 9/1/03 @102......      1,003
     1,435   Port Portland Airport Revenue 6.75%,
               7/1/09, Series 7-A, Callable 7/1/01
               @101.....................................      1,542
     1,250   State Department Administrative Services,
               Series A, 5.25%, 5/1/08, Callable 5/1/06
               @101**...................................      1,229
     2,075   Washington County School District No 88,
               GO, 6.10%, 6/1/05, FSA...................      2,216
                                                          ---------
                                                             11,549
                                                          ---------
Pennsylvania (4.6%):
     3,500   Allegheny County, Series C-34, 0.00%,
               2/15/02, MBIA............................      3,619
     1,600   Dauphin County Industrial Development
               Authority, PCR, 6.00%, 1/1/08, MBIA......      1,600
     2,750   Indiana County Industrial Development
               Authority, PCR, Series A, 6.00%, 6/1/06..      2,906
     2,350   Philadelphia Airport Revenue, Series A,
               5.50%, 6/15/05, AMT......................      2,376
                                                          ---------
                                                             10,501
                                                          ---------
</TABLE>
 
CONTINUED
 
- ----18
<PAGE>   905
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE TAX-FREE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                   Rhode Island (0.5%):
$    1,000   Housing & Mortgage Finance Corp., Series
               15-B, 6.20%, 10/1/06, MBIA, Callable
               4/1/04 @102..............................  $   1,027
                                                          ---------
South Carolina (1.8%):
       990   Hilton Head Island, GO, 5.40%, 8/1/08......        991
     1,045   Hilton Head Island, GO, 5.50%, 8/1/09......      1,046
     1,000   Piedmont Municipal Power Agency Electric
               Revenue, Series A, 7.25%, 1/1/22.........      1,021
     1,000   York County School District #3, GO, 5.40%,
               3/1/08, Callable 3/1/06 @101**...........      1,001
                                                          ---------
                                                              4,059
                                                          ---------
South Dakota (1.2%):
       925   Student Loan Assistance Corp., Series A,
               8.00%, 8/1/98, Callable 8/1/97 @102......        974
     1,545   Student Loan Assistance Corp., Student Loan
               Revenue, 7.63%, 8/1/06, AMT, Callable
               8/1/99 @102..............................      1,642
                                                          ---------
                                                              2,616
                                                          ---------
Tennessee (0.5%):
     1,050   Chattanooga-Hamilton County Hospital
               Authority, Hospital Revenue, 5.63%,
               10/1/09, FSA.............................      1,058
                                                          ---------
Texas (9.2%):
     2,800   Austin Housing Finance Corp., Single Family
               Mortgage Revenue, 0.00%, 12/1/11,
               Callable 12/1/05 @71.20..................      1,105
     1,000   Austin Utility Systems Revenue, 0.00%,
               5/15/08..................................        511
     5,000   Coastal Bend, 5.93%, 11/15/13*.............      4,956
     2,000   Grand Prairie Health Facilities, 6.50%,
               11/1/04..................................      2,168
     5,000   Harris County Capital Appreciation--Toll
               Rd--Sub Lien--A, GO, 0.00%, 8/15/03......      3,460
     1,455   Health Facilities Development Corp.,
               Hospital Revenue, 6.25%, 8/15/12,
               Callable 8/15/03 @102....................      1,509
     4,925   Hurst Euless Bedford Independent School
               District, GO, 0.00%, 8/15/09.............      2,316
     1,185   Housing Agency Residential Development
               Revenue, Series D, 8.40%, 1/1/21, AMT,
               Callable 7/1/99 @102.....................      1,244
     1,500   Panhandle--Plains Higher Education, 5.55%,
               3/1/05...................................      1,473
     1,000   Municipal Power Agency Revenue, 6.10%,
               9/1/08...................................      1,065
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                      Texas, continued:
$    1,000   San Antonio Electric & Gas, Series B,
               7.00%, 2/1/09, FSA, Callable 2/1/99
               @101.5...................................  $   1,063
                                                          ---------
                                                             20,870
                                                          ---------
Utah (2.4%):
     2,000   Intermountain Power Agency Power Supply
               Revenue, Series B, 6.50%, 7/1/09.........      2,182
     1,900   State Housing Finance Agency, 6.35%,
               7/1/12, AMT, Callable 1/1/05 @102........      1,912
     1,250   State Municipal Finance Corp., Local
               Government Revenue, 7.05%, 3/1/05, FSA,
               Callable 3/1/01 @100.....................      1,336
                                                          ---------
                                                              5,430
                                                          ---------
Vermont (0.4%):
     1,000   University of Vermont & State Agricultural
               College, Series 1973A, 5.80%, 7/1/13,
               Callable 7/1/96 @101.....................        994
                                                          ---------
Virginia (2.0%):
     1,000   State Housing Development Authority
               Commonwealth Management, Series
               C--Subseries C-9--RMK, 5.85%, 7/1/04,
               Callable 1/1/02 @102*....................      1,017
     2,000   State Housing Development Authority
               Commonwealth Mortgage, Series A, 6.80%,
               7/1/06, AMT, Callable 1/1/06 @102........      2,114
     1,340   State Housing Development Authority
               Commonwealth Mortgage, Series J, 6.65%,
               7/1/10, Callable 1/1/05 @102.............      1,397
                                                          ---------
                                                              4,528
                                                          ---------
Washington (4.7%):
     1,500   Clark County School District No. 114
               Evergreen, GO, 6.00%, 12/1/07............      1,585
     1,360   King County School District #400, GO,
               6.50%, 12/1/08...........................      1,475
     3,000   Snohomish County Public Utility District
               No. 1, Electric Revenue, 6.00%, 1/1/13,
               Callable 1/1/03 @102.....................      3,032
     1,000   State Public Power Supply System Nuclear
               Project #2 Revenue, Series A, 5.70%,
               7/1/02...................................      1,009
     2,150   State Public Power Supply System Nuclear
               Project #3 Revenue, Series B, 7.00%,
               7/1/05...................................      2,326
     1,200   State Nuclear Power Project #3, Series B,
               5.60%, 7/1/07, MBIA......................      1,204
                                                          ---------
                                                             10,631
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          19----
<PAGE>   906
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
INTERMEDIATE TAX-FREE BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                  West Virginia (2.4%):
$    5,000   Kanawha-Putnam County, 0.00%, 12/1/16......  $   1,434
     2,600   Parkersburg Waterworks & Sewage System
               Revenue, 4.85%, 3/1/03...................      2,603
       260   Parkersburg Waterworks & Sewage System
               Revenue, 5.10%, 3/1/06...................        259
     1,000   State Housing Development, Series B, 7.20%,
               11/1/20, AMT, Callable 5/1/02 @102**.....      1,046
                                                          ---------
                                                              5,342
                                                          ---------
Wisconsin (0.2%):
     1,500   Center District Tax Revenue Capital
               Appreciation, Senior Dedicated, Series A,
               0.00%, 12/15/18..........................        394
                                                          ---------
Wyoming (3.3%):
     1,395   Sweetwater County School District No. 2,
               Green River, GO, 7.00%, 6/1/04...........      1,567
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                    Wyoming, continued:
$    2,230   Uinta County School District No. 1, Series
               A, 6.88%, 6/1/02.........................  $   2,408
       790   University of Wyoming, University Revenues,
               7.10%, 6/1/10, Callable 6/1/00 @101......        864
     2,600   Student Loan Corp., Student Loan Revenue,
               4.10%, 1/30/96, AMT, GSL*................      2,600
                                                          ---------
                                                              7,439
                                                          ---------
  Total Municipal Bonds                                     230,103
                                                          ---------
INVESTMENT COMPANIES (0.2%):
       472   Provident Municash Tax-Free Money Market
               Fund.....................................        472
                                                          ---------
  Total Investment Companies                                    472
                                                          ---------
Total (Cost--$227,749) (a)                                $ 230,575
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $226,262.
 
<TABLE>
<C>        <S>
      (a)  Represents cost for financial reporting purposes and differs from cost for federal income tax purposes by the amount of
           losses recognized for financial reporting purposes in excess of federal income tax reporting of approximately $19. Cost
           for  federal income tax purposes differs from value by net unrealized appreciation of securities as follows (amounts in
           thousands):
</TABLE>
 
<TABLE>
<S>                                                                           <C>
Unrealized appreciation.....................................................  $   3,404
Unrealized depreciation.....................................................       (597)
                                                                              ---------
Net unrealized appreciation.................................................  $   2,807
                                                                              ---------
                                                                              ---------
</TABLE>
 
<TABLE>
<S>        <C>
           Variable rate securities having liquidity sources through bank letters of credit or other credit and/or
           liquidity agreements. The interest rate, which will change periodically, is based upon bank prime rates or an
           index of market interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in
        *  effect at June 30, 1996.
       **  Additional put and demand features exist allowing the Fund to require the repurchase of the instrument within  variable
           time periods at variable amounts.
 
AMBAC      Insured by AMBAC Indemnity Corporation
AMT        Alternative Minimum Tax Paper
FGIC       Insured by Financial Guaranty Insurance Corp.
FSA        Insured by Financial Security Assurance
GO         General Obligation
GSL        Guaranteed Student Loans
LOC        Letter of Credit
MBIA       Insured by Municipal Bond Insurance Association
PCR        Pollution Control Revenue
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----20
<PAGE>   907
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS (71.0%):
                                         Alaska (2.4%):
$    1,500   Home Mortgage Revenue Refunding, 8.00%,
               3/1/09, Callable 12/1/00 @102............  $   1,614
       290   Juneau City & Boro Home Mortgage Revenue,
               8.00%, 2/1/09............................        312
     5,000   North Slope Boro, GO, Series A, 0.00%,
               6/30/04..................................      3,287
     1,325   North Slope Boro, GO, Series A, 0.00%,
               6/30/05..................................        819
     1,000   State Housing Finance Corp., Insured
               Mortgage Program 1st Series, 7.65%,
               12/1/10..................................      1,023
        30   State Housing Finance Corp., Revenue, Local
               Guaranteed Housing, 8.20%, 12/1/97.......         31
                                                          ---------
                                                              7,086
                                                          ---------
Arizona (1.0%):
     1,210   Maricopa County, Industrial Development,
               Multi-Family Housing Revenue, Series A,
               6.25%, 7/1/06............................      1,204
     1,800   Maricopa County, PCR, 5/1/29, LOC: Bank of
               America*.................................      1,800
                                                          ---------
                                                              3,004
                                                          ---------
Arkansas (3.6%):
       427   Drew County, Public Facilities Board,
               7.90%, 8/1/11, Callable 8/1/03 @103......        456
       185   Drew County, Public Facilities Board,
               7.75%, 8/1/11, Callable 2/1/04 @100......        196
       633   Jacksonville, Residential Housing
               Facilities Board, Single Family Mortgage
               Revenue, 7.90%, 1/1/11, Callable 7/1/03
               @103.....................................        688
       298   Jacksonville, Residential Housing
               Facilities Board, Single Family Mortgage
               Revenue, 7.75%, 1/1/11, Callable 7/1/05
               @103.....................................        317
     1,000   Jefferson County, PCR, Power & Light Co.
               Project 6.13%, 10/1/07, Callable 4/1/06
               @100.....................................      1,001
       334   Lonoke County, Residential Housing
               Facilities Board, Single Family Mortgage
               Revenue, 7.38%, 4/1/11, Callable 4/1/03
               @103.....................................        355
       743   Lonoke County, Residential Housing
               Facilities Board, Single Family Mortgage
               Revenue, 7.90%, 4/1/11, Series A-2,
               FNMA.....................................        799
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                   Arkansas, continued:
$    1,560   Pope County, Residential Facilities Housing
               Board Mortgage Revenue, 7.75%, 9/1/11,
               Series B, Callable 8/1/02 @102...........  $   1,667
     2,550   State Development Authority Revenue
               Refunding, 8.00%, 8/15/11, FHA, Callable
               8/15/01 @103.............................      2,743
     3,650   State Development Finance Authority
               Revenue, 0.00%, 12/1/11..................      1,167
       110   State Development Finance Authority
               Revenue, State Single Family Housing,
               7.70%, 12/1/14, Callable 6/1/97 @102.....        114
       584   Stuttgart Public Facilities Board Revenue,
               7.90%, 9/1/11, Series A-2, Callable
               9/1/03 @103..............................        635
       293   Stuttgart Public Facilities Board Revenue,
               7.75%, 9/1/11, Series B, Callable 3/1/06
               @103.....................................        314
                                                          ---------
                                                             10,452
                                                          ---------
California (1.9%):
     1,255   Fairfield Water, Revenue Capital
               Appreciation, 0.00%, 4/1/15, Callable
               4/1/05 @56.75............................        385
       680   Housing Finance Agency, Revenue Local or
               Guaranteed Housing, 8.63%, 8/1/15, series
               B, Callable 8/1/00 @100..................        704
     1,000   Housing Finance Agency, Revenue State
               Single Family Housing, 7.88%, 8/1/19,
               Series F, Callable 8/1/98 @102...........      1,045
       975   Redondo Beach, Redevelopment Agency,
               Residential Mortgage Revenue, 6.25%,
               6/1/11, Series B, Callable 6/1/03 @100...        979
     2,135   Sacramento Municipal Utility District,
               Electric Revenue, Series P, 6.00%,
               7/1/15, Callable 7/1/96 @100.............      2,125
     1,000   Southern, Public Power Authority,
               Transmission Project, Revenue Capital
               Appreciation, 0.00%, 7/1/15, MBIA........        322
                                                          ---------
                                                              5,560
                                                          ---------
Colorado (11.8%):
     1,000   Aurora Single Family Mortgage Revenue,
               0.00%, 9/1/15............................        278
     1,000   Aurora Golf Course, Saddle Rock Project,
               5.70%, 12/1/05...........................        981
     2,430   Brush Creek Metropolitan District, GO,
               Refunding, 6.70%, 11/15/09, Callable
               11/15/03 @101............................      2,550
</TABLE>
 
CONTINUED
 
                                                                          21----
<PAGE>   908
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                   Colorado, continued:
$    1,410   Central City Water Revenue, GO, Water
               Utility Improvements, 7.40%, 12/1/07,
               Callable 12/1/02 @100....................  $   1,595
       655   Central City Water Revenue, GO, Water
               Utility Improvements, 7.50%, 12/1/12,
               Callable 12/1/02 @100....................        744
       400   Central City Water Revenue, Water Utility
               Improvements, 8.63%, 9/15/11, Callable
               9/15/02 @100.............................        417
     1,250   Eagle's Nest Metropolitan District, GO,
               Refunding, 6.50%, 11/15/17...............      1,258
       291   El Paso County Home Mortgage, Series C,
               8.30%, 9/20/18...........................        312
     1,080   El Paso County Single Family Mortgage
               Revenue, 0.00%, 9/1/15...................        337
     1,445   Englewood Multi-Family Housing Mark
               Apartment Revenue, Series B, 6.00%,
               12/15/18, LOC: Citibank, Callable
               12/15/03 @100............................      1,386
       585   Housing Finance Authority, Capital
               Appreciation Single Family Revenue, 1985
               Series A, 0.00%, 9/1/14..................         84
       355   Housing Finance Authority, GO, Refunding,
               Series A, 6.90%, 5/1/01..................        375
     2,660   Housing Finance Authority, Multi-Family
               Insured Mortgage Revenue, 6.00%,
               10/1/25..................................      1,970
       875   Housing Finance Authority, Multi-Family
               Insured Mortgage Revenue, 9.00%,
               10/1/25..................................        881
     1,725   Housing Finance Authority, Revenue
               Refunding, Series A, 6.80%, 8/1/14,
               Callable 8/1/02 @102.....................      1,783
       705   Housing Finance Authority, Single Family
               Program, Series D, 5.75%, 12/1/03........        703
       995   Housing Finance Authority, Single Family
               Program, Series B, 6.13%, 5/1/13,
               Callable 11/1/04 @103....................      1,005
       750   Housing Finance Authority, Single Family
               Program, Series D-2, 7.10%, 6/1/14.......        808
     1,740   Housing Finance Authority, Single Family
               Program, Series B-2, 7.50%, 12/1/16,
               Callable 6/1/05 @105.....................      1,923
     1,000   Housing Finance Authority, Single Family
               Program, Series C-2, 7.45%, 6/1/17,
               Callable 6/1/05 @105.....................      1,100
       520   Housing Finance Authority, Single Family
               Program, Series D-1, 6.60%, 8/1/17,
               Callable 8/1/01 @102.....................        524
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                   Colorado, continued:
$      275   Housing Finance Authority, Single Family
               Program, Series B-2, 6.90%, 8/1/17,
               Callable 2/1/01 @102.....................  $     284
       930   Housing Finance Authority, Single Family
               Program, Series B, 7.50%, 11/1/24,
               Callable 11/1/04 @105....................      1,025
     1,435   Jefferson County Single Family Revenue
               Refunding, 8.88%, 10/1/13, Callable
               4/1/01 @103..............................      1,538
     4,525   Meridian Metropolitan District, GO, 7.50%,
               12/1/11, Callable 12/1/01 @101...........      4,894
     1,500   Mesa County Residual Revenue Refunding,
               0.00%, 12/1/11...........................        602
       400   Mountain Village Metropolitan District, San
               Miguel County, 7.95%, 12/1/03, GO,
               Callable 12/1/02 @101....................        440
     1,980   Mountain Village Metropolitan District, San
               Miguel County, 8.10%, 12/1/11, GO,
               Callable 12/1/02 @101....................      2,201
       500   Telluride Housing Authority Housing
               Revenue, Shandoka Apartments Project,
               7.50%, 6/1/12, Callable 6/1/02 @101......        524
     1,500   Telluride Housing Authority Housing Revenue
               Shandoka Apartments Project, 7.50%,
               6/1/23, Callable 6/1/03 @101.............      1,566
                                                          ---------
                                                             34,088
                                                          ---------
Connecticut (0.6%):
     1,620   State Housing Mortgage, Series A, 7.63%,
               11/15/17, Callable 11/15/96 @103**.......      1,676
                                                          ---------
Delaware (0.1%):
     1,270   New Castle County, Single Family Mortgage
               Revenue, 0.00%, 11/1/16..................        168
                                                          ---------
Florida (3.6%):
        35   Duval County Housing Finance Authority,
               Single Family Mortgage Revenue, GNMA,
               Series C, 7.30%, 9/1/15, Callable 9/1/00
               @103.....................................         36
     3,650   Duval County Housing Finance Authority,
               Single Family Mortgage Revenue, GNMA,
               7.35%, 7/1/24, Callable 1/1/03 @103......      3,837
     1,000   Halifax Hospital Medical Center, Series A,
               10/1/19*.................................      1,000
       580   Housing Finance Agency, Home Ownership
               Revenue, GNMA, 7.50%, 9/1/14, Callable
               9/1/00 @102..............................        612
</TABLE>
 
CONTINUED
 
- ----22
<PAGE>   909
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                    Florida, continued:
$    8,645   Plantation Water & Sewer, 0.00%, 3/1/07....  $   4,740
                                                          ---------
                                                             10,225
                                                          ---------
Georgia (0.9%):
     2,500   Cobb County Housing Authority Pass thru
               Certificates, Signature Series B, 9.00%,
               10/1/10..................................      2,562
                                                          ---------
Idaho (1.0%):
     3,000   Health Facility Authority Revenue, St.
               Lukes Regional Medical Center Project,
               5/1/22, LOC: Credit Suisse*..............      3,000
                                                          ---------
Illinois (3.1%):
     5,890   Addison Alton Electric Public Improvements
               Revenue, 0.00%, 7/1/11, Callable 7/1/04
               @62.04...................................      2,235
     4,595   Bolingbrook Mortgage Revenue, Capital
               Appreciation, Sub Series 1, 0.00%,
               1/1/11...................................      1,596
       920   Danville Single Family Mortgage Revenue
               Refunding, 7.30%, 11/1/10, Callable
               11/1/03 @102.............................        957
     3,530   Freeport Single Family Mortgage Revenue
               0.00%, 8/1/10, Callable 10/1/01 @48.96...      1,143
     4,685   Moline Mortgage Revenue Capital
               Appreciation, Sub Series 1, 0.00%,
               5/1/02...................................      1,629
       645   Quincy Single Family Mortgage Revenue,
               Refunding, 6.88%, 3/1/10, Callable 3/1/04
               @102.....................................        675
       585   Rock Island Residential Mortgage Revenue
               Refunding, 7.70%, 9/1/08, Callable 9/1/02
               @102.....................................        622
                                                          ---------
                                                              8,857
                                                          ---------
Indiana (1.4%):
     2,250   Marion County Hospital Authority Revenue,
               6.50%, 9/1/13, Callable 9/1/99 @102......      2,349
     1,720   State Toll Finance Authority, Toll Road
               Revenue, 6.00%, 7/1/15, Callable 7/1/97
               @100.....................................      1,720
                                                          ---------
                                                              4,069
                                                          ---------
Iowa (1.4%):
       650   Davenport Home Ownership Mortgage Revenue
               Refunding, 7.90%, 3/1/10, Callable 9/1/04
               @102.....................................        686
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                       Iowa, continued:
$    2,535   Finance Authority, Single Family Revenue
               Mortgage Backed Securities Program,
               Series C, 6.40%, 7/1/19, Callable 1/1/05
               @102.....................................  $   2,574
       925   Salix, PCR, Gas & Electric Project, 5.75%
               6/1/03...................................        930
                                                          ---------
                                                              4,190
                                                          ---------
Kansas (3.0%):
       800   Ford County, Single Family Mortgage
               Revenue, 7.90%, 8/1/10...................        860
     2,250   Johnson County, Single Family Mortgage
               Revenue, 7.10%, 5/1/12...................      2,410
       640   Labette County, Single Family Mortgage
               Revenue, 8.40%, 12/1/11..................        678
       615   Reno County, Mortgage Revenue, 8.70%,
               9/1/11...................................        646
     2,400   Reno & Labette County, Single Family
               Revenue, 0.00%, 12/1/15..................        739
       465   Sedwick & Shawnee County, Single Family
               Revenue, 7.80%, 5/1/14...................        507
       450   Sedwick & Shawnee County, Single Family
               Revenue, 8.05%, 5/1/14...................        493
       470   Sedwick & Shawnee County, Single Family
               Revenue, 7.80%, 11/1/24..................        518
       950   Sedwick County, Single Family Revenue,
               8.20%, 5/1/14............................      1,058
       750   Wichita, Single Family Mortgage Revenue,
               7.10%, 9/1/09............................        776
                                                          ---------
                                                              8,685
                                                          ---------
Kentucky (0.7%):
     1,930   Meade County, PCR, Olin Corp. Project,
               6.00%, 7/1/07, Callable 7/1/96 @100......      1,920
                                                          ---------
Louisiana (1.7%):
       900   Calcasieu Parish Public Transportation
               Authority, 0.00%, 5/1/13.................        277
     1,010   Iberia Home Mortgage Authority, 7.38%,
               1/1/11...................................      1,075
     1,731   Public Facilities Authority, 8.45%,
               12/1/12..................................      1,826
       108   Public Facilities Authority, 7.50%,
               10/1/15..................................        114
     5,335   Public Facilities Authority, 0.00%,
               12/1/19..................................      1,262
       279   St. Mary, Public Finance Authority, 7.63%,
               3/25/12..................................        301
                                                          ---------
                                                              4,855
                                                          ---------
Maine (0.5%):
     1,500   Skowhegan, PCR, Scott Paper Co. Project,
               5.90%, 11/1/13...........................      1,523
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          23----
<PAGE>   910
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                  Massachusetts (0.7%):
$    1,920   State Port Authority Revenue, 7.13%,
               7/1/12, Callable 7/1/96 @100.5**.........  $   1,934
                                                          ---------
Michigan (2.2%):
     2,000   Farmington Hills Economic Development
               Corp., 2/15/96*..........................      2,000
     2,000   State Hospital Finance Authority Revenue,
               Mercy Mount Clemens Corp., 6.25%,
               5/15/11, Callable 5/15/01 @102...........      2,037
     1,395   State Housing Development Authority, 7.50%,
               6/1/15...................................      1,468
       880   State Housing Development Authority, 7.70%,
               12/1/16..................................        913
                                                          ---------
                                                              6,418
                                                          ---------
Minnesota (0.3%):
     2,950   Minneapolis Mortgage Revenue, 0.00%,
               10/1/12..................................        975
                                                          ---------
Missouri (1.5%):
     1,425   Carthage Waterworks & Wastewater, Series B,
               6.50%, 7/1/16, Callable 7/1/04 @101**....      1,460
       665   Grandview Industrial Development Authority,
               9.25%, 5/15/08...........................        648
     2,295   Jackson County Industrial Development
               Authority, 10.00%, 3/1/10................      2,309
                                                          ---------
                                                              4,417
                                                          ---------
Montana (0.9%):
     1,562   Green Plaza Housing Inc., 10.43%, 1/1/22...      1,624
     1,000   State Board Housing Revenue, 6.40%,
               12/1/12..................................      1,021
                                                          ---------
                                                              2,645
                                                          ---------
Nebraska (0.3%):
     4,545   Finance Authority, Single Family Revenue,
               0.00%, 12/15/13..........................        775
                                                          ---------
Nevada (0.1%):
       430   Housing Division, 6.20%, 10/1/15...........        433
                                                          ---------
New Jersey (0.6%):
       710   State Housing & Mortgage Finance Agency,
               8.38%, 4/1/17............................        747
       935   State Housing & Mortgage Finance Agency,
               7.38%, 10/1/17...........................        982
                                                          ---------
                                                              1,729
                                                          ---------
New Mexico (1.6%):
       540   Bernalillo County, 7.00%, 11/1/08..........        534
       445   Hobbs, Single Family Mortgage Revenue
               Refunding, 8.75%, 7/1/11.................        479
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                 New Mexico, continued:
$      180   Las Cruces Housing Development Corp.,
               Multifamily Revenue Refund Mortgage,
               Sub-Series B, 9.00%, 10/1/03.............  $     183
     1,140   Las Cruces Housing Development Corp.,
               Multi-Family Revenue Refunding, Series A,
               6.40%, 10/1/19...........................      1,132
       430   Mortgage Financial Authority Refunding,
               Single Family Mortgage, Series A-2,
               6.85%, 7/1/12............................        448
     1,845   Mortgage Finance Authority Revenue
               Refunding 6.90%, 7/1/24, Callable 7/1/02
               @102.....................................      1,913
                                                          ---------
                                                              4,689
                                                          ---------
North Carolina (2.1%):
       515   East Power Agency, Series E, 6.50%, 1/1/24,
               AMBAC, Callable 1/1/97 @100..............        515
     5,350   Municipal Power Agency No. 1, Catawba
               Electric Revenue, Series B, 6.00%,
               1/1/20...................................      5,245
       475   Municipal Power Agency, Series B, 6.00%,
               1/1/20, Callable 1/1/97 @100.............        475
                                                          ---------
                                                              6,235
                                                          ---------
Ohio (0.8%):
       960   Housing Financial Agency, Single Family
               Mortgage Revenue, GNMA, Series D, 7.00%,
               9/1/11, Callable 9/1/01 @100.............      1,012
     1,100   Housing Financial Agency, Single Family
               Mortgage, Series D, 7.05%, 9/1/16........      1,157
                                                          ---------
                                                              2,169
                                                          ---------
Oregon (0.1%):
       350   Eugene Trojan Nuclear Project Revenue,
               5.90%, 9/1/09, Callable 9/1/96 @100......        350
                                                          ---------
Pennsylvania (1.6%):
     2,000   Greene County Industrial Development
               Authority, PCR, 6.10%, 2/1/07, Callable
               2/1/97 @100..............................      2,003
     2,515   Pittsburgh Urban Redevelopment Authority
               Mortgage Revenue, Series A, 8.35%,
               10/1/14..................................      2,643
                                                          ---------
                                                              4,646
                                                          ---------
South Carolina (2.2%):
     2,185   Piedmont Municipal Power Agency, Electric
               Revenue Refunding, Series A, 7.25%,
               1/1/22, Callable 1/1/98 @100.............      2,232
     2,250   State Electric Expansion System, 5.88%,
               7/1/18, Callable 7/1/96 @100.............      2,238
</TABLE>
 
CONTINUED
 
- ----24
<PAGE>   911
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                             South Carolina, continued:
$    2,000   State Housing Authority, Single Family
               Mortgage Purchase, 7.00%, 7/1/11.........  $   2,035
                                                          ---------
                                                              6,505
                                                          ---------
South Dakota (2.7%):
     5,240   Health & Educational Facility Authority
               Revenue, St. Lukes Midland Regional
               Medical, 6.63%, 7/1/11, Callable 7/1/01
               @102.....................................      5,606
     2,000   Student Loan Assistance, 7.63%, 8/1/06,
               Callable 08/01/99 @102**.................      2,117
                                                          ---------
                                                              7,723
                                                          ---------
Tennessee (1.2%):
       995   Housing Development Agency Homeownership
               Program, Series P, 7.70%, 7/1/16.........      1,041
       665   La Follette Housing Development Corp., FHA,
               Series A, 6.25%, 1/1/16, MBIA............        668
       380   La Follette Housing Development Corp., FHA
               , Series A, 6.38%, 1/1/20, MBIA..........        379
     1,295   Memphis Health, Educational & Housing
               Refunding Multi-Family, 7.38%, 1/20/27...      1,365
                                                          ---------
                                                              3,453
                                                          ---------
Texas (9.6%):
     1,385   Beaumont Housing Finance Corporation
               Refunding, 9.20%, 3/1/12.................      1,500
     1,765   Bexar County Housing Finance Corp.,
               Residual Revenue Capital Appreciation,
               0.00%, 3/1/15, GO, Callable 9/1/03
               @49.36...................................        542
     2,500   Central Housing Finance Corp., Single
               Family Mortgage Revenue, 0.00%, 9/1/16...        725
     5,055   Dallas County Housing Mortgage Revenue,
               0.00%, 1/1/17............................        680
     4,000   Dallas -- Fort Worth Regulation Airport
               Revenue, 6.10%, 11/1/07..................      4,000
       725   El Paso Housing Finance Corporation,
               Mortgage Refunding Single Family, Series
               A, 8.75%, 10/1/11........................        782
     2,755   Fort Worth Housing Finance Corporation
               Refunding, 8.50%, 10/1/11................      2,973
     1,685   Galveston Property Finance Authority
               Income, Single Family Mortgage Revenue,
               Series A, 8.50%, 9/1/11, Callable 9/1/01
               @103.....................................      1,819
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                      Texas, continued:
$      600   North Higher Education Authority, Student
               Loan Revenue, Series D, AMBAC, 6.88%,
               4/1/02, Callable 4/1/00 @102.............  $     629
       800   Red River Authority, PCR, 6.63%, 3/1/09....        802
     4,000   Sabine River Authority, PCR, 8.20%, 7/1/14,
               Callable 7/1/96 @102**...................      4,091
     2,000   San Antonio Hotel Occupancy Revenue, 0.00%,
               8/15/17..................................        558
       485   San Antonio Housing Corp., 2nd Mortgage,
               American Foundation Housing, Series B,
               9.50%, 12/1/05, Callable 6/1/04 @102.....        478
     2,530   Socorro Independent School District, 0.00%,
               9/1/11, GO...............................      1,035
     1,555   Southeast Housing Finance Corp. Residual
               Revenue Capital Appreciation, Series A,
               0.00%, 11/1/14...........................        491
    15,810   State Department of Housing & Community
               Affairs, Single Family Revenue Capital
               Appreciation, Refunding Mortgage, Jr.
               Lien, Series A, 0.00%, 3/1/15............      4,483
     1,950   Travis County Housing Finance Corp., Single
               Family Mortgage Revenue Refunding, GNMA &
               FNMA, Series A, 6.25%, 4/1/19............      1,993
       220   Travis County Housing Finance Corp.,
               Residential Mortgage Revenue, GNMA &
               FNMA, Series A, 7.00%, 12/1/11...........        230
                                                          ---------
                                                             27,811
                                                          ---------
Utah (1.3%):
     1,200   Salt Lake County, PCR Revenue, Service
               Station Holdings Project, 2/1/08 3.60%*..      1,200
     2,340   State Housing Finance Authority, Single
               Family Mortgage, 5.88%, 7/1/08...........      2,364
       310   State Housing Finance Agency, Single Family
               Mortgage, Series A-1, 6.90%, 7/1/12......        323
                                                          ---------
                                                              3,887
                                                          ---------
Virginia (0.3%):
       770   Virginia Beach Development Authority,
               Multi-Family Housing Revenue, 2nd
               Mortgage, Series B, 8.75%, 1/15/08.......        753
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          25----
<PAGE>   912
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                     Washington (0.1%):
$      403   Skagit County Housing Authority, Low Income
               Housing Assistance Revenue, GNMA, Sea Mar
               Project, 7.00%, 6/20/03..................  $     428
                                                          ---------
West Virginia (0.4%):
       230   Parkersburg Waterworks & Sewers, 5.10%,
               9/1/06...................................        229
       800   State Housing Development Fund Revenue,
               6.13%, 7/1/13, Callable 7/1/97 @100......        806
                                                          ---------
                                                              1,035
                                                          ---------
Wisconsin (1.1%):
     2,700   Center District Tax Revenue Capital
               Appreciation, Senior Dedicated, Series A,
               0.00%, 12/15/18..........................        709
     2,450   State, Series A, 7.50%, 1/1/15, Callable
               1/1/97 @101.5**..........................      2,506
                                                          ---------
                                                              3,215
                                                          ---------
Wyoming (0.6%):
       180   Community Development Authority, Single
               Family Mortgage, Series A, FHA, 6.88%,
               6/1/14, Callable 6/1/01 @102.............        182
     1,550   Student Loan Corp. Revenue, 12/1/05*.......      1,550
                                                          ---------
                                                              1,732
                                                          ---------
  Total Municipal Bonds                                     205,877
                                                          ---------
ALTERNATIVE MINIMUM TAX PAPER (29.5%):
Arkansas (0.3%):
       965   State Development Finance Authority
               Revenue, State Single Family Housing,
               7.75%, 4/1/21, Callable 4/1/99 @102......      1,005
                                                          ---------
California (2.0%):
        65   Housing Finance Agency Revenue, State
               Single Family Housing, Series C, 7.45%,
               8/1/11...................................         68
     1,330   Housing Finance Mortgages, Series F, 7.50%,
               2/1/23, Callable 8/1/05 @102**...........      1,448
       350   Rural Home Mortgage Finance Authority,
               Single Family Mortgage Revenue, 7.25%,
               12/1/24, Callable 12/1/04 @103...........        366
     1,685   Rural Home Mortgage Financing Authority,
               5.30%, 11/1/05...........................      1,682
     1,000   Rural Home Mortgage Financing Authority,
               7.55%, 11/1/26...........................      1,101
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
ALTERNATIVE MINIMUM TAX PAPER, CONTINUED:
                                 California, continued:
$    1,000   Rural Home Mortgage Financing Authority,
               6.45%, 5/1/27............................  $   1,096
                                                          ---------
                                                              5,761
                                                          ---------
Colorado (3.2%):
     1,000   Denver City & County Airport, Series C,
               6.75%, 11/15/13, Callable 11/15/07 @
               100**....................................      1,060
     2,500   Denver City & County Airport Revenue,
               5.63%, 11/15/08, Callable 11/15/06
               @102**...................................      2,466
       485   Housing Finance Authority, Single Family
               Program, Sub Series A, 6.50%, 12/1/02....        494
       880   Housing Finance Authority, Single Family
               Program, Series E, 6.25%, 12/1/09,
               Callable 12/1/04 @103....................        892
     1,000   Housing Finance Authority, Single Family
               Program, Series B-1, 7.90%, 12/1/25,
               Callable 6/1/05 @105.....................      1,110
     3,000   Housing Financing Authority, Single Family
               Program, Series A-1, 7.40%, 11/1/27,
               Callable 5/1/96 @105**...................      3,237
                                                          ---------
                                                              9,259
                                                          ---------
Florida (4.9%):
     1,250   Brevard County Housing Finance Authority,
               Family Mortgage Revenue, 6.13%, 9/1/09,
               Callable 9/1/04 @102.....................      1,259
     1,000   Leon County Housing Finance Authority,
               Multi-County Progress, Series B, 7.30%,
               1/1/28...................................      1,083
       880   Manatee County Housing Finance Authority
               Mortgage Revenue, Sub Series 1, 8.38%,
               5/1/25...................................        968
     3,145   Manatee County Housing Finance Authority
               Mortgage Revenue, 6.88%, 11/1/26,
               Callable 5/1/06 @105**...................      3,374
     1,405   Palm Beach County Housing Finance
               Authority, Single Family Mortgage
               Revenue, Series A, 6.38%, 10/1/06,
               Callable 10/1/04 @102....................      1,423
     1,205   Pinellas County Housing Finance Authority,
               Single Family Mortgage Revenue, 6.25%,
               8/1/12, Callable 2/1/05 @102.............      1,215
     1,000   Pinellas County Housing Finance Authority,
               Single Family Mortgage Revenue,
               Multi-County Series A, 6.35%, 2/1/17,
               Callable 2/1/05 @102.....................      1,018
</TABLE>
 
CONTINUED
 
- ----26
<PAGE>   913
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
ALTERNATIVE MINIMUM TAX PAPER, CONTINUED:
<C>          <S>                                          <C>
                                    Florida, continued:
$    1,500   Pinellas County Housing Finance Authority,
               Single Family Mortgage Revenue, Series A,
               5.00%, 10/1/25, Callable 4/1/06 @102**...  $   1,462
     2,370   Polk County Housing Finance Authority,
               Series A, 7.88%, 9/1/22, Callable 3/1/00
               @103.....................................      2,514
                                                          ---------
                                                             14,316
                                                          ---------
Georgia (0.4%):
     1,010   De Kalb County Housing Authority Revenue,
               State Single Family Housing, 7.65%,
               6/1/18, Callable 6/1/04 @100.............      1,056
                                                          ---------
Illinois (2.2%):
       355   Aurora, Single Family Mortgage Revenue
               Refunding, Series B, 8.05%, 9/1/25.......        390
       215   Aurora Kane & Du Page Counties, Single
               Family Revenue Mortgage, Series A, 7.95%,
               10/1/25..................................        232
     3,455   Chicago, Single Family Mortgage Revenue,
               Series A, 7.00%, 9/1/27, Callable 3/1/06
               @105**...................................      3,752
     1,500   Chicago, Single Family Mortgage, Series B,
               7.63%, 9/1/27, Callable 6/15/06 @105**...      1,645
       245   Housing Development Authority, Resident
               Mortgage Revenue, Series A, 7.35%,
               8/1/10, Callable 8/1/01 @102.............        254
                                                          ---------
                                                              6,273
                                                          ---------
Indiana (0.4%):
     1,000   State Housing Financing Authority, Series
               A-2, 6.45%, 7/1/14, Callable 7/1/05
               @102.....................................      1,020
                                                          ---------
Iowa (0.3%):
       715   Finance Authority, Single Family Revenue,
               GNMA, 7.90%, 11/1/22, Callable 11/1/99
               @102.....................................        750
                                                          ---------
Kentucky (0.8%):
     2,160   Sedgwick County, GNMA, Series B, 7.80%,
               6/1/22, Callable 6/1/00 @103.............      2,264
                                                          ---------
Maine (0.1%):
       300   State Housing Authority, 6.90%, 11/15/01...        312
                                                          ---------
Massachusetts (0.5%):
       335   State Housing Finance Agency, 7.00%,
               12/1/23..................................        340
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
ALTERNATIVE MINIMUM TAX PAPER, CONTINUED:
                              Massachusetts, continued:
$      985   State Housing Finance Agency, 7.13%,
               6/1/25...................................  $   1,024
                                                          ---------
                                                              1,364
                                                          ---------
Michigan (0.2%):
       645   State Housing Development Authority, 7.65%,
               12/1/12..................................        679
                                                          ---------
Mississippi (2.0%):
       960   Higher Education, 6.05%, 9/1/07............        978
       755   Home Corp., Single Family Revenue, 7.10%,
               12/1/10..................................        769
     2,000   Home Corp., Single Family Revenue, 7.90%,
               3/1/25...................................      2,204
     1,635   Housing Finance Corp., GNMA, 8.25%,
               10/15/18.................................      1,716
                                                          ---------
                                                              5,667
                                                          ---------
Missouri (1.6%):
       910   State Housing Development, Common Mortgage
               Revenue, Single Family Homeowner, 7.25%,
               9/1/26, Callable 3/1/06 @105.............        984
     2,000   State Housing Development, Common Mortgage
               Revenue, Single Family Homeowner, Series
               A ,7.20%, 9/1/26, Callable 9/1/06
               @105**...................................      2,153
     1,415   State Housing Development, 7.38%, 8/1/23...      1,492
                                                          ---------
                                                              4,629
                                                          ---------
Nebraska (0.1%):
       260   Finance Authority, Single Family Revenue,
               6.35%, 3/15/06...........................        266
                                                          ---------
Nevada (0.3%):
       845   Housing Division, Single Family, Series B2,
               7.90%, 10/1/21, Callable 4/1/00 @102.....        881
                                                          ---------
New Jersey (0.2%):
       615   State Higher Education Authority, 7.00%,
               7/1/05...................................        626
                                                          ---------
New Mexico (0.5%):
       310   Mortgage Financial Authority, Single Family
               Mortgage, Series A, 7.80%, 3/1/21........        322
     1,000   Mortgage Financial Authority, Single Family
               Mortgage, Series H, 6.45%, 7/1/25........      1,010
                                                          ---------
                                                              1,332
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          27----
<PAGE>   914
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
ALTERNATIVE MINIMUM TAX PAPER, CONTINUED:
<C>          <S>                                          <C>
                                       New York (0.5%):
$    1,395   State Mortgage Agency Revenue, Homeowner
               Mortgage, Series UU, 7.75%, 10/1/23......  $   1,466
                                                          ---------
North Carolina (0.7%):
     1,835   Housing Finance Authority Agency, Series O,
               7.60%, 3/1/21, Callable 1/1/98 @101**....      1,936
                                                          ---------
North Dakota (0.7%):
     1,375   State Housing Financial Agency, Single
               Family Mortgage Revenue, Series A, 8.38%,
               7/1/21...................................      1,450
       300   Student Loan, Series D, 5.95%, 7/1/07,
               Callable 7/1/06 @100.....................        300
       300   Student Loan, Series D, 6.15%, 7/1/09,
               Callable 7/1/06 @100.....................        301
                                                          ---------
                                                              2,051
                                                          ---------
Ohio (0.6%):
     1,655   Housing Financial Agency, Single Family
               Mortgage Revenue, GNMA, Series A, 7.65%,
               3/1/29...................................      1,737
                                                          ---------
Oklahoma (2.1%):
     2,730   Housing Finance Authority, Single Family
               Revenue Mortgage, Series A, 7.05%,
               9/1/26, Callable 9/1/06 @105.............      2,919
     3,000   Housing Mortgage Agency, Series B-2, 7.63%,
               9/1/26, Callable 3/1/06 @105**...........      3,243
                                                          ---------
                                                              6,162
                                                          ---------
Pennsylvania (0.7%):
     1,280   Housing Finance Authority, Single Family
               Mortgage, Series 47, 6.75%, 10/1/08......      1,388
       740   Pittsburgh Urban Redevelopment Authority,
               GNMA, Series C, 7.88%, 12/1/16...........        780
                                                          ---------
                                                              2,168
                                                          ---------
Rhode Island (0.3%):
       780   Housing & Mortgage Financial Corp.,
               Homeownership Opportunity, Series C-1,
               6.80%, 10/1/23...........................        792
                                                          ---------
South Dakota (0.8%):
       400   Housing Development Authority, Homeowner
               Mortgage, Series D-1, 6.80%, 5/1/12......        415
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
ALTERNATIVE MINIMUM TAX PAPER, CONTINUED:
                               South Dakota, continued:
$    1,830   Student Loan Assistance Corp. Student Loan
               Revenue, 7.63%, 8/1/06, Callable 8/1/99
               @102.....................................  $   1,945
                                                          ---------
                                                              2,360
                                                          ---------
Tennessee (0.5%):
     1,370   Housing Development Agency, Homeownership
               Program, Issue V, 7.65%, 7/1/22..........      1,435
                                                          ---------
Texas (2.1%):
       795   El Paso Housing Finance Corp. Mortgage
               GNMA, Single Family Mortgage Revenue,
               7.75%, 9/1/19............................        830
     1,000   Laredo Housing Finance Corp., Single Family
               Mortgage Revenue, GNMA & FNMA, 6.20%,
               10/1/19..................................      1,008
       970   San Antonio Housing Finance Corp., Britt
               Oak Ltd.-B, 9.75%, 1/1/10, Callable
               7/1/04 @103..............................        960
     2,985   State Student Loan, SR. Lien, 0.00%,
               10/1/25..................................      2,298
     1,000   Winter Garden Housing Finance Corp., Single
               Family Mortgage Revenue, GNMA & FNMA,
               6.20%, 10/1/19...........................      1,005
                                                          ---------
                                                              6,101
                                                          ---------
West Virginia (0.5%):
     1,500   State Housing Development, Series B, 7.20%,
               11/1/20, Callable 5/1/02 @102**..........      1,569
                                                          ---------
Wyoming (0.1%):
       350   Community Development Authority, 7.75%,
               6/1/09, Callable 11/30/99 @103**.........        367
                                                          ---------
  Total Alternative Minimum Tax Paper                        85,604
                                                          ---------
INVESTMENT COMPANIES (0.0%):
        81   Provident Municash Tax-Free Money Market
               Fund.....................................         81
                                                          ---------
  Total Investment Companies                                     81
                                                          ---------
Total (Cost--$291,275) (a)                                $ 291,562
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentage indicated are based on net assets of $290,106.
 
CONTINUED
 
- ----28
<PAGE>   915
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
MUNICIPAL INCOME FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
 
<TABLE>
<C>        <S>
      (a)  Represents  cost for financial reporting  purposes and differs from  cost basis for federal  income tax purposes by the
           amount of losses recognized for financial  reporting in excess of federal  income tax reporting of approximately  $129.
           Cost for federal income tax purposes differs from value by net unrealized appreciation of securities as follows:
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $   2,560
Unrealized depreciation....................................................     (2,402)
                                                                             ---------
Net unrealized appreciation................................................  $     158
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<S>        <C>
           Variable rate securities having liquidity sources through bank letters of credit or other credit and/or
           liquidity agreements. The interest rate, which will change periodically, is based upon bank prime rates or an
           index of market interest rates. The rate reflected on the Schedule of Portfolio Investments is the rate in
        *  effect at June 30, 1996.
       **  Additional  put & demand features exist  allowing the fund to require the  repurchase of the instrument within variable
           time periods, at variable amounts.
 
AMBAC      Insured by American Municipal Bond Association Corp.
FHA        Insured by Federal Housing Administration
FNMA       Insured by Federal National Mortgage Assoc.
GNMA       Insured by Government National Mortgage Assoc.
GO         General Obligation
LOC        Letter of Credit
MBIA       Insured by Municipal Bond Insurance Assoc.
PCR        Pollution Control Revenue
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          29----
<PAGE>   916
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
KENTUCKY MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
<C>          <S>                                         <C>
MUNICIPAL BONDS (96.9%):
                                     Kentucky (96.9%):
$      510   Clinton County School District Financial
               Corp., 6.10%, 6/1/12....................  $     524
     2,000   Development Financial Authority Hospital
               Revenue, Elizabeth, Med-A, 6.00%,
               11/1/10, FGIC...........................      2,033
       500   Eastern Kentucky University Revenues,
               6.20%, 5/1/04...........................        534
       500   Fayette County School District Financial
               Corp., 6.00%, 5/1/03....................        524
       500   Higher Education Student Loan Corp.,
               6.50%, 6/1/02, GSL......................        531
     1,705   Higher Education Student Loan Corp.,
               7.00%, 12/1/06, GSL.....................      1,833
       500   Higher Education Student Loan Corp.,
               Insured Student Loan, 5.45%, 6/1/03,
               GSL.....................................        503
       400   Housing Corp., Housing Revenue, Series B,
               5.85%, 7/1/00, FHA......................        413
       275   Housing Corp., Housing Revenue, Series A,
               6.20%, 7/1/03, FHA......................        285
       500   Housing Corp., Housing Revenue, Series A,
               5.50%, 1/1/06, FHA......................        509
       500   Housing Corp., Housing Revenue, Series A,
               5.60%, 1/1/07, FHA......................        509
     1,000   Housing Corp., Housing Revenue, Series B,
               5.15%, 7/1/07, FHA......................        982
       250   Infrastructure Authority, Series G, 6.10%,
               6/1/02..................................        264
       500   Infrastructure Authority, Series E, 6.50%,
               6/1/05..................................        534
       725   Jefferson County Capital Projects, 6.10%,
               8/15/07.................................        755
     1,000   Jefferson County Capital Projects, 5.50%,
               4/1/10, AMBAC...........................        992
       400   Jefferson County Health Facilities
               Revenue, 6.00%, 5/1/01..................        421
       500   Jefferson County Health Facilities
               Revenue, 6.38%, 5/1/08, AMBAC...........        529
       500   Jefferson County Hospital Revenue, 6.20%,
               10/1/04, MBIA...........................        538
       500   Kenton County Airport Revenue,
               International, AR-A, AMT, 6.10%, 3/1/04,
               FSA.....................................        522
       400   Kenton County Airport Revenue,
               International, AR-A, AMT, 6.20%, 3/1/05,
               FSA.....................................        418
       500   Kenton County Airport Revenue,
               International, Series B, AMT 5.75%,
               3/1/07, FSA.............................        502
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
<C>          <S>                                         <C>
MUNICIPAL BONDS, CONTINUED:
                                  Kentucky, continued:
$      500   Kenton County Airport Revenue,
               International, Series B, AMT 5.75%,
               3/1/08, FSA.............................  $     501
       750   Kenton County School District Financial
               Corp., 4.50%, 7/1/99....................        749
       325   Kenton County School District Financial
               Corp., 5.25%, 7/1/07....................        321
       500   Kentucky State University Revenue, 6.25%,
               5/1/02, MBIA............................        537
       500   Lexington-Fayette Urban County Government
               Sewer System Revenue, 6.35%, 7/1/07,
               MBIA....................................        538
       200   Louisville & Jefferson County, 4.80%,
               5/15/98, MBIA...........................        202
       200   Louisville Public Property Corp., 6.40%,
               12/1/07.................................        212
       310   Louisville Water Revenue, 6.38%,
               11/1/97.................................        320
       500   Louisville Water Works Board Water System,
               5.40%, 11/15/04.........................        510
       500   Louisville Water Works Board Water System,
               5.63%, 11/15/07.........................        508
     1,040   Louisville Water Works Board Water System,
               5.75%, 11/15/09.........................      1,052
     1,000   McCracken County Hospital Revenue, Series
               A, 6.20%, 11/1/05, MBIA.................      1,079
     1,000   McCracken County Hospital Revenue, Series
               A, 6.40%, 11/1/07, MBIA.................      1,086
       200   Morehead State University, Series M,
               6.30%, 11/1/08, AMBAC...................        212
       500   Muhlenberg County School District, 2nd
               Series, 5.85%, 8/1/10...................        507
       250   Murray State University Revenue, 5.60%,
               5/1/07..................................        251
       530   Northern Kentucky University Revenue,
               6.10%, 5/1/06, AMBAC....................        562
       600   Perry County School District, 6.25%,
               7/1/09..................................        631
       250   Richmond Water, Gas & Sewer Revenue,
               6.50%, 6/1/99, MBIA.....................        264
       100   Shelby County School District, 6.25%,
               9/1/03..................................        107
       500   Shelby County School District, 6.50%,
               9/1/05..................................        545
     1,000   State Property & Buildings, Project No.
               54, 5.10%, 9/1/00.......................      1,015
     2,000   State Property & Buildings, Project No.
               50, 6.00%, 2/1/10.......................      2,104
       750   State Turnpike Authority Development,
               5.70%, 1/1/03...........................        779
</TABLE>
 
CONTINUED
 
- ----30
<PAGE>   917
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
KENTUCKY MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                         <C>
                                  Kentucky, continued:
$      750   State Turnpike Authority Development ,
               5.50%, 7/1/08...........................  $     759
     1,000   State Turnpike Authority Development ,
               5.50%, 7/1/09...........................      1,006
     1,000   State Turnpike Authority Development,
               5.63%, 7/1/10, AMBAC....................      1,009
       500   State Turnpike Authority Development,
               5.75%, 7/1/11, AMBAC....................        507
       500   State Turnpike Authority Resource
               Recovery, 6.63%, 7/1/08.................        542
     1,000   State Turnpike Authority Resource
               Recovery, Series A, 6.00%, 7/1/09.......      1,001
       250   State Turnpike Authority Toll Road, 5.80%,
               7/1/99..................................        258
       500   University of Kentucky Revenues, Series F,
               5.75%, 5/1/97...........................        508
       500   University of Kentucky Revenues, Series F,
               6.25%, 5/1/07...........................        520
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                    MARKET
  AMOUNT                    DESCRIPTION                    VALUE
- -----------  ------------------------------------------  ---------
<C>          <S>                                         <C>
MUNICIPAL BONDS, CONTINUED:
                                  Kentucky, continued:
       500   University of Louisville Revenues, Series
               I, 5.40%, 5/1/07........................        502
$      500   University of Louisville Revenues, Series
               I, 5.40% 5/1/08.........................  $     499
       500   University of Louisville Revenues, Series
               I, 5.40%, 5/1/09........................        494
       985   Western Kentucky University Revenues,
               5.00%, 5/1/09...........................        945
       950   Winchester Utilities Revenue, 5.30%,
               7/1/09..................................        914
                                                         ---------
  Total Municipal Bonds                                     38,711
                                                         ---------
INVESTMENT COMPANIES (2.0%):
       812   The One Group Municipal Money Market Fund,
               Class A.................................        812
                                                         ---------
  Total Investment Companies                                   812
                                                         ---------
Total (Cost--$39,153)(a)                                 $  39,523
                                                         ---------
                                                         ---------
</TABLE>
 
- ------------
 
Percentage indicated are based on net assets of $39,935.
 
<TABLE>
<C>        <S>
      (a)  Represents  cost for federal income tax purposes and differs from value by net unrealized appreciation of securities as
           follows (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                          <C>
Unrealized appreciation....................................................  $     432
Unrealized depreciation....................................................        (62)
                                                                             ---------
Net unrealized appreciation................................................  $     370
                                                                             ---------
                                                                             ---------
</TABLE>
 
<TABLE>
<S>        <C>
AMBAC      Insured by American Municipal Bond Assurance Corp.
AMT        Alternative Minimum Tax Paper
FGIC       Insured by Financial Guaranty Insurance Corp.
FHA        Insured by Federal Housing Administration
FSA        Insured by Financial Security Assurance
GSL        Guaranteed Student Loans
MBIA       Insured by Municipal Bond Insurance Association
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          31----
<PAGE>   918
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
OHIO MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS (93.6%):
                                  Massachusetts (1.0%):
$    1,000   6.75%, 8/1/09, Callable 8/1/01 @102........  $   1,085
                                                          ---------
Missouri (1.0%):
     1,000   State Health, 6.40%, 6/1/10, MBIA..........      1,086
                                                          ---------
Ohio (91.5%):
     1,045   Akron Sewer Systems, 5.30%, 12/1/05,
               MBIA.....................................      1,057
     1,000   Akron Sewer Systems, 5.65%, 12/1/08,
               Callable 12/1/06 @101**..................      1,018
     2,000   Bexley School District, 6.50%, 12/1/16, GO,
               Prerefunded 12/1/01 @102.................      2,185
       725   Bowling Green State University, 5.65%,
               6/1/11, AMBAC............................        724
     1,000   Butler County Hospital Facilities, 6.75%,
               11/15/10 Callable 11/15/01 @102..........      1,079
     1,050   Capital Corp. for Housing, 5.60%, 1/1/07,
               Callable 7/1/03 @102**...................      1,060
     2,775   Clermont County Waterworks, 6.63%, 12/1/15,
               AMBAC, Prerefunded 12/1/01 @102..........      3,061
     1,000   Cleveland, 6.88%, 7/1/09, GO, MBIA,
               Prerefunded 7/1/99 @102..................      1,083
     1,000   Cleveland, 6.38%, 7/1/12, GO, MBIA,
               Callable 7/1/02 @102.....................      1,049
     1,500   Cleveland Public Power System, 0.00%,
               11/15/11, MBIA...........................        630
     2,500   Cleveland Public Power System, 6.40%,
               11/15/06, MBIA, Callable 11/15/04........      2,738
     1,850   Cleveland Waterworks, 6.25%, Series F-928,
               1/1/06, AMBAC, Callable 1/1/02 @102......      1,962
     2,800   Cleveland Waterworks Revenue, Series F-928,
               6.50%, 1/1/11, Callable 1/1/02 @102......      2,969
     1,225   Columbus Municipal Airport No. 30-E-U,
               6.20%, 4/15/04, GO, Callable 4/15/01
               @100.....................................      1,291
     1,000   Columbus Sewer Improvements, 6.75%,
               9/15/06, GO, Callable 9/15/01 @100.......      1,080
     1,285   Columbus Waterworks Enlargement No. 44,
               6.00%, 5/1/11, GO, Callable 9/1/03
               @102.....................................      1,331
     1,000   Columbus Waterworks Enlargement No. 44,
               6.00%, 5/1/12, GO, Callable 9/1/03
               @102.....................................      1,032
     1,000   Cuyahoga County Hospital, Series A, 5.50%,
               1/15/10, Callable 1/15/06 @102**.........        990
     1,500   Cuyahoga County Public Improvements, 6.70%,
               10/1/10, GO, Prerefunded 10/1/99 @102....      1,621
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                       Ohio, continued:
$    1,000   Delaware County Library District, 7.25%,
               11/1/10, GO, Prerefunded 11/1/00 @102....  $   1,116
     1,000   Delaware County Sewer, 5.60%, 12/10/10, GO,
               Callable 12/1/05 @101....................        999
     1,000   Fairfield County Hospital Improvement
               Revenue, Lancaster-Fairfield Community
               Hospital, 7.10%, 6/15/21, MBIA,
               Prerefunded 6/15/01 @102.................      1,118
     1,290   Franklin County Hospital Revenue, 5.65%,
               11/1/08, Callable 11/1/06 @101**.........      1,284
       800   Franklin County Hospital Revenue, 5.80%,
               11/1/10 Callable 11/1/06 @101**..........        796
     1,000   Franklin County Hospital Revenue,
               Children's Hospital Project, Series A,
               6.50%, 5/1/07, Callable 11/1/02 @102.....      1,063
     1,000   Franklin County Hospital Revenue,
               Children's Hospital Project, Series A,
               6.60%, 11/1/11, Callable 11/1/01 @102....      1,099
     1,000   Franklin County Hospital Revenue, Riverside
               United, Series B, 7.60%, 5/15/20,
               Prerefunded 5/15/00 @102.................      1,118
     1,000   Greene County Water System, 6.85%, 12/1/11,
               AMBAC, Callable 12/1/01 @102.............      1,084
     1,500   Hamilton City Electric Systems, 6.13%,
               10/15/08, FGIC, Callable 10/15/02 @102...      1,576
     1,500   Hamilton County Building Improvement &
               Refunding Museum Center, 6.50%, 12/1/09,
               GO, Callable 12/1/01 @102................      1,612
     1,265   Hamilton County Hospital Facilities, Christ
               Hospital, Series B, 6.63%, 1/1/06,
               Callable 1/1/01 @100.....................      1,340
     1,500   Hamilton County Hospital Facilities,
               Bethesda Hospital, Series A , 6.25%,
               1/1/12, Callable 1/1/03 @102.............      1,512
     1,000   Hamilton County Sewer System Refunding &
               Improvements, Series A, 4.30%, 12/1/98,
               FGIC.....................................      1,001
       380   Hamilton County Sewer System, 6.30%,
               12/1/01, Prerefunded 6/1/01 @102.........        411
     1,000   Hamilton Waterworks Water Utility
               Improvement, 6.40%, 10/15/07, MBIA,
               Callable 10/15/01 @102...................      1,073
     1,000   Hilliard School District School
               Improvements, Series A, 5.35%, 12/1/04,
               GO.......................................      1,015
</TABLE>
 
CONTINUED
 
- ----32
<PAGE>   919
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
OHIO MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                       Ohio, continued:
$    1,250   Housing Finance Agency Mortgage, Series
               A-1, 6.20%, 9/1/14, GNMA, Callable 3/1/05
               @102.....................................  $   1,267
     1,000   Kent State University, 6.45%, 5/1/12,
               AMBAC, Callable 9/1/02 @102..............      1,054
     2,000   Lakewood Sanitation Sewer System, Special
               Obligation, 6.40%, 12/1/11, GO, Callable
               12/1/01 @102.............................      2,087
     2,000   Middleburg Heights Hospital, 5.70%,
               8/15/10, FSA, Callable 8/15/08 @102**....      2,000
     2,000   Montgomery County Sisters of Charity,
               Series A, 6.50%, 5/15/08, MBIA, Callable
               5/15/01 @102.............................      2,130
     1,000   Northeast Regional Sewer District
               Wastewater, 6.50%, 11/15/08, AMBAC,
               Prerefunded 11/15/01 @101................      1,089
     1,000   North Royalton, 7.50%, 12/1/11, GO,
               Callable 12/1/00 @102....................      1,117
     1,000   Pickerington Local School District, 7.00%,
               12/1/13, GO, AMBAC, Prerefunded 12/1/00
               @102.....................................      1,107
     2,600   Portage County, Robinson Memorial Hospital
               Project, 5.63%, 11/15/07, MBIA, 11/15/04
               @102.....................................      2,654
     1,315   Portage County, Robinson Memorial Hospital,
               5.50%, 11/15/09, MBIA, Callable
               12/15/05.................................      1,308
     2,220   Rocky River City School District, School
               Improvements, 6.90%, 12/1/11, GO,
               Callable 12/1/00 @102....................      2,400
     1,000   Saint Mary's Electric Systems Mortgage,
               7.15%, 12/1/10 AMBAC, Callable 12/1/00
               @102.....................................      1,102
     1,000   Sandusky City School District, 7.30%,
               12/1/10, GO, Callable 12/1/00 @102.......      1,093
     1,000   Shaker Heights, City Schools, 7.10%,
               12/15/10, GO.............................      1,135
     1,000   Springfield, 6.88%, 9/1/06, GO, AMBAC,
               9/1/01 @102..............................      1,101
     1,000   State Building Authority, 7.35%, 4/1/09,
               Prerefunded 4/01/00 @102.................      1,108
     2,000   State Building Authority, Adult
               Correctional Building, Series A, 6.13%,
               10/1/09, Callable 10/1/03 @102...........      2,082
     1,000   State Building Authority, State
               Correctional Facilities, 6.50%, 10/1/01..      1,079
     2,000   State Building Authority, State Facilities,
               J. Rhodes, Series A, 6.38%, 6/1/07,
               Callable 6/1/01 @102.....................      2,117
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                       Ohio, continued:
$    1,000   State Building Authority, State Facilities
               Administration Building Funds, Series A
               ,5.75%, 10/1/06, MBIA, Callable 10/1/04
               @102.....................................  $   1,038
     1,165   State Building Authority, State Facilities
               Transportation Building Fund, Projects,
               Series A, 6.50%, 9/1/09, AMBAC, Callable
               9/1/04 @102..............................      1,259
     1,000   State Liquor Profits Revenue, 6.85%,
               9/1/00, BIG..............................      1,081
     1,000   State University, University & College
               Improvements, 5.50%, 12/1/03, Callable
               12/1/02 @102.............................      1,033
     2,510   State Fresh Water Development, 5.80%,
               6/1/11, Callable 6/1/05 @102**...........      2,554
     1,000   State Water Development Authority,
               Pollution Control Facilities, 5.50%,
               12/1/09, MBIA, Callable 6/1/05 @101......        996
     1,000   Ottawa County, 7.00%, 9/1/11, GO, AMBAC,
               Callable 9/1/01 @102.....................      1,102
     1,000   Toledo Sewer System Revenue, 7.38%,
               11/15/10, MBIA Callable 11/15/98 @102....      1,080
     1,000   University of Cincinnati Certificates of
               Participation, University & College
               Improvements, 6.75%, 12/1/09, MBIA,
               Callable 12/1/01 @102....................      1,079
     1,000   University of Cincinnati General Receipts,
               Health & Hospital Improvements, 7.10%,
               6/1/10, Prerefunded 6/1/99 @102..........      1,089
     1,000   University of Cincinnati General Receipts,
               University & College Improvements, 7.00%,
               6/1/11, Callable 6/1/01 @102.............      1,091
     1,000   University of Cincinnati, Series R2, Refund
               Bonds, 6.25%, 6/1/09, Callable 12/1/02
               @102.....................................      1,046
     1,000   Westerville, Minerva Park & Blendon Joint
               Township, Saint Ann's Hospital, Series B,
               6.80%, 9/15/06, AMBAC, Callable 9/15/01
               @102.....................................      1,109
     2,750   Westerville, Minerva Park & Blendon Joint
               Township, Saint Ann's Hospital, Series B,
               7.00%, 9/15/12 AMBAC, Callable 9/15/01
               @102.....................................      3,077
     1,000   Worthington City School District, 7.45%,
               12/1/12, MBIA, Prerefunded 12/1/99
               @102.....................................      1,108
                                                          ---------
                                                             95,949
                                                          ---------
</TABLE>
 
CONTINUED
 
                                                                          33----
<PAGE>   920
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
OHIO MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                       Ohio, continued:
Washington (1.0%):
$    1,000   State, Series A & AT-6, 6.25%, 2/1/11,
               GO.......................................  $   1,073
                                                          ---------
  Total Municipal Bonds                                      99,193
                                                          ---------
INVESTMENT COMPANIES (5.4%):
       603   Fidelity Tax-Free Money Market Fund........        603
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
INVESTMENT COMPANIES, CONTINUED:
     5,159   The One Group Ohio Municipal Money Market
               Fund--Fiduciary Class....................  $   5,159
                                                          ---------
                             Total Investment Companies       5,762
                                                          ---------
                             Total (Cost--$100,675) (a)   $ 104,955
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentage indicated are based in net assets of $105,972
 
<TABLE>
<C>        <S>
      (a)  Represents  cost for federal income tax purposes and differs from value by net unrealized appreciation of securities as
           follows (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                           <C>
Unrealized appreciation.....................................................  $   4,341
Unrealized depreciation.....................................................        (61)
                                                                              ---------
Net unrealized appreciation.................................................  $   4,280
                                                                              ---------
                                                                              ---------
</TABLE>
 
<TABLE>
<S>        <C>
           Additional put and demand features exist allowing the Fund to require the repurchase of the instrument  within
       **  variable time periods at variable amounts.
 
AMBAC      Insured by AMBAC Indemnity Corporation
BIG        Bond Insurance Guaranty
FGIC       Insured by Financial Guaranty Insurance Corp.
FSA        Insured by Financial Security Assurance
GNMA       Insured by Government National Mortgage Assoc.
GO         General Obligation
MBIA       Insured by Municipal Bond Insurance Assoc.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----34
<PAGE>   921
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LOUISIANA MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS (98.5%):
                                     Louisiana (98.5%):
$      300   Alexandria Public Improvement, Sales & Use
               Tax, Series ST-1987, 7.35%, 8/1/97,
               MBIA.....................................  $     311
       750   Alexandria, Utilities Revenue, 5.25%,
               5/1/06, FGIC.............................        749
     1,165   Ascension Parish, Gravity Drain, 5.40%,
               12/1/07, Callable 12/1/06 @100...........      1,169
     1,230   Ascension Parish, Gravity Drain, 5.50%,
               12/1/08, Callable 12/1/06 @100...........      1,234
     2,500   Bastrop Industrial Development Board,
               Pollution Control Revenue, 6.90%, 3/1/07,
               International Paper Co...................      2,685
       700   Baton Rouge Public Improvements, Sales &
               Use Tax, 6.85%, 8/1/00, AMBAC............        754
       800   Baton Rouge Public Improvements, Sales &
               Use Tax, 6.90%, 8/1/01, AMBAC............        860
     2,000   Baton Rouge Public Improvements, Sales &
               Use Tax, 6.00%, 8/1/04, FSA..............      2,107
       765   Baton Rouge Public Improvements, Sales &
               Use Tax, 6.38%, 8/1/09, FSA..............        801
     1,145   Baton Rouge, Sales & Use Tax--Series A,
               6.00%, 8/1/06, Callable 8/1/01 @101.5,
               FSA......................................      1,192
       400   Bossier City Public Improvement, Sales &
               Use Tax, Series ST-1989, 6.88%, 11/1/06,
               FGIC.....................................        429
       400   Bossier City Public Improvement, Sales &
               Use Tax, 6.88%, 11/1/07, FGIC............        429
       805   Bossier City Public Improvement, Sales &
               Use Tax, Series ST, 6.20%, 11/1/07,
               AMBAC....................................        849
       550   Bossier City Public Improvement, Sales &
               Use Tax, 6.88%, 11/1/08, FGIC............        590
       795   Bossier City Utilities Revenue, 5.10%,
               10/1/08..................................        767
     1,415   Caddo Parish GO, 5.25%, 2/1/06, MBIA.......      1,416
       750   Caddo Parish GO, 5.25%, 2/1/08, MBIA.......        738
       470   Caddo Parish Industrial Development Board,
               5.95%, 11/1/07, Wal-Mart Stores Income
               Project..................................        462
       500   Caddo Parish School District, 5.00%,
               3/1/03, GO, MBIA.........................        501
       500   Calcasieu Parish School District, # 22,
               Ward 3, Series A, GO, 7.10%, 2/1/01,
               BIG......................................        527
     4,335   De Soto Parish Pollution Control Revenue
               Series A, 5.05%,12/1/02, International
               Paper Co.................................      4,340
       120   De Soto Parish School District # 2, GO,
               8.00%, 8/1/05............................        129
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                  Louisiana, continued:
$    1,280   East Baton Rouge Mortgage Finance
               Authority, 5.45%, 10/1/03, GNMA/ FNMA....  $   1,268
       740   East Baton Rouge Mortgage Finance
               Authority, 4.50%, 10/1/09, GNMA/ FNMA....        710
       530   East Baton Rouge Mortgage Finance
               Authority, 4.75%, 10/1/09, GNMA/ FNMA....        513
     1,200   East Baton Rouge Mortgage Finance
               Authority, 5.50%, 10/1/21, GNMA/ FNMA....      1,201
       500   East Baton Rouge Parish Sales & Use Tax,
               7.10%, 2/1/99, MBIA......................        532
       500   East Baton Rouge Parish Sales & Use Tax,
               7.10%, 2/1/00, MBIA......................        539
       500   East Baton Rouge Parish Sales & Use Tax,
               Series ST, 5.80%, 2/1/07, FGIC...........        518
       845   East Baton Rouge Parish Sales & Use Tax,
               Series ST, 5.80%, 2/1/08, FGIC...........        870
       910   East Baton Rouge Parish Sales & Use Tax,
               Series ST, 5.80%, 2/1/09, FGIC...........        930
     1,085   East Baton Rouge Parish, Series ST, 5.15%,
               2/1/05...................................      1,071
     1,145   East Baton Rouge Parish, Series ST, 5.15%,
               2/1/06...................................      1,117
     2,280   East Baton Rouge Parish, Series ST-A,
               8.00%, 2/1/02, FGIC......................      2,614
     1,000   East Baton Rouge Parish, Series ST, 5.10%,
               2/1/07, FGIC, Callable 2/1/06 @101.5.....        973
     1,390   Greater Baton Rouge Parking Authority,
               Sales & Use Tax, 6.38%, 7/1/03...........      1,394
     1,560   Houma Utilities Revenue, 6.13%, 1/1/07,
               FGIC.....................................      1,633
       730   Housing Finance Agency, Mortgage Revenue
               Super Sinker--Single Family A-1, 5.70%,
               6/1/15, GNMA/FNMA/ FHLMC.................        732
     2,500   Housing Family Agency, Mortgage Revenue,
               5.13%, 12/1/10...........................      2,478
     1,395   Iberia Home Mortgage Authority, 7.38%,
               1/1/11...................................      1,485
       300   Iberville Parish Sales & Use Tax, 6.20%,
               9/1/98, MBIA.............................        305
       500   Jefferson Parish GO, 7.10%, 9/1/97, FGIC...        519
       500   Jefferson Parish GO, 7.40%, 9/1/99, FGIC...        516
       250   Jefferson Parish GO, 7.70%, 9/1/02, FGIC...        259
       400   Jefferson Parish Construction Waterworks
               District # 2 GO, 7.25%, 1/15/00..........        405
     3,180   Jefferson Parish Drain, Sales Tax Revenue,
               6.50%, 11/1/06, AMBAC....................      3,393
</TABLE>
 
CONTINUED
 
                                                                          35----
<PAGE>   922
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LOUISIANA MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                  Louisiana, continued:
$      350   Jefferson Parish Home Mortgage Authority,
               Single Family Mortgage Revenue, 4.50%,
               6/1/13...................................  $     341
     4,920   Jefferson Parish Sales Tax District
               Special, Series A, 6.75%, 12/1/06,
               FGIC.....................................      5,354
     1,985   Jefferson Parish Sales Tax District
               Special, Series B, 6.75%, 12/1/06,
               FGIC.....................................      2,160
     1,000   Jefferson Parish School Board, Sales & Use
               Tax, 4.75%, 2/1/06, AMBAC................        949
     4,000   Jefferson Parish School Board, Sales & Use
               Tax Revenue Refunding, 6.05%, 2/1/02,
               MBIA.....................................      4,228
     1,270   Jefferson Parish School Board, Sales & Use
               Tax Revenue Refunding, 6.15%, 2/1/03,
               MBIA.....................................      1,350
     4,500   Jefferson Parish School Board, Sales & Use
               Tax Revenue Refunding, 6.25%, 2/1/08,
               MBIA.....................................      4,735
       880   Kenner Sales & Use Tax Revenue Refunding,
               5.75%, 6/1/06, FGIC......................        910
     1,000   Lafayette Parish Refunding, 7.80%, 3/1/01,
               GO, FGIC.................................      1,067
       750   Lafourche Parish Hospital Service District
               # 3 Hospital Revenue, 5.50%, 10/1/04.....        721
     1,730   Lafayette Parish Public Power Authority
               Electricity Revenue, 6.80%, 11/1/00......      1,797
     4,000   Lafayette Parish Public Power Authority
               Electricity Revenue Refunding-- Series
               ST-1987, 7.13%, 11/1/07..................      4,146
       500   Lafayette Parish Public Power Authority
               Electricity Revenue Refunding, 7.25%,
               11/1/12, BIG.............................        520
       650   Lafourche Parish Water District # 1 Water
               Revenue Refunding, 5.63%, 1/1/01.........        665
       500   Lincoln Parish School District # 1 Ruston
               Refunding, 6.20%, 3/1/03, GO, MBIA.......        524
     1,465   Lincoln Parish School District # 1 Ruston
               Refunding, 6.40%, 3/1/05, GO, MBIA.......      1,540
     1,220   Monroe Parish Special School District GO,
               8.00%, 3/1/01, MBIA......................      1,381
     1,300   Monroe Parish Special School District GO,
               7.00%, 3/1/02, MBIA......................      1,432
     1,390   Monroe Parish Special School District GO,
               7.00%, 3/1/03, MBIA......................      1,545
     1,230   Monroe Parish Special School District GO,
               5.35%, 3/1/05, FGIC......................      1,246
     1,320   Monroe Parish Special School District GO,
               5.35%, 3/1/06, FGIC......................      1,327
       550   New Orleans, 5.85%, 11/1/07, GO, FGIC......        570
       500   New Orleans Exhibition Hall Authority,
               0.00%, 1/15/08...........................        265
       500   New Orleans Exhibition Hall Authority,
               0.00%, 7/15/08...........................        257
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                  Louisiana, continued:
$    2,525   Ouachita Parish Hospital Service, Glenwood
               Regional Medical Center, Health Care
               Revenue, 7.50%, 7/1/06, Callable 7/1/01
               @102.....................................  $   2,628
     2,000   Ouachita Parish West School District
               GO--Refunding Series A, 6.50%, 3/1/03,
               FSA, Callable 3/1/01 @102................      2,159
     1,250   Ouachita Parish West School District
               GO--Refunding Series A, 6.60%, 3/1/04,
               FSA, Callable 3/1/01 @102................      1,354
     2,695   Ouachita Parish West School District
               GO--Refunding Series A, 6.65%, 3/1/05,
               FSA......................................      2,926
     1,655   Ouachita Parish West School District
               GO--Refunding Series A, 6.70%, 3/1/06,
               FSA......................................      1,796
     1,440   Plaquemines Parish GO, 6.40%, 8/1/04,
               AMBAC....................................      1,548
       420   Plaquemines Parish, Sales & Use Tax, 6.70%,
               12/1/08..................................        443
       410   Plaquemines Parish, Sales & Use Tax, 6.70%,
               12/1/09..................................        430
       605   Plaquemines Parish School Board, Sales &
               Use Tax, 6.65%, 3/1/05...................        649
     2,280   Public Facilities Authority, Alton Ochsner
               Medical Foundation, Project A, Health
               Care Revenue, 6.30%, 5/15/04, MBIA.......      2,437
     1,030   Public Facilities Authority, General
               Health, Inc. Project, Health Care
               Revenue, 5.55%, 11/1/04, MBIA............      1,060
     1,000   Public Facilities Authority, Lafayette
               General Medical Center Project, Health
               Care Revenue, 6.05%, 10/1/04, FSA,
               Callable 10/1/02 @102....................      1,059
     1,135   Public Facilities Authority, Mary Bird
               Perkins Cancer Center, Health Care
               Revenue, 5.50%, 1/1/04, FSA..............      1,159
       500   Public Facilities Authority, Our Lady of
               Lake Hospital, Health Care Revenue,
               5.70%, 12/1/04, MBIA, Callable 12/1/01
               @102.....................................        514
     1,785   Public Facilities Authority Revenue, Health
               & Education, Health Care Revenue, 7.30%,
               12/1/15, Sumitomo Bank, Ltd., Mandatory
               Put 6/1/97 @100*.........................      1,831
     3,925   Public Facilities Authority Revenue, Health
               & Education Series B, Health Care
               Revenue, 7.30%, 12/1/15, Sumitomo Bank,
               Ltd., Mandatory Put 6/1/97 @100*.........      4,045
       500   Public Facilities Authority Revenue, Loyola
               University Series A, 7.20%, 10/1/00,
               Callable 10/1/99 @102....................        542
</TABLE>
 
CONTINUED
 
- ----36
<PAGE>   923
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LOUISIANA MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                  Louisiana, continued:
$    1,960   Public Facilities Authority Revenue, Loyola
               University, 6.60%, 4/1/05, Callable
               4/1/02 @102..............................  $   2,119
       750   Public Facilities Authority Revenue, Tulane
               University Series C, 7.00%, 8/15/97......        775
       300   Public Facilities Authority Revenue, Tulane
               University Series C, 7.20%, 8/15/98,
               Callable 8/15/97 @102....................        315
       300   Public Facilities Authority Revenue, Tulane
               University Series A, 7.50%, 5/15/00,
               Callable 5/15/98 @102....................        319
       735   Public Facilities Authority Revenue, Tulane
               University, 5.55%, 10/1/07, AMBAC,
               Callable 10/1/06 @102....................        742
     1,605   Public Facilities Authority Revenue, Tulane
               University, 5.75%, 10/1/09, AMBAC,
               Callable 10/1/06 @102....................      1,619
     2,145   Public Facilities Authority Revenue, Tulane
               University, Unrefunded Balance, 6.25%,
               7/15/06..................................      2,238
       550   Public Facilities Authority Revenue, Tulane
               University, Unrefunded Balance, 6.40%,
               11/15/07.................................        579
       605   Public Facilities Authority Revenue, Tulane
               University Series B, Unrefunded Balance,
               7.00%, 8/15/97...........................        625
       170   Public Facilities Authority Revenue, Tulane
               University Series B, Unrefunded Balance,
               7.20%, 8/15/98...........................        178
       325   Public Facilities Authority Revenue, Tulane
               University Series A-1, Unrefunded
               Balance, 5.80%, 2/15/04, FGIC............        340
       725   Public Facilities Authority Revenue, Tulane
               University Series A-1, Unrefunded
               Balance, 6.00%, 2/15/07, FGIC............        758
       710   Public Facilities Authority Revenue
               Refunding, Multi-Family Housing, Linlake
               Village, 5.25%, 6/1/07*..................        718
       110   Public Facilities Authority Revenue,
               Special Assessment (Escrowed), 7.38%,
               6/1/09...................................        119
       870   Public Facilities Authority, St. Francis
               Medical Center Project, Health Care
               Revenue, 4.90%, 7/1/05, FSA, Callable
               7/1/04 @102..............................        843
       500   Public Facilities Authority, Women's
               Hospital Foundation, Health Care Revenue,
               7.20%, 10/1/97, FGIC.....................        519
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                  Louisiana, continued:
$    1,235   Public Facilities Authority, Women's
               Hospital Foundation, Health Care Revenue,
               6.85%, 10/1/05, Callable 10/1/02 @102....  $   1,250
       730   Public Facilities Authority, Women's
               Hospital Foundation, Health Care Revenue,
               5.40%, 10/1/05, FGIC, Callable 10/1/04
               @102.....................................        733
     1,715   Public Facilities Authority, Women's
               Hospital Foundation, Health Care Revenue,
               5.50%, 10/1/06, FGIC, Callable 10/1/04
               @102.....................................      1,723
       670   Rapides Parish School District #11 GO,
               6.90%, 2/1/01, FGIC......................        715
     1,475   Rapides Parish School District #11 GO,
               6.95%, 2/1/02, FGIC......................      1,570
       500   Rapides Parish Consolidated School District
               #62 GO, 7.25%, 4/1/00, MBIA..............        533
       750   St Charles Parish Public Improvement, Sales
               & Use Tax, 6.60%, 11/1/07................        783
     1,000   St. Charles Parish School District # 1 GO,
               6.25%, 3/1/04, AMBAC.....................      1,058
     2,350   St. Charles Parish School District # 1 GO,
               6.45%, 3/1/06, AMBAC.....................      2,485
       870   St John Baptist Parish School District #1
               GO, 6.25%, 3/1/05........................        904
     1,000   St. Landry Parish Consolidated School
               District # 1 GO, 8.00%, 5/1/98, MBIA.....      1,066
       750   St. Landry Parish Consolidated School
               District # 1 GO, 6.10%, 5/1/07, MBIA.....        777
       300   St. Tammany Parish Refunding GO, 7.40%,
               3/1/98, FGIC.............................        315
     1,000   St. Tammany Parish District # 3 Series A,
               Sales & Use Tax, 6.50%, 12/1/02, FGIC....      1,066
     1,000   St. Tammany Parish District # 3 Series A,
               Sales & Use Tax, 6.50%, 12/1/03, FGIC....      1,071
       750   St. Tammany Parish District # 3 Series A,
               Sales & Use Tax, 6.50%, 12/1/05, FGIC....        792
     1,815   St. Tammany Parish Hospital Service,
               Hospital District # 1, Health Care
               Revenue, 6.30%, 7/1/07, FGIC.............      1,867
       620   St. Tammany Parish School Board, Sales &
               Use Tax, 6.70%, 4/1/98, FGIC.............        645
       550   St. Tammany Parish School District # 12,
               Sales & Use Tax, 6.50%, 3/1/01, FGIC.....        590
       400   St. Tammany Parish School District # 12,
               Sales & Use Tax, 6.50%, 3/1/04, FGIC.....        422
       480   Shreveport GO, 6.20%, 3/1/02, AMBAC........        506
       500   Shreveport GO, 6.70%, 2/1/03, AMBAC........        533
       480   Shreveport GO, 5.90%, 2/1/07...............        490
     1,000   Shreveport GO, 5.20%, 2/1/10, AMBAC........        960
       930   Shreveport Water & Sewer Revenue Series A,
               7.75%, 12/1/02, FGIC.....................      1,073
</TABLE>
 
CONTINUED
 
                                                                          37----
<PAGE>   924
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LOUISIANA MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
MUNICIPAL BONDS, CONTINUED:
<C>          <S>                                          <C>
                                  Louisiana, continued:
$      500   Shreveport Water & Sewer Revenue Series A,
               6.25%, 12/1/03, FGIC.....................  $     540
     1,665   Stadium & Exposition District, Hotel
               Occupancy Tax & Stadium Revenue, 5.65%,
               7/1/07, Callable 7/1/04 @102.............      1,702
     2,750   State GO, 7.10%, 9/1/03, FSA, Callable
               9/1/00 @102..............................      3,031
     1,750   State GO, 5.80%, 8/1/10....................      1,795
       750   State Correctional Facilities Corporate
               Lease Revenue Refunding, 5.60%, 12/15/03,
               FSA......................................        773
     3,020   State Energy & Power Authority Power
               Project Revenue Refunding-- Rodemacher
               Unit # 2, 6.75%, 1/1/08, FGIC............      3,270
       800   State Gas & Fuels Tax Revenue Series A,
               7.20%, 11/15/99..........................        860
     1,500   State Gas & Fuels Tax Revenue Series A,
               7.25%, 11/15/04..........................      1,633
       400   State Offshore Terminal Authority Deepwater
               Port Revenue, Refunding, 1st Stage Series
               B, Loop Inc., 6.00%, 9/1/01..............        416
     1,065   State Offshore Terminal Authority Deepwater
               Port Revenue, Refunding, 1st Stage Series
               B, Loop Inc., 6.10%, 9/1/02..............      1,115
     2,750   State Offshore Terminal Authority Deepwater
               Port Revenue, Refunding, 1st Stage Series
               B, Loop Inc., 6.25%, 9/1/04..............      2,903
     4,000   State Reference Series A, 6.00%, 8/1/04,
               FGIC.....................................      4,247
     2,160   State Reference Series A, GO, 7.00%,
               8/1/02, Callable 8/1/97 @102.............      2,276
 
<CAPTION>
 SHARES OR
 PRINCIPAL                    SECURITY                     MARKET
  AMOUNT                     DESCRIPTION                    VALUE
- -----------  -------------------------------------------  ---------
<C>          <S>                                          <C>
MUNICIPAL BONDS, CONTINUED:
                                  Louisiana, continued:
$      430   State Series A, 6.00%, 5/1/08, AMBAC.......  $     445
     1,500   State Series A, GO, 6.00%, 8/1/00..........      1,573
     6,290   State Series A, GO, 6.00%, 5/15/99, MBIA...      6,533
       150   Sulphur Public Improvements Series B, Sales
               & Use Tax, 6.00%, 3/1/00, MBIA...........        150
       615   Sulphur Public Improvements Series B, Sales
               & Use Tax, 6.00%, 3/1/01, MBIA...........        616
     1,435   Tangipahoa Parish Consolidated School
               District # 1 Refunding, Sales & Use Tax,
               6.15%, 12/1/07, GO.......................      1,498
     1,285   Terrebonne Parish Hospital Service,
               District # 1 Terrebone General Medical
               Center Project, Health Care Revenue
               Refunding, 7.40%, 4/1/03, BIG............      1,366
       690   Terrebonne Parish Waterworks District # 1,
               Water Revenue, 5.70%, 11/1/06, FGIC......        714
       500   Terrebonne Parish Waterworks District # 1,
               Water Revenue, 5.75%, 11/1/08, FGIC......        509
       555   Vermilion Parish Hospital Service, District
               # 2, Health Care Revenue Refunding Series
               A, GO, 6.35%, 5/1/00, MBIA...............        584
                                                          ---------
  Total Municipal Bonds                                     189,906
                                                          ---------
INVESTMENT COMPANIES (1.5%):
     2,929   The One Group Municipal Money Market Fund,
               Fiduciary Class..........................      2,929
                                                          ---------
  Total Investment Companies                                  2,929
                                                          ---------
Total (Cost--$189,709) (a)                                $ 192,835
                                                          ---------
                                                          ---------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $192,743.
 
<TABLE>
<C>        <S>
      (a)  Represents  cost for federal income tax purposes and differs from value by net unrealized appreciation of securities as
           follows (amounts in thousands):
</TABLE>
 
<TABLE>
<S>                                                                           <C>
Unrealized appreciation.....................................................  $   4,000
Unrealized depreciation.....................................................       (874)
                                                                              ---------
Net unrealized appreciation.................................................  $   3,126
                                                                              ---------
                                                                              ---------
</TABLE>
 
CONTINUED
 
- ----38
<PAGE>   925
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
LOUISIANA MUNICIPAL BOND FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS, CONTINUED                       JUNE 30, 1996
(Amounts in Thousands)
 
<TABLE>
<S>        <C>
           Variable rate  securities having  liquidity sources  through bank  letters of  credit or  other credit  and/or
           liquidity  agreements. The interest rate, which will change periodically, is based upon bank prime rates or an
           index of market interest rates.  The rate reflected on  the Schedule of Portfolio  Investments is the rate  in
        *  effect at June 30, 1996.
 
AMBAC      Insured by AMBAC Indemnity Corporation
BIG        Insured by Bond Insurance Guaranty
FGIC       Insured by Financial Guaranty Insurance Corp.
FHLMC      Insured by Federal Home Loan Mortgage Corp.
FNMA       Insured by Federal National Mortgage Assoc.
FSA        Insured by Financial Security Assurance
GNMA       Insured by Government National Mortgage Assoc.
GO         General Obligation
MBIA       Insured by Municipal Bond Insurance Assoc.
ST         Special Tax
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          39----
<PAGE>   926
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF ASSETS AND LIABILITIES                               JUNE 30, 1996
<TABLE>
<CAPTION>
                                                                 (Amounts in Thousands, except per share amounts)
 
<S>                                                       <C>             <C>          <C>               <C>
                                                           INTERMEDIATE    MUNICIPAL       KENTUCKY            OHIO
                                                          TAX-FREE BOND     INCOME      MUNICIPAL BOND    MUNICIPAL BOND
                                                               FUND          FUND            FUND              FUND
                                                          --------------  -----------  ----------------  ----------------
ASSETS:
Investments, at value (cost $227,749; $291,275; $39,153;
 $100,675; $189,709)....................................    $  230,575     $ 291,562      $   39,523        $  104,955
Interest receivable.....................................         3,134         4,987             644             1,160
Receivable from brokers for investments sold............            --           772              --                --
Receivable for capital shares issued....................         1,107         1,456              30               585
Receivable from adviser.................................            55            39              10                29
Deferred organization costs.............................            --             6              --                --
                                                          --------------  -----------       --------          --------
TOTAL ASSETS............................................       234,871       298,822          40,207           106,729
                                                          --------------  -----------       --------          --------
LIABILITIES:
Cash overdrafts.........................................         1,107         1,063              28               186
Dividends payable.......................................           890         1,285             154               433
Payable to brokers for investments purchased............         6,333         5,985              --                --
Payable for capital shares redeemed.....................            10            49              --                 4
Accrued expenses and other payables:
    Investment advisory fees............................           110           106              20                51
    Administration fees.................................            30            39               5                14
    12b-1 fees (Class A)................................             1             5               2                 4
    12b-1 fees (Class B)................................             2            17               1                 6
    Other...............................................           126           167              62                59
                                                          --------------  -----------       --------          --------
TOTAL LIABILITIES.......................................         8,609         8,716             272               757
                                                          --------------  -----------       --------          --------
NET ASSETS:
Capital.................................................       222,793       297,878          41,380           105,650
Undistributed net investment income.....................           233            20              --                 8
Accumulated undistributed net realized gains (losses)
 from investment transactions...........................           410        (8,079)         (1,815)           (3,966)
Net unrealized appreciation (depreciation) from
 investments............................................         2,826           287             370             4,280
                                                          --------------  -----------       --------          --------
NET ASSETS..............................................    $  226,262     $ 290,106      $   39,935        $  105,972
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
Net Assets
    Fiduciary...........................................    $  217,201     $ 241,115      $   30,300        $   80,611
    Class A.............................................         6,622        25,787           8,178            16,507
    Class B.............................................         2,439        23,204           1,457             8,854
                                                          --------------  -----------       --------          --------
                                                            $  226,262     $ 290,106      $   39,935        $  105,972
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
Outstanding units of beneficial interest (shares)
    Fiduciary...........................................        20,353        24,956           3,018             7,540
    Class A.............................................           621         2,662             814             1,540
    Class B.............................................           228         2,403             146               820
                                                          --------------  -----------       --------          --------
Total...................................................        21,202        30,021           3,978             9,900
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
Net asset value
    Fiduciary--offering and redemption price per
      share.............................................    $    10.67     $    9.66      $    10.04        $    10.69
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
    Class A--redemption price per share.................    $    10.67     $    9.69      $    10.05        $    10.72
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
    Class A--maximum sales charge.......................          4.50%         4.50%           4.50%             4.50%
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
    Class A maximum offering price (100%/ (100%-maximum
      sales charge) of net asset value adjusted to
      nearest cent) per share...........................    $    11.17     $   10.15      $    10.52        $    11.23
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
    Class B--offering price per share (a)...............    $    10.68     $    9.66      $     9.99        $    10.79
                                                          --------------  -----------       --------          --------
                                                          --------------  -----------       --------          --------
 
<CAPTION>
 
<S>                                                       <C>
                                                             LOUISIANA
                                                           MUNICIPAL BOND
                                                                FUND
                                                          ----------------
ASSETS:
Investments, at value (cost $227,749; $291,275; $39,153;
 $100,675; $189,709)....................................     $  192,835
Interest receivable.....................................          3,197
Receivable from brokers for investments sold............             --
Receivable for capital shares issued....................             32
Receivable from adviser.................................             32
Deferred organization costs.............................             --
                                                               --------
TOTAL ASSETS............................................        196,096
                                                               --------
LIABILITIES:
Cash overdrafts.........................................             --
Dividends payable.......................................            733
Payable to brokers for investments purchased............          2,395
Payable for capital shares redeemed.....................             21
Accrued expenses and other payables:
    Investment advisory fees............................             95
    Administration fees.................................             26
    12b-1 fees (Class A)................................             11
    12b-1 fees (Class B)................................              2
    Other...............................................             70
                                                               --------
TOTAL LIABILITIES.......................................          3,353
                                                               --------
NET ASSETS:
Capital.................................................        190,213
Undistributed net investment income.....................             --
Accumulated undistributed net realized gains (losses)
 from investment transactions...........................           (596)
Net unrealized appreciation (depreciation) from
 investments............................................          3,126
                                                               --------
NET ASSETS..............................................     $  192,743
                                                               --------
                                                               --------
Net Assets
    Fiduciary...........................................     $  136,041
    Class A.............................................         53,479
    Class B.............................................          3,223
                                                               --------
                                                             $  192,743
                                                               --------
                                                               --------
Outstanding units of beneficial interest (shares)
    Fiduciary...........................................         13,706
    Class A.............................................          5,388
    Class B.............................................            325
                                                               --------
Total...................................................         19,419
                                                               --------
                                                               --------
Net asset value
    Fiduciary--offering and redemption price per
      share.............................................     $     9.93
                                                               --------
                                                               --------
    Class A--redemption price per share.................     $     9.93
                                                               --------
                                                               --------
    Class A--maximum sales charge.......................           4.50%
                                                               --------
                                                               --------
    Class A maximum offering price (100%/ (100%-maximum
      sales charge) of net asset value adjusted to
      nearest cent) per share...........................     $    10.40
                                                               --------
                                                               --------
    Class B--offering price per share (a)...............     $     9.93
                                                               --------
                                                               --------
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
      (a)  Redemption price per Class B share varies based on length of time shares are held.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----40
<PAGE>   927
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF OPERATIONS                        FOR THE YEAR ENDED JUNE 30, 1996
<TABLE>
<CAPTION>
                                                                                (Amounts in Thousands)
 
<S>                                                       <C>              <C>          <C>                <C>
                                                           INTERMEDIATE     MUNICIPAL       KENTUCKY             OHIO
                                                             TAX-FREE        INCOME         MUNICIPAL          MUNICIPAL
                                                             BOND FUND        FUND          BOND FUND          BOND FUND
                                                          ---------------  -----------  -----------------  -----------------
INVESTMENT INCOME:
Interest income.........................................     $  12,507      $  15,260       $   2,128          $   5,574
Dividend income.........................................           105             82              17                 85
                                                               -------     -----------         ------             ------
Total Income............................................        12,612         15,342           2,145              5,659
                                                               -------     -----------         ------             ------
EXPENSES:
Investment advisory fees................................         1,400          1,103             241                586
Administration fees.....................................           390            409              68                165
12b-1 fees (Class A)....................................            25             64              30                 48
12b-1 fees (Class B)....................................            16            139               5                 56
Custodian and accounting fees...........................            56             93              22                 29
Legal and audit fees....................................            29             55              15                 20
Organization costs......................................             1              3              --                  6
Trustees' fees and expenses.............................             6              7               1                  3
Transfer agent fees.....................................            67            100              42                 88
Registration and filing fees............................            48             46              10                 21
Printing costs..........................................            31             36               8                 17
Other...................................................            10             13               3                  5
                                                               -------     -----------         ------             ------
Total expenses before waivers/reimbursements............         2,079          2,068             445              1,044
Less waivers/reimbursements.............................          (779)          (507)           (146)              (395)
                                                               -------     -----------         ------             ------
Net expenses............................................         1,300          1,561             300                649
                                                               -------     -----------         ------             ------
Net Investment Income...................................        11,312         13,781           1,845              5,010
                                                               -------     -----------         ------             ------
REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) from investment
 transactions...........................................         1,432         (2,505)            (36)              (253)
Net change in unrealized appreciation (depreciation)
 from investments.......................................          (248)         1,176             571                483
                                                               -------     -----------         ------             ------
Net realized/unrealized gains (losses) from
 investments............................................         1,184         (1,329)            535                230
                                                               -------     -----------         ------             ------
Change in net assets resulting from operations..........     $  12,496      $  12,452       $   2,380          $   5,240
                                                               -------     -----------         ------             ------
                                                               -------     -----------         ------             ------
 
<CAPTION>
 
<S>                                                       <C>
                                                             LOUISIANA
                                                             MUNICIPAL
                                                            BOND FUND(A)
                                                          ----------------
INVESTMENT INCOME:
Interest income.........................................     $    6,372
Dividend income.........................................             40
                                                                -------
Total Income............................................          6,412
                                                                -------
EXPENSES:
Investment advisory fees................................            641
Administration fees.....................................            185
12b-1 fees (Class A)....................................             52
12b-1 fees (Class B)....................................             14
Custodian and accounting fees...........................             51
Legal and audit fees....................................             26
Organization costs......................................              1
Trustees' fees and expenses.............................              2
Transfer agent fees.....................................             55
Registration and filing fees............................             --
Printing costs..........................................              6
Other...................................................             19
                                                                -------
Total expenses before waivers/reimbursements............          1,052
Less waivers/reimbursements.............................           (218)
                                                                -------
Net expenses............................................            834
                                                                -------
Net Investment Income...................................          5,578
                                                                -------
REALIZED/UNREALIZED GAINS (LOSSES) FROM INVESTMENTS:
Net realized gains (losses) from investment
 transactions...........................................           (146)
Net change in unrealized appreciation (depreciation)
 from investments.......................................         (3,198)
                                                                -------
Net realized/unrealized gains (losses) from
 investments............................................         (3,344)
                                                                -------
Change in net assets resulting from operations..........     $    2,234
                                                                -------
                                                                -------
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
      (a)  For the period from December 1, 1995 to June 30, 1996.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          41----
<PAGE>   928
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                   INTERMEDIATE                                  KENTUCKY MUNICIPAL BOND
                                                TAX-FREE BOND FUND            MUNICIPAL                    FUND
                                                                             INCOME FUND         ------------------------
                                             ------------------------  ------------------------                 PERIOD
                                             YEAR ENDED   YEAR ENDED   YEAR ENDED   YEAR ENDED   YEAR ENDED   ENDED JUNE
                                              JUNE 30,     JUNE 30,     JUNE 30,     JUNE 30,     JUNE 30,        30,
                                                1996         1995         1996         1995         1996       1995 (A)
                                             -----------  -----------  -----------  -----------  -----------  -----------
<S>                                          <C>          <C>          <C>          <C>          <C>          <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income..................   $  11,312    $  10,310    $  13,782    $  10,865    $   1,845    $     886
    Net realized gains (losses) from
      investment and transactions..........       1,432        1,387       (2,505)      (3,212)         (36)        (447)
    Net change in unrealized appreciation
      (depreciation) from investments......        (248)       1,623        1,176        3,441          571        2,403
                                             -----------  -----------  -----------  -----------  -----------  -----------
Change in net assets resulting from
  operations...............................      12,496       13,320       12,453       11,094        2,380        2,842
                                             -----------  -----------  -----------  -----------  -----------  -----------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS:
    From net investment income.............     (10,698)      (9,992)     (12,119)      (9,899)      (1,450)        (704)
    From net realized gains from investment
      transactions.........................        (468)          --           --           --           --           --
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income.............        (328)        (237)        (996)        (593)        (374)        (182)
    In excess of net investment income.....          --          (11)          --           --           --           --
    From net realized gains from investment
      transactions.........................         (17)          --           --           --           --           --
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income.............         (64)         (35)        (666)        (343)         (21)          --
    From net realized gains from investment
      transactions.........................          (3)          --           --           --           --           --
                                             -----------  -----------  -----------  -----------  -----------  -----------
Change in net assets from shareholder
  distributions............................     (11,578)     (10,275)     (13,781)     (10,835)      (1,845)        (886)
                                             -----------  -----------  -----------  -----------  -----------  -----------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued............      79,285       76,973      135,163       92,292        7,868       13,688
    Dividends reinvested...................       1,603        1,337        1,920        1,490          224          117
    Cost of shares redeemed................     (73,503)     (52,112)     (51,353)     (56,680)     (10,109)     (16,297)
                                             -----------  -----------  -----------  -----------  -----------  -----------
Change in net assets from share
  transactions.............................       7,385       26,198       85,730       37,102       (2,017)      (2,492)
                                             -----------  -----------  -----------  -----------  -----------  -----------
Change in net assets.......................       8,303       29,243       84,402       37,361       (1,482)        (536)
NET ASSETS:
    Beginning of period....................     217,959      188,716      205,704      168,343       41,417       41,953
                                             -----------  -----------  -----------  -----------  -----------  -----------
    End of period..........................   $ 226,262    $ 217,959    $ 290,106    $ 205,704    $  39,935    $  41,417
                                             -----------  -----------  -----------  -----------  -----------  -----------
                                             -----------  -----------  -----------  -----------  -----------  -----------
SHARE TRANSACTIONS:
    Issued.................................       7,384        7,387       13,875        9,619          779        1,341
    Reinvested.............................         148          128          197          155           23           12
    Redeemed...............................      (6,824)      (5,012)      (5,278)      (5,967)        (997)      (1,602)
                                             -----------  -----------  -----------  -----------  -----------  -----------
                                             -----------  -----------  -----------  -----------  -----------  -----------
Change in shares...........................         708        2,503        8,794        3,807         (195)        (249)
                                             -----------  -----------  -----------  -----------  -----------  -----------
                                             -----------  -----------  -----------  -----------  -----------  -----------
Undistributed (distributions in excess of)
  net investment income included in net
  assets:
    End of period..........................   $     233    $      11    $      20    $      19    $      --    $      --
                                             -----------  -----------  -----------  -----------  -----------  -----------
                                             -----------  -----------  -----------  -----------  -----------  -----------
 
<CAPTION>
 
                                                PERIOD
                                                ENDED
                                             JANUARY 19,
                                               1995 (B)
                                             ------------
<S>                                          <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income..................   $    2,318
    Net realized gains (losses) from
      investment and transactions..........       (1,331)
    Net change in unrealized appreciation
      (depreciation) from investments......       (4,798)
                                             ------------
Change in net assets resulting from
  operations...............................       (3,811)
                                             ------------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS:
    From net investment income.............       (2,409)
    From net realized gains from investment
      transactions.........................           --
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income.............           --
    In excess of net investment income.....           --
    From net realized gains from investment
      transactions.........................           --
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income.............           --
    From net realized gains from investment
      transactions.........................           --
                                             ------------
Change in net assets from shareholder
  distributions............................       (2,409)
                                             ------------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued............       12,790
    Dividends reinvested...................          340
    Cost of shares redeemed................      (29,620)
                                             ------------
Change in net assets from share
  transactions.............................      (16,490)
                                             ------------
Change in net assets.......................      (22,710)
NET ASSETS:
    Beginning of period....................       64,663
                                             ------------
    End of period..........................   $   41,953
                                             ------------
                                             ------------
SHARE TRANSACTIONS:
    Issued.................................        1,300
    Reinvested.............................           35
    Redeemed...............................       (3,103)
                                             ------------
                                             ------------
Change in shares...........................       (1,768)
                                             ------------
                                             ------------
Undistributed (distributions in excess of)
  net investment income included in net
  assets:
    End of period..........................   $       --
                                             ------------
                                             ------------
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
      (a)  For the period from January 20, 1995 (date merged) to June 30, 1995.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  For the period from February 1, 1994 to January 19, 1995.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----42
<PAGE>   929
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
                                                      OHIO MUNICIPAL BOND FUND
                                                                                      LOUISIANA MUNICIPAL BOND FUND (A)
                                                      ------------------------  ----------------------------------------------
                                                      YEAR ENDED   YEAR ENDED    SEVEN MONTHS     YEAR ENDED      YEAR ENDED
                                                       JUNE 30,     JUNE 30,    ENDED JUNE 30,   NOVEMBER 30,    NOVEMBER 30,
                                                         1996         1995           1996            1995            1994
                                                      -----------  -----------  --------------  --------------  --------------
<S>                                                   <C>          <C>          <C>             <C>             <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income...........................   $   5,010    $   5,282     $    5,578      $   10,058      $   10,034
    Net realized losses from investment
      transactions..................................        (253)      (3,290)          (146)            (11)           (403)
    Net change in unrealized appreciation
      (depreciation) from investments...............         483        3,601         (3,198)         14,487         (15,995)
                                                      -----------  -----------  --------------  --------------  --------------
Change in net assets resulting from operations......       5,240        5,593          2,234          24,534          (6,364)
                                                      -----------  -----------  --------------  --------------  --------------
DISTRIBUTIONS TO FIDUCIARY SHAREHOLDERS (B):
    From net investment income......................      (4,102)      (4,520)        (1,732)             --              --
DISTRIBUTIONS TO CLASS A SHAREHOLDERS:
    From net investment income......................        (670)        (627)        (3,782)        (10,014)        (10,033)
    In excess of net investment income..............          --          (22)            --              --              --
    From net realized gains.........................          --           --             --              --          (2,114)
    In excess of net realized gains from investment
      transactions..................................          --           --             --              --             (36)
DISTRIBUTIONS TO CLASS B SHAREHOLDERS:
    From net investment income......................        (238)        (112)           (64)            (44)             (2)
    In excess of net investment income..............          --           (1)            --              --              --
                                                      -----------  -----------  --------------  --------------  --------------
Change in net assets from shareholder
  distributions.....................................      (5,010)      (5,282)        (5,578)        (10,058)        (12,185)
                                                      -----------  -----------  --------------  --------------  --------------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued.....................      28,462       12,266         13,459          27,568          44,951
    Dividends reinvested............................         890          870            929           1,980           2,653
    Cost of shares redeemed.........................     (18,818)     (28,426)       (26,535)        (32,814)        (28,565)
                                                      -----------  -----------  --------------  --------------  --------------
Change in net assets from share transactions........      10,534      (15,290)       (12,147)         (3,266)         19,039
                                                      -----------  -----------  --------------  --------------  --------------
Change in net assets................................      10,764      (14,979)       (15,491)         11,210             490
NET ASSETS:
    Beginning of period.............................      95,208      110,187        208,234         197,024         196,534
                                                      -----------  -----------  --------------  --------------  --------------
    End of period...................................   $ 105,972    $  95,208     $  192,743      $  208,234      $  197,024
                                                      -----------  -----------  --------------  --------------  --------------
                                                      -----------  -----------  --------------  --------------  --------------
SHARE TRANSACTIONS:
    Issued..........................................       2,628        1,160            870           2,610           4,251
    Issued in restatement of net asset value (c)....                                   1,261
    Reinvested......................................          82           82             89             189             250
    Redeemed........................................      (1,744)      (2,717)        (2,146)         (3,138)         (2,744)
                                                      -----------  -----------  --------------  --------------  --------------
Change in shares....................................         966       (1,475)            74            (339)          1,757
                                                      -----------  -----------  --------------  --------------  --------------
                                                      -----------  -----------  --------------  --------------  --------------
Undistributed (distributions in excess of) net
  investment income included in net assets:
    End of period...................................   $       8    $       8     $       --      $       --      $       --
                                                      -----------  -----------  --------------  --------------  --------------
                                                      -----------  -----------  --------------  --------------  --------------
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Louisiana Tax-Free Fund became the Louisiana Municipal Bond
           Fund. Changes in net assets for the periods prior to March 26, 1996 represent the Paragon Louisiana Tax-Free Fund.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Fiduciary Shares of the Louisiana Municipal Bond Fund commenced operations March 26, 1996 upon the conversion of
           certain Class A Shares to Fiduciary Shares.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Pursuant to its reorganization as a fund of The One Group, the Louisiana Municipal Bond Fund issued additional shares
           at the close of business March 25, 1996 as a result of restatement of the net asset values of Class A Shares from
           $10.67 to $10.00 and Class B Shares from $10.70 to $10.00.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          43----
<PAGE>   930
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS                                      JUNE 30, 1996
 
1.  ORGANIZATION:
 
    The  One Group (the "Trust") is  registered under the Investment Company Act
    of 1940, as  amended (the  "1940 Act"),  as an  open-end investment  company
    established  as a Massachusetts  business trust. The  Trust is registered to
    offer four classes of shares: Fiduciary,  Class A, Class B and Service.  The
    Trust  currently  consists  of  twenty-six  active  funds.  The accompanying
    financial statements and financial highlights are those of the  Intermediate
    Tax-Free  Bond Fund, the Municipal Income  Fund, the Kentucky Municipal Bond
    Fund, the Ohio  Municipal Bond Fund  and the Louisiana  Municipal Bond  Fund
    (individually  a "Fund", collectively the "Funds")  only. The Funds are each
    offered in Fiduciary Class, Class A and  Class B Shares. Class A Shares  are
    subject  to  initial sales  charges,  imposed at  the  time of  purchase, in
    accordance with  the Funds'  prospectuses. Certain  redemptions of  Class  B
    Shares  are subject to contingent deferred  sales charges in accordance with
    the Funds' prospectuses. Each Fund is a diversified mutual fund, except  for
    the  Kentucky  Municipal  Bond  Fund,  Ohio  Municipal  Bond  Fund,  and the
    Louisiana Municipal Bond Fund, which are non-diversified. Effective February
    7, 1996, the Tax-Free Bond Fund was renamed the Municipal Income Fund.
 
    The Trust  entered  into  an  Agreement  and  Plan  of  Reorganization  (the
    "Agreement")   with  the  Paragon  Portfolio  ("Paragon"),  a  Massachusetts
    business trust. Pursuant to the Agreement all of the assets and  liabilities
    of  each Paragon Fund transferred to a fund of The One Group in exchange for
    shares of  the  corresponding fund  of  The  One Group.  Subsequent  to  the
    reorganization,  the fiscal year end changed from November 30 to June 30 for
    the Louisiana Municipal Bond Fund. Therefore, the current period  statements
    of operations and changes in net assets for that Fund present the results of
    operations  and changes in  net assets for  the seven months  ended June 30,
    1996.
 
    The Funds' investment objectives are as follows:
 
<TABLE>
<CAPTION>
FUND                                OBJECTIVE
- ----------------------------------  -------------------------------------------------------------------
<S>                                 <C>
Intermediate Tax-Free Bond Fund     Current income exempt from Federal income taxes consistent with
                                    prudent investment management and the preservation of capital.
Municipal Income Fund               Current income exempt from Federal income taxes.
Kentucky Municipal Bond Fund        Current income both consistent with the preservation of capital and
                                    exempt from federal income tax and Kentucky personal income tax.
Ohio Municipal Bond Fund            Current income both consistent with the preservation of principal
                                    and exempt from federal and Ohio income tax.
Louisiana Municipal Bond Fund       Current income both consistent with the preservation of principal
                                    and exempt from federal and Louisiana income tax.
</TABLE>
 
2.  SIGNIFICANT ACCOUNTING POLICIES:
 
    The following is a  summary of significant  accounting policies followed  by
    the  Trust in the preparation of  its financial statements. The policies are
    in conformity with generally accepted accounting principles. The preparation
    of  financial  statements   requires  management  to   make  estimates   and
    assumptions  that affect the  reported amounts of  assets and liabilities at
    the date of the financial statements and the reported amounts of income  and
    expenses for the period. Actual results could differ from those estimates.
 
CONTINUED
 
- ----44
<PAGE>   931
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     SECURITY VALUATION
 
     Corporate  debt securities and debt securities  of U.S. issuers (other than
     short-term investments maturing  in 60 days  or less), including  municipal
     securities, are valued on the basis of valuations provided by dealers or by
     an   independent  pricing  service  approved  by  the  Board  of  Trustees.
     Short-term investments maturing in 60 days or less are valued at  amortized
     cost,  which approximates market value. Futures contracts are valued at the
     settlement price established each day by the board of trade or an  exchange
     on  which they are traded.  Options traded on an  exchange are valued using
     the last sale price or, in the absence of a sale, the last offering  price.
     Options   traded   over-the-counter   are   valued   using  dealer-supplied
     valuations.  Investments  for  which  there  are  no  such  quotations   or
     valuations  are valued  at fair  value as determined  in good  faith by the
     investment adviser under the direction of the Board of Trustees.
 
     REPURCHASE AGREEMENTS
 
     The Funds may invest  in repurchase agreements  with institutions that  the
     Fund's  investment adviser has determined are creditworthy. Each repurchase
     agreement is  recorded  at cost.  The  Fund requires  that  the  securities
     purchased  in  a repurchase  agreement  transaction be  transferred  to the
     custodian in  a  manner sufficient  to  enable  the Fund  to  obtain  those
     securities  in the event  of a counterparty default.  The seller, under the
     repurchase agreement, is required to  maintain the value of the  securities
     held at not less than the repurchase price, including accrued interest.
 
     WRITTEN OPTIONS
 
     The Funds may write covered call or put options for which premiums received
     are  recorded as liabilities  and are subsequently  adjusted to the current
     value of the options written. Premiums received from writing options  which
     expire  are  treated  as  realized gains.  Premiums  received  from writing
     options, which  are either  exercised  or closed,  are offset  against  the
     proceeds  received or amount paid on  the transaction to determine realized
     gains or losses.
 
     FUTURES CONTRACTS
 
     The Funds may  enter into  futures contracts  for the  delayed delivery  of
     securities  at a fixed price  at some future date or  for the change in the
     value of a specified financial index over a predetermined time period. Cash
     or securities are deposited with brokers  in order to maintain a  position.
     Subsequent  payments made or received by the fund based on the daily change
     in the market value of the position are recorded as unrealized appreciation
     or depreciation  until  the contract  is  closed  out, at  which  time  the
     appreciation or depreciation is realized.
 
     INDEXED SECURITIES
 
     The  Funds may  invest in indexed  securities whose value  is linked either
     directly or inversely  to changes  in foreign  currencies, interest  rates,
     commodities, indices or other reference instruments. Indexed securities may
     be  more volatile  than the referenced  instrument itself, but  any loss is
     limited to the amount of the original investment.
 
     MORTGAGE ROLLS
 
     The Funds may enter  into mortgage "dollar rolls"  in which the Fund  sells
     mortgage-backed   securities  for   delivery  in  the   current  month  and
     simultaneously contracts to repurchase substantially similar securities  on
     a specified future date. During the roll period, the Fund forgoes principal
     and   interest  paid  on  the   mortgage-backed  securities.  The  Fund  is
     compensated by fee  income, for  the difference between  the current  sales
     price and the lower forward price for the future purchase.
 
CONTINUED
 
                                                                          45----
<PAGE>   932
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     SECURITIES LENDING
 
     To  generate additional income, the Funds may  lend up to 33% of securities
     in which they are invested pursuant  to agreements requiring that the  loan
     be  continuously secured by cash, U.S. Government or U.S. Government Agency
     securities,  shares  of  an  investment  trust  or  mutual  fund,  or   any
     combination of cash and such securities as collateral equal at all times to
     at  least 100% of the market value  plus accrued interest on the securities
     lent. The  Funds  continue  to  earn  interest  on  securities  lent  while
     simultaneously  seeking to earn  interest on the  investment of collateral.
     Collateral is marked to  market daily to provide  a level of collateral  at
     least  equal to the market value of  securities lent. There may be risks of
     delay in  recovery  of  the  securities  or even  loss  of  rights  in  the
     collateral should the borrower of the securities fail financially. However,
     loans  will be made only  to borrowers deemed by the  Adviser to be of good
     standing and  creditworthy under  guidelines established  by the  Board  of
     Trustees  and when, in the judgment of the Adviser, the consideration which
     can be earned currently from such securities loans justifies the  attendant
     risk.  Loans are subject to termination by the Funds or the borrower at any
     time, and are, therefore, not considered to be illiquid investments. As  of
     June 30, 1996, the Funds had no securities on loan.
 
     SECURITY TRANSACTIONS AND RELATED INCOME
 
     Security transactions are accounted for on a trade date basis. Net realized
     gains  or  losses on  sales of  securities are  determined on  the specific
     identification cost method. Interest income and expenses are recognized  on
     the accrual basis. Dividends are recorded on the ex-dividend date. Interest
     income,  including any discount or premium,  is accrued as earned using the
     effective interest method.
 
     EXPENSES
 
     Expenses directly attributable to a Fund are charged directly to that Fund,
     while the expenses  which are  attributable to more  than one  fund of  the
     Trust  are allocated among the respective Funds. Each class of shares bears
     its pro-rata portion of  expenses attributable to  its series, except  that
     each  class separately bears  expenses related specifically  to that class,
     such as distribution fees.
 
     DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
 
     Dividends from net investment income are declared and paid monthly for  the
     Funds.  Net  realized  capital  gains, if  any,  are  distributed  at least
     annually. Dividends are declared  separately for each  class. No class  has
     preferential  dividend rights; differences in  per share dividend rates are
     generally due to differences in separate class expenses.
 
     Distributions from net  investment income  and from net  capital gains  are
     determined  in accordance with income tax regulations which may differ from
     generally accepted accounting principles.  These differences are  primarily
     due  to  differing  treatments  for  mortgage-backed  securities,  expiring
     capital loss carryforwards, and deferrals of certain losses. Permanent book
     and tax  basis differences,  which affect  shareholder distributions,  have
     been reclassified to additional paid-in capital.
 
     ORGANIZATION COSTS
 
     Costs  incurred by the Trust in connection with its organization, including
     the fees  and  expenses  of  registering  and  qualifying  its  shares  for
     distribution   have  been  deferred  and  are  being  amortized  using  the
     straight-line method  over  a  period  of five  years  beginning  with  the
     commencement   of  each  Fund's  operations.  All  such  costs,  which  are
     attributable to more than one fund, have been allocated among the funds  of
     the  Trust pro-rata, based on the relative  net assets of each fund. In the
     event that any of the initial shares are redeemed
 
CONTINUED
 
- ----46
<PAGE>   933
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     during such  period  by  any  holder thereof,  the  related  fund  will  be
     reimbursed  by such  holder for any  unamortized organization  costs in the
     proportion as the  number of  initial shares  being redeemed  bears to  the
     number of initial shares outstanding at the time of redemption.
 
     FEDERAL INCOME TAXES
 
     The  Trust treats  each Fund  as a separate  entity for  Federal income tax
     purposes.  Each  Fund  intends  to  continue  to  qualify  as  a  regulated
     investment  company by complying  with the provisions  available to certain
     investment companies  as defined  in applicable  sections of  the  Internal
     Revenue Code, and to make distributions from net investment income and from
     net   realized  capital  gains  sufficient  to  relieve  it  from  all,  or
     substantially all, federal income taxes.
 
3.  SHARES OF BENEFICIAL INTEREST:
 
    The Trust has an unlimited number of shares of beneficial interest, with  no
    par  value  which  may, without  shareholder  approval, be  divided  into an
    unlimited number of series of such  shares and any series may be  classified
    or reclassified into one or more classes. Currently, shares of the Trust are
    registered  to  be  offered  through  thirty-two  series  and  four classes:
    Fiduciary, Class A, Class  B and Service. Shareholders  are entitled to  one
    vote  for each  full share held  and will vote  in the aggregate  and not by
    class or series, except as otherwise  expressly required by law or when  the
    Board of Trustees has determined that the matter to be voted on affects only
    the  interest of shareholders of a particular class or series. The following
    is a summary of transactions in Fund  shares for the periods ended June  30,
    1996 and June 30, 1995:
 
CONTINUED
 
                                                                          47----
<PAGE>   934
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                        (Amounts in Thousands)
 
<S>                                     <C>          <C>          <C>        <C>          <C>          <C>          <C>
                                         INTERMEDIATE TAX-FREE    MUNICIPAL INCOME FUND       KENTUCKY MUNICIPAL BOND FUND
                                               BOND FUND          ----------------------  -------------------------------------
                                        ------------------------    YEAR                                 PERIOD       PERIOD
                                        YEAR ENDED   YEAR ENDED     ENDED    YEAR ENDED   YEAR ENDED   ENDED JUNE      ENDED
                                         JUNE 30,     JUNE 30,    JUNE 30,    JUNE 30,     JUNE 30,     30, 1995    JANUARY 19,
                                           1996         1995        1996        1995         1996          (A)      1995 (B)(C)
                                        -----------  -----------  ---------  -----------  -----------  -----------  -----------
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES:
  Proceeds from shares issued.........   $  73,620    $  74,654   $ 100,593   $  84,681    $   6,010    $   2,966    $  12,790
  Dividends reinvested................       1,311        1,137         835         805           30            6          340
  Cost of shares redeemed.............     (69,859)     (50,142)    (45,206)    (52,518)      (8,690)     (14,827)     (29,620)
                                        -----------  -----------  ---------  -----------  -----------  -----------  -----------
  Change in net assets from Fiduciary
    Share transactions................   $   5,072    $  25,649   $  56,222   $  32,968    $  (2,650)   $ (11,855)   $ (16,490)
                                        -----------  -----------  ---------  -----------  -----------  -----------  -----------
                                        -----------  -----------  ---------  -----------  -----------  -----------  -----------
CLASS A SHARES:
  Proceeds from shares issued.........   $   4,157    $   1,577   $  18,884   $   2,951    $     475    $  10,642
  Dividends reinvested................         246          176         699         470          186          111
  Cost of shares redeemed.............      (3,426)      (1,755)     (5,106)     (2,721)      (1,412)      (1,470)
                                        -----------  -----------  ---------  -----------  -----------  -----------
  Change in net assets from Class A
    Share transactions................   $     977    $      (2)  $  14,477   $     700    $    (751)   $   9,283
                                        -----------  -----------  ---------  -----------  -----------  -----------
                                        -----------  -----------  ---------  -----------  -----------  -----------
CLASS B SHARES:
  Proceeds from shares issued.........   $   1,508    $     742   $  15,686   $   4,660    $   1,383    $      80
  Dividends reinvested................          46           24         386         215            8
  Cost of shares redeemed.............        (218)        (215)     (1,041)     (1,441)          (7)
                                        -----------  -----------  ---------  -----------  -----------  -----------
  Change in net assets from Class B
    Share transactions................   $   1,336    $     551   $  15,031   $   3,434    $   1,384    $      80
                                        -----------  -----------  ---------  -----------  -----------  -----------
                                        -----------  -----------  ---------  -----------  -----------  -----------
 
SHARE TRANSACTIONS:
FIDUCIARY SHARES:
  Issued..............................       6,859        7,168      10,330       8,830          593          307        1,300
  Reinvested..........................         121          109          86          84            4            1           35
  Redeemed............................      (6,488)      (4,824)     (4,649)     (5,532)        (856)      (1,453)      (3,103)
                                        -----------  -----------  ---------  -----------  -----------  -----------  -----------
  Change in Fiduciary Shares..........         492        2,453       5,767       3,382         (259)      (1,145)      (1,768)
                                        -----------  -----------  ---------  -----------  -----------  -----------  -----------
                                        -----------  -----------  ---------  -----------  -----------  -----------  -----------
 
CLASS A SHARES:
  Issued..............................         387          148       1,933         304           48        1,026
  Reinvested..........................          22           17          72          49           18           11
  Redeemed............................        (316)        (167)       (522)       (283)        (140)        (149)
                                        -----------  -----------  ---------  -----------  -----------  -----------
  Change in Class A Shares............          93           (2)      1,483          70          (74)         888
                                        -----------  -----------  ---------  -----------  -----------  -----------
                                        -----------  -----------  ---------  -----------  -----------  -----------
 
CLASS B SHARES:
  Issued..............................         138           71       1,612         485          138            8
  Reinvested..........................           5            2          40          22            1
  Redeemed............................         (20)         (21)       (108)       (152)          (1)
                                        -----------  -----------  ---------  -----------  -----------  -----------
  Change in Class B Shares............         123           52       1,544         355          138            8
                                        -----------  -----------  ---------  -----------  -----------  -----------
                                        -----------  -----------  ---------  -----------  -----------  -----------
</TABLE>
 
- ------------
 
<TABLE>
<C>        <S>
      (a)  For the period from January 20, 1995 (date merged) to June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Prior to January 20, 1995, the Kentucky Municipal Bond Fund Shares were unclassified.
      (c)  For the period from February 1, 1994 to January 19, 1995.
</TABLE>
 
CONTINUED
 
- ----48
<PAGE>   935
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                                    (Amounts in Thousands)
 
                                                                        OHIO MUNICIPAL           LOUISIANA MUNICIPAL
                                                                          BOND FUND                 BOND FUND (A)
                                                                     --------------------  -------------------------------
                                                                       YEAR       YEAR                           YEAR
                                                                       ENDED      ENDED     SEVEN MONTHS        ENDED
                                                                     JUNE 30,   JUNE 30,   ENDED JUNE 30,    NOVEMBER 30,
                                                                       1996       1995          1996           1995 (D)
                                                                     ---------  ---------  ---------------  --------------
<S>                                                                  <C>        <C>        <C>              <C>
CAPITAL TRANSACTIONS:
FIDUCIARY SHARES (B):
  Proceeds from shares issued......................................  $  16,537  $   9,413           6,255
  Proceeds from shares issued in conversion from Class A Shares....         --         --         137,607(b)
  Dividends reinvested.............................................        245        298              --
  Cost of shares redeemed..........................................    (16,421)   (23,281)         (6,804)
                                                                     ---------  ---------  ---------------
  Change in net assets from Fiduciary Share transactions...........  $     361  $ (13,570)  $     137,058
                                                                     ---------  ---------  ---------------
                                                                     ---------  ---------  ---------------
CLASS A SHARES:
  Proceeds from shares issued......................................  $   5,812  $   1,338   $       5,814     $   25,634
  Dividends reinvested.............................................        479        486             889          1,948
  Cost of shares redeemed..........................................     (1,813)    (4,694)        (19,453)       (32,701)
  Cost of shares redeemed in conversion to Fiduciary Shares........         --         --        (137,607)(b)           --
                                                                     ---------  ---------  ---------------  --------------
  Change in net assets from Class A Share transactions.............  $   4,478  $  (2,870)  $    (150,357)    $   (5,119)
                                                                     ---------  ---------  ---------------  --------------
                                                                     ---------  ---------  ---------------  --------------
CLASS B SHARES:
  Proceeds from shares issued......................................  $   6,113  $   1,515   $       1,390     $    1,934
  Dividends reinvested.............................................        166         86              40             31
  Cost of shares redeemed..........................................       (584)      (451)           (278)          (112)
                                                                     ---------  ---------  ---------------  --------------
  Change in net assets from Class B Share transactions.............  $   5,695  $   1,150   $       1,152     $    1,853
                                                                     ---------  ---------  ---------------  --------------
                                                                     ---------  ---------  ---------------  --------------
 
SHARE TRANSACTIONS:
FIDUCIARY SHARES (B):
  Issued...........................................................      1,528        892             195
  Issued in conversion from Class A Shares.........................         --         --          13,761(b)
  Reinvested.......................................................         23         28              --
  Redeemed.........................................................     (1,523)    (2,223)           (250)
                                                                     ---------  ---------  ---------------
  Change in Fiduciary Shares.......................................         28     (1,303)         13,706
                                                                     ---------  ---------  ---------------
                                                                     ---------  ---------  ---------------
CLASS A SHARES:
  Issued...........................................................        539        126             545          2,426
  Issued in restatement of net asset value(c)......................         --         --           1,239             --
  Reinvested.......................................................         44         46              85            186
  Redeemed.........................................................       (167)      (451)         (1,869)        (3,127)
  Redeemed in conversion to Fiduciary Shares.......................         --         --         (13,761)(b)
                                                                     ---------  ---------  ---------------  --------------
  Change in Class A Shares.........................................        416       (279)        (13,761)          (515)
                                                                     ---------  ---------  ---------------  --------------
                                                                     ---------  ---------  ---------------  --------------
CLASS B SHARES:
  Issued...........................................................        561        142             130            183
  Issued in restatement of net asset value(c)......................         --         --              22             --
  Reinvested.......................................................         15          8               4              3
  Redeemed.........................................................        (54)       (43)            (27)           (10)
                                                                     ---------  ---------  ---------------  --------------
  Change in Class B Shares.........................................        522        107             129            176
                                                                     ---------  ---------  ---------------  --------------
                                                                     ---------  ---------  ---------------  --------------
</TABLE>
 
- ------------
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, The Paragon Louisiana Tax-Free Fund became the Louisiana Municipal Bond
           Fund. Capital and share transactions for the period prior to March 26, 1996 represent the Paragon Louisiana Tax-Free
           Fund.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Fiduciary Shares of the Louisiana Municipal Bond Fund commenced operations March 26, 1996 upon the conversion of
           certain Class A Shares to Fiduciary Shares.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Pursuant to its reorganization as a fund of The One Group, the Louisiana Municipal Bond Fund issued additional shares
           at the close of business March 25, 1996 as a result of restatement of the net asset values of Class A Shares from
           $10.67 to $10.00 and Class B Shares from $10.70 to $10.00.
</TABLE>
 
4.  INVESTMENT ADVISORY, ADMINISTRATIVE, AND DISTRIBUTION AGREEMENTS:
 
    The  Trust and Banc One Investment  Advisors Corporation (the "Adviser") are
    parties to  an investment  advisory  agreement under  which the  Adviser  is
    entitled  to receive an  annual fee, computed daily  and paid monthly, equal
 
CONTINUED
 
                                                                          49----
<PAGE>   936
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   to the following percentages of the  Funds' average net assets: 0.60% of  the
    Intermediate  Tax-Free  Bond Fund,  Kentucky Municipal  Bond Fund,  the Ohio
    Municipal Bond Fund and the Louisiana Municipal Bond Fund; and 0.45% of  the
    Municipal Income Fund.
 
    The  Trust  and  The One  Group  Services Company  (the  "Administrator"), a
    wholly-owned subsidiary  of  The  BISYS  Group,  Inc.,  are  parties  to  an
    administrative agreement under which the Administrator provides services for
    a fee that is computed daily and payable monthly, at an annual rate of 0.20%
    on  the first $1.5 billion of Trust  net assets (excluding the Treasury Only
    Money Market Fund and the  Government Money Market Fund--the  "Institutional
    Money  Market Funds"); 0.18%  on the next  $0.5 billion of  Trust net assets
    (excluding the Institutional  Money Market  Funds); and 0.16%  of Trust  net
    assets (excluding the Institutional Money Market Funds) over $2 billion. The
    Adviser also serves as Sub-Administrator to each fund of the Trust, pursuant
    to  an agreement between the Administrator and the Adviser. Pursuant to this
    agreement, the  Adviser performs  many of  the Administrator's  duties,  for
    which  the  Advisor  receives a  fee  paid  by the  Administrator.  Prior to
    November 30, 1995, The Shareholder Services Group d/b/a 440 Financial served
    as administrator of each Fund  (except Louisiana Municipal Bond Fund)  under
    essentially the same terms as the current administration agreement. Prior to
    March  26, 1996, Goldman  Sachs Asset Management  served as administrator of
    Paragon. The terms of the current administration agreement are substantially
    the same as the former administration agreement.
 
    The Trust and The One Group Services Company (the "Distributor") are parties
    to a distribution agreement under  which shares of the  Funds are sold on  a
    continuous  basis. Class A and Class B  Shares are subject to a distribution
    and shareholder services plan (the "Plan") pursuant to Rule 12b-1 under  the
    1940 Act. As provided in the Plans, the Trust will pay the Distributor a fee
    of  0.35% of the average daily  net assets of Class A  Shares of each of the
    Funds and 1.00% of  the average daily  net assets of the  Class B Shares  of
    each  of the  Funds. Currently,  the Distributor  has voluntarily  agreed to
    limit payments  under the  Plans to  0.25% and  0.90% of  average daily  net
    assets of the Class A Shares and Class B Shares, respectively, of each Fund.
    Up  to 0.25% of the fees payable under the Plans may be used as compensation
    for shareholder services  by the Distributor  and/or financial  institutions
    and  intermediaries.  Fees  paid  under  the Plans  may  be  applied  by the
    Distributor toward  (i) compensation  for its  services in  connection  with
    distribution  assistance  or  provision  of  shareholder  services;  or (ii)
    payments  to  financial  institutions  and  intermediaries  such  as  banks,
    (including   affiliates  of   the  Adviser),  brokers,   dealers  and  other
    institutions, including  the Distributor's  affiliates and  subsidiaries  as
    compensation   for  services  or  reimbursement   of  expenses  incurred  in
    connection  with  distribution  assistance   or  provision  of   shareholder
    services.   Fiduciary  Class  Shares  of   each  Fund  are  offered  without
    distribution fees.  For  the  year  ended June  30,  1996,  the  Distributor
    received  $1,493,085 from commissions earned on  sales of Class A Shares and
    redemptions of Class B Shares, of which the Distributor reallowed $1,431,454
    to affiliated broker/dealers of the Fund.
 
    Prior to January  2, 1996, Premier  Investment Advisors, L.L.C.  ("Premier")
    served  as  investment  adviser  and  Goldman  Sachs  &  Company  served  as
    distributor to Paragon. Pursuant to the approval of the Board of Trustees of
    Paragon on  October 31,  1995 and  its shareholders  on December  20,  1995,
    Paragon entered into an investment advisory agreement with the Adviser and a
    distribution  agreement with the Distributor  effective January 2, 1996. The
    terms of  the  investment advisory  agreements  with Premier  and  with  the
    Adviser and the distribution agreements with Goldman Sachs & Company and the
    Distributor were substantially the same.
 
    Certain  officers of the  Trust are affiliated  with the Administrator. Such
    officers receive  no  compensation  from  the Funds  for  serving  in  their
    respective roles.
 
CONTINUED
 
- ----50
<PAGE>   937
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
    The  Adviser, Administrator  and Distributor  voluntarily agreed  to waive a
    portion of their fees and to  reimburse the Funds for certain expenses.  For
    the period ended June 30, 1996, fees in the following amounts were waived or
    reimbursed to the Funds (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                     INVESTMENT                            12B-1 FEES WAIVED
                                                                    ADVISORY FEES     ADMINISTRATION
                                                                       WAIVED/         FEES WAIVED/     ------------------------
                                                                     REIMBURSED         REIMBURSED        CLASS A      CLASS B
                                                                  -----------------  -----------------  -----------  -----------
<S>                                                               <C>                <C>                <C>          <C>
Intermediate Tax-Free Bond Fund.................................      $     770          $      --       $       7    $       2
Municipal Income Fund...........................................            388                 87              18           14
Kentucky Municipal Bond Fund....................................            133                  3               9            1
Ohio Municipal Bond Fund........................................            348                 27              14            6
Louisiana Municipal Bond Fund*..................................            170                 32              15            1
</TABLE>
 
   ------------
 
   *  For the period December 1, 1995 to June 30, 1996.
 
5.  SECURITIES TRANSACTIONS:
 
    The  cost of security purchases and the proceeds from the sale of securities
    (excluding short-term securities  and purchased options)  during the  period
    ended June 30, 1996 were as follows (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                                           PURCHASES     SALES
                                                                                          -----------  ----------
<S>                                                                                       <C>          <C>
Intermediate Tax-Free Bond Fund.........................................................   $ 258,530   $  243,360
Municipal Income Fund...................................................................     286,477      199,431
Kentucky Municipal Bond Fund............................................................       6,605        8,569
Ohio Municipal Bond Fund................................................................      33,151       23,310
Louisiana Municipal Bond Fund *.........................................................      32,302       53,078
</TABLE>
 
   ------------
 
   *  For the period December 1, 1995 to June 30, 1996.
 
6.  FINANCIAL INSTRUMENTS:
 
    Investing  in  financial  instruments  such  as  written  options,  futures,
    structured notes  and indexed  securities  involves risk  in excess  of  the
    amounts  reflected in the  Statement of Assets and  Liabilities. The face or
    contract amounts reflect the extent of the involvement the Funds have in the
    particular class  of instrument.  Risks  associated with  these  instruments
    include  an imperfect correlation between the  movements in the price of the
    instruments and the price of  the underlying securities and interest  rates,
    an   illiquid  secondary  market   for  the  instruments   or  inability  of
    counterparties to perform under the terms  of the contract. The Funds  enter
    into  these  contracts  primarily  as  a  means  to  hedge  against  adverse
    fluctuation in securities.
 
7.  CONCENTRATION OF CREDIT RISK:
 
    The Kentucky, Ohio and  Louisiana Municipal Bond  Funds invest in  primarily
    debt  obligations  issued  by  the  respective  States  and  their political
    subdivisions, agencies and  public authorities to  obtain funds for  various
    public  purposes. The Funds  are more susceptible  to economic and political
    factors adversely  affecting  issuers  of  the  state's  specific  municipal
    securities  than are municipal bond funds that are not concentrated in these
    issuers to the same extent.
 
CONTINUED
 
                                                                          51----
<PAGE>   938
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
8.  FEDERAL TAX INFORMATION (UNAUDITED):
 
    The accompanying table  below details distributions  from long-term  capital
    gains  for the following fund for the period ended June 30, 1996 (amounts in
    thousands):
 
<TABLE>
<CAPTION>
                                                                                                           DISTRIBUTIONS
                                                                                                          ---------------
<S>                                                                                                       <C>
Intermediate Tax-Free Bond Fund.........................................................................     $     714
</TABLE>
 
   At June 30, 1996, the following  Funds have capital loss carryforwards  which
   are available to offset future capital gains, if any (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                                               CAPITAL LOSS
                                                                                               CARRYFORWARD      EXPIRES
                                                                                              ---------------  -----------
<S>                                                                                           <C>              <C>
Municipal Income Bond Fund..................................................................     $   2,173           2003
Kentucky Municipal Bond Fund................................................................           483           2004
Kentucky Municipal Bond Fund................................................................         1,332           2003
Ohio Municipal Bond Fund....................................................................         1,463           2004
Ohio Municipal Bond Fund....................................................................         2,319           2003
Louisiana Municipal Bond Fund...............................................................           268           2004
Louisiana Municipal Bond Fund...............................................................            48           2003
Louisiana Municipal Bond Fund...............................................................           282           2002
</TABLE>
 
   Under  current  tax law,  capital  losses realized  after  October 31  may be
   deferred and treated as  occurring on the first  day of the following  fiscal
   year.  The following deferred losses will be  treated as arising on the first
   day of the fiscal year ended June 30, 1997 (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                                                         POST-OCTOBER
                                                                                                        CAPITAL LOSSES
                                                                                                        ---------------
<S>                                                                                                     <C>
Municipal Income Bond Fund............................................................................     $   5,776
Ohio Municipal Bond Fund..............................................................................           183
</TABLE>
 
The Funds designate the following exempt-interest dividends for the taxable year
ended June 30, 1996:
 
<TABLE>
<CAPTION>
                                                          INTERMEDIATE                   KENTUCKY       OHIO       LOUISIANA
                                                            TAX-FREE       MUNICIPAL     MUNICIPAL    MUNICIPAL    MUNICIPAL
                                                            BOND FUND     INCOME FUND    BOND FUND    BOND FUND    BOND FUND
                                                          -------------  -------------  -----------  -----------  -----------
<S>                                                       <C>            <C>            <C>          <C>          <C>
Exempt-interest dividends:
  Fiduciary Shares (000)................................    $   6,841      $  10,344     $   1,424    $   2,836    $   1,716
  Class A Shares (000)..................................          210            850           367          463        3,747
  Class B Shares (000)..................................           41            568            21          165           63
Exempt-interest dividends per share:
  Fiduciary Shares......................................        0.329          0.476         0.493        0.386        0.449
  Class A Shares........................................        0.316          0.462         0.493        0.370        0.443
  Class B Shares........................................        0.270          0.405         0.347        0.326        0.378
</TABLE>
 
CONTINUED
 
- ----52
<PAGE>   939
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
   The percentage break-down of exempt-interest  income by state for the  Fund's
   taxable  year ended June 30,  1996 (March 26, 1996  through June 30, 1996 for
   the Louisiana Municipal Bond Fund) is as follows:
<TABLE>
<CAPTION>
                           INTERMEDIATE TAX-FREE      MUNICIPAL INCOME      KENTUCKY MUNICIPAL      OHIO MUNICIPAL
                                 BOND FUND                  FUND                BOND FUND             BOND FUND
                          ------------------------  --------------------  ----------------------  ------------------
<S>                       <C>                       <C>                   <C>                     <C>
Alaska..................               3.3%                    1.9%                    --                    --
Arizona.................               3.0%                    0.4%                    --                    --
Arkansas................               0.8%                    4.7%                    --                    --
California..............               5.9%                    4.8%                    --                    --
Colorado................               8.6%                   16.6%                    --                    --
Connecticut.............               0.7%                    0.1%                    --                    --
Delaware................               0.9%                     --                     --                    --
District of Columbia....               0.5%                     --                     --                    --
Florida.................               3.3%                    7.4%                    --                    --
Georgia.................               1.5%                    1.9%                    --                    --
Hawaii..................               0.4%                     --                     --                    --
Idaho...................               1.6%                     --                     --                    --
Illinois................              10.6%                    5.4%                    --                    --
Indiana.................               3.4%                    1.8%                    --                    --
Iowa....................               1.6%                    1.9%                    --                    --
Kansas..................               1.0%                    3.7%                    --                    --
Kentucky................               0.2%                    0.1%                 100.0%                   --
Louisiana...............               0.3%                    2.5%                    --                    --
Maine...................                --                     0.7%                    --                    --
Maryland................               0.7%                     --                     --                    --
Massachusetts...........               1.7%                    1.2%                    --                   1.2%
Michigan................               0.6%                    2.4%                    --                    --
Minnesota...............               1.9%                    0.9%                    --                    --
Mississippi.............               0.1%                    2.0%                    --                    --
Missouri................               1.5%                    3.5%                    --                   0.6%
Montana.................               0.1%                    1.5%                    --                    --
Nebraska................               1.3%                    0.5%                    --                    --
Nevada..................               2.2%                    0.7%                    --                    --
New Hampshire...........               0.8%                    0.1%                    --                    --
New Jersey..............                --                     0.9%                    --                    --
New Mexico..............               5.0%                    2.2%                    --                    --
New York................               1.1%                    1.7%                    --                    --
North Carolina..........               0.0%                    1.2%                    --                    --
North Dakota............               0.3%                    0.8%                    --                    --
Ohio....................               1.3%                    1.6%                    --                  96.9%
Oklahoma................               0.1%                    0.9%                    --                    --
Oregon..................               2.3%                    0.1%                    --                    --
Pennsylvania............               3.0%                    2.2%                    --                    --
Puerto Rico.............               0.5%                    0.6%                    --                    --
Rhode Island............               0.9%                    0.6%                    --                    --
South Carolina..........               0.6%                    1.9%                    --                    --
South Dakota............               1.2%                    2.1%                    --                    --
Tennessee...............               0.7%                    2.0%                    --                    --
Texas...................              11.0%                   10.8%                    --                   0.1%
Utah....................               2.3%                    0.9%                    --                    --
Vermont.................               0.1%                     --                     --                    --
Virginia................               2.3%                    0.4%                    --                    --
Washington..............               4.4%                    0.2%                    --                   1.1%
West Virginia...........               1.5%                    0.3%                    --                    --
Wisconsin...............               0.1%                    0.7%                    --                   0.1%
Wyoming.................               2.8%                    1.2%                    --                    --
                                     -----                   -----                  -----                 -----
                                     100.0%                  100.0%                 100.0%                100.0%
                                     -----                   -----                  -----                 -----
                                     -----                   -----                  -----                 -----
 
<CAPTION>
                           LOUISIANA MUNICIPAL
                                BOND FUND
                          ----------------------
<S>                       <C>
Alaska..................               --
Arizona.................               --
Arkansas................               --
California..............               --
Colorado................               --
Connecticut.............               --
Delaware................               --
District of Columbia....               --
Florida.................               --
Georgia.................               --
Hawaii..................               --
Idaho...................               --
Illinois................               --
Indiana.................               --
Iowa....................               --
Kansas..................               --
Kentucky................               --
Louisiana...............            100.0%
Maine...................               --
Maryland................               --
Massachusetts...........               --
Michigan................               --
Minnesota...............               --
Mississippi.............               --
Missouri................               --
Montana.................               --
Nebraska................               --
Nevada..................               --
New Hampshire...........               --
New Jersey..............               --
New Mexico..............               --
New York................               --
North Carolina..........               --
North Dakota............               --
Ohio....................               --
Oklahoma................               --
Oregon..................               --
Pennsylvania............               --
Puerto Rico.............               --
Rhode Island............               --
South Carolina..........               --
South Dakota............               --
Tennessee...............               --
Texas...................               --
Utah....................               --
Vermont.................               --
Virginia................               --
Washington..............               --
West Virginia...........               --
Wisconsin...............               --
Wyoming.................               --
                                    -----
                                    100.0%
                                    -----
                                    -----
</TABLE>
 
CONTINUED
 
                                                                          53----
<PAGE>   940
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
9.  REORGANIZATIONS:
 
    The Trust  entered an  Agreement  and Plan  of Reorganization  with  Paragon
    pursuant  to which all  of the assets  and liabilities of  each Paragon Fund
    transferred to  a fund  of  the One  Group in  exchange  for shares  of  the
    corresponding  fund of  the One Group.  The Paragon  Louisiana Tax-Free Fund
    transferred its assets and liabilities to the One Group Louisiana  Municipal
    Bond  Fund.  The reorganization,  which qualified  as tax-free  exchange for
    federal income tax purposes,  was completed at the  close of business  March
    25,  1996  following  approval  by  shareholders  of  Paragon  at  a special
    shareholder meeting. The following is  a summary of shares outstanding,  net
    assets  net asset  value per  share and  unrealized appreciation immediately
    before and after the reorganization  (amounts in thousands except net  asset
    value):
 
<TABLE>
<CAPTION>
                                                                                                                 AFTER
                                                                                BEFORE REORGANIZATION       REORGANIZATION
                                                                            ------------------------------  ---------------
                                                                               PARAGON        LOUISIANA        LOUISIANA
                                                                              LOUISIANA     MUNICIPAL BOND  MUNICIPAL BOND
                                                                            TAX-FREE FUND        FUND            FUND
                                                                            --------------  --------------  ---------------
<S>                                                                         <C>             <C>             <C>
Shares....................................................................        18,757              --           20,018*
Net Assets................................................................    $  200,185              --      $   200,185
Net Asset Value:
  Fiduciary...............................................................                            --      $     10.00*
  Class A.................................................................         10.67              --            10.00*
  Class B.................................................................         10.70              --            10.00*
Unrealized Appreciation...................................................    $    4,349              --      $     4,349
</TABLE>
 
   ------------
 
   *  Pursuant to its reorganization as a fund of The One Group, the Fund issued
      additional  shares at the close of business  March 25, 1996 as a result of
      restatement of  the net  asset values  of Class  A Shares  from $10.67  to
      $10.00 and Class B Shares from $10.70 to $10.00.
 
   On  October 7, 1994, the Board of  Trustees approved an agreement and plan of
   reorganization for the acquisition of the Trademark Funds by the Trust. Under
   the agreement and plan of reorganization,  all assets and liabilities of  the
   Trademark Kentucky Municipal Bond Fund (the "Acquired Fund") were acquired by
   the  Kentucky Municipal  Bond Fund, (the  "Acquiring Fund"),  in exchange for
   shares of  the  Acquiring Fund.  The  reorganization, which  qualified  as  a
   tax-free  exchange for federal  income tax purposes,  was completed following
   approval by the shareholders of the Acquired Fund. The following is a summary
   of shares  outstanding, net  assets, unrealized  depreciation and  net  asset
   value  per share immediately before and  after the reorganization (amounts in
   thousands except net asset value):
 
<TABLE>
<CAPTION>
                                                                                                           AFTER
                                                                         BEFORE REORGANIZATION        REORGANIZATION
                                                                    --------------------------------  ---------------
                                                                    TRADEMARK KENTUCKY    KENTUCKY       KENTUCKY
                                                                         MUNICIPAL        MUNICIPAL      MUNICIPAL
                                                                         BOND FUND        BOND FUND      BOND FUND
                                                                    -------------------  -----------  ---------------
<S>                                                                 <C>                  <C>          <C>
Shares............................................................            4,422*             --           4,422
Net Assets:
  Fiduciary.......................................................      $    41,953*      $      --     $    41,953
Net Asset Value:
  Fiduciary.......................................................      $      9.49*      $      --     $      9.49
Unrealized Depreciation...........................................      $    (2,604)      $      --     $    (2,604)
</TABLE>
 
   ------------
 
   *  Before the reorganization, the  Acquired Funds offered  only one class  of
      shares.
 
CONTINUED
 
- ----54
<PAGE>   941
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                        INTERMEDIATE TAX-FREE BOND FUND
                                                    ------------------------------------------------------------------------
                                                                                   FIDUCIARY
                                                    ------------------------------------------------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                    ------------------------------------------------------------------------
                                                        1996           1995           1994           1993           1992
                                                    ------------   ------------   ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.64   $      10.49   $      11.15   $      10.69   $      10.28
                                                    ------------   ------------   ------------   ------------   ------------
Investment Activities
  Net investment income...........................          0.52           0.54           0.52           0.53           0.55
  Net realized and unrealized gains (losses) from
    investments...................................          0.04           0.15          (0.52)          0.49           0.42
                                                    ------------   ------------   ------------   ------------   ------------
    Total from Investment Activities..............          0.56           0.69           0.00           1.02           0.97
                                                    ------------   ------------   ------------   ------------   ------------
Distributions
  Net investment income...........................         (0.51)         (0.54)         (0.53)         (0.52)         (0.55)
  In excess of net investment income..............            --             --          (0.01)            --             --
  Net realized gains..............................         (0.02)            --          (0.01)         (0.04)         (0.01)
  In excess of net realized gains.................            --             --          (0.11)            --             --
                                                    ------------   ------------   ------------   ------------   ------------
    Total Distributions...........................         (0.53)         (0.54)         (0.66)         (0.56)         (0.56)
                                                    ------------   ------------   ------------   ------------   ------------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.67   $      10.64   $      10.49   $      11.15   $      10.69
                                                    ------------   ------------   ------------   ------------   ------------
                                                    ------------   ------------   ------------   ------------   ------------
Total Return (Excludes Sales Charge)..............          5.39%          6.75%         (0.11)%         9.79%          9.54%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $    217,201   $    211,229   $    182,611   $    166,489   $    142,672
  Ratio of expenses to average net assets.........          0.54%          0.53%          0.48%          0.54%          0.55%
  Ratio of net investment income to average net
    assets........................................          4.87%          5.17%          4.78%          4.93%          5.28%
  Ratio of expenses to average net assets*........          0.87%          0.88%          0.84%          0.94%          1.07%
  Ratio of net investment income to average net
    assets*.......................................          4.54%          4.82%          4.42%          4.53%          4.77%
  Portfolio Turnover (a)..........................        111.58%        199.76%        105.98%         31.99%         11.50%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During  the  period, certain  fees were  voluntarily reduced.  If  such voluntary  fee reductions  had not
           occurred, the ratios would have been as indicated.
      (a)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          55----
<PAGE>   942
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                        INTERMEDIATE TAX-FREE BOND FUND
                                                    ------------------------------------------------------------------------
                                                                                    CLASS A
                                                    ------------------------------------------------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                    ------------------------------------------------------------------------
                                                        1996           1995           1994           1993         1992 (A)
                                                    ------------   ------------   ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.63   $      10.48   $      11.14   $      10.69   $   10.57
                                                    ------------   ------------   ------------         ------      ------
Investment Activities
  Net investment income...........................          0.50           0.51           0.50           0.55        0.15
  Net realized and unrealized gains (losses) from
    investments...................................          0.05           0.15          (0.52)          0.44        0.18
                                                    ------------   ------------   ------------         ------      ------
    Total from Investment Activities..............          0.55           0.66          (0.02)          0.99        0.33
                                                    ------------   ------------   ------------         ------      ------
Distributions
  Net investment income...........................         (0.49)         (0.49)         (0.52)         (0.50)      (0.21)
  In excess of net investment income..............            --          (0.02)         (0.01)            --          --
  Net realized gains..............................         (0.02)            --             --          (0.04)         --
  In excess of net realized gains.................            --             --          (0.11)            --          --
                                                    ------------   ------------   ------------         ------      ------
    Total Distributions...........................         (0.51)         (0.51)         (0.64)         (0.54)      (0.21)
                                                    ------------   ------------   ------------         ------      ------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.67   $      10.63   $      10.48   $      11.14   $   10.69
                                                    ------------   ------------   ------------         ------      ------
                                                    ------------   ------------   ------------         ------      ------
Total Return (Excludes Sales Charge)..............          5.28%          6.49%         (0.33)%         9.47%       8.68%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $      6,622   $      5,614   $      5,556   $      5,480   $       5
  Ratio of expenses to average net assets.........          0.79%          0.78%          0.73%          0.71%       1.02%(b)
  Ratio of net investment income to average net
    assets........................................          4.62%          4.91%          4.57%          4.77%       4.91%(b)
  Ratio of expenses to average net assets*........          1.22%          1.23%          1.19%          1.27%       1.32%(b)
  Ratio of net investment income to average net
    assets*.......................................          4.19%          4.46%          4.11%          4.21%       4.61%(b)
  Portfolio Turnover (c)..........................        111.58%        199.76%        105.98%         31.99%      11.50%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----56
<PAGE>   943
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                         INTERMEDIATE TAX-FREE BOND FUND
                                                    ------------------------------------------
                                                                     CLASS B
                                                    ------------------------------------------
                                                               YEARS ENDED JUNE 30,
                                                    ------------------------------------------
                                                        1996           1995         1994 (A)
                                                    ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.65   $      10.50   $   11.18
                                                          ------         ------      ------
Investment Activities
  Net investment income...........................          0.43           0.46        0.17
  Net realized and unrealized gains (losses) from
    investments...................................          0.04           0.14       (0.67)
                                                          ------         ------      ------
    Total from Investment Activities..............          0.47           0.60       (0.50)
                                                          ------         ------      ------
Distributions
  Net investment income...........................         (0.42)         (0.45)      (0.17)
  In excess of net investment income..............            --             --          --
  Net realized gains..............................         (0.02)            --          --
  In excess of net realized gains.................            --             --       (0.01)
                                                          ------         ------      ------
    Total Distributions...........................         (0.44)         (0.45)      (0.18)
                                                          ------         ------      ------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.68   $      10.65   $   10.50
                                                          ------         ------      ------
                                                          ------         ------      ------
Total Return (Excludes Sales Charge)..............          4.48%          5.89%      (4.48)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $      2,439   $      1,116   $     549
  Ratio of expenses to average net assets.........          1.44%          1.43%       1.40%(b)
  Ratio of net investment income to average net
    assets........................................          3.97%          4.29%       4.08%(b)
  Ratio of expenses to average net assets*........          1.87%          1.88%       1.85%(b)
  Ratio of net investment income to average net
    assets*.......................................          3.54%          3.84%       3.63%(b)
  Portfolio Turnover (d)..........................        111.58%        199.76%     105.98%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          57----
<PAGE>   944
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                  MUNICIPAL INCOME FUND
                                                              -------------------------------------------------------------
                                                                                        FIDUCIARY
                                                              -------------------------------------------------------------
                                                                                  YEARS ENDED JUNE 30,
                                                              -------------------------------------------------------------
                                                                  1996            1995            1994          1993 (A)
                                                              -------------   -------------   -------------   -------------
<S>                                                           <C>             <C>             <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $        9.69   $        9.66   $       10.11   $    10.00
                                                              -------------   -------------   -------------   -------------
Investment Activities
  Net investment income.....................................           0.56            0.57            0.56         0.19
  Net realized and unrealized gains (losses) from
    investments.............................................          (0.03)           0.03           (0.42)        0.11
                                                              -------------   -------------   -------------   -------------
    Total from Investment Activities........................           0.53            0.60            0.14         0.30
                                                              -------------   -------------   -------------   -------------
Distributions
  Net investment income.....................................          (0.56)          (0.57)          (0.56)       (0.19)
  In excess of net realized gains...........................             --              --           (0.03)          --
                                                              -------------   -------------   -------------   -------------
    Total Distributions.....................................          (0.56)          (0.57)          (0.59)       (0.19)
                                                              -------------   -------------   -------------   -------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $        9.66   $        9.69   $        9.66   $    10.11
                                                              -------------   -------------   -------------   -------------
                                                              -------------   -------------   -------------   -------------
Total Return (Excludes Sales Charge)........................           5.54%           6.46%           1.36%        5.18%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $     241,115   $     185,916   $     152,763   $   40,777
  Ratio of expenses to average net assets...................           0.56%           0.56%           0.54%        0.54%(b)
  Ratio of net investment income to average net assets......           5.70%           6.02%           5.61%        5.66%(b)
  Ratio of expenses to average net assets*..................           0.76%           0.74%           0.71%        1.01%(b)
  Ratio of net investment income to average net assets*.....           5.50%           5.84%           5.44%        5.19%(b)
  Portfolio Turnover (c)....................................          83.17%          66.02%         101.48%       66.12%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on February 9, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----58
<PAGE>   945
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                               MUNICIPAL INCOME FUND
                                                                                    --------------------------------------------
                                                                                                      CLASS A
                                                                                    --------------------------------------------
                                                                                                YEARS ENDED JUNE 30,
                                                                                    --------------------------------------------
                                                                                      1996       1995       1994      1993 (A)
                                                                                    ---------  ---------  ---------  -----------
<S>                                                                                 <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................................  $    9.72  $    9.67  $   10.12   $   10.06
                                                                                    ---------  ---------  ---------  -----------
Investment Activities
  Net investment income...........................................................       0.55       0.55       0.55        0.19
  Net realized and unrealized gains (losses) from investments.....................      (0.04)      0.05      (0.43)       0.05
                                                                                    ---------  ---------  ---------  -----------
    Total from Investment Activities..............................................       0.51       0.60       0.12        0.24
                                                                                    ---------  ---------  ---------  -----------
Distributions
  Net investment income...........................................................      (0.54)     (0.55)     (0.54)      (0.18)
  In excess of net realized gains.................................................         --         --      (0.03)         --
                                                                                    ---------  ---------  ---------  -----------
    Total Distributions...........................................................      (0.54)     (0.55)     (0.57)      (0.18)
                                                                                    ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD...................................................................  $    9.69  $    9.72  $    9.67   $   10.12
                                                                                    ---------  ---------  ---------  -----------
                                                                                    ---------  ---------  ---------  -----------
Total Return (Excludes Sales Charge)..............................................       5.35%      6.21%      1.34%       6.86%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................................  $  25,787  $  11,462  $  10,725   $   4,106
  Ratio of expenses to average net assets.........................................       0.81%      0.81%      0.79%       0.80%(b)
  Ratio of net investment income to average net assets............................       5.45%      5.76%      5.44%       5.71%(b)
  Ratio of expenses to average net assets*........................................       1.11%      1.09%      1.06%       1.36%(b)
  Ratio of net investment income to average net assets*...........................       5.15%      5.48%      5.17%       5.15%(b)
  Portfolio Turnover (c)..........................................................      83.17%     66.02%    101.48%      66.12%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 23, 1993.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          59----
<PAGE>   946
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                    MUNICIPAL INCOME FUND
                                                                                              ---------------------------------
                                                                                                           CLASS B
                                                                                              ---------------------------------
                                                                                                    YEARS ENDED JUNE 30,
                                                                                              ---------------------------------
                                                                                                1996       1995      1994 (A)
                                                                                              ---------  ---------  -----------
<S>                                                                                           <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................................................  $    9.69  $    9.62   $   10.10
                                                                                              ---------  ---------  -----------
Investment Activities
  Net investment income.....................................................................       0.47       0.49        0.24
  Net realized and unrealized gains (losses) from investments...............................      (0.03)      0.07       (0.48)
                                                                                              ---------  ---------  -----------
    Total from Investment Activities........................................................       0.44       0.56       (0.24)
                                                                                              ---------  ---------  -----------
Distributions
  Net investment income.....................................................................      (0.47)     (0.49)      (0.24)
                                                                                              ---------  ---------  -----------
    Total Distributions.....................................................................      (0.47)     (0.49)      (0.24)
                                                                                              ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD.............................................................................  $    9.66  $    9.69   $    9.62
                                                                                              ---------  ---------  -----------
                                                                                              ---------  ---------  -----------
Total Return (Excludes Sales Charge)........................................................       4.65%      5.58%      (1.98)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................................................  $  23,204  $   8,326   $   4,855
  Ratio of expenses to average net assets...................................................       1.46%      1.46%       1.41%(b)
  Ratio of net investment income to average net assets......................................       4.80%      5.14%       4.95%(b)
  Ratio of expenses to average net assets*..................................................       1.76%      1.74%       1.62%(b)
  Ratio of net investment income to average net assets*.....................................       4.50%      4.86%       4.74%(b)
  Portfolio Turnover (d)....................................................................      83.17%     66.02%     101.48%
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----60
<PAGE>   947
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                 KENTUCKY MUNICIPAL BOND FUND
                                                                    ------------------------------------------------------
                                                                            FIDUCIARY
                                                                    -------------------------   FEBRUARY 1,    MARCH 12,
                                                                    YEAR ENDED   JANUARY 20,     1994, TO       1993, TO
                                                                     JUNE 30,    1995 TO JUNE   JANUARY 19,   JANUARY 31,
                                                                       1996      30, 1995 (A)    1995 (D)     1994 (D)(E)
                                                                    -----------  ------------  -------------  ------------
<S>                                                                 <C>          <C>           <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................   $    9.92    $     9.49     $   10.45     $    10.00
                                                                    -----------  ------------  -------------  ------------
Investment Activities
  Net investment income...........................................        0.50          0.20          0.41           0.36
  Net realized and unrealized gains from investments..............        0.12          0.43         (0.95)          0.43
                                                                    -----------  ------------  -------------  ------------
    Total from Investment Activities..............................        0.62          0.63         (0.54)          0.79
                                                                    -----------  ------------  -------------  ------------
Distributions
  Net investment income...........................................       (0.50)        (0.20)        (0.42)         (0.34)
                                                                    -----------  ------------  -------------  ------------
    Total Distributions...........................................       (0.50)        (0.20)        (0.42)         (0.34)
                                                                    -----------  ------------  -------------  ------------
NET ASSET VALUE,
  END OF PERIOD...................................................   $   10.04    $     9.92     $    9.49     $    10.45
                                                                    -----------  ------------  -------------  ------------
                                                                    -----------  ------------  -------------  ------------
Total Return (Excludes Sales Charge)..............................        6.35%         6.56%(c)       (5.17)%(c)        8.05%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................   $  30,300    $   32,520     $  41,953     $   64,663
  Ratio of expenses to average net assets.........................        0.68%         0.65%(b)        1.03%(b)        0.70%(b)
  Ratio of net investment income to average net assets............        4.60%         4.70%(b)        4.27%(b)        4.19%(b)
  Ratio of expenses to average net assets*........................        1.02%         0.97%(b)        1.05%(b)        0.91%(b)
  Ratio of net investment income to average net assets*...........        4.26%         4.38%(b)        4.25%(b)        3.98%(b)
  Portfolio Turnover (f)..........................................       16.78%        19.75%        10.00%          5.00%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Prior to reorganizing as a fund of The One Group, the Fund offered only one class of shares.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (f)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          61----
<PAGE>   948
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                     KENTUCKY MUNICIPAL BOND
                                                                                                               FUND
                                                                                                    --------------------------
                                                                                                             CLASS A
                                                                                                    --------------------------
                                                                                                    YEAR ENDED    JANUARY 20,
                                                                                                     JUNE 30,    1995 TO JUNE
                                                                                                       1996      30, 1995 (A)
                                                                                                    -----------  -------------
<S>                                                                                                 <C>          <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................................................................   $    9.93     $    9.49
                                                                                                    -----------       ------
Investment Activities
  Net investment income...........................................................................        0.44          0.19
  Net realized and unrealized gains from investments..............................................        0.12          0.44
                                                                                                    -----------       ------
    Total from Investment Activities..............................................................        0.56          0.63
                                                                                                    -----------       ------
Distributions
  Net investment income...........................................................................      (0.44)        (0.19)
                                                                                                    -----------       ------
    Total Distributions...........................................................................      (0.44)        (0.19)
                                                                                                    -----------       ------
NET ASSET VALUE,
  END OF PERIOD...................................................................................   $   10.05     $    9.93
                                                                                                    -----------       ------
                                                                                                    -----------       ------
Total Return (Excludes Sales Charge)..............................................................        5.70%         5.66%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............................................................   $   8,178     $   8,818
  Ratio of expenses to average net assets.........................................................        0.93%         0.90%(b)
  Ratio of net investment income to average net assets............................................        4.35%         4.44%(b)
  Ratio of expenses to average net assets*........................................................        1.37%         1.33%(b)
  Ratio of net investment income to average net assets*...........................................        3.91%         4.01%(b)
  Portfolio Turnover (d)..........................................................................       16.78%        19.75%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<S>        <S>
      (d)  Portfolio  turnover is calculated  on the basis  of the Fund  as a whole  without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----62
<PAGE>   949
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                    KENTUCKY MUNICIPAL BOND
                                                                                                              FUND
                                                                                                   --------------------------
                                                                                                            CLASS B
                                                                                                   --------------------------
                                                                                                                   MARCH 16,
                                                                                                                    1995 TO
                                                                                                    YEAR ENDED     JUNE 30,
                                                                                                   JUNE 30, 1996   1995 (A)
                                                                                                   -------------  -----------
<S>                                                                                                <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD............................................................................    $    9.87     $    9.75
                                                                                                        ------    -----------
Investment Activities
  Net investment income..........................................................................         0.38          0.14
  Net realized and unrealized gains (losses) from investments....................................         0.13          0.12
                                                                                                        ------    -----------
    Total from Investment Activities.............................................................         0.51          0.26
                                                                                                        ------    -----------
Distributions
  Net investment income..........................................................................        (0.39)        (0.14)
                                                                                                        ------    -----------
    Total Distributions..........................................................................        (0.39)        (0.14)
                                                                                                        ------    -----------
NET ASSET VALUE,
  END OF PERIOD..................................................................................    $    9.99     $    9.87
                                                                                                        ------    -----------
                                                                                                        ------    -----------
Total Return (Excludes Sales Charge).............................................................         5.16%         2.63%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)..............................................................    $   1,457     $      79
  Ratio of expenses to average net assets........................................................         1.58%         1.58%(b)
  Ratio of net investment income to average net assets...........................................         3.70%         3.89%(b)
  Ratio of expenses to average net assets*.......................................................         2.02%         2.21%(b)
  Ratio of net investment income to average net assets*..........................................         3.26%         3.25%(b)
  Portfolio Turnover (d).........................................................................        16.78%        19.75%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on March 16, 1995.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          63----
<PAGE>   950
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
                                                                              OHIO MUNICIPAL BOND FUND
                                                              ---------------------------------------------------------
                                                                                      FIDUCIARY
                                                              ---------------------------------------------------------
                                                                                YEARS ENDED JUNE 30,
                                                              ---------------------------------------------------------
                                                                  1996           1995           1994           1993
                                                              ------------   ------------   ------------   ------------
<S>                                                           <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $      10.65   $      10.58   $      11.11   $      10.48
                                                              ------------   ------------   ------------   ------------
Investment Activities
  Net investment income.....................................          0.56           0.55           0.51           0.54
  Net realized and unrealized gains (losses) from
    investments.............................................          0.04           0.07          (0.50)          0.62
                                                              ------------   ------------   ------------   ------------
    Total from Investment Activities........................          0.60           0.62           0.01           1.16
                                                              ------------   ------------   ------------   ------------
Distributions
  Net investment income.....................................         (0.56)         (0.55)         (0.52)         (0.53)
  In excess of net realized gains...........................            --             --          (0.02)            --
                                                              ------------   ------------   ------------   ------------
    Total Distributions.....................................         (0.56)         (0.55)         (0.54)         (0.53)
                                                              ------------   ------------   ------------   ------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $      10.69   $      10.65   $      10.58   $      11.11
                                                              ------------   ------------   ------------   ------------
                                                              ------------   ------------   ------------   ------------
Total Return (Excludes Sales Charge)........................          5.69%          6.07%          0.07%         11.43%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $     80,611   $     79,993   $     93,261   $     74,792
  Ratio of expenses to average net assets...................          0.57%          0.58%          0.53%          0.55%
  Ratio of net investment income to average net assets......          5.17%          5.29%          4.76%          5.14%
  Ratio of expenses to average net assets*..................          0.95%          0.91%          0.86%          0.94%
  Ratio of net investment income to average net assets*.....          4.79%          4.96%          4.43%          4.75%
  Portfolio Turnover (c)....................................         24.61%         77.69%         16.77%         26.67%
 
<CAPTION>
 
                                                                1992 (A)
                                                              ------------
<S>                                                           <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $   10.00
                                                              ------------
Investment Activities
  Net investment income.....................................       0.56
  Net realized and unrealized gains (losses) from
    investments.............................................       0.47
                                                              ------------
    Total from Investment Activities........................       1.03
                                                              ------------
Distributions
  Net investment income.....................................      (0.55)
  In excess of net realized gains...........................         --
                                                              ------------
    Total Distributions.....................................      (0.55)
                                                              ------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $   10.48
                                                              ------------
                                                              ------------
Total Return (Excludes Sales Charge)........................      10.64%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $  45,199
  Ratio of expenses to average net assets...................       0.63%(b)
  Ratio of net investment income to average net assets......       5.61%(b)
  Ratio of expenses to average net assets*..................       1.21%(b)
  Ratio of net investment income to average net assets*.....       5.03%(b)
  Portfolio Turnover (c)....................................       9.78%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  The Fund commenced operations on July 2, 1991.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----64
<PAGE>   951
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                            OHIO MUNICIPAL BOND FUND
                                                    ------------------------------------------------------------------------
                                                                                    CLASS A
                                                    ------------------------------------------------------------------------
                                                                              YEARS ENDED JUNE 30,
                                                    ------------------------------------------------------------------------
                                                        1996           1995           1994           1993         1992 (A)
                                                    ------------   ------------   ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................  $      10.68   $      10.61   $      11.13   $      10.48   $   10.29
                                                    ------------   ------------   ------------   ------------      ------
Investment Activities
  Net investment income...........................          0.55           0.53           0.50           0.52        0.20
  Net realized and unrealized gains (losses) from
    investments...................................          0.03           0.07          (0.48)          0.64        0.21
                                                    ------------   ------------   ------------   ------------      ------
    Total from Investment Activities..............          0.58           0.60           0.02           1.16        0.41
                                                    ------------   ------------   ------------   ------------      ------
Distributions
  Net investment income...........................         (0.54)         (0.51)         (0.50)         (0.51)      (0.22)
  In excess of net investment income..............            --          (0.02)         (0.02)            --          --
  In excess of net realized gains.................            --             --          (0.02)            --          --
                                                    ------------   ------------   ------------   ------------      ------
    Total Distributions...........................         (0.54)         (0.53)         (0.54)         (0.51)      (0.22)
                                                    ------------   ------------   ------------   ------------      ------
NET ASSET VALUE,
  END OF PERIOD...................................  $      10.72   $      10.68   $      10.61   $      11.13   $   10.48
                                                    ------------   ------------   ------------   ------------      ------
                                                    ------------   ------------   ------------   ------------      ------
Total Return (Excludes Sales Charge)..............          5.44%          5.79%         (0.05)%        11.40%      10.85%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $     16,507   $     12,006   $     14,883   $     13,092   $      41
  Ratio of expenses to average net assets.........          0.82%          0.82%          0.78%          0.77%       1.01%(b)
  Ratio of net investment income to average net
    assets........................................          4.92%          5.01%          4.63%          4.85%       5.16%(b)
  Ratio of expenses to average net assets*........          1.30%          1.25%          1.21%          1.25%       1.40%(b)
  Ratio of net investment income to average net
    assets*.......................................          4.44%          4.58%          4.20%          4.37%       4.77%(b)
  Portfolio Turnover (c)..........................         24.61%         77.69%         16.77%         26.67%       9.78%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class A Shares commenced offering on February 18, 1992.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          65----
<PAGE>   952
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                            OHIO MUNICIPAL
                                                                              BOND FUND
                                                              ------------------------------------------
                                                                               CLASS B
                                                              ------------------------------------------
                                                                         YEARS ENDED JUNE 30,
                                                              ------------------------------------------
                                                                  1996           1995         1994 (A)
                                                              ------------   ------------   ------------
<S>                                                           <C>            <C>            <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.......................................  $      10.75   $      10.68   $   11.31
                                                                    ------         ------   ------------
Investment Activities
  Net investment income.....................................          0.48           0.43        0.17
  Net realized and unrealized gains (losses) from
    investments.............................................          0.03           0.07       (0.62)
                                                                    ------         ------   ------------
    Total from Investment Activities........................          0.51           0.50       (0.45)
                                                                    ------         ------   ------------
Distributions
  Net investment income.....................................         (0.47)         (0.43)      (0.17)
  In excess of net investment income........................            --             --       (0.01)
                                                                    ------         ------   ------------
    Total Distributions.....................................         (0.47)         (0.43)      (0.18)
                                                                    ------         ------   ------------
NET ASSET VALUE,
  END OF PERIOD.............................................  $      10.79   $      10.75   $   10.68
                                                                    ------         ------   ------------
                                                                    ------         ------   ------------
Total Return (Excludes Sales Charge)........................          4.79%          5.17%      (4.02)%(c)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).........................  $      8,854   $      3,209   $   2,043
  Ratio of expenses to average net assets...................          1.47%          1.48%       1.28%(b)
  Ratio of net investment income to average net assets......          4.27%          4.40%       4.23%(b)
  Ratio of expenses to average net assets*..................          1.95%          1.91%       1.68%(b)
  Ratio of net investment income to average net assets*.....          3.79%          3.97%       3.83%(b)
  Portfolio Turnover (d)....................................         24.61%         77.69%      16.77%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Class B Shares commenced offering on January 14, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----66
<PAGE>   953
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                                              LOUISIANA
                                                                                                           MUNICIPAL BOND
                                                                                                                FUND
                                                                                                          -----------------
                                                                                                              FIDUCIARY
                                                                                                          -----------------
                                                                                                           MARCH 26, 1996
                                                                                                               THROUGH
                                                                                                          JUNE 30, 1996 (A)
                                                                                                          -----------------
<S>                                                                                                       <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD...................................................................................     $     10.00
                                                                                                                --------
Investment Activities
  Net investment income.................................................................................            0.13
  Net realized and unrealized losses from investments...................................................           (0.07)
                                                                                                                --------
    Total from Investment Activities....................................................................            0.06
                                                                                                                --------
Distributions
  Net investment income.................................................................................           (0.13)
                                                                                                                --------
    Total Distributions.................................................................................           (0.13)
                                                                                                                --------
NET ASSET VALUE,
  END OF PERIOD.........................................................................................     $      9.93
                                                                                                                --------
                                                                                                                --------
Total Return (Excludes Sales Charge)....................................................................            0.90%(b)(d)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000).....................................................................  $      136,041
  Ratio of expenses to average net assets...............................................................            0.71   %(c)
  Ratio of net investment income to average net assets..................................................            4.76   %(c)
  Ratio of expenses to average net assets*..............................................................            0.86   %(c)
  Ratio of net investment income to average net assets*.................................................            4.61   %(c)
  Portfolio Turnover (e)................................................................................           16.72   %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from date reorganized as a fund of The One Group.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Represents total return for Class A Shares from December 1, 1995 through March 25, 1996 plus total return
           for Fiduciary Shares for the period March 26, 1996 through June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          67----
<PAGE>   954
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                        LOUISIANA MUNICIPAL BOND FUND
                                                    ----------------------------------------------------------------------
                                                                                   CLASS A
                                                    ----------------------------------------------------------------------
                                                     SEVEN MONTHS
                                                         ENDED                     YEARS ENDED NOVEMBER 30,
                                                     JUNE 30, 1996   -----------------------------------------------------
                                                          (A)          1995       1994       1993       1992       1991
                                                    ---------------  ---------  ---------  ---------  ---------  ---------
<S>                                                 <C>              <C>        <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.............................     $   10.09     $    9.38  $   10.27  $    9.92  $    9.73  $    9.51
                                                         -------     ---------  ---------  ---------  ---------  ---------
Investment Activities
  Net investment income...........................          0.24          0.50       0.49       0.52       0.55       0.56
  Net realized and unrealized gains (losses) from
    investments...................................         (0.16)         0.71      (0.79)      0.42       0.26       0.22
                                                         -------     ---------  ---------  ---------  ---------  ---------
    Total from Investment Activities..............          0.08          1.21      (0.30)      0.94       0.82       0.78
                                                         -------     ---------  ---------  ---------  ---------  ---------
Distributions
  Net investment income...........................         (0.24)        (0.50)     (0.49)     (0.52)     (0.55)     (0.56)
  Net realized gains..............................            --            --      (0.10)     (0.07)     (0.07)        --
                                                         -------     ---------  ---------  ---------  ---------  ---------
    Total Distributions...........................         (0.24)        (0.50)     (0.59)     (0.59)     (0.62)     (0.56)
                                                         -------     ---------  ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD...................................     $    9.93     $   10.09  $    9.38  $   10.27  $    9.92  $    9.73
                                                         -------     ---------  ---------  ---------  ---------  ---------
                                                         -------     ---------  ---------  ---------  ---------  ---------
Total Return (Excludes Sales Charge)..............           0.84%(c)     13.11%     (2.97)%      9.65%      8.64%      8.45%
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...............  $      53,479    $ 206,119  $ 196,820  $ 196,534  $ 135,692  $  88,503
  Ratio of expenses to average net assets.........           0.69   (b)      0.62%      0.65%      0.62%      0.58%      0.61%
  Ratio of net investment income to average net
    assets........................................           4.71   (b)      5.07%      4.97%      5.07%      5.70%      5.86%
  Ratio of expenses to average net assets*........           0.86   (b)      0.77%      0.80%      0.78%      0.83%      0.86%
  Ratio of net investment income to average net
    assets*.......................................           4.54   (b)      4.92%      4.82%      4.91%      5.45%      5.61%
  Portfolio Turnover (d)..........................          16.72  %     28.00%     24.00%     25.00%     32.00%     35.00%
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Louisiana Tax-Free Fund became the Louisiana
           Municipal Bond Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Louisiana Tax-Free Fund. The per share data for the periods prior to March 26, 1996 have been restated to
           reflect the impact of restatement of net asset value from $10.67 to $10.00 effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----68
<PAGE>   955
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                     LOUISIANA MUNICIPAL BOND FUND
                                                                            -----------------------------------------------
                                                                                                CLASS B
                                                                            -----------------------------------------------
                                                                             SEVEN MONTHS         YEAR       SEPTEMBER 16,
                                                                                 ENDED           ENDED        1994 THROUGH
                                                                               JUNE 30,       NOVEMBER 30,    NOVEMBER 30,
                                                                               1996 (A)           1995          1994 (B)
                                                                            ---------------  --------------  --------------
<S>                                                                         <C>              <C>             <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD                                                          $   10.09       $     9.36      $     9.73
                                                                                 -------     --------------  --------------
Investment Activities
  Net investment income                                                             0.21             0.42            0.08
  Net realized and unrealized gains (losses) from investments.............         (0.16)            0.73           (0.37)
                                                                                 -------     --------------  --------------
    Total from Investment Activities......................................          0.05             1.15           (0.29)
                                                                                 -------     --------------  --------------
Distributions
  Net investment income...................................................         (0.21)           (0.42)          (0.08)
                                                                                 -------     --------------  --------------
    Total Distributions...................................................         (0.21)           (0.42)          (0.08)
                                                                                 -------     --------------  --------------
NET ASSET VALUE,
  END OF PERIOD...........................................................     $    9.93       $    10.09      $     9.36
                                                                                 -------     --------------  --------------
                                                                                 -------     --------------  --------------
Total Return (Excludes Sales Charge)......................................           0.48%(d)        12.52  %         2.94  %(d)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)                                         $       3,223    $      2,115    $        204
  Ratio of expenses to average net assets.................................           1.50   (c)         1.37  %         1.41  %(c)
  Ratio of net investment income to average net assets....................           3.98   (c)         4.27  %         4.45  %(c)
  Ratio of expenses to average net assets*................................           1.70   (c)         1.52  %         1.56  %(c)
  Ratio of net investment income to average net assets*...................           3.78   (c)         4.12  %         4.30  %(c)
  Portfolio Turnover (e)..................................................          16.72  %        28.00  %        24.00  %
</TABLE>
 
- ---------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Upon reorganizing as a fund of The One Group, the Paragon Louisiana Tax-Free Fund became the Louisiana
           Municipal Bond Fund. Financial highlights for the periods prior to March 26, 1996 represent the Paragon
           Louisiana Tax-Free Fund. The per share data for the periods prior to March 26, 1996 have been restated to
           reflect the impact of restatement of net asset value from $10.70 to $10.00 effective March 26, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Class B Shares commenced offering September 16, 1994.
</TABLE>
 
<TABLE>
<C>        <S>
      (c)  Annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (d)  Not annualized.
</TABLE>
 
<TABLE>
<C>        <S>
      (e)  Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the
           classes of shares issued.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                          69----
<PAGE>   956
- --------------------------------------------------------------------------------
Report of Independent Accountants
- -------------------------------------------------------------
 
THE ONE GROUP FAMILY OF MUTUAL FUNDS                               JUNE 30, 1996
To the Shareholders and Board of Trustees of
  The One Group Family of Mutual Funds:
 
We  have audited  the accompanying statements  of assets and  liabilities of the
Intermediate Tax-Free  Bond  Fund,  the  Municipal  Income  Fund  (formally  the
Tax-Free  Bond Fund), the Kentucky Municipal  Bond Fund, the Ohio Municipal Bond
Fund and the Louisiana Municipal Bond Fund (five series of The One Group  Family
of  Mutual Funds), including the schedules  of portfolio investments, as of June
30, 1996, and the related statements of operations, statements of changes in net
assets and the financial highlights for each period presented except as noted in
the next paragraph. These financial statements and financial highlights are  the
responsibility  of  The  One  Group  Family  of  Mutual  Funds'  management. Our
responsibility is to express  an opinion on these  financial statements and  the
financial highlights based on our audits.
 
The  Kentucky Municipal Bond Fund's  statement of changes in  net assets for the
period from February 1,  1994 to January 19,  1995 and the financial  highlights
for  the period from  February 1, 1994 to  January 19, 1995  and the period from
March 12, 1993 (commencement of operations) to January 31, 1994 were audited  by
other auditors whose report dated April 6, 1995 expressed an unqualified opinion
on  those financial statements and financial highlights. The Louisiana Municipal
Bond Fund's statement of changes in net assets for each of the two years in  the
period ended November 30, 1995 and the financial highlights for each of the five
years  in the  period ended  November 30, 1995  were audited  by other auditors,
whose report dated January  19, 1996 expressed an  unqualified opinion on  those
financial statements and financial highlights.
 
We   conducted  our  audits  in  accordance  with  generally  accepted  auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable  assurance  about  whether  the  financial  statements  and financial
highlights are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements. Our procedures included confirmation of securities owned as of  June
30,  1996  by  correspondence with  the  custodian  and brokers.  An  audit also
includes assessing the accounting principles used and significant estimates made
by  management,  as   well  as  evaluating   the  overall  financial   statement
presentation.  We believe  that our  audits provide  a reasonable  basis for our
opinion.
 
In our opinion, the  financial statements and  financial highlights referred  to
above,  except as noted in the second paragraph, present fairly, in all material
respects, the financial  position of  the Intermediate Tax-Free  Bond Fund,  the
Municipal Income Fund, the Kentucky Municipal Bond Fund, the Ohio Municipal Bond
Fund  and the Louisiana Municipal Bond Fund as  of June 30, 1996, the results of
their operations, the changes in their  net assets and the financial  highlights
for  the  periods presented,  in conformity  with generally  accepted accounting
principles.
 
Columbus, Ohio                                          Coopers & Lybrand L.L.P.
August 19, 1996
 
 70

<PAGE>   957
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
TREASURY ONLY MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
<C>          <S>                                         <C>
                          U.S. TREASURY BILLS (66.6%):
 $ 160,688   7/5/96(b).................................   $ 160,602
     5,000   8/22/96...................................       4,960
    17,005   9/12/96...................................      16,828
    85,844   9/19/96...................................      84,872
     3,150   9/26/96...................................       3,112
     1,883   2/6/97....................................       1,828
     5,000   4/3/97....................................       4,803
                                                         -----------
                             Total U.S. Treasury Bills      277,005
                                                         -----------
 
<CAPTION>
 PRINCIPAL                    SECURITY                    AMORTIZED
  AMOUNT                    DESCRIPTION                     COST
- -----------  ------------------------------------------  -----------
<C>          <S>                                         <C>
                          U.S. TREASURY NOTES (32.9%):
 $  26,430   7.88%, 7/15/96(b).........................   $  26,457
    25,000   7.88%, 7/31/96............................      25,056
    15,082   6.13%, 7/31/96............................      15,095
    25,000   6.25%, 8/31/96............................      25,030
     5,000   6.50%, 9/30/95............................       5,008
    10,000   7.25%, 11/30/96...........................      10,070
    20,000   8.00%, 1/15/97............................      20,262
    10,000   6.50%, 4/30/97............................      10,074
                                                         -----------
                             Total U.S. Treasury Notes      137,052
                                                         -----------
                 Total Investments (Cost--$414,057)(a)    $ 414,057
                                                         -----------
                                                         -----------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $415,961.
 
<TABLE>
<C>        <S>
      (a)  Cost for federal income tax and financial reporting purposes is the same.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                            ----
                                                                               7
<PAGE>   958
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
 
GOVERNMENT MONEY MARKET FUND
- --------------------------------------------------------------------------------
SCHEDULE OF PORTFOLIO INVESTMENTS                                  JUNE 30, 1996
(Amounts in Thousands)
<TABLE>
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
<C>          <S>                                        <C>
                    U.S. GOVERNMENT AGENCIES (67.0%):
                            Federal Farm Credit Bank:
 $  10,000   5.53%, 10/1/96...........................   $   9,993
    10,000   5.40%, 4/1/97............................       9,987
    25,000   5.84%, 6/18/97...........................      24,961
                              Federal Home Loan Bank:
    20,000   5.18%, 8/14/96...........................      19,873
    10,000   5.10%, 9/6/96............................       9,905
    16,550   4.94%, 3/4/97............................      16,529
    18,500   5.04%, 3/6/97............................      18,475
    20,000   5.33%, 3/18/97...........................      19,972
                    Federal Home Loan Mortgage Corp.:
    25,000   5.21%, 7/30/96...........................      24,895
    10,000   5.26%, 9/3/96............................       9,907
    10,000   5.30%, 11/27/96..........................       9,781
    25,000   5.73%, 6/6/97............................      24,957
                    Federal National Mortgage Assoc.:
    20,000   5.29%, 7/8/96............................      19,980
     7,230   8.00%, 7/10/96(b)........................       7,234
    10,000   5.23%, 8/6/96............................       9,948
    25,000   5.23%, 8/8/96............................      24,861
    20,000   5.58%, 8/9/96............................      19,879
    25,000   5.25%, 9/12/96...........................      24,734
    20,000   5.64%, 10/2/96...........................      19,992
    20,000   5.60%, 11/1/96...........................      19,990
    10,055   5.02%, 11/20/96..........................       9,856
     8,320   7.70%, 12/10/96..........................       8,397
     4,000   5.45%, 6/2/99*...........................       4,000
    20,000   5.45%, 7/26/99*..........................      20,000
    10,000   5.45%, 9/22/99*..........................      10,000
 
<CAPTION>
 PRINCIPAL                                               AMORTIZED
  AMOUNT               SECURITY DESCRIPTION                COST
- -----------  -----------------------------------------  -----------
</TABLE>
 
U.S. GOVERNMENT AGENCIES, CONTINUED:
<TABLE>
<C>          <S>                                        <C>
                       Student Loan Marketing Assoc.:
 $  30,000   5.41%, 10/14/97*.........................   $  29,987
    40,000   5.41%, 11/24/97*.........................      40,000
    25,000   5.44%, 9/28/98*..........................      25,000
    25,000   5.43%, 11/10/98*.........................      25,000
    10,000   5.45%, 1/13/99*..........................       9,999
    10,000   5.45%, 2/8/99*...........................      10,000
    25,000   5.44%, 2/22/99*..........................      25,000
    10,000   5.46%, 8/2/99*...........................       9,995
                                                        -----------
                       Total U.S. Government Agencies      573,087
                                                        -----------
                          U.S. TREASURY BILLS (4.0%):
    25,000   2/6/97(b)................................      24,260
    10,000   3/6/97...................................       9,657
                                                        -----------
                            Total U.S. Treasury Bills       33,917
                                                        -----------
                       Investments, at amortized cost      607,004
                                                        -----------
                       REPURCHASE AGREEMENTS (29.0%):
    75,000   Hong Kong Shanghai Banc Corp., 5.50%,
               dated 6/28/96, due 7/1/96
               (collateralized by $77,370 various U.S.
               Government Securities, 0.00% - 8.45%,
               8/1/96 - 2/14/06, Market Value
               $76,501)...............................      75,000
   173,417   Prudential Securities, 5.53%, dated
               6/28/96, due 7/1/96, (collateralized by
               $225,311 various U.S. Government
               Securities, 0.00% - 9.50%, 7/1/96 -
               8/15/22, market value $175,345)........     173,417
                                                        -----------
                          Total Repurchase Agreements      248,417
                                                        -----------
                            Total (Cost--$855,421)(a)    $ 855,421
                                                        -----------
                                                        -----------
</TABLE>
 
- ------------
 
Percentages indicated are based on net assets of $855,613.
 
<TABLE>
<C>        <S>
      (a)  Cost for federal income tax and financial reporting purposes is the same.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  A portion of this security was loaned as of June 30, 1996.
</TABLE>
 
<TABLE>
<C>        <S>
        *  Variable rate securities that have interest rates that change weekly based on the three month treasury bill bond
           equivalent yield. The final maturity date for valuation purposes is the next reset date. The rate shown on the Schedule
           of Portfolio Investments is the reset rate in effect on June 30, 1996.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
 8
<PAGE>   959
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF ASSETS AND LIABILITIES                               JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                           (Amounts in Thousands
                                                                         except per share amounts)
 
                                                                        TREASURY ONLY   GOVERNMENT
                                                                        MONEY MARKET   MONEY MARKET
                                                                            FUND           FUND
                                                                        -------------  -------------
<S>                                                                     <C>            <C>
ASSETS:
Investments, at amortized cost........................................    $ 414,057      $ 607,004
Repurchase agreements, at cost........................................           --        248,417
                                                                        -------------  -------------
Total.................................................................      414,057        855,421
Cash..................................................................            1              1
Interest receivable...................................................        3,688          4,330
Deferred organization costs...........................................            7             42
                                                                        -------------  -------------
TOTAL ASSETS..........................................................      417,753        859,794
                                                                        -------------  -------------
LIABILITIES:
Dividends payable.....................................................        1,652          3,698
Accrued expenses and other payables:
    Investment advisory fees..........................................           26             56
    Administration fees...............................................           16             35
    Other.............................................................           98            392
                                                                        -------------  -------------
TOTAL LIABILITIES.....................................................        1,792          4,181
                                                                        -------------  -------------
NET ASSETS:
Capital...............................................................      416,037        855,679
Accumulated undistributed net realized losses from investment
 transactions.........................................................          (76)           (66)
                                                                        -------------  -------------
NET ASSETS............................................................    $ 415,961      $ 855,613
                                                                        -------------  -------------
                                                                        -------------  -------------
Outstanding shares of beneficial interest.............................      416,037        855,679
                                                                        -------------  -------------
                                                                        -------------  -------------
Net asset value--offering and redemption price per share..............    $    1.00      $    1.00
                                                                              -----          -----
                                                                              -----          -----
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                            ----
                                                                               9
<PAGE>   960
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF OPERATIONS                        FOR THE YEAR ENDED JUNE 30, 1996
 
<TABLE>
<CAPTION>
                                                                     (Amounts in Thousands)
 
                                                                  TREASURY ONLY   GOVERNMENT
                                                                  MONEY MARKET   MONEY MARKET
                                                                      FUND           FUND
                                                                  -------------  -------------
<S>                                                               <C>            <C>
INVESTMENT INCOME:
Interest income.................................................    $  19,404      $  43,537
                                                                  -------------  -------------
Total Income....................................................       19,404         43,537
                                                                  -------------  -------------
EXPENSES:
Investment advisory fees........................................          288            618
Administration fees.............................................          180            386
Custodian and accounting fees...................................           18             68
Legal and audit fees............................................           41            157
Organization costs..............................................            4             21
Trustees' fees and expenses.....................................            5             20
Transfer agent fees.............................................           14             22
Registration and filing fees....................................           32             39
Printing costs..................................................           18             65
Other...........................................................            7             11
                                                                  -------------  -------------
Total expenses before waivers/reimbursements....................          607          1,407
Less waivers/reimbursements.....................................           --             (5)
                                                                  -------------  -------------
NET EXPENSES....................................................          607          1,402
                                                                  -------------  -------------
Net Investment Income...........................................       18,797         42,135
                                                                  -------------  -------------
REALIZED GAINS (LOSSES) FROM INVESTMENT TRANSACTIONS:
Net realized gains (losses) from investment transactions........          (76)             8
                                                                  -------------  -------------
Net increase in net assets resulting from operations............    $  18,721      $  42,143
                                                                  -------------  -------------
                                                                  -------------  -------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
 10
<PAGE>   961
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
 
STATEMENTS OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
                                                                         (Amounts in Thousands)
 
                                                             TREASURY ONLY MONEY         GOVERNMENT MONEY
                                                                 MARKET FUND               MARKET FUND
                                                           ------------------------  ------------------------
                                                           YEAR ENDED   YEAR ENDED   YEAR ENDED   YEAR ENDED
                                                            JUNE 30,     JUNE 30,     JUNE 30,     JUNE 30,
                                                              1996         1995         1996         1995
                                                           -----------  -----------  -----------  -----------
<S>                                                        <C>          <C>          <C>          <C>
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
    Net investment income................................  $    18,797   $  12,746   $    42,135  $    38,264
    Net realized gains (losses) from investment
      transactions.......................................          (76)         29             8          (66)
                                                           -----------  -----------  -----------  -----------
Change in net assets resulting from operations...........       18,721      12,775        42,143       38,198
                                                           -----------  -----------  -----------  -----------
DISTRIBUTIONS TO SHAREHOLDERS:
    From net investment income...........................      (18,797)    (12,746)      (42,135)     (38,264)
    In excess of net realized gains from investment
      transactions.......................................          (21)         --            --           --
                                                           -----------  -----------  -----------  -----------
Change in net assets from shareholder distributions......      (18,818)    (12,746)      (42,135)     (38,264)
                                                           -----------  -----------  -----------  -----------
CAPITAL TRANSACTIONS:
    Proceeds from shares issued..........................    1,135,597     894,833     2,638,822    2,818,461
    Dividends reinvested.................................        2,487       1,574        10,663       12,982
    Cost of shares redeemed..............................   (1,010,723)   (825,464)   (2,514,579)  (2,802,931)
                                                           -----------  -----------  -----------  -----------
Change in net assets from share transactions.............      127,361      70,943       134,906       28,512
                                                           -----------  -----------  -----------  -----------
Change in Net Assets.....................................      127,264      70,972       134,914       28,446
NET ASSETS:
    Beginning of period..................................      288,697     217,725       720,699      692,253
                                                           -----------  -----------  -----------  -----------
    End of period........................................  $   415,961   $ 288,697   $   855,613  $   720,699
                                                           -----------  -----------  -----------  -----------
                                                           -----------  -----------  -----------  -----------
SHARE TRANSACTIONS:
    Issued...............................................    1,135,597     894,833     2,638,822    2,818,461
    Reinvested...........................................        2,487       1,574        10,663       12,982
    Redeemed.............................................   (1,010,723)   (825,464)   (2,514,579)  (2,802,931)
                                                           -----------  -----------  -----------  -----------
Change in shares.........................................      127,361      70,943       134,906       28,512
                                                           -----------  -----------  -----------  -----------
                                                           -----------  -----------  -----------  -----------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                            ----
                                                                              11
<PAGE>   962
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS                                      JUNE 30, 1996
 
1.  ORGANIZATION:
 
    The  One Group (the "Trust") is  registered under the Investment Company Act
    of 1940, as  amended (the  "1940 Act"),  as an  open-end investment  company
    established  as a Massachusetts  business trust. The  Trust is registered to
    offer four classes of shares: Fiduciary, Class A, Class B, and Service.  The
    Trust  currently  consists  of  twenty-six  active  funds.  The accompanying
    financial statements and financial highlights are those of the Treasury Only
    Money Market  Fund and  the Government  Money Market  Fund (individually,  a
    "Fund"  collectively, the  "Funds") only.  The Funds  are diversified mutual
    funds and are not offered in multiple classes.
 
    The Funds investment objectives are as follows:
 
<TABLE>
<CAPTION>
FUND                                           OBJECTIVE
- ---------------------------------------------  --------------------------------------------------------------------
<S>                                            <C>
Treasury Only Money Market Fund                High current income with liquidity and stability of principal with
                                                the added assurance of a Fund that does not purchase securities
                                                that are subject to repurchase agreements.
 
Government Money Market Fund                   High current income with liquidity and stability of principal.
</TABLE>
 
2.  SIGNIFICANT ACCOUNTING POLICIES:
 
    The following is a  summary of significant  accounting policies followed  by
    the  Trust in the preparation of  its financial statements. The policies are
    in conformity with generally accepted accounting principles. The preparation
    of  financial  statements   requires  management  to   make  estimates   and
    assumptions  that affect the  reported amounts of  assets and liabilities at
    the date of the financial statements and the reported amounts of income  and
    expenses for the period. Actual results could differ from those estimates.
 
     SECURITY VALUATION:
 
     Securities  are  valued utilizing  the amortized  cost method  permitted in
     accordance with Rule  2a-7 under  the 1940  Act. Under  the amortized  cost
     method,  discount  or  premium is  amortized  on  a constant  basis  to the
     maturity of the security. In addition,  the Funds may not (a) purchase  any
     instrument  with a remaining  maturity greater than  thirteen months unless
     such instrument  is  subject  to  a  demand  feature,  or  (b)  maintain  a
     dollar-weighted average maturity which exceeds 90 days.
 
     REPURCHASE AGREEMENTS:
 
     The  Funds may invest  in repurchase agreements  with institutions that the
     Fund's investment adviser has determined are creditworthy. Each  repurchase
     agreement  is  recorded  at cost.  The  Fund requires  that  the securities
     purchased in a repurchase transaction be transferred to the custodian in  a
     manner  sufficient to  enable the  Fund to  obtain those  securities in the
     event  of  a  counterparty  default.  The  seller,  under  the   repurchase
     agreement,  is required to maintain the value of the securities held at not
     less than the repurchase price, including accrued interest.
 
     SECURITY TRANSACTIONS AND RELATED INCOME:
 
     Security transactions are accounted for on a trade date basis. Net realized
     gains or  losses on  sales of  securities are  determined on  the  specific
     identification  cost method. Interest income and expenses are recognized on
     the accrual basis. Interest income,  including any discount or premium,  is
     accrued as earned using the effective interest method.
 
CONTINUED
 
                                                                            ----
                                                                              12
<PAGE>   963
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
     SECURITIES LENDING:
 
     To  generate additional income, the Funds may  lend up to 33% of securities
     in which they are invested pursuant  to agreements requiring that the  loan
     be  continuously secured by cash, U.S. Government or U.S. Government Agency
     securities,  shares  of  an  investment  trust  or  mutual  fund,  or   any
     combination of cash and such securities as collateral equal at all times to
     at  least 100% of the market value  plus accrued interest on the securities
     lent. The  Funds  continue  to  earn  interest  on  securities  lent  while
     simultaneously  seeking to earn  interest on the  investment of collateral.
     Collateral is marked to  market daily to provide  a level of collateral  at
     least  equal to the market value of  securities lent. There may be risks of
     delay in  recovery  of  the  securities  or even  loss  of  rights  in  the
     collateral should the borrower of the securities fail financially. However,
     loans  will be made only  to borrowers deemed by the  Adviser to be of good
     standing and  creditworthy under  guidelines established  by the  Board  of
     Trustees  and when, in the judgment of the Adviser, the consideration which
     can be earned currently from such securities loans justifies the  attendant
     risk.  Loans are subject to termination by the Funds or the borrower at any
     time, and are, therefore, not considered to be illiquid investments. As  of
     June  30,  1996,  the following  Funds  had securities  with  the following
     amortized cost on loan (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                      MARKET VALUE
                                                                        OF LOANED
                                                                       SECURITIES
                                                                      -------------
<S>                                                                   <C>
Treasury Only Money Market Fund.....................................    $  90,881
Government Money Market Fund........................................       31,663
</TABLE>
 
     The loaned securities were fully collateralized by cash and U.S. Government
     securities as of June 30, 1996.
 
          EXPENSES:
 
          Expenses directly attributable to a Fund are charged directly to  that
          Fund,  while the expenses which are attributable to more than one fund
          of the Trust are allocated among the respective Funds.
 
          DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
 
          Dividends from  net  investment income  are  declared daily  and  paid
          monthly.  Net income for this purpose consists of interest accrued and
          discount earned  (including both  original issue  discount and  market
          discount)   less  amortization  of  any  market  premium  and  accrued
          expenses. Net realized capital gains, if any, are distributed at least
          annually.
 
          Distributions from net  investment income and  from net capital  gains
          are  determined in  accordance with  income tax  regulations which may
          differ  from   generally   accepted   accounting   principles.   These
          differences  are primarily  due to  differing treatments  for expiring
          capital loss carryforwards and deferrals of certain losses.  Permanent
          book   and   tax   basis   differences,   which   affect   shareholder
          distributions, have been reclassified to additional paid-in capital.
 
          ORGANIZATION COSTS:
 
          Costs incurred  by  the Trust  in  connection with  its  organization,
          including  the  fees and  expenses of  registering and  qualifying its
          shares for distribution  have been  deferred and  are being  amortized
          using  the straight-line method over a  period of five years beginning
          with the commencement of each Fund's operations. All such costs, which
          are attributable to more than one fund, have been allocated among  the
          Funds  of the Trust pro-rata, based on the relative net assets of each
          Fund. In the event that any of the initial shares are redeemed  during
          such period by any holder thereof, the related Fund will be reimbursed
          by   such  holder  for  any  unamortized  organization  costs  in  the
          proportion as the number of initial shares being redeemed bears to the
          number of initial shares outstanding at the time of redemption.
 
CONTINUED
 
                                                                            ----
                                                                              13
<PAGE>   964
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
          FEDERAL INCOME TAXES:
 
          Each Fund intends  to continue  to qualify as  a regulated  investment
          company   by  complying  with  the  provisions  available  to  certain
          investment companies as defined in applicable sections of the Internal
          Revenue Code, and to make  distributions of net investment income  and
          net  realized  capital gains  sufficient to  relieve  it from  all, or
          substantially all, federal income taxes.
 
     3.  SHARES OF BENEFICIAL INTEREST:
 
         The Trust has  an unlimited  number of shares  of beneficial  interest,
         with  no par value which may,  without shareholder approval, be divided
         into an unlimited number of series of such shares and any series may be
         classified or reclassified into one or more classes. Currently,  shares
         of the Trust are registered to be offered through thirty-two series and
         four  classes: Fiduciary, Class  A, Class B,  and Service. Shareholders
         are entitled to one vote for each full share held and will vote in  the
         aggregate  and not  by Class or  series, except  as otherwise expressly
         required by law or when the  Board of Trustees has determined that  the
         matter  to be voted on  affects only the interest  of shareholders of a
         particular class or series.
 
     4.  INVESTMENT ADVISORY, ADMINISTRATIVE AND DISTRIBUTION AGREEMENTS:
 
         The Trust and Banc One Investment Advisors Corporation (the  "Adviser")
         are parties to an investment advisory agreement under which the Adviser
         is entitled to receive a fee, computed daily and paid monthly, equal to
         0.08% of the average daily net assets of each Fund.
 
         The  Trust and The One Group  Services Company (the "Administrator"), a
         wholly-owned subsidiary of  The BISYS  Group, Inc., are  parties to  an
         administrative   agreement  under  which   the  Administrator  provides
         services for a  fee that is  computed daily and  payable monthly at  an
         annual  rate  of 0.05%  of each  Fund's average  daily net  assets. The
         Adviser also serves  as Sub-Administrator  to each fund  of the  Trust,
         pursuant  to an  agreement between  the Administrator  and the Adviser.
         Pursuant  to  this  agreement,  the   Adviser  performs  many  of   the
         Administrator's  duties, for which  the Adviser receives  a fee paid by
         the Administrator. Prior to November 30, 1995, The Shareholder Services
         Group d/b/a 440 Financial  served as administrator  of each Fund  under
         essentially the same terms as the current administrative agreement.
 
         The  One Group Services  Company (the "Distributor")  and the Trust are
         parties to a distribution agreement under which shares of the Funds are
         sold on a continuous basis. No compensation is paid to the  Distributor
         for distribution services for the Funds.
 
         Certain  officers of the  Trust are affiliated  with the Administrator.
         Such officers receive  no compensation  from the Funds  for serving  in
         their respective roles.
 
         The  Adviser  and  Administrator  have voluntarily  agreed  to  waive a
         portion of their fees and to reimburse the Funds for certain  expenses.
         For  the year ended June  30, 1996, fees in  the following amounts were
         waived or reimbursed to the Funds (amounts in thousands):
 
<TABLE>
<CAPTION>
                                                                     INVESTMENT ADVISORY
                                                                        FEES WAIVED/
                                                                         REIMBURSED
                                                                     -------------------
<S>                                                                  <C>
Government Money Market Fund.......................................       $       5
</TABLE>
 
CONTINUED
 
- ----
 14
<PAGE>   965
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS, CONTINUED                           JUNE 30, 1996
 
5.  FEDERAL TAX INFORMATION (UNAUDITED):
 
    At June 30, 1996 the following  Funds have capital loss carryforwards  which
    are available to offset future capital gains, if any (amounts in thousands):
 
<TABLE>
<CAPTION>
FUND                                                               AMOUNT       EXPIRES
- ---------------------------------------------------------------  -----------  -----------
<S>                                                              <C>          <C>
Treasury Only Money Market Fund................................   $      18         2004
Government Money Market Fund...................................           8         2002
Government Money Market Fund...................................          26         2003
Government Money Market Fund...................................          32         2004
</TABLE>
 
   Under  current  tax law,  capital  losses realized  after  October 31  may be
   deferred and treated as  occurring on the first  day of the following  fiscal
   year.  The Treasury Only  Money Market Fund  will treat approximately $58,000
   deferred losses as arising on the first day of the year ended June 30, 1997.
 
                                                                            ----
                                                                              15
<PAGE>   966
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                      TREASURY ONLY MONEY MARKET FUND
                                                                                --------------------------------------------
                                                                                                                  APRIL 16,
                                                                                     YEARS ENDED JUNE 30,          1993 TO
                                                                                -------------------------------   JUNE 30,
                                                                                  1996       1995       1994      1993 (A)
                                                                                ---------  ---------  ---------  -----------
<S>                                                                             <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.........................................................  $   1.000  $   1.000  $   1.000   $   1.000
                                                                                ---------  ---------  ---------  -----------
Investment Activities
  Net investment income.......................................................      0.052      0.051      0.032       0.006
                                                                                ---------  ---------  ---------  -----------
Distributions
  Net investment income.......................................................     (0.052)    (0.051)    (0.032)     (0.006)
                                                                                ---------  ---------  ---------  -----------
NET ASSET VALUE,
  END OF PERIOD...............................................................  $   1.000  $   1.000  $   1.000   $   1.000
                                                                                ---------  ---------  ---------  -----------
                                                                                ---------  ---------  ---------  -----------
Total Return..................................................................       5.38%      5.22%      3.23%       2.96%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...........................................  $ 415,961  $ 288,697  $ 217,725   $  60,330
  Ratio of expenses to average net assets.....................................       0.17%      0.20%      0.15%       0.07%(b)
  Ratio of net investment income to average net assets........................       5.23%      5.14%      3.23%       2.95%(b)
  Ratio of expenses to average net assets*....................................       0.17%      0.21%      0.22%       0.33%(b)
  Ratio of net investment income to average net assets*.......................       5.23%      5.13%      3.16%       2.69%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
- ----
 16
<PAGE>   967
- --------------------------------------------------------------------------------
 
The One Group Family of Mutual Funds
- -------------------------------------------------------------
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                                       GOVERNMENT MONEY MARKET FUND
                                                                                ------------------------------------------
                                                                                                                 JUNE 14,
                                                                                     YEARS ENDED JUNE 30,         1993 TO
                                                                                -------------------------------  JUNE 30,
                                                                                  1996       1995       1994     1993 (A)
                                                                                ---------  ---------  ---------  ---------
<S>                                                                             <C>        <C>        <C>        <C>
NET ASSET VALUE,
  BEGINNING OF PERIOD.........................................................  $   1.000  $   1.000  $   1.000  $   1.000
                                                                                ---------  ---------  ---------  ---------
Investment Activities
  Net investment income.......................................................      0.055      0.053      0.033      0.001
                                                                                ---------  ---------  ---------  ---------
Distributions
  Net investment income.......................................................     (0.055)    (0.053)    (0.033)    (0.001)
                                                                                ---------  ---------  ---------  ---------
NET ASSET VALUE,
  END OF PERIOD...............................................................  $   1.000  $   1.000  $   1.000  $   1.000
                                                                                ---------  ---------  ---------  ---------
                                                                                ---------  ---------  ---------  ---------
Total Return..................................................................       5.61%      5.41%      3.40%      3.28%(b)
RATIOS/SUPPLEMENTARY DATA:
  Net Assets at end of period (000)...........................................  $ 855,613  $ 720,699  $ 692,253  $ 244,991
  Ratio of expenses to average net assets.....................................       0.18%      0.21%      0.11%      0.07%(b)
  Ratio of net investment income to average net assets........................       5.46%      5.28%      3.41%      3.13%(b)
  Ratio of expenses to average net assets*....................................       0.18%      0.22%      0.20%      0.33%(b)
  Ratio of net investment income to average net assets*.......................       5.46%      5.27%      3.32%      2.87%(b)
</TABLE>
 
- ----------
 
<TABLE>
<C>        <S>
        *  During the period, certain fees were voluntarily reduced. If such voluntary fee reductions had not
           occurred, the ratios would have been as indicated.
</TABLE>
 
<TABLE>
<C>        <S>
      (a)  Period from commencement of operations.
</TABLE>
 
<TABLE>
<C>        <S>
      (b)  Annualized.
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS.
 
                                                                            ----
                                                                              17
<PAGE>   968
- --------------------------------------------------------------------------------
Report of Independent Accountants
- -------------------------------------------------------------
 
THE ONE GROUP FAMILY OF MUTUAL FUNDS                               JUNE 30, 1996
To the Shareholders and Board of Trustees of
  The One Group Family of Mutual Funds:
 
We  have audited  the accompanying statements  of assets and  liabilities of the
Treasury Only Money Market Fund and the Government Money Market Fund (two series
of The One Group Family of  Mutual Funds), including the schedules of  portfolio
investments,  as of  June 30,  1996, and  the related  statements of operations,
statements of changes in net assets and the financial highlights for each period
presented.  These  financial  statements   and  financial  highlights  are   the
responsibility  of  The  One  Group  Family  of  Mutual  Funds'  management. Our
responsibility is to express  an opinion on these  financial statements and  the
financial highlights based on our audits.
 
We   conducted  our  audits  in  accordance  with  generally  accepted  auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable  assurance  about  whether  the  financial  statements  and financial
highlights are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements. Our procedures included confirmation of securities owned as of  June
30,  1996  by  correspondence with  the  custodian  and brokers.  An  audit also
includes assessing the accounting principles used and significant estimates made
by  management,  as   well  as  evaluating   the  overall  financial   statement
presentation.  We believe  that our  audits provide  a reasonable  basis for our
opinion.
 
In our opinion, the  financial statements and  financial highlights referred  to
above  present fairly, in  all material respects, the  financial position of the
Treasury Only Money Market Fund and the Government Money Market Fund as of  June
30,  1996, the results of their operations,  the changes in their net assets and
the financial highlights for each period presented, in conformity with generally
accepted accounting principles.
 
Columbus, Ohio                                          Coopers & Lybrand L.L.P.
August 19, 1996
 
- ----
 18
<PAGE>   969
   


                                    APPENDIX
                                    --------

The nationally recognized statistical rating organizations (individually, an
"NRSRO") that may be utilized by the Advisers or the Sub-Advisers with regard to
portfolio investments for the Funds include Moody's Investors Service, Inc.
("Moody's"), Standard & Poor's Corporation ("S&P"), Duff & Phelps, Inc.
("Duff"), Fitch Investors Service, Inc. ("Fitch"), IBCA Limited and its
affiliate, IBCA Inc. (collectively, "IBCA"), and Thomson BankWatch, Inc.
("Thomson"). Set forth below is a description of the relevant ratings of each
such NRSRO. The NRSROs that may be utilized by the Advisers or the Sub-Advisers
and the description of each NRSRO's ratings is as of the date of this Statement
of Additional Information, and may subsequently change.

LONG-TERM DEBT RATINGS (may be assigned, for example, to corporate and municipal
bonds)

Description of the debt ratings by Moody's (Moody's applies numerical modifiers
(1, 2, and 3) in each rating category to indicate the security's ranking within
the category):

         Aaa      Bonds which are rated Aaa are judged to be of the best
                  quality. They carry the smallest degree of investment risk and
                  are generally referred to as "gilt edged." 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 issues.

         Aa       Bonds which are rated Aa are judged 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 the best bonds because margins of protection may not be
                  as large as in Aaa securities or fluctuation of protective
                  elements may be of greater amplitude or there may be other
                  elements present which make the long-term risk appear somewhat
                  larger than in Aaa securities.

         A        Bonds which are rated A possess many favorable investment
                  attributes and are to be considered as upper-medium-grade
                  obligations. Factors giving security to principal and interest
                  are considered adequate, but elements may be present which
                  suggest a susceptibility to impairment some time in the
                  future.

         Baa      Bonds which are rated Baa are considered as medium grade
                  obligations, i.e., they are neither highly protected nor
                  poorly secured. Interest payments and principal security
                  appear adequate for the present but certain protective
                  elements may be lacking or may be characteristically
                  unreliable over any great length of time. Such bonds lack
                  outstanding investment characteristics and in fact have
                  speculative characteristics as well.


    

                                      400
<PAGE>   970


   
         Ba       Bonds rated Ba are more uncertain and have speculative
                  elements. The protection of interest and principal payments is
                  not well safeguarded during good and bad times.

         B        Bonds rated B lack the characteristics of a desirable
                  investment; i.e., potentially low assurance of timely interest
                  and principal payments or maintenance of other contract terms
                  over time.

         Caa      Bonds rated Caa have poor standing and may be in default.
                  These bonds carry an element of danger with respect to
                  principal and interest payments.

         C        Bonds rated Ca are speculative to a high degree and could be
                  in default or have other marked shortcomings. C is the lowest
                  rating. Bonds in this category have extremely poor prospects
                  of ever attaining investment standing.

Description of the debt ratings by S&P (S&P may apply a plus (+) or minus (-) to
a particular rating classification to show relative standing within that
classification):

         AAA      Debt rated AAA has the highest rating assigned by S&P.
                  Capacity to pay interest and repay principal is extremely
                  strong.

         AA       Debt rated AA has a very strong capacity to pay interest and
                  repay principal and differs from the higher rated issues only
                  in small degree.

         A        Debt rated A has a strong capacity to pay interest and repay
                  principal although it is somewhat more susceptible to the
                  adverse effects of changes in circumstances and economic
                  conditions than debt in higher rated categories.

         BBB      Debt rated BBB is regarded as having an adequate capacity to
                  pay interest and repay principal. Whereas it normally exhibits
                  adequate protection parameters, adverse economic conditions or
                  changing circumstances are more likely to lead to a weakened
                  capacity to pay interest and repay principal for debt in this
                  category than in higher rated categories.

         BB       Bonds rated BB have less near-term vulnerability to default
                  than other speculative issues. However, they face major
                  ongoing uncertainties or exposure to adverse business,
                  financial or economic conditions which could lead to
                  inadequate capacity to meet timely interest and principal
                  payments. The BB rating category is also used for debt
                  subordinated to senior debt that is assigned an actual or
                  implied BBB rating.

         B        Bonds rated B have a greater vulnerability to default but
                  currently have the capacity to meet interest payments and
                  principal repayments. Adverse business, financial, or economic
                  conditions will likely impair capacity or
    


                                      401
<PAGE>   971


   
                  willingness to pay interest and repay principal. The B rating
                  category is also used for debt subordinated to senior debt
                  that is assigned an actual or implied BB or BB- rating.

         CCC      Bonds rated CCC have currently identifiable vulnerability to
                  default, and are dependent upon favorable business, financial,
                  and economic conditions to meet timely payment of interest and
                  repayment of principal. In the event of adverse business,
                  financial, or economic conditions, they are not likely to have
                  the capacity to pay interest and repay principal. The CCC
                  rating category is also used for debt subordinated to senior
                  debt that is assigned an actual or implied B or B- rating.

         CC       The rating CC typically is applied to debt subordinated to
                  senior debt that is assigned an actual or implied CCC rating.

         C        The rating C typically is applied to debt subordinated to
                  senior debt that is assigned an actual or implied CCC rating.
                  The C ratings may be used to cover a situation where a
                  bankruptcy petition has been filed, but debt service payments
                  are continued.

         CI       The rating CI is reserved for income bonds on which no income
                  is being paid.

         D        Bonds rated D are in payment default. The D rating category is
                  used when interest payments or principal payments are not made
                  on the date due, even if the applicable grace period has not
                  expired, unless Standard & Poor believes that such payments
                  will be made during such grace period. The D rating also will
                  be used upon the filing of a bankruptcy petition if debt
                  service payments are jeopardized.

         +/-      Plus (+) or minus (-). Ratings from AA to CCC may be modified
                  by the addition of a plus or minus sign to show relative
                  standing within the major rating categories.

Description of the three highest long-term debt ratings by Duff:

         AAA      Highest credit quality. The risk factors are negligible being
                  only slightly more than for risk-free U.S. Treasury debt.

         AA+      High credit quality.  Protection factors are strong.

         AA       Risk is modest but may vary slightly from time to time because
                  of economic conditions.

    


                                      402
<PAGE>   972
   


         A+       Protection factors are average but adequate. However, risk
                  factors are more variable and greater in periods of economic
                  stress.

Description of the three highest long-term debt ratings by Fitch (plus or minus
signs are used with a rating symbol to indicate the relative position of the
credit within the rating category):

         AAA      Bonds considered to be investment grade and of the highest
                  credit quality. The obligor has an exceptionally strong
                  ability to pay interest and repay principal, which is unlikely
                  to be affected by reasonably foreseeable events.

         AA       Bonds considered to be investment grade and of very high
                  credit quality. The obligor's ability to pay interest and
                  repay principal is very strong, although not quite as strong
                  as bonds rated "AAA." Because bonds rated in the "AAA" and
                  "AA" categories are not significantly vulnerable to
                  foreseeable future developments, short-term debt of these
                  issues is generally rated "[-]+."

         A        Bonds considered to be investment grade and of high credit
                  quality. The obligor's ability to pay interest and repay
                  principal is considered to be strong, but may be more
                  vulnerable to adverse changes in economic conditions and
                  circumstances than bonds with higher ratings.

IBCA's description of its three highest long-term debt ratings:

         AAA      Obligations for which there is the lowest expectation of
                  investment risk. Capacity for timely repayment of principal
                  and interest is substantial such that adverse changes in
                  business, economic or financial conditions are unlikely to
                  increase investment risk significantly.

         AA       Obligations for which there is a very low expectation of
                  investment risk. Capacity for timely repayment of principal
                  and interest is substantial. Adverse changes in business,
                  economic, or financial conditions may increase investment risk
                  albeit not very significantly.

         A        Obligations for which there is a low expectation of investment
                  risk. Capacity for timely repayment of principal and interest
                  is strong, although adverse changes in business, economic or
                  financial conditions may lead to increased investment risk.

SHORT-TERM DEBT RATINGS (may be assigned, for example, to commercial paper,
master demand notes, bank instruments, and letters of credit)

Moody's description of its three highest short-term debt ratings:

    


                                      403
<PAGE>   973

   

         Prime-1         Issuers rated Prime-1 (or supporting institutions) have
                         a superior capacity for repayment of senior short-term
                         promissory obligations. Prime-1 repayment capacity will
                         normally be evidenced by many of 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.

         Prime-2         Issuers rated Prime-2 (or supporting institutions) have
                         a strong capacity for repayment of senior short-term
                         debt obligations. This will normally be evidenced by
                         many of the characteristics cited above but to a lesser
                         degree. Earnings trends and coverage ratios, while
                         sound, may be more subject to variation. Capitalization
                         characteristics, while still appropriate, may be more
                         affected by external conditions. Ample alternate
                         liquidity is maintained.

         Prime-3         Issuers rated Prime-3 (or supporting institutions) have
                         an acceptable ability for repayment of senior
                         short-term obligations. The effect of industry
                         characteristics and market compositions may be more
                         pronounced. Variability in earnings and profitability
                         may result in changes in the level of debt protection
                         measurements and may require relatively high financial
                         leverage. Adequate alternate liquidity is maintained.

S&P's description of its three highest short-term debt ratings:

         A-1      This designation indicates that the degree of safety regarding
                  timely payment is strong. Those issues determined to have
                  extremely strong safety characteristics are denoted with a
                  plus sign (+).

         A-2      Capacity for timely payment on issues with this designation is
                  satisfactory. However, the relative degree of safety is not as
                  high as for issues designated "A-1."


    

                                      404
<PAGE>   974

   

         A-3      Issues carrying this designation have adequate capacity for
                  timely payment. They are, however, more vulnerable to the
                  adverse effects of changes in circumstances than obligations
                  carrying the higher designations.

Duff's description of its three highest short-term debt ratings (Duff
incorporates gradations of "1+" (one plus) and "1-" (one minus) to assist
investors in recognizing quality differences within the highest rating
category):

         Duff 1+  Highest certainty of timely payment. Short-term liquidity,
                  including internal operating factors and/or access to
                  alternative sources of funds, is outstanding, and safety is
                  just below risk-free U.S. Treasury short-term obligations.

         Duff 1   Very high certainty of timely payment. Liquidity factors are
                  excellent and supported by good fundamental protection
                  factors. Risk factors are minor.

         Duff 1-  High certainty of timely payment. Liquidity factors are
                  strong and supported by good fundamental protection factors.
                  Risk factors are very small.

         Duff 2   Good certainty of timely payment. Liquidity factors and
                  company fundamentals are sound. Although ongoing funding needs
                  may enlarge total financing requirements, access to capital
                  markets is good. Risk factors are small.

         Duff 3   Satisfactory liquidity and other protection factors qualify
                  issue as to investment grade. Risk factors are larger and
                  subject to more variation. Nevertheless, timely payment is
                  expected.


Fitch's description of its three highest short-term debt ratings:

         F-1+     Exceptionally Strong Credit Quality. Issues assigned this
                  rating are regarded as having the strongest degree of
                  assurance for timely payment.

         F-1      Very Strong Credit Quality. Issues assigned this rating
                  reflect an assurance of timely payment only slightly less in
                  degree than issues rated F-1+.

         F-2      Good Credit Quality. Issues assigned this rating have a
                  satisfactory degree of assurance for timely payment, but the
                  margin of safety is not as great as for issues assigned F-1+
                  or F-1 ratings.

    

                                      405
<PAGE>   975
   


         F-3      Fair Credit Quality. Issues assigned this rating have
                  characteristics suggesting that the degree of assurance for
                  timely payment is adequate, however, near-term adverse changes
                  could cause these securities to be rated below investment
                  grade.

IBCA's description of its three highest short-term debt ratings:

         A+       Obligations supported by the highest capacity for timely
                  repayment.

         A1       Obligations supported by a very strong capacity for timely
                  repayment.

         A2       Obligations supported by a strong capacity for timely
                  repayment, although such capacity may be susceptible to
                  adverse changes in business, economic or financial conditions.

Short-Term Loan/Municipal Note Ratings
- --------------------------------------

Moody's description of its two highest short-term loan/municipal note ratings:

MIG-1/VMIG-1             This designation denotes best quality. There is present
                         strong protection by established cash flows, superior
                         liquidity support or demonstrated broad-based access to
                         the market for refinancing.

MIG-2/VMIG-2             This designation denotes high quality. Margins of
                         protection are ample although not so large as in the
                         preceding group.

S&P's description of its two highest municipal note ratings:

           SP-1       Very strong or strong capacity to pay principal and
                      interest. Those issues determined to possess overwhelming
                      safety characteristics will be given a plus (+)
                      designation.

           SP-2       Satisfactory capacity to pay principal and interest.

Short-Term Debt Ratings

Thomson BankWatch, Inc. ("TBW") ratings are based upon a qualitative and
quantitative analysis of all segments of the organization including, where
applicable, holding company and operating subsidiaries.

BankWatch(TM) Ratings do not constitute a recommendation to buy or sell
securities of any of these companies. Further, BankWatch does not suggest
specific investment criteria for individual clients.

    


                                      406
<PAGE>   976
   

The TBW Short-Term Ratings apply to commercial paper, other senior short-term
obligations and deposit obligations of the entities to which the rating has been
assigned.

The TBW Short-Term Ratings apply only to unsecured instruments that have a
maturity of one year or less.

The TBW Short-Term Ratings specifically assess the likelihood of an untimely
payment of principal or interest.

           TBW-1      The highest category; indicates a very high degree of
                      likelihood that principal and interest will be paid on a
                      timely basis.

           TBW-2      The second highest category; while the degree of safety
                      regarding timely repayment of principal and interest is
                      strong, the relative degree of safety is not as high as
                      for issues rated "TBW-1."

           TBW-3      The lowest investment grade category; indicates that while
                      more susceptible to adverse developments (both internal
                      and external) than obligations with higher ratings,
                      capacity to service principal and interest in a timely
                      fashion is considered adequate.

           TBW-4      The lowest rating category; this rating is regarded as
                      non-investment grade and therefore speculative.

    


                                      407
<PAGE>   977
   
DESCRIPTION OF BANK RATINGS

Moody's Bank Financial Strength Ratings represent Moody's opinion of a bank's
intrinsic safety and soundness. The definitions for Moody's Bank Financial
Strength Ratings are as follows:

       "A"      Banks rated A possess exceptional intrinsic financial strength.
                Typically they will be major financial institutions with highly
                valuable and defensible business franchises, strong financial
                fundamentals, and a very attractive and stable operating
                environment.

       "B"      Banks rated B possess strong intrinsic financial strength.
                Typically, they will be important institutions with valuable
                and defensible business franchises, good financial
                fundamentals, and an attractive and stable operating
                environment.

       "C"      Banks rated C possess good intrinsic financial strength.
                Typically, they will be institutions with valuable and
                defensible business franchises. These banks will demonstrate
                either acceptable financial fundamentals within a stable
                operating environment, or better than average financial
                fundamentals within an unstable operating environment.

S&P's issue credit rating is a current opinion of the creditworthiness of an
obligor with respect to a specific financial obligation, a specific class of
financial obligations, or a specific financial program. S&P's ratings are as
follows:

       "AAA"    An obligation rated AAA has the highest rating assigned by S&P.
                The obligor's capacity to meet its financial commitment on the
                obligation is extremely strong.

       "AA"     An obligation rated AA differs from the highest rated
                obligations only in small degree. The obligor's capacity to
                meet its financial commitments on the obligation is very
                strong.

       "A"      An obligation rated A is somewhat more susceptible to the
                adverse effects of changes in circumstances and economic
                conditions than obligations in higher rated categories.
                However, the obligor's capacity to meet its financial
                commitment on the obligation is still strong.

DESCRIPTION OF INSURANCE RATINGS

Moody's Insurance Financial Strength Ratings are Moody's opinions of the
ability of insurance companies to pay punctually senior policyholder claims and
obligations.

       "Aaa"    Insurance companies rated Aaa offer exceptional financial
                security. While the financial strength of these companies is
                likely to change, such changes as can be visualized are most
                unlikely to impair their fundamentally strong position.

       "Aa"     Insurance companies rated Aa offer excellent financial
                security.  Together with the Aaa group, they constitute what
                are generally known as high grade companies. They are rated
                lower than Aaa companies because long-term risks appear
                somewhat larger.

       "A"      Insurance companies rated A offer good financial security.
                However, elements may be present which suggest a susceptibility
                to impairment sometime in the future.

S&P's issue credit rating is a current opinion of the creditworthiness of an
obligor with respect to a specific financial obligation, a specific class of
financial obligations, or a specific financial program. S&P's ratings are as
follows:
    

                                       40


<PAGE>   978
   
       "AAA"    An obligation rated AAA has the highest rating assigned by S&P.
                The obligor's capacity to meet its financial commitment on the
                obligation is extremely strong.

       "AA"     An obligation rated AA differs from the highest rated
                obligations only in small degree. The obligor's capacity to
                meet its financial commitments on the obligation is very
                strong.

       "A"      An obligation rated A is somewhat more susceptible to the
                adverse effects of changes in circumstances and economic
                conditions than obligations in higher rated categories.
                However, the obligor's capacity to meet its financial
                commitment on the obligation is still strong.
    

                                      41

<PAGE>   979
   
DESCRIPTION OF PREFERRED STOCK RATINGS

The following descriptions of S&P's and Moody's preferred stock ratings have
been published by S&P and Moody's respectively.

Moody's Investor Services, Inc.

"aaa" An issue which is rated "aaa" is considered to be a top-quality preferred
stock. This rating indicates good asset protection and the least risk of
dividend impairment within the universe of preferred stocks.

"aa" An issue which is rated "aa" is considered a high-grade preferred stock.
This rating indicates that there is a reasonable assurance the earnings and
asset protection will remain relatively well maintained in the foreseeable
future.

"a" An issue which is rated "a" is considered to be an upper-medium grade
preferred stock. While risks are judged to be somewhat greater than in the
"aaa" and "aa" classification, earnings and asset protection are, nevertheless,
expected to be maintained at adequate levels.

"baa" An issue which is rated "baa" is considered to be a medium-grade
preferred stock, neither highly protected nor poorly secured. Earnings and
asset protection appear adequate at present but may be questionable over any
great length of time.

Standard & Poor's Rating Services

A S&P's preferred stock rating is an assessment of the capacity and willingness
of an issuer to pay preferred stock dividends and any applicable sinking fund
obligations. A preferred stock rating differs from a bond rating inasmuch as it
is assigned to an equity issue, which is intrinsically different from, and
subordinated to, a debt issue. Therefore, to reflect this difference, the
preferred stock rating symbol will normally not be higher than the debt rating
symbol assigned to, or that would be assigned to, the senior debt of the same
issuer.

AAA This is the highest rating that may be assigned by S&P to a preferred stock
issue and indicates an extremely strong capacity to pay the preferred stock
obligations.

AA A preferred stock issue rated "AA" also qualifies as a high-quality,
fixed-income security. The capacity to pay preferred stock obligations is very
strong, although not as overwhelming as for issues rated "AAA."

A An issue rated "A" is backed by a sound capacity to pay the preferred stock
obligations, although it is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions.
    


                                       42


<PAGE>   980
   
BBB An issue rated "BBB" is regarded as backed by an adequate capacity to pay
the preferred stock obligations. Whereas it normally exhibits adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to make payments for a preferred
stock in this category than for issues in the "A" category.
    

                                      43
<PAGE>   981
                             Registration Statement

                                       of

                                The One Group(R)

                                       on

                                   Form N-1A

PART C.  OTHER INFORMATION

Item 24. FINANCIAL STATEMENTS AND EXHIBITS

         (a) Financial Statements:

             Included in Part A:

             --  Financial Highlights

             Included in Part B:

   
             --  The One Group Funds Portfolio of Investments as of June 30,
                 1996 (audited).

             --  The One Group Funds Statement of Assets and Liabilities as of
                 June 30, 1996 (audited).

             --  The One Group  Funds Statements of Operations for Fiscal Year
                 Ended June 30, 1996 (audited).

             --  The One Group Funds Statements of Changes in Net Assets for
                 Fiscal Year Ended June 30, 1996 (audited).

             --  The One Group Funds Financial Highlights as of June 30, 1996
                 (audited).

             --  The One Group  Funds Notes to Financial Statements as of June
                 30, 1996 (audited).

             --  Reports dated August 19 and August 27, 1996 of Coopers &
                 Lybrand L.L.P., independent accountants on The One Group Funds
                 financial statements.
    

                 All required financial statements are contained in Part B
                 hereof. All other financial statements and schedules are
                 inapplicable.


<PAGE>   982



         (b)    Exhibits:

         (1)    Amended and Restated Declaration of Trust is incorporated by
                reference to Exhibit (1) to Post-Effective Amendment No. 39
                (filed August 16, 1996) to Registrant's Registration Statement
                on Form N-1A.

         (2)    Code of Regulations as amended and restated July 26, 1990 is
                incorporated by reference to Exhibit (2) to Post-Effective
                Amendment No. 39 (filed August 16, 1996) to Registrant's
                Registration Statement on Form N-1A.

         (3)    None.

         (4)    None.

         (5)(a) Investment Advisory Agreement dated January 11, 1993 between
                Registrant and Banc One Investment Advisors Corporation is
                incorporated by reference to Exhibit 5(a) to Post-Effective
                Amendment No. 27 (filed March l7, l993) to Registrant's
                Registration Statement on Form N-1A.

   
         (5)(b) Revised Schedule A to the Investment Advisory Agreement between
                Registrant and Banc One Investment Advisors Corporation is
                filed herewith.
    

         (5)(c) Sub-Investment Advisory Agreement dated February 11, 1993
                between Banc One Investment Advisors Corporation and Boston
                International Advisors, Inc. is incorporated by reference to
                Exhibit (5)(c) to Post-Effective Amendment No. 28 (filed June
                30, 1993) to Registrant's Registration Statement on Form N-1A.

         (6)(a) Distribution Agreement dated November 1, 1995 between the
                Registrant and The One Group Services Company is incorporated
                by reference to Exhibit (6)(a) to Post-Effective Amendment No.
                36 (filed November 24, 1995) to Registrant's Registration
                Statement on Form N-1A.

   
         (6)(b) Revised Schedules A-D to the Distribution Agreement between the
                Registrant and The One Group Services Company are filed
                herewith.
    

         (6)(c) Re-executed Distribution Agreement dated December 13, 1995
                between Registrant and The One Group Services Company is
                incorporated by reference to Exhibit (7)(c) to Registrant's
                Registration Statement on Form N- 14 (filed January 19, 1996).

         (6)(e) Dealer's Agreement for The One Group(R)Funds dated November 11,
                1995 between The One Group Services Company and Banc One
                Securities Corporation is incorporated by reference to Exhibit
                (7)(d) to  Registrant's Registration Statement on Form N-14
                (filed January 19, 1996).

         (7)    None.

         (8)(a) Custodian Contract between Registrant and State Street Bank and
                Trust Company is incorporated by reference to Exhibit (8) to
                Post-Effective


<PAGE>   983



                Amendment No. 12 (filed September 9, 1988) to Registrant's
                Registration Statement on Form N-1A.

         (8)(b) Sub-Custodian Agreement between State Street Bank and Trust
                Company and Bank One Trust Company, NA is incorporated by
                reference to Exhibit (8)(b) to Post-Effective Amendment No. 37
                (filed June 13, 1996) to the Registrant's Registration
                Statement on Form N-1A.

         (9)(a) Management and Administration Agreement dated December 1, 1995
                between the Registrant and The One Group Services Company is
                incorporated by reference to Exhibit (13)(a) to Registrant's
                Registration Statement on Form N-14 (filed January 19, 1996).

   
         (9)(b) Revised Schedule A to the Management and Administration
                Agreement between the Registrant and The One Group Services
                Company is filed herewith.
    

         (9)(c) Transfer Agency and Service Agreement between the Registrant
                and State Street Bank and Trust Company is incorporated by
                reference to Exhibit (9)(b) to Post-Effective Amendment No. 12
                (filed September 9, 1988) to Registrant's Registration
                Statement on Form N-1A.

         (9)(d) Fund Accounting Agreement dated December 1, 1995 between the
                Registrant and The One Group Services Company is incorporated
                by reference to Exhibit (13)(c) to Registrant's Registration
                Statement on Form N-14 (filed January 19, 1996).

   
         (9)(e) Revised Schedule A to the Fund Accounting Agreement between the
                Registrant and The One Group Services Company is filed
                herewith.
    

         (9)(f) Sub-Administration Agreement dated December 1, 1995 between The
                One Group Services Company and Banc One Investment Advisors
                Corporation is incorporated by reference to Exhibit (13)(d) to
                the Registrant's Registration Statement on Form N-14 (filed
                January 19, 1996).

   
         (9)(g) Revised Schedule A to the Sub-Administration Agreement between
                The One Group Services Company and Banc One Investment Advisors
                is filed herewith.
    

         (9)(h) Agency Services and Delegation Agreement dated January 1, 1996
                between the Registrant and BISYS Qualified Plan Services is
                incorporated by reference to Exhibit (9)(g) to Post-Effective
                Amendment No. 37 (filed June 13, 1996) to the Registrant's
                Registration Statement on Form N-1A.

   
         (9)(i) Shareholder Servicing Agreement is incorporated by reference to
                Exhibit 9(h) to Post-Effective Amendment No. 37 (filed June 13,
                1996) to the Registrant's Registration Statement on Form N-1A.
    


<PAGE>   984



         (10)    Opinion and consent of counsel is incorporated by reference to
                 Form  24f- 2 Notice for the Registrant's fiscal year ended
                 June 30, 1996 (filed on August 28, 1996).

         (11)(a) Consent of Coopers & Lybrand L.L.P. is filed herewith.

         (11)(b) Consent of KPMG Peat Marwick LLP is filed herewith.

         (11)(c) Consent of Price Waterhouse, LLP is filed herewith.

         (11)(d) Consent of Ropes & Gray is filed herewith.

         (12)    None.

         (13)    Purchase Agreement dated July 18, 1985, between Registrant and
                 Physicians Insurance Company of Ohio is incorporated by
                 reference to Exhibit (13) of the Registrant's Pre-Effective
                 Amendment No. 2 (filed July 18, 1985) to Registrant's
                 Registration Statement on Form N-1A.

         (14)    None.

         (15)(a) Re-Executed Distribution and Shareholder Services
                 Plan - Class A and Service Class shares dated
                 November 1, 1995, as amended February 29, 1996,
                 between the Registrant and The One Group Services
                 Company is incorporated by reference to Exhibit
                 (15)(a) to Post-Effective Amendment No.  37 (filed
                 June 13, 1996) to the Registrant's Registration
                 Statement on Form N-1A.

   
         (15)(b) Revised Schedule A to the Re-Executed Distribution
                 and Shareholder Services Plan - Class A and Service
                 Class shares between the Registrant and The One Group
                 Services Company is filed herewith.
    

         (15)(c) Re-Executed Distribution and Shareholder Services
                 Plan - CDSC Class shares dated December 13, 1995
                 between the Registrant and The One Group Services
                 Company is incorporated by reference to Exhibit
                 (10)(d) to the Registration Statement of Registrant
                 on Form N-14 (filed January 19, 1996).

   
         (15)(d) Form of Revised Schedule A to the Re-Executed
                 Distribution and Shareholder Services Plan. - CDSC
                 Class shares between the Registrant and The One Group
                 Services Company is filed herewith.
    

         (16)    Schedules for computation of performance quotations for the
                 Funds provided in the Registration Statement in response to
                 Item 22 of Form N- 1A are incorporated herein by reference to
                 Exhibit 16 to Post-Effective Amendment No. 31 (filed April 29,
                 1994) to the Registrant's Registration Statement on Form N-1A.

         (17)    Financial data schedules for:


<PAGE>   985



<TABLE>
        <S>     <C>                             <C>            <C>
        17.1    Prime Money Market              Fiduciary       06/30/96
        17.2    Prime Money Market              Class A         06/30/96
        17.3    U.S. Treasury Securities
                  Money Market                  Fiduciary       06/30/96
        17.4    U.S. Treasury Securities
                  Money Market                  Class A         06/30/96
        17.5    Municipal Money Market          Fiduciary       06/30/96
        17.6    Municipal Money Market          Class A         06/30/96
        17.7    Income Equity Fund              Fiduciary       06/30/96
        17.8    Income Equity Fund              Class A         06/30/96
        17.9    Income Equity Fund              Class B         06/30/96
        17.10   Income Bond                     Fiduciary       06/30/96
        17.11   Income Bond                     Class A         06/30/96
        17.12   Income Bond                     Class B         06/30/96
        17.13   Intermediate Tax-Free Bond      Fiduciary       06/30/96
        17.14   Intermediate Tax-Free Bond      Class A         06/30/96
        17.15   Intermediate Tax-Free Bond      Class B         06/30/96
        17.16   Disciplined Value Fund          Fiduciary       06/30/96
        17.17   Disciplined Value Fund          Class A         06/30/96
        17.18   Disciplined Value Fund          Class B         06/30/96
        17.19   Growth Opportunities Fund       Fiduciary       06/30/96
        17.20   Growth Opportunities Fund       Class A         06/30/96
        17.21   Growth Opportunities Fund       Class B         06/30/96
        17.22   Limited Volatility Bond         Fiduciary       06/30/96
        17.23   Limited Volatility Bond         Class A         06/30/96
        17.24   Limited Volatility Bond         Class B         06/30/96
        17.25   Equity Index Fund               Fiduciary       06/30/96
        17.26   Equity Index Fund               Class A         06/30/96
        17.27   Equity Index Fund               Class B         06/30/96
        17.28   Large Company Value Fund        Fiduciary       06/30/96
        17.29   Large Company Value Fund        Class A         06/30/96
        17.30   Large Company Value Fund        Class B         06/30/96
        17.31   Ohio Municipal Bond             Fiduciary       06/30/96
        17.32   Ohio Municipal Bond             Class A         06/30/96
        17.33   Ohio Municipal Bond             Class B         06/30/96
        17.34   International Equity
                  Index Fund                    Fiduciary       06/30/96
        17.35   International Equity
                  Index Fund                    Class A         06/30/96
        17.36   International Equity
                  Index Fund                    Class B         06/30/96
        17.37   Treasury Only Money
                  Market Fund                   --              06/30/96
        17.38   Government Money
                  Market Fund                   --              06/30/96
        17.39   Asset Allocation Fund           Fiduciary       06/30/96
        17.40   Asset Allocation Fund           Class A         06/30/96
        17.41   Asset Allocation Fund           Class B         06/30/96
        17.42   Government Bond                 Fiduciary       06/30/96
        17.43   Government Bond                 Class A         06/30/96
</TABLE>


<PAGE>   986


   
<TABLE>
        <S>     <C>                             <C>             <C>
        17.44   Government Bond                 Class B         06/30/96
        17.45   Government ARM                  Fiduciary       06/30/96
        17.46   Government ARM                  Class A         06/30/96
        17.47   Government ARM                  Class B         06/30/96
        17.48   Municipal Income Fund           Fiduciary       06/30/96
        17.49   Municipal Income Fund           Class A         06/30/96
        17.50   Municipal Income Fund           Class B         06/30/96
        17.51   Ohio Municipal
                  Money Market                  Fiduciary       06/30/96
        17.52   Ohio Municipal
                  Money Market                  Class A         06/30/96
        17.53   Intermediate Bond               Fiduciary       06/30/96
        17.54   Intermediate Bond               Class A         06/30/96
        17.55   Intermediate Bond               Class B         06/30/96
        17.56   Large Company Growth
                  Fund                          Fiduciary       06/30/96
        17.57   Large Company Growth
                  Fund                          Class A         06/30/96
        17.58   Large Company Growth
                  Fund                          Class B         06/30/96
        17.59   Kentucky Municipal Bond         Fiduciary       06/30/96
        17.60   Kentucky Municipal Bond         Class A         06/30/96
        17.61   Kentucky Municipal Bond         Class B         06/30/96
        17.62   Louisiana Municipal Bond        Fiduciary       06/30/96
        17.63   Louisiana Municipal Bond        Class A         06/30/96
        17.64   Louisiana Municipal Bond        Class B         06/30/96
        17.65   Value Growth                    Fiduciary       06/30/96
        17.66   Value Growth                    Class A         06/30/96
        17.67   Value Growth                    Class B         06/30/96
        17.68   Gulf South Growth               Fiduciary       06/30/96
        17.69   Gulf South Growth               Class A         06/30/96
        17.70   Gulf South Growth               Class B         06/30/96
</TABLE>
    
   
       (18)(a)  Multiple Class Plan for The One Group(R)
                adopted by the Board of Trustees on May 22,
                1995 as amended August 23, 1996 is filed
                herewith.
    

Item 25.    PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT

            As of the effective date of this Registration Statement there
            are no persons controlled or under common control with the
            Registrant.


<PAGE>   987



Item 26.          NUMBER OF HOLDERS OF SECURITIES

                  As of August 1, 1996 the number of record holders of each
                  series of Fiduciary Class shares of the Registrant were as
                  follows:

<TABLE>
<CAPTION>
                                                          NUMBER OF RECORD
                  TITLE OF SERIES                              HOLDERS
                  ---------------                         ----------------
                  <S>                                            <C>
                  Prime Money Market Fund                        365

                  U.S. Treasury Securities
                    Money Market Fund                             64

                  Municipal Money Market Fund                     25

                  Income Equity Fund                             194

                  Income Bond Fund                               150

                  Growth Opportunities Fund                      241

                  Disciplined Value Fund                         168

                  Limited Volatility Bond Fund                   154

                  International Equity Index Fund                110

                  Intermediate Tax-Free Bond Fund                 36

                  Equity Index Fund                              129

                  Large Company Value Fund                        92

                  Ohio Municipal Bond Fund                        20

                  Ohio Municipal
                    Money Market Fund                              7

                  Kentucky Municipal Bond Fund                     9

                  Texas Tax-Free Bond Fund                         0

                  West Virginia Tax-Free Bond Fund                 0

                  Asset Allocation Fund                           61

                  Ultra Short-Term Income Fund                    44

                  Government Bond Fund                            99

                  Municipal Income Fund                           41
</TABLE>


<PAGE>   988



<TABLE>
                  <S>                                            <C>
                  Intermediate Bond Fund                          75

                  Arizona Tax-Free Bond Fund                       0

                  Large Company Growth Fund                      190

                  Louisiana Municipal Bond Fund                    7

                  Value Growth Fund                               21

                  Gulf South Growth Fund                          23

                  Income Fund                                      0

                  Investor Conservative Growth Fund                0

                  Investor Growth Fund                             0

                  Investor Balanced Fund                           0

                  Investor Fixed Income Fund                       0

                  Investor Aggressive Growth Fund                  0

                  Investor Growth & Income Fund                    0
</TABLE>

                  As of August 1, 1996 the number of record holders of each
                  series of Class A Shares of the Registrant were as follows:

<TABLE>
<CAPTION>
                                                           NUMBER OF RECORD
                  TITLE OF SERIES                               HOLDERS
                  ---------------                          ---------------- 
                  <S>                                           <C>
                  Prime Money Market Fund                       8935

                  U.S. Treasury Securities
                    Money Market Fund                           2488

                  Municipal Money Market Fund                    772

                  Income Equity Fund                            4752

                  Income Bond Fund                               613

                  Growth Opportunities Fund                     3943

                  Disciplined Value Fund                        3201

                  Limited Volatility Bond Fund                  1268
</TABLE>


<PAGE>   989



<TABLE>
                  <S>                                          <C>
                  International Equity Index Fund               1504

                  Intermediate Tax-Free Bond Fund                160

                  Equity Index Fund                             4700

                  Large Company Value Fund                       771

                  Ohio Municipal Bond Fund                       429

                  Ohio Municipal
                     Money Market Fund                           664

                  Kentucky Municipal Bond Fund                   238

                  Texas Tax-Free Bond Fund                         0

                  West Virginia Tax-Free Bond Fund                 0

                  Asset Allocation Fund                         2015

                  Ultra Short-Term Income Fund                    65

                  Government Bond Fund                          2350

                  Municipal Income Fund                          626

                  Intermediate Bond Fund                         919

                  Arizona Tax-Free Bond Fund                       0

                  Large Company Growth Fund                    10281

                  Louisiana Municipal Bond Fund                 1421

                  Value Growth Fund                             4206

                  Gulf South Growth Fund                        2648

                  Income Fund                                      0

                  Investor Conservative Growth Fund                0

                  Investor Growth Fund                             0

                  Investor Balanced Fund                           0

                  Investor Fixed Income Fund                       0

                  Investor Aggressive Growth Fund                  0
</TABLE>


<PAGE>   990



                  Investor Growth & Income Fund                    0

                  As of August 1, 1996 the number of record holders of each
                  series of Service Class Shares of the Registrant were as
                  follows:

<TABLE>
<CAPTION>
                                                          NUMBER OF RECORD
                  TITLE OF SERIES                              HOLDERS
                  ---------------                         ----------------
                 <S>                                              <C>
                  Prime Money Market Fund                          0

                  U.S. Treasury Securities
                    Money Market Fund                              0
</TABLE>

                  As of August 1, 1996 the number of record holders of each
                  series of Class B Shares (CDSC) of the Registrant were as
                  follows:

<TABLE>
<CAPTION>
                                                         NUMBER OF RECORD
                  TITLE OF SERIES                             HOLDERS
                  ---------------                        ----------------
                  <S>                                          <C>
                  Income Equity Fund                           4215

                  Income Bond Fund                              633

                  Growth Opportunities Fund                    3575

                  Disciplined Value Fund                       2781

                  Limited Volatility Bond Fund                  484

                  International Equity Index Fund              1587

                  Intermediate Tax-Free Bond Fund                77

                  Equity Index Fund                            6893

                  Large Company Value Fund                      931

                  Ohio Municipal Bond Fund                      381

                  Kentucky Municipal Bond Fund                   66

                  Texas Tax-Free Bond Fund                        0

                  West Virginia Tax-Free Bond Fund                0

                  Asset Allocation Fund                        2342

                  Ultra Short-Term Income Fund                   77
</TABLE>


<PAGE>   991



<TABLE>
                  <S>                                          <C>
                  Government Bond Fund                         1004

                  Municipal Income Bond Fund                    852

                  Intermediate Bond Fund                        595

                  Arizona Tax-Free Bond Fund                      0

                  Large Company Growth Fund                    9602

                  Louisiana Municipal Bond Fund                 185

                  Value Growth Fund                            1013

                  Gulf South Growth Fund                        724

                  Income Fund                                     0

                  Investor Conservative Growth Fund               0

                  Investor Growth Fund                            0

                  Investor Balanced Fund                          0

                  Investor Fixed Income Fund                      0

                  Investor Aggressive Growth Fund                 0

                  Investor Growth & Income Fund                   0
</TABLE>

                  As of August 1, 1996 the number of record holders of each of
                  the Institutional Money Market Funds of the Registrant were
                  as follows:

<TABLE>
<CAPTION>
                                                         NUMBER OF RECORD
                  TITLE OF SERIES                             HOLDERS
                  ---------------                        ----------------
                  <S>                                            <C>
                  Treasury Only Money Market Fund                11

                  Government Money Market Fund                   10

                  Institutional Prime Money Market Fund           0

                  Treasury Money Market                           0

                  Tax-Exempt Money Market                         0
</TABLE>

Item 27.          INDEMNIFICATION


<PAGE>   992



                  Article IX, Section 9.2 of the Registrant's Declaration of
                  Trust, incorporated as Exhibit (1) hereto, provides for the
                  indemnification of Registrant's trustees and officers.
                  Indemnification of the Group's principal underwriter,
                  custodians, investment advisers, administrator, and transfer
                  agents is provided for in the Group's respective Agreements
                  with those service providers as filed or incorporated by
                  reference as Exhibits hereto. As of the effective date of
                  this Registration Statement, the Group has obtained from a
                  major insurance carrier a trustees and officers' liability
                  policy covering certain types of errors and omissions. In no
                  event will Registrant indemnify any of its trustees,
                  officers, employees, or agents against any liability to which
                  such person would otherwise be subject by reason of his
                  willful misfeasance, bad faith, or gross negligence in the
                  performance of his duties, or by reason of his reckless
                  disregard of the duties involved in the conduct of his office
                  or under his agreement with Registrant. Registrant will
                  comply with Rule 484 under the Securities Act of 1933 and
                  Release 11330 under the Investment Company Act of 1940 in
                  connection with any indemnification.

                  Insofar as indemnification for liability arising under the
                  Securities Act of 1933 may be permitted to trustees,
                  officers, and controlling persons of Registrant pursuant to
                  the foregoing provisions, or otherwise, Registrant has been
                  advised that in the opinion of the Securities and Exchange
                  Commission such indemnification is against public policy as
                  expressed in the Act and is, therefore, unenforceable. In the
                  event that a claim for indemnification against such
                  liabilities (other than the payment by Registrant of expenses
                  incurred or paid by a trustee, officer or controlling person
                  of Registrant in the successful defense of any action, suit
                  or proceeding) is asserted by such trustee, officer, or
                  controlling person in connection with the securities being
                  registered, Registrant will, unless in the opinion of its
                  counsel the matter has been settled by controlling precedent,
                  submit to a court of appropriate jurisdiction the question of
                  whether such indemnification by it is against public policy
                  as expressed in the Act and will be governed by the final
                  adjudication of such issue.

Item 28.          BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISERS

                  Banc One Investment Advisors Corporation ("Banc One Advisors")
                  performs investment advisory services for all of the Funds of
                  the Group. Boston International Advisors, Inc. performs
                  investment sub-advisory services for the International Equity
                  Index Fund.

                  Banc One Advisors is an indirect wholly-owned subsidiary of
                  BANC ONE CORPORATION, a bank holding company incorporated in
                  the state of Ohio. BANC ONE CORPORATION now operates
                  affiliate banking organizations in Arizona, Colorado,
                  Illinois, Indiana, Kentucky, Louisiana, Ohio, Oklahoma,
                  Texas, Utah, West Virginia and Wisconsin. In addition, BANC
                  ONE CORPORATION has several affiliates that engage in data
                  processing, venture capital, investment and merchant banking,
                  and other diversified services including trust management,
                  investment management, brokerage, equipment leasing, mortgage
                  banking, consumer finance, and insurance.


<PAGE>   993



                  To the knowledge of Registrant, none of the directors or
                  officers of Banc One Advisors or Boston International
                  Advisors, Inc., except as set forth or incorporated herein,
                  is or has been, at any time during the past two calendar
                  years, engaged in any other business, profession, vocation or
                  employment of a substantial nature. Set forth below are the
                  names and principal businesses of the directors of Banc One
                  Advisors and Boston International Advisors, Inc. who are
                  engaged in any other business, profession, vocation or
                  employment of a substantial nature.


<PAGE>   994



                               BANC ONE ADVISORS

<TABLE>
<CAPTION>
                              POSITION(S)
                              HELD WITH BANC            PRINCIPAL
NAME AND ADDRESS              ONE ADVISORS              OCCUPATION
- ----------------              --------------            ----------
<S>                          <C>                       <C>
Michael J. McMennamin         Director                  Executive Vice President and Chief
                                                        Financial Officer  BANC ONE CORPORATION

Frederick L. Cullen           Director                  Chairman and Chief Executive Officer, Bank One,
                                                        Columbus, NA and President and Chief Operating Officer,
                                                        Banc One Ohio Corporation

David R. Meuse                Director                  Chairman and Chief Executive Officer, Banc One Capital
                                                        Holdings Corporation

Garrett Jamison               Director                  Senior Managing Director, Banc One Investment
                                                        Management and Trust Group

Geoff Von Kuhn                Director                  Senior Managing Director, Banc One Investment
                                                        Management and Trust Group

Michael V. Wible              Secretary                 Senior  Attorney, BANC ONE CORPORATION

David J. Kundert              Chairman and              Officer Chairman and Chief Executive Officer,
                              Chief Executive           Banc One Investment Management and Trust Group
</TABLE>
                                                      

The principal business address of the principal executive officer and directors
of Banc One Advisors is 774 Park Meadow Road, Westerville, Ohio 43081.

                      BOSTON INTERNATIONAL ADVISORS, INC.

         Boston International Advisors, Inc. ("BIA") is the Sub-Investment
Advisor to the International Equity Index Fund. BIA, a corporation organized
under the laws of Massachusetts, provides investment advice to institutional
and investment company clients. Information regarding the firm's ownership and
other business connections of the officers and directors is listed on the Form
ADV filed by BIA with the SEC pursuant to the Investment Advisers Act of 1940
(SEC File No. 801-28785), the text of which is hereby incorporated by reference.

Item 29.          PRINCIPAL UNDERWRITERS

         (a)      The One Group Services Company acts as administrator and
                  distributor for each of the Fund's Portfolios.


<PAGE>   995



         (b)      The directors and officers of The One Group Services Company
                  are set forth below. The business address of each director or
                  officer is 3435 Stelzer Road, Columbus, Ohio 43219.

<TABLE>
<CAPTION>

                                POSITIONS AND OFFICES
NAME AND PRINCIPAL              WITH THE ONE GROUP                      POSITIONS AND OFFICES
BUSINESS ADDRESS                SERVICES COMPANY                            WITH REGISTRANT
- ----------------                ---------------------                       ---------------
<S>                             <C>                                         <C>
Lynn J. Mangum                  Chairman                                    None

Robert J. McMullen              Executive Vice President                    None

Dennis Sheehan                  Vice President                              None

Catherine T. Dwyer              Vice President/Secretary                    None

Michael D. Burns                Vice President/Compliance Officer           None

Annamaria Porcaro               Assistant Secretary                         None

Robert Tuch                     Assistant Secretary                         None

Stephen G. Mintos               Executive Vice President/                   None
                                Chief Operating Officer

George Martinez                 Senior Vice President                       Secretary

Dale Smith                      Vice President/                             None
                                Chief Financial Officer

Paul H. Bourke                  Vice President                              None

Mark Dillon                     President                                   President

Mark J. Ryberczyk               Executive Vice President                    None

Mark S.  Redman                 Vice President                              Vice President and
                                                                            Treasurer
</TABLE>

         (c)      Not applicable.

Item 30.     LOCATION OF ACCOUNTS AND RECORDS

             (1)     Banc One Investment Advisors Corporation, 774 Park Meadow
                     Road, Columbus, OH 43271-0211 (records relating to its
                     functions as Investment Adviser and Sub-Administrator).

             (2)     Boston International Advisors, Inc., 75 State Street,
                     Boston, MA 02109 (records relating to its functions as
                     Sub-Investment Adviser to the International Equity Index
                     Fund).


<PAGE>   996



             (3)     The One Group Services Company, 3435 Stelzer Road,
                     Columbus, OH 43219 (records relating to its functions as
                     Distributor for all funds).

             (4)     The One Group Services Company, 3435 Stelzer Road,
                     Columbus, OH 43219 (records relating to its functions as
                     Administrator for all funds).

             (5)     State Street Bank and Trust Company, 470 Atlantic Avenue,
                     Fifth Floor, Boston, MA 02205-9087 (records relating to
                     its functions as custodian and transfer agent to all
                     funds).

             (6)     Ropes & Gray, One Franklin Square, 1301 K Street, N.W.,
                     Suite 800 East, Washington, D.C. 20005 (Declaration of
                     Trust, Code of Regulations, and Minute Books).

Item 31.     MANAGEMENT SERVICES

             N/A.

Item 32.     UNDERTAKINGS

             The Registrant undertakes to call a meeting of Shareholders, at
             the request of at least 10% of the Registrant's outstanding
             shares, for the purpose of voting upon the question of removal of
             a trustee or trustees and to assist in communications with other
             shareholders as required by Section 16(c) of the Investment
             Company Act of 1940.

             The Registrant undertakes to furnish to each person to whom a
             prospectus for a particular fund is delivered a copy of the
             Registrant's latest annual report to shareholders relating to that
             fund upon request and without charge.


<PAGE>   997



                                   SIGNATURES

   
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant certified that it meets all of the
requirements for effectiveness of this Registration Statement pursuant to Rule
485(b) under the 1933 Act and has duly caused this Amendment to the
Registration Statement to be signed on its behalf by the undersigned, thereto
duly authorized, in the City of Washington, D.C. on the 30th day of August,
1996.
    

                                              The One Group(R)
                                              (Registrant)

                                              By: /s/ MARK DILLON
                                                 ----------------------------
                                                  * Mark Dillon

Pursuant to the requirements of the Securities Act of 1933, this Amendment to
the Registration Statement has been signed below by the following persons in
the capacities and on the date indicated.

   
<TABLE>
<CAPTION>

SIGNATURE                            TITLE               DATE
- ---------                            -----               ----
<S>                                  <C>                 <C>
/s/ MARK DILLON                      President           August 30, 1996
- ---------------------                                                   
* Mark Dillon

/s/ PETER C. MARSHALL                Trustee             August 30, 1996
- ---------------------                                                   
* Peter C. Marshall

/s/ CHARLES I. POST                  Trustee             August 30, 1996
- --------------------                                                    
* Charles I. Post

/s/ JOHN S. RANDALL                  Trustee             August 30, 1996
- --------------------                                                    
* John S. Randall

/s/ FREDERICK W. RUEBECK             Trustee             August 30, 1996
- -------------------------                                               
* Frederick W. Ruebeck

* By: /s/ ALAN G. PRIEST
     -------------------- 
     Alan G. Priest
     Attorney-in-Fact
</TABLE>
    


<PAGE>   998



                                 EXHIBIT INDEX

EXHIBIT NO.                  DESCRIPTION
   

                (5)(b)       Revised Schedule A to the Investment Advisory
                             Agreement between the Registrant and Banc One
                             Investment Advisors Corporation.

                (6)(b)       Revised Schedules A-D to the Distribution Agreement
                             between the Registrant and One Group Services
                             Company.

                (9)(b)       Revised Schedule A to the Management and
                             Administration Agreement between the Registrant and
                             The One Group Services Company.

                (9)(e)       Revised Schedule A to the Fund Accounting Agreement
                             between the Registrant and The One Group Services
                             Company.

                (9)(g)       Revised Schedule A to the Sub-Administration
                             Agreement between The One Group Services Company 
                             and Banc One Investment Advisory Corporation.
 
    
               (11)(a)       Consent of Coopers & Lybrand, L.L.P.

               (11)(b)       Consent of KPMG Peat Marwick, LLP.

               (11)(c)       Consent of Price Waterhouse, LLP.

               (11)(d)       Consent of Ropes & Gray.

   
               (15)(b)       Revised Schedule A to the Re-Executed Distribution
                             and Shareholder Services Plan -- Class A and
                             Service Class Shares between the Registrant and
                             The One Group Services Company dated August 23,
                             1996.

               (15)(d)       Revised Schedule A to the Re-Executed Distribution
                             and Shareholder Services Plan -- CDCS Class Shares
                             between the Registrant and The One Group Services
                             Company.

               (18)(a)       Amended Multiple Class Plan for The One Group.


                  (27)       Financial data schedules for:

    
<TABLE>
           <S>     <C>                             <C>                <C>
           27.1    Prime Money Market              Fiduciary          06/30/96
           27.2    Prime Money Market              Class A            06/30/96
           27.3    U.S. Treasury Securities
                     Money Market                  Fiduciary          06/30/96
           27.4    U.S. Treasury Securities
                     Money Market                  Class A            06/30/96
           27.5    Municipal Money Market          Fiduciary          06/30/96
           27.6    Municipal Money Market          Class A            06/30/96
           27.7    Income Equity Fund              Fiduciary          06/30/96
           27.8    Income Equity Fund              Class A            06/30/96
           27.9    Income Equity Fund              Class B            06/30/96
           27.10   Income Bond                     Fiduciary          06/30/96
           27.11   Income Bond                     Class A            06/30/96
           27.12   Income Bond                     Class B            06/30/96
           27.13   Intermediate Tax-Free Bond      Fiduciary          06/30/96
           27.14   Intermediate Tax-Free Bond      Class A            06/30/96
           27.15   Intermediate Tax-Free Bond      Class B            06/30/96
           27.16   Disciplined Value Fund          Fiduciary          06/30/96
           27.17   Disciplined Value Fund          Class A            06/30/96
           27.18   Disciplined Value Fund          Class B            06/30/96
           27.19   Growth Opportunities Fund       Fiduciary          06/30/96
           27.20   Growth Opportunities Fund       Class A            06/30/96
           27.21   Growth Opportunities Fund       Class B            06/30/96
           27.22   Limited Volatility Bond         Fiduciary          06/30/96
           27.23   Limited Volatility Bond         Class A            06/30/96
           27.24   Limited Volatility Bond         Class B            06/30/96
           27.25   Equity Index Fund               Fiduciary          06/30/96
           27.26   Equity Index Fund               Class A            06/30/96
           27.27   Equity Index Fund               Class B            06/30/96
           27.28   Large Company Value Fund        Fiduciary          06/30/96
           27.29   Large Company Value Fund        Class A            06/30/96
           27.30   Large Company Value Fund        Class B            06/30/96
           27.31   Ohio Municipal Bond             Fiduciary          06/30/96
           27.32   Ohio Municipal Bond             Class A            06/30/96
           27.33   Ohio Municipal Bond             Class B            06/30/96
</TABLE>


<PAGE>   999


   
<TABLE>
           <S>     <C>                             <C>                <C>
           27.34   International Equity
                     Index Fund                    Fiduciary          06/30/96
           27.35   International Equity
                     Index Fund                    Class A            06/30/96
           27.36   International Equity
                     Index Fund                    Class B            06/30/96
           27.37   Treasury Only Money
                     Market Fund                   --                 06/30/96
           27.38   Government Money
                     Market Fund                   --                 06/30/96
           27.39   Asset Allocation Fund           Fiduciary          06/30/96
           27.40   Asset Allocation Fund           Class A            06/30/96
           27.41   Asset Allocation Fund           Class B            06/30/96
           27.42   Government Bond                 Fiduciary          06/30/96
           27.43   Government Bond                 Class A            06/30/96
           27.44   Government Bond                 Class B            06/30/96
           27.45   Government ARM                  Fiduciary          06/30/96
           27.46   Government ARM                  Class A            06/30/96
           27.47   Government ARM                  Class B            06/30/96
           27.48   Municipal Income Fund           Fiduciary          06/30/96
           27.49   Municipal Income Fund           Class A            06/30/96
           27.50   Municipal Income Fund           Class B            06/30/96
           27.51   Ohio Municipal
           27.52   Ohio Municipal
                     Money Market                  Class A            06/30/96
           27.53   Intermediate Bond               Fiduciary          06/30/96
           27.54   Intermediate Bond               Class A            06/30/96
           27.55   Intermediate Bond               Class B            06/30/96
           27.56   Large Company Growth
                     Fund                          Fiduciary          06/30/96
           27.57   Large Company Growth
                     Fund                          Class A            06/30/96
           27.58   Large Company Growth
                     Fund                          Class B            06/30/96
           27.59   Kentucky Municipal Bond         Fiduciary          06/30/96
           27.60   Kentucky Municipal Bond         Class A            06/30/96
           27.61   Kentucky Municipal Bond         Class B            06/30/96
           27.62   Louisiana Municipal Bond        Fiduciary          06/30/96
           27.63   Louisiana Municipal Bond        Class A            06/30/96
           27.64   Louisiana Municipal Bond        Class B            06/30/96
           27.65   Value Growth                    Fiduciary          06/30/96
           27.66   Value Growth                    Class A            06/30/96
           27.67   Value Growth                    Class B            06/30/96
           27.68   Gulf South Growth               Fiduciary          06/30/96
           27.69   Gulf South Growth               Class A            06/30/96
           27.70   Gulf South Growth               Class B            06/30/96
</TABLE>
    



<PAGE>   1



                                 EXHIBIT (5)(b)


                           REVISED SCHEDULE A TO THE
                     INVESTMENT ADVISORY AGREEMENT BETWEEN
          THE REGISTRANT AND BANC ONE INVESTMENT ADVISORS CORPORATION


<PAGE>   2



                              AMENDED AND RESTATED
                                   SCHEDULE A
                                     TO THE
              INVESTMENT ADVISORY AGREEMENT BETWEEN THE ONE GROUP
                  AND BANC ONE INVESTMENT ADVISORS CORPORATION

                             DATED AUGUST 23, 1996

    Name of Portfolio                           Compensation
    -----------------                           ------------
The Treasury Money Market            Annual rate of eight one-hundredths of
Portfolio                            one percent (.08%) of The Treasury
                                     Money Market Portfolio's average
                                     daily net assets.

The Treasury Only Money              Annual rate of eight one-hundredths of
Market Portfolio                     one percent (.08%) of The Treasury
                                     Only Money Market Portfolio's average
                                     daily net assets.

The Government Money Market          Annual rate of eight one-hundredths of
Portfolio                            one percent (.08%) of The Government
                                     Money Market Portfolio's average
                                     daily net assets.

The Tax Exempt Money Market          Annual rate of eight one-hundredths of
Portfolio                            one percent (.08%) of The Tax Exempt
                                     Money Market Portfolio's average
                                     daily net assets.

The Institutional Prime Money        Annual rate of eight one-hundredths of
Market Portfolio                     one percent (.08%) of The Institutional
                                     Prime Money Market Portfolio's average
                                     daily net assets.

The U.S. Treasury Securities         Annual rate of thirty-five one-hundredths
Money Market Portfolio               of one percent (.35%) of The U.S.
                                     Treasury Securities Money Market
                                     Portfolio's average daily net assets.

The Prime Money Market               Annual rate of thirty-five one-hundredths
Portfolio                            of one percent (.35%) of The Prime
                                     Money Market Portfolio's average
                                     daily net assets.


<PAGE>   3

The Municipal Money Market           Annual rate of thirty-five one-hundredths
Portfolio                            of one percent (.35%) of The Municipal
                                     Money Market Portfolio's average
                                     daily net assets.

The Ohio Municipal Money             Annual rate of thirty one-hundredths of
Market Portfolio                     one percent (.30%) of The Ohio
                                     Municipal Money Market Portfolio's
                                     average daily net assets.

The Income Equity Portfolio          Annual rate of seventy-four 
                                     one-hundredths of one percent (.74%)
                                     of The Income Equity Portfolio's
                                     average daily net assets.

The Disciplined Value Portfolio      Annual rate of seventy-four one-Portfolio
                                     hundredths of one percent (.74%) of
                                     The Disciplined Value Portfolio's
                                     average daily net assets.

The Growth Opportunities Portfolio   Annual rate of seventy-four one-Portfolio
                                     hundredths of one percent (.74%) of
                                     The Growth Opportunities Portfolio's 
                                     average daily net assets.

The International Equity             Annual rate of fifty-five one-hundredths
Index Portfolio                      of one percent (.55%) of The International
                                     Equity Index Portfolio's average daily net
                                     assets.

The Equity Index Portfolio           Annual rate of thirty one-hundredths of
                                     one percent (.30%) of The Equity Index
                                     Portfolio's average daily net assets.

The Large Company Value              Annual rate of seventy-four one-
Portfolio                            hundredths of one percent (.74%) of
                                     The Large Company Value Portfolio's
                                     average daily net assets.

The Income Bond Portfolio            Annual rate of sixty one-hundredths of
                                     one percent (.60%) of The Income Bond
                                     Portfolio's average daily net assets.

The Limited Volatility Bond          Annual rate of sixty one-hundredths of
Portfolio                            one percent (.60%) of The Limited
                                     Volatility Bond Portfolio's average
                                     daily net assets.
<PAGE>   4

The Intermediate Tax-Free            Annual rate of sixty one-hundredths of
Bond Portfolio                       one percent (.60%) of The Intermediate
                                     Tax-Free Bond Portfolio's average
                                     daily net assets.

The Ohio Municipal Bond              Annual rate of sixty one-hundredths of
Portfolio                            one percent (.60%) of The Ohio
                                     Municipal Bond Portfolio's average
                                     daily net assets.

The Government Bond Portfolio        Annual rate of forty-five one-hundredths
                                     of one percent (.45%) of The Government
                                     Bond Portfolio's average daily net
                                     assets.

The Government ARM Portfolio         Annual rate of fifty-five one-hundredths
                                     of one percent (.55%) of The Government
                                     ARM Portfolio's average daily net
                                     assets.

The Asset Allocation                 Annual rate of sixty-five one-hundredths
Portfolio                            of one percent (.65%) of The Asset
                                     Allocation Portfolio's average daily net
                                     assets.

The Municipal Income Portfolio       Annual rate of forty-five one-hundredths
                                     of one percent (.45%) of The Municipal
                                     Income Bond Portfolio's average
                                     daily net assets.

The Texas Tax-Free Bond              Annual rate of forty-five one-hundredths
Portfolio                            of one percent (.45%) of The Texas Tax-
                                     Free Bond Portfolio's average daily net
                                     assets.

The West Virginia Municipal          Annual rate of forty-five one-hundredths
Bond Portfolio                       of one percent (.45%) of The West
                                     Virginia Tax-Free Bond Portfolio's
                                     average daily net assets.

The Treasury & Agency                Annual rate of forty one-hundredths of
Portfolio                            one percent (.40%) of the Treasury &
                                     Agency Portfolio's average daily net
                                     assets.


<PAGE>   5

The Kentucky Municipal Bond          Annual rate of forty-five one-hundredths
Portfolio                            of one percent (.45%) of The Kentucky
                                     Municipal Bond Portfolio's average
                                     daily net assets.

The Louisiana Municipal Bond         Annual rate of sixty one-hundredths
Portfolio                            of one percent (.60%) of The Louisiana
                                     Municipal Bond Portfolio's average
                                     daily net assets.

The Value Growth                     Annual rate of seventy-four one-
Portfolio                            hundredths of one percent (.74%) of
                                     The Value Growth Portfolio's average
                                     daily net assets.

The Gulf South Growth                Annual rate of seventy-four one-
Portfolio                            hundredths of one percent (.74%) of The
                                     Gulf South Growth Portfolio's average
                                     daily net assets.

The Large Company Growth             Annual rate of seventy-four one-
Portfolio                            hundredths of one percent (.74%) of
                                     The Large Company Growth Portfolio's
                                     average daily net assets.

The Intermediate Bond                Annual rate of sixty one-hundredths of
Portfolio                            one percent (.60%) of The Intermediate
                                     Bond Portfolio's average daily net assets.

Arizona Municipal Bond               Annual rate of forty-five one-hundredths
Portfolio                            of one percent (.45%) of The Arizona
                                     Tax-Free Bond Portfolio's average
                                     daily net assets.

Income Portfolio                     Annual rate of sixty one-hundredths of
                                     one percent (.60%) of the Income
                                     Portfolio's average daily net assets.

Investor Aggressive Growth           Annual rate of five one-hundredths of one
Portfolio                            percent (.05%) of The Investor Aggressive
                                     Growth Portfolio's average daily net 
                                     assets.

Investor Conservative Growth         Annual rate of five one-hundredths of 
Portfolio                            one percent (.05%) of The Investor
                                     Conservative Growth Portfolio's average
                                     daily net assets.
<PAGE>   6

Investor Growth & Income             Annual rate of five one-hundredths of one
Portfolio                            percent (.05%) of The Investor Growth
                                     & Income Portfolio's average daily net
                                     assets.

Investor Growth Portfolio            Annual rate of five one-hundredths of
                                     one percent (.05%) of The Investor
                                     Growth Portfolio's average daily net
                                     assets.

Investor Balanced                    Annual rate of five one-hundredths of one
Portfolio                            percent (.05%) of the Investor Balanced
                                     Portfolio's average daily net assets.

Investor Fixed Income                Annual rate of five one-hundredths of one
Portfolio                            percent (.05%) of The Investor Fixed
                                     Income Portfolio's average daily net
                                     assets.


THE ONE GROUP                        BANC ONE INVESTMENT ADVISORS
(formerly The Helmsman Fund)         CORPORATION

By:      MARK A. DILLON              By:       DAVID J. KUNDERT
    ----------------------------        -----------------------------

Dated:  August 23, 1996              Dated:   August 23, 1996  
      --------------------------            -------------------------



<PAGE>   1



                                 EXHIBIT (6)(b)


                          REVISED SCHEDULES A-D TO THE
                         DISTRIBUTION AGREEMENT BETWEEN
               THE REGISTRANT AND THE ONE GROUP SERVICES COMPANY


<PAGE>   2



                                   SCHEDULE A
                         TO THE DISTRIBUTION AGREEMENT
                                    BETWEEN
                                THE ONE GROUP(R)
                                      AND
                         THE ONE GROUP SERVICES COMPANY


NAME OF THE FUND


MONEY MARKET FUNDS
U.S. Treasury Securities Money Market Fund
Prime Money Market Fund
Municipal Money Market Fund (formerly Tax-Free Money Market Portfolio)
Ohio Municipal Money Market Fund
Institutional Prime Money Market Fund
Treasury Money Market Fund
Treasury Only Money Market Fund
Government Money Market Fund 
Tax Exempt Money Market Fund


EQUITY FUNDS
Income Equity Fund
Disciplined Value Fund
Growth Opportunities Fund (formerly Small Company Growth Fund)
International Equity Index Fund
Large Company Value Fund (formerly Quantitative Equity Portfolio)
Equity Index Fund
Asset Allocation Fund (formerly Flexible Balanced Portfolio)
Large Company Growth Fund
Value Growth Fund
Gulf South Growth Fund
Investor Aggressive Growth Fund
Investor Growth Fund
Investor Growth and Income Fund
Investor Balanced Fund
Investor Conservative Growth Fund

FIXED INCOME FUNDS
Income Bond Fund (formerly Income Portfolio)
Limited Volatility Bond Fund
Intermediate Tax-Free Bond Fund
Ohio Municipal Bond Fund
Government Bond Fund
Ultra Short-Term Income Fund (formerly Government ARM Fund)
Municipal Income Fund (formerly Tax Free Bond Fund)
Texas Tax-Free Fund
West Virginia Municipal Bond Fund
Kentucky Municipal Bond Fund
Intermediate Bond Fund
Arizona Municipal Bond Fund
Income Fund

                                      A-1


<PAGE>   3



Louisiana Municipal Bond Fund
Investor Fixed Income Fund
Treasury & Agency Fund

THE ONE GROUP(R)                               THE ONE GROUP SERVICES COMPANY

By:    MARK A. DILLON                          By:      MARK S. REDMAN
    --------------------------                     ---------------------------

Date:  August 23, 1996                         Date:    August 23, 1996
      ------------------------                       -------------------------

                                      A-2


<PAGE>   4



                                   SCHEDULE B
                         TO THE DISTRIBUTION AGREEMENT
                                    BETWEEN
                                THE ONE GROUP(R)
                                      AND
                         THE ONE GROUP SERVICES COMPANY

NAME OF THE FUND


EQUITY FUNDS
Income Equity Fund
Disciplined Value Fund
Growth Opportunities Fund (formerly Small Company Growth Fund)
International Equity Index Fund
Equity Index Fund
Large Company Value Fund (formerly Quantitative Equity Portfolio)
Asset Allocation Fund (formerly Flexible Balanced Portfolio)
Large Company Growth Fund
Value Growth Fund
Gulf South Growth Fund
Investor Aggressive Growth Fund
Investor Growth Fund
Investor Growth and Income Fund
Investor Balanced Fund
Investor Conservative Growth Fund


FIXED INCOME FUNDS
Income Bond Fund (formerly Income Portfolio)
Limited Volatility Bond Fund
Intermediate Tax-Free Bond Fund
Ohio Municipal Bond Fund
Government Bond Fund
Ultra Short-Term Income Fund (formerly Government ARM Fund)
Municipal Income Fund (formerly Tax Free Bond Fund)
Texas Tax-Free Fund
West Virginia Municipal Bond Fund
Kentucky Municipal Bond Fund
Intermediate Bond Fund
Arizona Municipal Bond Fund
Income Fund
Louisiana Municipal Bond Fund
Investor Fixed Income Fund
Treasury & Agency Fund


THE ONE GROUP(R)                           THE ONE GROUP SERVICES COMPANY

By:    MARK A. DILLON                    By:    MARK S. REDMAN
    --------------------------               -------------------------------

Date:  August 23, 1996                   Date:  August 23, 1996
      ------------------------                 -----------------------------

                                      B-1


<PAGE>   5

                                   SCHEDULE C
                         TO THE DISTRIBUTION AGREEMENT
                                    BETWEEN
                                THE ONE GROUP(R)
                                      AND
                         THE ONE GROUP SERVICES COMPANY

                            DISTRIBUTION PLAN SHARES

NAME OF THE FUND


MONEY MARKET FUNDS
U.S. Treasury Securities Money Market Fund -- Service Class Shares
U.S. Treasury Securities Money Market Fund -- Class A Shares
Prime Money Market Fund -- Class A Shares
Prime Money Market Fund -- Service Class Shares
Municipal Money Market Fund (formerly Tax-Free Money Market Portfolio) --
  Class A Shares
Ohio Municipal Money Market Fund -- Class A Shares


EQUITY FUNDS
Income Equity Fund -- Class A Shares
Disciplined Value Fund -- Class A Shares
Growth Opportunities Fund (formerly Small Company Growth Fund) -- Class A Shares
International Equity Index Fund -- Class A Shares
Large Company Value Fund (formerly Quantitative Equity Portfolio) --
  Class A Shares
Equity Index Fund -- Class A Shares
Asset Allocation Fund (formerly Flexible Balanced Portfolio) -- Class A Shares
Large Company Growth Fund -- Class A Shares
Value Growth Fund -- Class A Shares
Gulf South Growth Fund -- Class A Shares
Investor Aggressive Growth Fund -- Class A Shares
Investor Growth Fund -- Class A Shares
Investor Growth and Income Fund -- Class A Shares
Investor Balanced Fund -- Class A Shares
Investor Conservative Growth Fund -- Class A Shares


FIXED INCOME FUNDS
Income Bond Fund (formerly Income Portfolio) -- Class A Shares
Limited Volatility Bond Fund -- Class A Shares
Intermediate Tax-Free Bond Fund -- Class A Shares
Ohio Municipal Bond Fund -- Class A Shares
Government Bond Fund -- Class A Shares
Ultra Short-Term Income Fund (formerly Government ARM Fund) -- Class A Shares
Municipal Income Fund (formerly Tax Free Bond Fund) -- Class A Shares
Texas Tax-Free Fund -- Class A Shares
West Virginia Municipal Bond Fund -- Class A Shares
Kentucky Municipal Bond Fund

                                      C-1


<PAGE>   6


Intermediate Bond Fund -- Class A Shares
Arizona Municipal Bond Fund -- Class A Shares
Income Fund -- Class A Shares
Louisiana Municipal Bond Fund -- Class A Shares
Investor Fixed Income Fund -- Class A Shares
Treasury & Agency Fund -- Class A Shares


THE ONE GROUP(R)                         THE ONE GROUP SERVICES COMPANY

By:    MARK A. DILLON                    By:    MARK S. REDMAN
    --------------------------               ---------------------------

Date:  August 23, 1996                   Date:  August 23, 1996
      ------------------------                 -------------------------

                                      C-2


<PAGE>   7

                                   SCHEDULE D
                         TO THE DISTRIBUTION AGREEMENT
                                    BETWEEN
                                THE ONE GROUP(R)
                                      AND
                         THE ONE GROUP SERVICES COMPANY

                                  CDSC CLASSES

NAME OF THE FUND


MONEY MARKET FUNDS
U.S. Treasury Securities Money Market Fund -- Class B Shares
Prime Money Market Fund -- Class B Shares


EQUITY FUNDS
Income Equity Fund -- Class B Shares
Disciplined Value Fund -- Class B Shares
Growth Opportunities Fund (formerly Small Company Growth Fund) -- Class B Shares
International Equity Index Fund -- Class B Shares
Large Company Value Fund (formerly Quantitative Equity Portfolio) --
  Class B Shares
Equity Index Fund -- Class B Shares
Asset Allocation Fund (formerly Flexible Balanced Portfolio) -- Class B Shares
Large Company Growth Fund -- Class B Shares
Value Growth Fund -- Class B Shares
Gulf South Growth Fund -- Class B Shares
Investor Aggressive Growth Fund -- Class B Shares
Investor Growth Fund -- Class B Shares
Investor Growth and Income Fund -- Class B Shares
Investor Balanced Fund -- Class B Shares
Investor Conservative Growth Fund -- Class B Shares


FIXED INCOME FUNDS
Income Bond Fund (formerly Income Portfolio) -- Class B Shares
Limited Volatility Bond Fund -- Class B Shares
Intermediate Tax-Free Bond Fund -- Class B Shares
Ohio Municipal Bond Fund -- Class B Shares
Government Bond Fund -- Class B Shares
Ultra Short-Term Income Fund (formerly Government ARM Fund) -- Class B Shares
Municipal Income Fund (formerly Tax Free Bond Fund) -- Class B Shares
Texas Tax-Free Fund -- Class B Shares
West Virginia Municipal Bond Fund -- Class B Shares
Kentucky Municipal Bond Fund

                                      D-1


<PAGE>   8


Intermediate Bond Fund -- Class B Shares
Arizona Municipal Bond Fund -- Class B Shares
Income Fund -- Class B Shares
Louisiana Municipal Bond Fund -- Class B Shares
Investor Fixed Income Fund -- Class B Shares
Treasury & Agency Fund -- Class B Shares


THE ONE GROUP(R)                         THE ONE GROUP SERVICES COMPANY

By:    MARK A. DILLON                  By:    MARK S. REDMAN
    ------------------------               ----------------------------

Date:  August 23, 1996                 Date:  August 23, 1996
      ----------------------                 --------------------------

                                      D-2



<PAGE>   1



                                 Exhibit (9)(b)



                           Revised Schedule A to the
                    Management and Administration Agreement
                                    between
               the Registrant and The One Group Services Company


<PAGE>   2



                                   SCHEDULE A
                 TO THE MANAGEMENT AND ADMINISTRATION AGREEMENT
                                    BETWEEN
                                THE ONE GROUP(R)
                                      AND
                         THE ONE GROUP SERVICES COMPANY


NAME OF THE MULTIPLE CLASS FUNDS
U.S. Treasury Securities Money Market Fund
Prime Money Market Fund
Municipal Money Market Fund (formerly Tax-Free Money Market Portfolio)
Ohio Municipal Money Market Fund
Income Equity Fund
Disciplined Value Fund
Growth Opportunities Fund (formerly Small Company Growth Fund)
International Equity Index Fund
Large Company Value Fund (formerly Quantitative Equity Portfolio)
Equity Index Fund 
Income Bond Fund (formerly Income Portfolio)
Limited Volatility Bond Fund
Intermediate Tax-Free Bond Fund
Ohio Municipal Bond Fund
Government Bond Fund
Ultra Short-Term Income Fund (formerly Government ARM Fund)
Asset Allocation Fund (formerly Flexible Balanced Portfolio)
Municipal Income Fund (formerly Tax Free Bond Fund)
Texas Tax-Free Fund
West Virginia Municipal Bond Fund
Kentucky Municipal Bond Fund
Intermediate Bond Fund
Arizona Municipal Bond Fund
Large Company Growth Fund
Income Fund
Louisiana Municipal Bond Fund
Value Growth Fund
Gulf South Growth Fund
Investor Aggressive Growth Fund
Investor Growth Fund
Investor Growth and Income Fund
Investor Balanced Fund
Investor Conservative Growth Fund
Investor Fixed Income Fund
Treasury & Agency Fund


COMPENSATION REGARDING MULTIPLE CLASS FUNDS

        Compensation for each of the above Funds (the "Multiple Class Funds")
shall be at annual rates of the Fund's average daily net assets as follows:
twenty one-hundredths of one percent (.20%) of amounts included in that portion
of the aggregate daily net assets of all Multiple Class Funds subject to this
Agreement equal to or less than $1,500,000,000; eighteen one-hundredths of one
percent (.18%) of amounts included in the portion of the aggregate daily net
assets of all Multiple Class Funds subject to this Agreement


<PAGE>   3


between $1,500,000,000 and $2,000,000,000; and sixteen one-hundredths of one
percent (.16%) of amounts included in that portion of the aggregate daily net
assets of all Multiple Class Funds subject to this Agreement in excess of
$2,000,000,000. The fees pertaining to each Multiple Class Fund shall be
computed daily in amounts strictly proportionate to the amount of the Fund's
average daily net assets as a percentage of the aggregate daily net assets of
all Multiple Class Funds subject to this Agreement, and shall be paid
periodically.

NAME OF SINGLE CLASS FUNDS 

The One Group Treasury Money Market Fund 
The One Group Treasury Only Money Market Fund 
The One Group Government Money Market Fund 
The One Group Tax Exempt Money Market Fund 
The One Group Institutional Prime Money Market Fund

COMPENSATION REGARDING SINGLE CLASS FUNDS

        Compensation for each of the Funds listed immediately above (the
"Single Class Funds") shall be t the following annual rates: With respect to
The One Group Treasury Money Market, The One Group Treasury Only Money Market,
The One Group Government Money Market, and the One Group Tax Exempt Money
Market Funds" five one-hundredths of one percent (.05%) of the Fund's average
daily net assets; and with respect to The One Group Institutional Prime Money
Market Fund: four one-hundredths of one percent (.04%) of the Fund's average
daily net assets. The fees pertaining to each Single Class Fund shall be
computed daily and paid periodically.

COMPENSATION TO BE REDUCED BY FUND ACCOUNTING FEES

        The compensation under this Agreement due to The One Group Services
Company with respect to each Multiple Class Fund and each Single Class Fund
shall be reduced in each month by the amount of compensation paid to The One
Group Service Company under its Fund Accounting Agreement with The One Group
with respect to such Fund.


THE ONE GROUP(R)                           THE ONE GROUP SERVICES COMPANY

By:    MARK A. DILLON                      By:    MARK S. REDMAN
    ------------------------                   --------------------------

Date:   August 23, 1996                    Date:   August 23, 1996
      ----------------------                     ------------------------
 

<PAGE>   1



                                 EXHIBIT (9)(e)

   
              REVISED SCHEDULE A TO THE FUND ACCOUNTING AGREEMENT
          BETWEEN THE REGISTRANT AND THE ONE GROUP SERVICES COMPANY
    


<PAGE>   2


                                   SCHEDULE A
                        TO THE FUND ACCOUNTING AGREEMENT
                                    BETWEEN
                                THE ONE GROUP(R)
                                      AND
                         THE ONE GROUP SERVICES COMPANY


NAME OF THE FUND

U.S. Treasury Securities Money Market Fund
Prime Money Market Fund
Municipal Money Market Fund (formerly Tax-Free Money Market Portfolio)
Ohio Municipal Money Market Fund
Income Equity Fund
Disciplined Value Fund
Growth Opportunities Fund (formerly Small Company Growth Fund)
International Equity Index Fund
Large Company Value Fund (formerly Quantitative Equity Portfolio)
Equity Index Fund
Income Bond Fund (formerly Income Portfolio)
Limited Volatility Bond Fund
Intermediate Tax-Free Bond Fund
Ohio Municipal Bond Fund
Treasury Money Market Fund
Treasury Only Money Market Fund
Government Money Market Fund
Tax Exempt Money Market Fund
Institutional Prime Money Market Fund
Government Bond Fund
Ultra Short-Term Income Fund (formerly Government ARM Fund)
Asset Allocation Fund (formerly Flexible Balanced Portfolio)
Municipal Income Fund (formerly Tax Free Bond Fund)
Texas Tax-Free Fund
Intermediate Bond Fund
Arizona Municipal Bond Fund
Large Company Growth Fund 
Kentucky Municipal Bond Fund
West Virginia Municipal Bond Fund
Income Fund
Louisiana Municipal Bond Fund
Value Growth Fund
Gulf South Growth Fund
Investor Aggressive Growth Fund
Investor Growth Fund
Investor Growth and Income Fund
Investor Balanced Fund
Investor Conservative Growth Fund


<PAGE>   3



Investor Fixed Income Fund
Treasury & Agency Fund

THE ONE GROUP(R)                            THE ONE GROUP SERVICES COMPANY

By:    MARK A. DILLON                       By:    MARK S. REDMAN
    -------------------------                   ----------------------------

Date:  August 23, 1996                      Date:   August 23, 1996
      -----------------------                     --------------------------


<PAGE>   1



                                 EXHIBIT (9)(G)

             REVISED SCHEDULE A TO THE SUB-ADMINISTRATION AGREEMENT
                   BETWEEN THE ONE GROUP SERVICES COMPANY AND
                    BANC ONE INVESTMENT ADVISORS CORPORATION


<PAGE>   2



                                   SCHEDULE A
                      TO THE SUB-ADMINISTRATION AGREEMENT
                                    BETWEEN
                         THE ONE GROUP SERVICES COMPANY
                                      AND
                          BANC ONE INVESTMENT ADVISORS


NAME OF THE MULTIPLE CLASS FUND

U.S. Treasury Securities Money Market Fund
Prime Money Market Fund
Municipal Money Market Fund (formerly Tax-Free Money Market Portfolio)
Ohio Municipal Money Market Fund
Income Equity Fund
Disciplined Value Fund
Growth Opportunities Fund (formerly Small Company Growth Fund)
International Equity Index Fund
Large Company Value Fund (formerly Quantitative Equity Portfolio)
Equity Index Fund
Income Bond Fund (formerly Income Portfolio)
Limited Volatility Bond Fund
Intermediate Tax-Free Bond Fund
Ohio Municipal Bond Fund
Government Bond Fund
Ultra Short-Term Income Fund (formerly Government ARM Fund)
Asset Allocation Fund (formerly Flexible Balanced Portfolio)
Municipal Income Fund (formerly Tax Free Bond Fund)
Texas Tax-Free Fund
West Virginia Municipal Bond Fund
Kentucky Municipal Bond Fund
Intermediate Bond Fund
Arizona Municipal Bond Fund
Large Company Growth Fund
Income Fund
Investor Aggressive Growth Fund
Investor Growth Fund
Investor Growth and Income Fund
Investor Balanced Fund
Investor Conservative Growth Fund
Investor Fixed Income
Fund Treasury & Agency Fund
Louisiana Municipal Bond Fund
Value Growth Fund
Gulf South Growth Fund


<PAGE>   3



NAME OF SINGLE CLASS FUNDS

The One Group Treasury Money Market Fund
The One Group Treasury Only Money Market Fund
The One Group Government Money Market Fund
The One Group Tax Exempt Money Market Fund
The One Group Institutional Prime Money Market Fund


BANC ONE INVESTMENT
ADVISORS CORPORATION                      THE ONE GROUP SERVICES COMPANY

By:      DAVID J. KUNDERT                 By:      MARK A. DILLON
    -------------------------                 ---------------------------

Date:    August 23, 1996                  Date:    August 23, 996
      -----------------------                   -------------------------


<PAGE>   1



                                EXHIBIT (11)(a)

                      CONSENT OF COOPERS & LYBRAND L.L.P.


<PAGE>   2
                                                        EXHIBIT 11(a)



                       CONSENT OF INDEPENDENT ACCOUNTANTS

   
We consent to the inclusion in this Post-Effective Amendment No. 40 to the
Registration Statement on Form N-1A (File No. 2-95973) of The One Group, of our
reports dated August 19, 1996 on our audits of the financial statements and
financial highlights of the U.S. Treasury Securities Money Market Fund, the
Prime Money Market Fund, the Municipal Money Market Fund, the Ohio Municipal
Money Market Fund, the Government ARM Fund, the Limited Volatility Fund, the
Intermediate Bond Fund, the Government Bond Fund, the Income Bond Fund, the
Intermediate Tax-Free Bond Fund, the Municipal Income Fund, the Kentucky
Municipal Bond Fund, the Ohio Municipal Bond Fund, the Louisiana Municipal Bond
Fund, the Treasury Only Money Market Fund and the Government Money Market Fund
and our report dated August 27, 1996 on our audits of the financial statements
and financial highlights of the Asset Allocation Fund, the Income Equity Fund,
the Equity Index Fund, the Value Growth Fund, the Large Company Value Fund, the
Disciplined Value Fund, the Large Company Growth Fund, the Growth Opportunities
Fund, the Gulf South Growth Fund and the International Equity Index Fund,
constituting The One Group whose reports are included in the Annual Reports to
Shareholders for the year ended June 30, 1996 which are included in the
Registration Statement.  We also consent to the reference to our Firm under the
captions "Financial Highlights", "Counsel and Independent Accountants" and
"Independent Accountants" in the Prospectus and "Experts" in the Statement of
Additional Information relating to The One Group in this Post-Effective
Amendment No. 40 to the Registration Statement on Form N-1A (File No. 2-95973). 
    

                                                COOPERS & LYBRAND L.L.P.

Columbus, Ohio
August 29, 1996

<PAGE>   1



                                EXHIBIT (11)(b)

                        CONSENT OF KPMG PEAT MARWICK LLP


<PAGE>   2
                                        EXHIBIT 11(b)
[KPMG PEAT MARWICK LLP LETTERHEAD]

                               AUDITORS' CONSENT

The Board of Trustees of
The One Group:

We consent to the reference to our firm under the heading "Experts" in the
Statement of Additional Information, which is included in the Form N-1A filed
by The One Group.



                                                KPMG Peat Marwick LLP

Columbus, Ohio
August 29, 1996

<PAGE>   1



                                EXHIBIT (11)(c)

                        CONSENT OF PRICE WATERHOUSE, LLP


<PAGE>   2
                                                          EXHIBIT 11(c)



CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the use in the Statement of Additional Information
constituting part of this Post-Effective Amendment No. 40 to the registration
statement on Form N-1A of our report dated January 19, 1996, relating to the
November 30, 1995 financial statements and financial highlights of the Paragon
Louisiana Tax-Free Fund, the Paragon Value Growth Fund and the Paragon Gulf
South Growth Fund.  We also consent to the reference to us under the heading
"Experts" in such Statement of Additional Information.


PRICE WATERHOUSE LLP

1177 Avenue of the Americas
New York, New York  10036
August 28, 1996

<PAGE>   1



                                EXHIBIT (11)(d)

                            CONSENT OF ROPES & GRAY


<PAGE>   2
                                        EXHIBIT 11(d)


                               CONSENT OF COUNSEL

        
        We hereby consent to the use of our name and the references to our firm
under the caption "Legal Counsel" included in or made a part of Post-Effective
Amendment No. 40 to the Registration Statement of The One Group. (Nos. 2-95973
and 811-4236) on Form N-1A under the Securities Act of 1933, as amended.


                                                     ROPES & GRAY

Washington, D.C.

August 30, 1996


<PAGE>   1



                                EXHIBIT (15)(b)


   
       REVISED SCHEDULE A TO THE RE-EXECUTED DISTRIBUTION AND SHAREHOLDER
  SERVICES PLAN - CLASS A AND SERVICE CLASS SHARES BETWEEN THE REGISTRANT AND
              THE ONE GROUP SERVICES COMPANY DATED AUGUST 23, 1996
    


<PAGE>   2

                               SCHEDULE A TO THE
                   DISTRIBUTION AND SHAREHOLDER SERVICES PLAN
                          BETWEEN THE ONE GROUP(R) AND
                           ONE GROUP SERVICES COMPANY


NAME OF FUND

Class A Shares:

U.S. Treasury Securities Money Market Fund
Prime Money Market Fund
Municipal Money Market Fund
Ohio Municipal Money Market Fund 
Income Equity Fund
Disciplined Value Fund
Growth Opportunities Fund
International Equity Index Fund
Equity Index Fund
Large Company Value Fund
Large Company Growth Fund
Asset Allocation Fund
Income Bond Fund
Limited Volatility Bond Fund
Intermediate Bond Fund
Government Bond Fund
Income Fund
Ultra Short-Term Income Fund
Municipal Income Fund
Intermediate Tax-Free Bond Fund
Ohio Municipal Bond Fund
Texas Tax-Free Bond Fund
West Virginia Municipal Bond Fund
Kentucky Municipal Bond Fund
Arizona Municipal Bond Fund
Treasury Money Market Fund
Treasury Only Money Market Fund
Government Money Market Fund
Tax Exempt Money Market Fund
Institutional Prime Money Market Fund
Louisiana Municipal Bond Fund
Value Growth Fund
Gulf South Growth Fund
Investor Aggressive Growth Fund
Investor Growth Fund
Investor Growth and Income Fund
Investor Balanced Fund
Investor Conservative Growth Fund
Investor Fixed Income Fund
Treasury & Agency Fund


<PAGE>   3



Service Class Shares:

U.S. Treasury Securities Money Market Fund
Prime Money Market Fund


THE ONE GROUP                              THE ONE GROUP SERVICES COMPANY
(formerly The Helmsman Fund)

By:       MARK A. DILLON                   By:       MARK S. REDMAN
    ---------------------------                --------------------------

Dated:     August 23, 1996                 Dated:      August 23, 1996
       ------------------------                   -----------------------


<PAGE>   1


                                EXHIBIT (15)(d)


             REVISED SCHEDULE A TO THE RE-EXECUTED DISTRIBUTION AND
                 SHAREHOLDER SERVICES PLAN - CDSC CLASS SHARES
                           BETWEEN THE REGISTRANT AND
   

                         THE ONE GROUP SERVICES COMPANY
    


<PAGE>   2



                               SCHEDULE A TO THE
                   DISTRIBUTION AND SHAREHOLDER SERVICES PLAN
                                 CLASS B SHARES
                          BETWEEN THE ONE GROUP(R) AND
                           ONE GROUP SERVICES COMPANY

NAME OF FUND
- ------------

Income Equity Fund
Disciplined Value Fund
Growth Opportunities Fund
Equity Index Fund
Large Company Value Fund
Asset Allocation Fund
International Equity Index Fund
Large Company Growth Fund
Income Bond Fund
Limited Volatility Bond Fund
Intermediate Bond Fund
Government Bond Fund
Ultra Short-Term Income Fund
Intermediate Tax-Free Bond Fund
Municipal Income Fund
Ohio Municipal Bond Fund
Texas Tax-Free Bond Fund
West Virginia Municipal Bond Fund
Kentucky Municipal Bond Fund
Arizona Municipal Bond Fund
Louisiana Municipal Bond Fund
Value Growth Fund
Gulf South Growth Fund
Prime Money Market Fund
U.S. Treasury Securities Money Market Fund
Income Fund
Investor Conservative Growth Fund
Investor Growth Fund
Investor Balanced Fund
Investor Fixed-Income Fund
Investor Aggressive Growth Fund
Investor Growth and Income Fund
Treasury & Agency Fund

THE ONE GROUP                                THE ONE GROUP SERVICES COMPANY
(formerly The Helmsman Fund)

By:      MARK A. DILLON                      By:        MARK S. REDMAN
   ------------------------                     ---------------------------

Dated:   AUGUST 23, 1996                     Dated:     AUGUST 23, 1996
      ---------------------                        ------------------------   


<PAGE>   1



                                EXHIBIT (18)(a)

                 REVISED MULTIPLE CLASS PLAN FOR THE ONE GROUP


<PAGE>   2



                     MULTIPLE CLASS PLAN FOR THE ONE GROUP
   
                          (AS AMENDED AUGUST 23, 1996)
    

         The One Group (the "Trust") is an open-end investment company that
offers units of beneficial interest ("shares") in thirty separate portfolios
("funds") and four different classes of certain of the funds. The four classes
are Class A, Class B, Fiduciary Class, and Service Class. The classes provide
for variations in distribution costs, voting rights, dividends, and per share
net asset value. The differences among the classes are discussed below.
Attached as Exhibit A, which may be amended from time to time, is a list of the
funds and the class of shares available in each fund.

A.       DISTRIBUTION AND SHAREHOLDER SERVICES

         Class A and Class B shares are distributed to the general public.
Investors may purchase Class A and Class B shares of a fund by completing and
signing an account application form and mailing it, along with a check (or
other negotiable bank instrument or money order) to the Trust's transfer agent
and custodian. Subsequent purchases of shares may be made at any time by
mailing a check to the transfer agent. Class A shares that are offered to
investors in certain retirement plans such as 401(k) and similar plans, other
than Individual Retirement Accounts, are purchased by an institutional investor
and/or other intermediary (each a "Shareholder Servicing Agent") on behalf of
an investor.

         Class A and Class B investors may make automatic monthly investments
in a fund from their bank, savings and loan or other depository institution
accounts. The Trust pays the costs associated with these transfers, but
reserves the right, upon thirty days' written notice, to impose reasonable
charges for this service.

         Fiduciary Class shares are offered to institutional investors,
including affiliates of BANC ONE CORPORATION and any bank, depository
institution, insurance company, pension plan or other organization authorized
to act in a fiduciary, advisory, agency, custodial or similar capacity (each an
"Authorized Financial Organization"). Purchases of Fiduciary Class shares that
are offered to investors in certain retirement plans such as 401(k) and similar
plans, other than Individual Retirement Accounts, are purchased by a
Shareholder Servicing Agent on behalf of an investor.

         Service Class shares are available only in the Prime Money Market and
U.S. Treasury Securities Money Market Funds. This class of shares is available
to broker-dealers, other financial intermediaries, banks and other depository
institutions. Service Class shares offer administrative and accounting (sweep
processing) services.

         A purchase order will be effective as of the day received by the
distributor if the distributor receives the order before 4:00 p.m., eastern
time. However, an order may be canceled if the transfer agent does not receive
Federal funds before close of business on the next Business Day for Fiduciary
Class shares, and before the close of business on the fifth Business Day for
Class A and Class B shares. Fiduciary Class shares offered to institutional
investors and to investors in certain retirement plans, and Class A shares that
are offered to investors in certain retirement plans such as 401(k) and similar
plans, other than Individual Retirement Accounts, will normally be held in the
name of the Shareholder Servicing Agent effecting the purchase on the
Shareholder's behalf. It is the Shareholder Servicing Agent's responsibility to
transmit purchase orders to the distributor. A Shareholder Servicing Agent may
impose an earlier cut-off time for receipt of purchase orders directed through
it to allow for processing and transmittal of these orders to the distributor
for effectiveness the same day.

B.       SALES LOAD

CLASS A SHARES

         Class A shares are subject to a front-end sales charge. The front-end
sales charge is based on a percentage of the offering price and may vary based
on the amount of purchase.

         Class A shares also are subject to a distribution and shareholder
services fee assessed pursuant to the distribution and shareholder services
plan (the "Plan"). As provided in the Plan, the Trust will pay the distributor
a fee


<PAGE>   3



based on the average daily net assets of Class A shares of the fund. A certain
percentage of the fee payable under the Plan may be used as compensation for
shareholder services by the distributor and/or financial institutions and
intermediaries. All such fees that may be paid under the Plan will be paid
pursuant to Rule 12b-1 of the 1940 Act. The distributor may apply these fees
toward: (i) compensation for its services in connection with distribution
assistance or provision of shareholder services; or (ii) payments to financial
institutions and intermediaries such as banks (including affiliates of Banc One
Advisors), savings and loan associations, insurance companies, investment
counselors, broker-dealers, and the distributor's affiliates and subsidiaries,
as compensation for services or reimbursement of expenses incurred in
connection with distribution assistance or provision of shareholder services.

         A shareholder of Class A shares may reduce the sales charge by
completing the Letter of Intent section of the account application form. The
Letter of Intent includes a provision for a sales charge adjustment depending
on the amount actually purchased within the 13-month period. In addition,
pursuant to a Letter of Intent, the Custodian will hold in escrow the
difference between the sales charge applicable to the amount initially
purchased and the sales charge paid at the time of investment, which is based
on the amount covered by the Letter of Intent.

         No sales charge is imposed on Class A shares of the Fund: (i) issued
through reinvestment of dividends and capital gains distributions; (ii)
acquired through the exercise of exchange privileges where a comparable sales
charge has been paid for exchanged shares; (iii) purchased by officers,
directors or trustees, retirees and employees (and their spouses and immediate
family members) of the Trust, of BANC ONE CORPORATION and its subsidiaries and
affiliates, of the Distributor and its subsidiaries and affiliates, or of an
investment sub-adviser of a Fund of the Trust and such sub-adviser's
subsidiaries and affiliates; (iv) sold to affiliates of BANC ONE CORPORATION
and certain accounts (other than Individual Retirement Accounts) for which
Authorized Financial Organizations act in fiduciary, advisory, agency,
custodial or similar capacities, or purchased by investment advisers, financial
planners or other intermediaries who have a dealer arrangement with the
Distributor, who place trades for their own accounts or for the accounts of
their clients and who charge a management, consulting or other fee for their
services, as well as clients of such investment advisers, financial planners or
other intermediaries who place trades for their own accounts if the accounts
are linked to the master account of such investment adviser, financial planner
or other intermediary; (v) purchased with proceeds from the recent redemption
of Fiduciary Class shares of a Fund of the Trust or acquired in an exchange of
Fiduciary Class shares of a Fund for Class A shares of the same Fund; (vi)
purchased with proceeds from the recent redemption of shares of a mutual fund
(other than a fund of the Trust) for which a sales charge was paid; (vii)
purchased in an Individual Retirement Account with the proceeds of a
distribution from an employee benefit plan, provided that, at the time of
distribution, the employee benefit plan had plan assets invested in a Fund of
the Trust; (viii) purchased with Trust assets; (ix) purchased in accounts as to
which a bank or broker-dealer charges an asset allocation fee, provided the
bank or broker-dealer has an agreement with the Distributor; (x) directly
purchased with the proceeds of a distribution on a bond for which a BANC ONE
CORPORATION affiliate bank or trust company is the Trustee or Paying Agent; or
(ix) purchased in connection with plans of reorganization of a Fund, such as
mergers, asset acquisitions and exchange offers to which the Fund is a party .

         Further, an initial purchase of shares in the amount of $1 million or
more is not subject to a front-end sales charge. However, if such shares are
redeemed prior to the first anniversary of purchase, the shareholder will be
subject to a contingent deferred sales charge ("Class A CDSC") on the initial
purchase in an amount not to exceed any promotional incentives or additional
compensation paid by the Distributor to registered representatives who have
sold or are expected to sell significant amounts of shares of the Funds.

         An investor relying upon any of the categories of waivers of the sales
charge must qualify for such waiver in advance of the purchase with the
Distributor or the financial institution or intermediary through which shares
are purchased by the investor.

         The waiver of the sales charge under circumstances (v), (vi), and
(vii) above applies only if the purchase is made within 60 days of the
redemption or distribution and if conditions imposed by the Distributor are
met. This waiver policy with respect to the purchase of shares through the use
of proceeds from a recent redemption or distribution as described in clauses
(v), (vi), and (vii) above will not be continued indefinitely and may be
discontinued at any time without notice.


<PAGE>   4



CLASS B SHARES

         Class B shares are subject to a Contingent Deferred Sales Charge and a
distribution and shareholder services fee. If the Shareholder redeems Class B
shares prior to the sixth anniversary of purchase, the Shareholder will pay a
Contingent Deferred Sales Charge. The Contingent Deferred Sales Charge is
assessed on an amount equal to the lesser of the then current market value or
the cost of the shares being redeemed. Accordingly, no sales charge is imposed
on increases in net asset value above the initial purchase price. In addition,
no charge is assessed on shares derived from reinvestment of dividends or
capital gain distributions.

         The amount of the Contingent Deferred Sales Charge, if any, varies
depending on the number of years from the time of payment for the purchase of
Class B shares until the time of redemption of such shares. Solely for purposes
of determining the number of years from the time of any payment for the
purchase of shares, all payments during a month are aggregated and deemed to
have been made on the first day of the month.

         In determining whether a particular redemption is subject to a
Contingent Deferred Sales Charge, it is assumed that the redemption is first of
any Class A shares in the Shareholder's Fund account (unless the Shareholder
elects to have Class B shares redeemed first) or shares representing capital
appreciation, next of shares acquired pursuant to reinvestment of dividends and
capital gain distributions, and finally of other shares held by the Shareholder
for the longest period of time. This method should result in the lowest
possible sales charge.

         Class B shares of the fund also are subject to an ongoing distribution
and shareholder service fee as provided in the Class B distribution and
shareholder services plan (the "Class B Plan") at an annual rate based on a
percentage of the fund's average daily net assets. This fee arrangement will
cause Class B shares to have a higher expense ratio and to pay lower dividends
than Class A shares. Class B shares convert automatically to Class A shares
after six years, commencing from the end of the calendar month in which the
purchase order was accepted.

         Proceeds from the Contingent Deferred Sales Charge and the
distribution and shareholder service fee under the Class B Plan are payable to
the distributor and financial intermediaries to defray the expenses of advance
brokerage commissions and expenses related to providing distribution-related
and shareholder services to the fund in connection with the sale of the Class B
shares, such as the payment of compensation to dealers and agents for selling
Class B shares. The combination of the Contingent Deferred Sales Charge and the
distribution and shareholder services fees facilitate the ability of the fund
to sell the Class B shares without a front-end sales charge.

         The Contingent Deferred Sales Charge is waived on redemption of
shares: (i) for distributions that are made under a Systematic Withdrawal Plan
of the Trust and that are limited to no more than 10% of the account value
annually, determined in the first year as of the date the redemption request is
received by the Transfer Agent, and in subsequent years, as of the most recent
anniversary of that date; (ii) following the death or disability of a
shareholder or a participant or beneficiary of a qualifying retirement plan if
redemption is made within one year of such death or disability; or (iii) to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan to a
shareholder who has attained the age of 70 1/2. In addition, the following
circumstances are not deemed to result in a "redemption" of Class B shares for
purposes of the assessment of a Contingent Deferred Sales Charge, which is
therefore waived: (i) plans of reorganization of the fund, such as mergers,
asset acquisitions and exchange offers to which the Fund is a party; or (ii)
exchanges for Class B shares of other funds of the Trust.

FIDUCIARY CLASS SHARES

         Fiduciary class shares are not subject to a sales charge at the time
of purchase or redemption, nor are they subject to a distribution or
shareholder services fee.

 SERVICE CLASS SHARES

         Service class shares are not subject to a sales charge at the time of
purchase or redemption. However, service class shares are subject to a
distribution and shareholder services fee based on a percentage of the fund's
average daily net assets.


<PAGE>   5



C.       EXCHANGE RIGHTS

CLASS A AND FIDUCIARY CLASS SHARES

         Fiduciary Class Shareholders of the Fund may exchange their shares for
Class A shares of the fund or for Class A shares or Fiduciary Class shares of
another fund of the Trust.

         Class A Shareholders may exchange their shares for Fiduciary Class
shares of the fund or for Fiduciary Class or Class A shares of another fund of
the Trust if the shareholder is eligible to purchase such shares.

         The exchange privilege may be exercised only in those states where the
shares of the fund or such other fund of the Trust may be legally sold. All
exchanges discussed herein are made at the net asset value of the exchanged
shares, except as provided below. The Trust does not impose a charge for
processing exchanges of shares. If a shareholder seeks to exchange Class A
shares of a fund that does not impose a sales charge for Class A shares of a
fund that does or the fund being exchanged into has a higher sales charge, the
Shareholder will be required to pay a sales charge in the amount equal to the
difference between the sales charge applicable to the fund into which the
shares are being exchanged and any sales charges previously paid for the
exchanged shares, including any sales charges incurred on any earlier exchanges
of the shares (unless such sales charge is otherwise waived). The exchange of
Fiduciary Class shares for Class A shares also will require payment of the
sales charge unless the sales charge is waived.

CLASS B SHARES

         Class B shareholders of the fund may exchange their shares for Class B
shares of any other fund of the Trust on the basis of the net asset value of
the exchanged Class B shares, without the payment of any Contingent Deferred
Sales Charge that might otherwise be due upon redemption of the outstanding
Class B shares. The newly acquired Class B shares will be subject to the higher
Contingent Deferred Sales Charge of either the fund from which the shares were
exchanged or the fund into which the shares were exchanged. With respect to
outstanding Class B shares as to which previous exchanges have taken place,
"higher Contingent Deferred Sales Charge" shall mean the higher of the
Contingent Deferred Sales Charge applicable to either the fund the shares are
exchanging into or any other fund from which the shares previously have been
exchanged. For purposes of computing the Contingent Deferred Sales Charge that
may be payable upon a disposition of the newly acquired Class B shares, the
holding period for outstanding Class B shares of the fund from which the
exchange was made is "tacked" to the holding period of the newly acquired Class
B shares. For purposes of calculating the holding period applicable to the
newly acquired Class B shares, the newly acquired Class B shares shall be
deemed to have been issued on the date of receipt of the shareholder's order to
purchase the outstanding Class B shares of the fund from which the initial
exchange was made.

SERVICE CLASS SHARES

         Service Class shareholders may not exchange their Service Class shares
for Class A, Class B or Fiduciary Class shares, nor may Class A, Class B, or
Fiduciary Class shares be exchanged for Service Class shares.

ADDITIONAL INFORMATION REGARDING EXCHANGES

         The Trust reserves the right to change the terms or conditions of the
exchange privilege discussed herein upon sixty days' written notice. An
exchange between classes of shares of the same fund is not considered a taxable
event; however, an exchange between funds of the Trust is considered a sale of
shares and usually results in a capital gain or loss for Federal income tax
purposes.

D.       CONVERSION RIGHTS

         Class B shares include all shares purchased pursuant to the Contingent
Deferred Sales Charge which have been outstanding for less than the period
ending six years after the end of the month in which the shares were purchased.
At the end of this period, Class B shares will automatically convert to Class A
shares and will be subject to the lower distribution and fees charged to Class
A shares. Such conversion will be on the basis of the relative net asset values
of


<PAGE>   6



the two classes, without the imposition of any sales charge, fee or other
charge.  The conversion is not a taxable event to a shareholder.

         For purposes of conversion to Class A shares, shares received as
dividends and other distributions paid on Class B shares in a shareholder's
fund account will be considered to be held in a separate sub-account. Each time
any Class B shares in a shareholder's fund account (other than those in the
sub-account) convert to Class A shares, a pro-rata portion of the Class B
shares in the sub-account will also convert to Class A shares.

         If a shareholder effects one or more exchanges among Class B shares of
the funds of the Trust during the six-year period, the Trust will aggregate the
holding periods for the shares of each fund of the Trust for purposes of
calculating that six-year period. Because the per share net asset value of the
Class A shares may be higher than that of the Class B shares at the time of
conversion, a shareholder may receive fewer Class A shares than the number of
Class B shares converted, although the dollar value will be the same.

E.       VOTING RIGHTS

         Each share held entitles the shareholder of record to one vote. Each
fund of the Trust will vote separately on matters relating solely to that fund.
In addition, each class of a fund shall have exclusive voting rights on any
matter submitted to shareholders that relates solely to that class, and shall
have separate voting rights on any matter submitted to shareholders in which
the interests of one class differ from the interests of any other class.
However, all fund shareholders will have equal voting rights on matters that
affect all fund shareholders equally.

F.      EXPENSE ALLOCATION

         Each class shall pay the expenses associated with its different
distribution and shareholder services arrangement. Each class may, at the
Board's discretion, also pay a different share of other expenses, not including
advisory or custodial fees or other expenses related to the management of the
Trust's assets, if these expenses are actually incurred in a different amount
by that class, or if the class receives services of a different kind or to a
different degree than other classes. All other expenses will be allocated to
each class on the basis of the net asset value of that class in relation to the
net asset value of the Fund. However, money market funds operating in reliance
on Rule 2a-7, and other funds making daily distributions of their net
investment income, may allocate such other expenses to each share regardless of
class, or based on the relative net assets (settled shares).

         Expenses may be waived or reimbursed by a fund's advisor, underwriter
or any other service provider to the fund.

G.       REDEMPTIONS

         Shareholders may redeem their shares without charge (except Class B
shares and Class A shares initially purchased in an amount of $1 million or
more, as provided above) on any Business Day; shares may ordinarily be redeemed
by mail, by telephone or by wire. All redemption orders are effected at the net
asset value per share next determined for Class A shares, except for Class A
shares initially purchased in an amount of $1 million or more, which will be
reduced by any applicable Class A CDSC, and at net asset value per share next
determined reduced by any applicable Contingent Deferred Sales Charge for Class
B shares, after receipt of a valid request for redemption.

         Pursuant to the Systematic Withdrawal Plan, Class B Shareholders may
elect to receive, or may designate another person to receive, distributions
provided that the distributions are limited to no more than 10% of their
account value annually, determined in the first year as of the date the
redemption request is received by the Transfer Agent, and in subsequent years,
as of the most recent anniversary of that date. In addition, Shareholders who
have attained the age of 70 1/2 may elect to receive distributions, to the
extent that the redemption represents a minimum required distribution from an
Individual Retirement Account or other qualifying retirement plan.


<PAGE>   7



H.       DIVIDENDS

         Shareholders automatically receive all income dividends and capital
gain distributions in additional Class A, Class B, Service Class and Fiduciary
Class shares, as applicable, at the net asset value next determined following
the record date, unless the shareholder has elected to take such payment in
cash. Reinvested dividends and distributions receive the same tax treatment as
dividends and distributions paid in cash.

         Class B shares received as dividends and capital gains distributions
at the net asset value next determined following the record date shall be held
in a separate Class B sub-account. Each time any Class B shares (other than
those in the sub-account) convert to Class A shares, a pro-rata portion of the
Class B shares in the sub-account will also convert to Class A shares.

         The amount of dividends payable on Fiduciary Class shares will be more
than the dividends payable on Class A, Class B and Service Class shares because
of the distribution expenses charged to Class A, Class B and Service Class
shares.


<PAGE>   8



                                   EXHIBIT A

   
<TABLE>
<CAPTION>

NAME OF FUND                                                    CLASS OF SHARES
- ------------                                                    --------------- 
<S>                                             <C>
U.S. Treasury Securities Money Market Fund      Class A, Class B, Fiduciary Class, Service Class
Prime Money Market Fund                         Class A, Class B, Fiduciary Class, Service Class
Municipal Money Market Fund                     Class A, Fiduciary Class
Ohio Municipal Money Market Fund                Class A, Fiduciary Class
Income Equity Fund                              Class A, Class B, Fiduciary Class
Disciplined Value Fund                          Class A, Class B, Fiduciary Class
Growth Opportunities Fund                       Class A, Class B, Fiduciary Class
International Equity Index Fund                 Class A, Class B, Fiduciary Class
Equity Index Fund                               Class A, Class B, Fiduciary Class
Large Company Value Fund                        Class A, Class B, Fiduciary Class
Large Company Growth Fund                       Class A, Class B, Fiduciary Class
Asset Allocation Fund                           Class A, Class B, Fiduciary Class
Value Growth Fund                               Class A, Class B, Fiduciary Class
Gulf South Growth Fund                          Class A, Class B, Fiduciary Class
Income Bond Fund                                Class A, Class B, Fiduciary Class
Limited Volatility Bond Fund                    Class A, Class B, Fiduciary Class
Intermediate Bond Fund                          Class A, Class B, Fiduciary Class
Government Bond Fund                            Class A, Class B, Fiduciary Class
Ultra-Short Term Fund                           Class A, Class B, Fiduciary Class
Louisiana Municipal Bond Fund                   Class A, Class B, Fiduciary Class
Income Fund                                     Class A, Class B, Fiduciary Class
Municipal Income Fund                           Class A, Class B, Fiduciary Class
Intermediate Tax-Free Bond Fund                 Class A, Class B, Fiduciary Class
Ohio Municipal Bond Fund                        Class A, Class B, Fiduciary Class
Texas Tax-Free Bond Fund                        Fiduciary Class
West Virginia Municipal Bond Fund               Class A, Class B, Fiduciary Class
Kentucky Tax-Free Bond Fund                     Fiduciary Class
Arizona Municipal  Bond Fund                    Class A, Class B, Fiduciary Class
Treasury Money Market Fund                      Fiduciary Class
Treasury Only Money Market Fund                 Fiduciary Class
Government Money Market Fund                    Fiduciary Class
Tax Exempt Money Market Fund                    Fiduciary Class
</TABLE>
    


<PAGE>   9



   
<TABLE>
<S>                                             <C>

Institutional Prime Money Market Fund           Fiduciary Class
Investor Aggressive Growth Fund                 Class A, Class B, Fiduciary Class
Investor Growth Fund                            Class A, Class B, Fiduciary Class
Investor Growth and Income Fund                 Class A, Class B, Fiduciary Class
Investor Conservative Growth Fund               Class A, Class B, Fiduciary Class
Investor Balanced Fund                          Class A, Class B, Fiduciary Class
Investor Fixed Income Fund                      Class A, Class B, Fiduciary Class
Treasury & Agency Fund                          Class A, Class B, Fiduciary Class

</TABLE>
    



<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 011
   <NAME> THE ONE GROUP PRIME MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                          2505293
<INVESTMENTS-AT-VALUE>                         2505293
<RECEIVABLES>                                     8699
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 2513992
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        12056
<TOTAL-LIABILITIES>                              12056
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       2501956
<SHARES-COMMON-STOCK>                          2186583<F1>
<SHARES-COMMON-PRIOR>                          1965444<F1>
<ACCUMULATED-NII-CURRENT>                            7
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                            27
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   2501936
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                               142118
<OTHER-INCOME>                                       6
<EXPENSES-NET>                                   11711
<NET-INVESTMENT-INCOME>                         130413
<REALIZED-GAINS-CURRENT>                             9
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                           130422
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                       116410<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                        4119886<F1>
<NUMBER-OF-SHARES-REDEEMED>                    3900430<F1>
<SHARES-REINVESTED>                               1683<F1>
<NET-CHANGE-IN-ASSETS>                          334552
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                             20
<OVERDIST-NET-GAINS-PRIOR>                          36
<GROSS-ADVISORY-FEES>                             8602
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  14650
<AVERAGE-NET-ASSETS>                           2180912<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .054<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .054<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .440<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 012
   <NAME> THE ONE GROUP PRIME MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                          2505293
<INVESTMENTS-AT-VALUE>                         2505293
<RECEIVABLES>                                     8699
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 2513992
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        12056
<TOTAL-LIABILITIES>                              12056
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       2501956
<SHARES-COMMON-STOCK>                           315373<F1>
<SHARES-COMMON-PRIOR>                           201996<F1>
<ACCUMULATED-NII-CURRENT>                            7
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                            27
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   2501936
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                               142118
<OTHER-INCOME>                                       6
<EXPENSES-NET>                                   11711
<NET-INVESTMENT-INCOME>                         130413
<REALIZED-GAINS-CURRENT>                             9
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                           130422
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        13976<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                        1262765<F1>
<NUMBER-OF-SHARES-REDEEMED>                    1161804<F1>
<SHARES-REINVESTED>                              12416<F1>
<NET-CHANGE-IN-ASSETS>                          334552
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                             20
<OVERDIST-NET-GAINS-PRIOR>                          36
<GROSS-ADVISORY-FEES>                             8602
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                  14650
<AVERAGE-NET-ASSETS>                            275794<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .051<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .051<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .690<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 021
   <NAME> THE ONE GROUP U.S. TREASURY SECURITIES MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                          1957978
<INVESTMENTS-AT-VALUE>                         1957978
<RECEIVABLES>                                     6365
<ASSETS-OTHER>                                       1
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 1964344
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         8890
<TOTAL-LIABILITIES>                               8890
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       1955445
<SHARES-COMMON-STOCK>                          1844578<F1>
<SHARES-COMMON-PRIOR>                          1178070<F1>
<ACCUMULATED-NII-CURRENT>                           43
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                            34
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   1955454
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                87131
<OTHER-INCOME>                                      88
<EXPENSES-NET>                                    6861
<NET-INVESTMENT-INCOME>                          80358
<REALIZED-GAINS-CURRENT>                           (9)
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                            80349
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        75330<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                        3907668<F1>
<NUMBER-OF-SHARES-REDEEMED>                    3241505<F1>
<SHARES-REINVESTED>                                345<F1>
<NET-CHANGE-IN-ASSETS>                          678640
<ACCUMULATED-NII-PRIOR>                             27
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                          25
<GROSS-ADVISORY-FEES>                             5456
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   9126
<AVERAGE-NET-ASSETS>                           1456507<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .052<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .052<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .420<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 022
   <NAME> THE ONE GROUP U.S. TREASURY SECURITIES MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                          1957978
<INVESTMENTS-AT-VALUE>                         1957978
<RECEIVABLES>                                     6365
<ASSETS-OTHER>                                       1
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 1964344
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         8890
<TOTAL-LIABILITIES>                               8890
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       1955445
<SHARES-COMMON-STOCK>                           110864<F1>
<SHARES-COMMON-PRIOR>                            98723<F1>
<ACCUMULATED-NII-CURRENT>                           43
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                            34
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                   1955454
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                87131
<OTHER-INCOME>                                      88
<EXPENSES-NET>                                    6861
<NET-INVESTMENT-INCOME>                          80358
<REALIZED-GAINS-CURRENT>                           (9)
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                            80349
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         5012<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                         449868<F1>
<NUMBER-OF-SHARES-REDEEMED>                     442190<F1>
<SHARES-REINVESTED>                               4447<F1>
<NET-CHANGE-IN-ASSETS>                          678640
<ACCUMULATED-NII-PRIOR>                             27
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                          25
<GROSS-ADVISORY-FEES>                             5456
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   9126
<AVERAGE-NET-ASSETS>                            101654<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .050<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .050<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .670<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 031
   <NAME> THE ONE GROUP MUNICIPAL MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           532345
<INVESTMENTS-AT-VALUE>                          532345
<RECEIVABLES>                                    18571
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  550916
<PAYABLE-FOR-SECURITIES>                         38703
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                               1686
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        510658
<SHARES-COMMON-STOCK>                           459924<F1>
<SHARES-COMMON-PRIOR>                           437856<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             127
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             4
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                    510527
<DIVIDEND-INCOME>                                  332
<INTEREST-INCOME>                                21285
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    2583
<NET-INVESTMENT-INCOME>                          19034
<REALIZED-GAINS-CURRENT>                           (4)
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                            19030
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        17075<F1>
<DISTRIBUTIONS-OF-GAINS>                             4<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                        1109221<F1>
<NUMBER-OF-SHARES-REDEEMED>                    1087267<F1>
<SHARES-REINVESTED>                                114<F1>
<NET-CHANGE-IN-ASSETS>                           16266
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            4
<OVERDISTRIB-NII-PRIOR>                            139
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             2042
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3718
<AVERAGE-NET-ASSETS>                            518909<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .033<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .033<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .410<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 032
   <NAME> THE ONE GROUP MUNICIPAL MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           532345
<INVESTMENTS-AT-VALUE>                          532345
<RECEIVABLES>                                    18571
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  550916
<PAYABLE-FOR-SECURITIES>                         38703
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                               1686
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        510658
<SHARES-COMMON-STOCK>                            50734<F1>
<SHARES-COMMON-PRIOR>                            56540<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             127
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             4
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                    510527
<DIVIDEND-INCOME>                                  332
<INTEREST-INCOME>                                21285
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    2583
<NET-INVESTMENT-INCOME>                          19034
<REALIZED-GAINS-CURRENT>                           (4)
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                            19030
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        19047<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                         299953<F1>
<NUMBER-OF-SHARES-REDEEMED>                     307534<F1>
<SHARES-REINVESTED>                               1775<F1>
<NET-CHANGE-IN-ASSETS>                           16266
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            4
<OVERDISTRIB-NII-PRIOR>                            139
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             2042
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3718
<AVERAGE-NET-ASSETS>                             64201<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .030<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .030<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .660<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 041
   <NAME> INCOME EQUITY FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           278208
<INVESTMENTS-AT-VALUE>                          394818
<RECEIVABLES>                                     1710
<ASSETS-OTHER>                                      15
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  396543
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<TOTAL-LIABILITIES>                               1263
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        272217
<SHARES-COMMON>                                  18230<F2>
<SHARES-COMMON-PRIOR>                            11297<F2>
<ACCUMULATED-NII-CURRENT>                           13
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           6440
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        116610
<NET-ASSETS>                                    395280
<DIVIDEND-INCOME>                                 7617
<INTEREST-INCOME>                                 1061
<OTHER-INCOME>                                      18
<EXPENSES-NET>                                    2667
<NET-INVESTMENT-INCOME>                           6029
<REALIZED-GAINS-CURRENT>                          8723
<APPREC-INCREASE-CURRENT>                        35127
<NET-CHANGE-FROM-OPS>                            49879
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         5346<F2>
<DISTRIBUTIONS-OF-GAINS>                          7457<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                         404468<F2>
<NUMBER-OF-SHARES-REDEEMED>                     239261<F2>
<SHARES-REINVESTED>                               6734<F2>
<NET-CHANGE-IN-ASSETS>                          207100
<ACCUMULATED-NII-PRIOR>                             41
<ACCUMULATED-GAINS-PRIOR>                         6380
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1880
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2803
<AVERAGE-NET-ASSETS>                            216886<F2>
<PER-SHARE-NAV-BEGIN>                            15.13<F2>
<PER-SHARE-NII>                                    .40<F2>
<PER-SHARE-GAIN-APPREC>                           3.22<F2>
<PER-SHARE-DIVIDEND>                               .40<F2>
<PER-SHARE-DISTRIBUTIONS>                          .70<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              17.65<F2>
<EXPENSE-RATIO>                                    .98<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Fiduciary Class 
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 042
   <NAME> INCOME EQUITY FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           278208
<INVESTMENTS-AT-VALUE>                          394818
<RECEIVABLES>                                     1710
<ASSETS-OTHER>                                      15
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  396543
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<TOTAL-LIABILITIES>                               1263
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        272217
<SHARES-COMMON>                                   2510<F2>
<SHARES-COMMON-PRIOR>                              913<F2>
<ACCUMULATED-NII-CURRENT>                           13
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           6440
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        116610
<NET-ASSETS>                                    395280
<DIVIDEND-INCOME>                                 7617
<INTEREST-INCOME>                                 1061
<OTHER-INCOME>                                      18
<EXPENSES-NET>                                    2667
<NET-INVESTMENT-INCOME>                           6029
<REALIZED-GAINS-CURRENT>                          8723
<APPREC-INCREASE-CURRENT>                        35127
<NET-CHANGE-FROM-OPS>                            49879
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          530<F2>
<DISTRIBUTIONS-OF-GAINS>                           850<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           9884<F2>
<NUMBER-OF-SHARES-REDEEMED>                       3267<F2>
<SHARES-REINVESTED>                                316<F2>
<NET-CHANGE-IN-ASSETS>                          207100
<ACCUMULATED-NII-PRIOR>                             41
<ACCUMULATED-GAINS-PRIOR>                         6380
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1880
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2803
<AVERAGE-NET-ASSETS>                             24834<F2>
<PER-SHARE-NAV-BEGIN>                            15.11<F2>
<PER-SHARE-NII>                                    .38<F2>
<PER-SHARE-GAIN-APPREC>                           3.20<F2>
<PER-SHARE-DIVIDEND>                               .35<F2>
<PER-SHARE-DISTRIBUTIONS>                          .70<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              17.64<F2>
<EXPENSE-RATIO>                                   1.23<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Class A Shares 
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 043
   <NAME> INCOME EQUITY FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           278208
<INVESTMENTS-AT-VALUE>                          394818
<RECEIVABLES>                                     1710
<ASSETS-OTHER>                                      15
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  396543
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<TOTAL-LIABILITIES>                               1263
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        272217
<SHARES-COMMON>                                   1650<F2>
<SHARES-COMMON-PRIOR>                              229<F2>
<ACCUMULATED-NII-CURRENT>                           13
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           6440
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        116610
<NET-ASSETS>                                    395280
<DIVIDEND-INCOME>                                 7617
<INTEREST-INCOME>                                 1061
<OTHER-INCOME>                                      18
<EXPENSES-NET>                                    2667
<NET-INVESTMENT-INCOME>                           6029
<REALIZED-GAINS-CURRENT>                          8723
<APPREC-INCREASE-CURRENT>                        35127
<NET-CHANGE-FROM-OPS>                            49879
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          181<F2>
<DISTRIBUTIONS-OF-GAINS>                           356<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           1447<F2>
<NUMBER-OF-SHARES-REDEEMED>                         52<F2>
<SHARES-REINVESTED>                                 26<F2>
<NET-CHANGE-IN-ASSETS>                          207100
<ACCUMULATED-NII-PRIOR>                             41
<ACCUMULATED-GAINS-PRIOR>                         6380
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1880
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2803
<AVERAGE-NET-ASSETS>                             12222<F2>
<PER-SHARE-NAV-BEGIN>                            15.14<F2>
<PER-SHARE-NII>                                    .24<F2>
<PER-SHARE-GAIN-APPREC>                           3.23<F2>
<PER-SHARE-DIVIDEND>                               .23<F2>
<PER-SHARE-DISTRIBUTIONS>                          .70<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              17.68<F2>
<EXPENSE-RATIO>                                   1.98<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Class B Shares 
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 051
   <NAME> THE ONE GROUP INCOME BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           523732
<INVESTMENTS-AT-VALUE>                          537716
<RECEIVABLES>                                     8578
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  546294
<PAYABLE-FOR-SECURITIES>                          5974
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         3844
<TOTAL-LIABILITIES>                               9818
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        577283
<SHARES-COMMON-STOCK>                            55786<F1>
<SHARES-COMMON-PRIOR>                            51527<F1>
<ACCUMULATED-NII-CURRENT>                          396
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                         54533
<ACCUM-APPREC-OR-DEPREC>                         13330
<NET-ASSETS>                                    536476
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                37285
<OTHER-INCOME>                                      91
<EXPENSES-NET>                                    3047
<NET-INVESTMENT-INCOME>                          34329
<REALIZED-GAINS-CURRENT>                        (1361)
<APPREC-INCREASE-CURRENT>                      (11155)
<NET-CHANGE-FROM-OPS>                            21813
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        33573<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          16245<F1>
<NUMBER-OF-SHARES-REDEEMED>                      11460<F1>
<SHARES-REINVESTED>                               1318<F1>
<NET-CHANGE-IN-ASSETS>                           53669
<ACCUMULATED-NII-PRIOR>                            357
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                       53042
<GROSS-ADVISORY-FEES>                             3053
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   4195
<AVERAGE-NET-ASSETS>                            496756<F1>
<PER-SHARE-NAV-BEGIN>                            9.540<F1>
<PER-SHARE-NII>                                   .650<F1>
<PER-SHARE-GAIN-APPREC>                         (.210)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .650<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.330<F1>
<EXPENSE-RATIO>                                   .590<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 052
   <NAME> THE ONE GROUP INCOME BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           523732
<INVESTMENTS-AT-VALUE>                          537716
<RECEIVABLES>                                     8578
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  546294
<PAYABLE-FOR-SECURITIES>                          5974
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         3844
<TOTAL-LIABILITIES>                               9818
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        577283
<SHARES-COMMON-STOCK>                             1087<F1>
<SHARES-COMMON-PRIOR>                              895<F1>
<ACCUMULATED-NII-CURRENT>                          396
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                         54533
<ACCUM-APPREC-OR-DEPREC>                         13330
<NET-ASSETS>                                    536476
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                37285
<OTHER-INCOME>                                      91
<EXPENSES-NET>                                    3047
<NET-INVESTMENT-INCOME>                          34329
<REALIZED-GAINS-CURRENT>                        (1361)
<APPREC-INCREASE-CURRENT>                      (11155)
<NET-CHANGE-FROM-OPS>                            21813
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          545<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            680<F1>
<NUMBER-OF-SHARES-REDEEMED>                        347<F1>
<SHARES-REINVESTED>                                 41<F1>
<NET-CHANGE-IN-ASSETS>                           53669
<ACCUMULATED-NII-PRIOR>                            357
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                       53042
<GROSS-ADVISORY-FEES>                             3053
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   4195
<AVERAGE-NET-ASSETS>                              8376<F1>
<PER-SHARE-NAV-BEGIN>                            9.540<F1>
<PER-SHARE-NII>                                   .630<F1>
<PER-SHARE-GAIN-APPREC>                         (.230)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .620<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.320<F1>
<EXPENSE-RATIO>                                   .840<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 053
   <NAME> THE ONE GROUP INCOME BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           523732
<INVESTMENTS-AT-VALUE>                          537716
<RECEIVABLES>                                     8578
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  546294
<PAYABLE-FOR-SECURITIES>                          5974
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         3844
<TOTAL-LIABILITIES>                               9818
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        577283
<SHARES-COMMON-STOCK>                              650<F1>
<SHARES-COMMON-PRIOR>                              326<F1>
<ACCUMULATED-NII-CURRENT>                          396
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                         54533
<ACCUM-APPREC-OR-DEPREC>                         13330
<NET-ASSETS>                                    536476
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                37285
<OTHER-INCOME>                                      91
<EXPENSES-NET>                                    3047
<NET-INVESTMENT-INCOME>                          34329
<REALIZED-GAINS-CURRENT>                        (1361)
<APPREC-INCREASE-CURRENT>                      (11155)
<NET-CHANGE-FROM-OPS>                            21813
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          211<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            130<F1>
<NUMBER-OF-SHARES-REDEEMED>                         17<F1>
<SHARES-REINVESTED>                                  5<F1>
<NET-CHANGE-IN-ASSETS>                           53669
<ACCUMULATED-NII-PRIOR>                            357
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                       53042
<GROSS-ADVISORY-FEES>                             3053
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   4195
<AVERAGE-NET-ASSETS>                              3579<F1>
<PER-SHARE-NAV-BEGIN>                            9.620<F1>
<PER-SHARE-NII>                                   .560<F1>
<PER-SHARE-GAIN-APPREC>                         (.210)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .570<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.400<F1>
<EXPENSE-RATIO>                                  1.490<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 061
   <NAME> THE ONE GROUP INTERMEDIATE TAX-FREE BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           227749
<INVESTMENTS-AT-VALUE>                          230575
<RECEIVABLES>                                     4296
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  234871
<PAYABLE-FOR-SECURITIES>                          6333
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2276
<TOTAL-LIABILITIES>                               8609
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        222793
<SHARES-COMMON-STOCK>                            20353<F1>
<SHARES-COMMON-PRIOR>                            20121<F1>
<ACCUMULATED-NII-CURRENT>                          233
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                            410
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          2826
<NET-ASSETS>                                    226262
<DIVIDEND-INCOME>                                  105
<INTEREST-INCOME>                                12507
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1300
<NET-INVESTMENT-INCOME>                          11312
<REALIZED-GAINS-CURRENT>                          1432
<APPREC-INCREASE-CURRENT>                        (248)
<NET-CHANGE-FROM-OPS>                            12496
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        10698<F1>
<DISTRIBUTIONS-OF-GAINS>                           468<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           6859<F1>
<NUMBER-OF-SHARES-REDEEMED>                       6488<F1>
<SHARES-REINVESTED>                                121<F1>
<NET-CHANGE-IN-ASSETS>                            8303
<ACCUMULATED-NII-PRIOR>                             11
<ACCUMULATED-GAINS-PRIOR>                          563
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1400
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2079
<AVERAGE-NET-ASSETS>                            224266<F1>
<PER-SHARE-NAV-BEGIN>                           10.640<F1>
<PER-SHARE-NII>                                   .520<F1>
<PER-SHARE-GAIN-APPREC>                           .040<F1>
<PER-SHARE-DIVIDEND>                              .510<F1>
<PER-SHARE-DISTRIBUTIONS>                         .020<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.670<F1>
<EXPENSE-RATIO>                                   .540<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 062
   <NAME> THE ONE GROUP INTERMEDIATE TAX-FREE BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           227749
<INVESTMENTS-AT-VALUE>                          230575
<RECEIVABLES>                                     4296
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  234871
<PAYABLE-FOR-SECURITIES>                          6333
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2276
<TOTAL-LIABILITIES>                               8609
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        222793
<SHARES-COMMON-STOCK>                              621<F1>
<SHARES-COMMON-PRIOR>                             1735<F1>
<ACCUMULATED-NII-CURRENT>                          233
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                            410
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          2826
<NET-ASSETS>                                    226262
<DIVIDEND-INCOME>                                  105
<INTEREST-INCOME>                                12507
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1300
<NET-INVESTMENT-INCOME>                          11312
<REALIZED-GAINS-CURRENT>                          1432
<APPREC-INCREASE-CURRENT>                        (248)
<NET-CHANGE-FROM-OPS>                            12496
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          328<F1>
<DISTRIBUTIONS-OF-GAINS>                            17<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            387<F1>
<NUMBER-OF-SHARES-REDEEMED>                        316<F1>
<SHARES-REINVESTED>                                 22<F1>
<NET-CHANGE-IN-ASSETS>                            8303
<ACCUMULATED-NII-PRIOR>                             11
<ACCUMULATED-GAINS-PRIOR>                          563
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1400
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2079
<AVERAGE-NET-ASSETS>                              7230<F1>
<PER-SHARE-NAV-BEGIN>                           10.630<F1>
<PER-SHARE-NII>                                   .500<F1>
<PER-SHARE-GAIN-APPREC>                           .050<F1>
<PER-SHARE-DIVIDEND>                              .490<F1>
<PER-SHARE-DISTRIBUTIONS>                         .020<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.670<F1>
<EXPENSE-RATIO>                                   .790<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 063
   <NAME> THE ONE GROUP INTERMEDIATE TAX-FREE BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           227749
<INVESTMENTS-AT-VALUE>                          230575
<RECEIVABLES>                                     4296
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  234871
<PAYABLE-FOR-SECURITIES>                          6333
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2276
<TOTAL-LIABILITIES>                               8609
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        222793
<SHARES-COMMON-STOCK>                              228<F1>
<SHARES-COMMON-PRIOR>                              124<F1>
<ACCUMULATED-NII-CURRENT>                          233
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                            410
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          2826
<NET-ASSETS>                                    226262
<DIVIDEND-INCOME>                                  105
<INTEREST-INCOME>                                12507
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1300
<NET-INVESTMENT-INCOME>                          11312
<REALIZED-GAINS-CURRENT>                          1432
<APPREC-INCREASE-CURRENT>                        (248)
<NET-CHANGE-FROM-OPS>                            12496
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           64<F1>
<DISTRIBUTIONS-OF-GAINS>                             3<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            138<F1>
<NUMBER-OF-SHARES-REDEEMED>                         20<F1>
<SHARES-REINVESTED>                                  5<F1>
<NET-CHANGE-IN-ASSETS>                            8303
<ACCUMULATED-NII-PRIOR>                             11
<ACCUMULATED-GAINS-PRIOR>                          563
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1400
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2079
<AVERAGE-NET-ASSETS>                              1637<F1>
<PER-SHARE-NAV-BEGIN>                           10.650<F1>
<PER-SHARE-NII>                                   .430<F1>
<PER-SHARE-GAIN-APPREC>                           .040<F1>
<PER-SHARE-DIVIDEND>                              .420<F1>
<PER-SHARE-DISTRIBUTIONS>                         .020<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.680<F1>
<EXPENSE-RATIO>                                  1.440<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 071
   <NAME> DISCIPLINE VALUE FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           506190
<INVESTMENTS-AT-VALUE>                          560181
<RECEIVABLES>                                      907
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  561088
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         1471
<TOTAL-LIABILITIES>                               1471
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        464636
<SHARES-COMMON-STOCK>                            35564<F2>
<SHARES-COMMON-PRIOR>                            33982<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              45
<ACCUMULATED-NET-GAINS>                          41035
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         53991
<NET-ASSETS>                                    559617
<DIVIDEND-INCOME>                                15128
<INTEREST-INCOME>                                 1236
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    5523
<NET-INVESTMENT-INCOME>                          10841
<REALIZED-GAINS-CURRENT>                         60286
<APPREC-INCREASE-CURRENT>                        25630
<NET-CHANGE-FROM-OPS>                            96757
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        10493<F2>
<DISTRIBUTIONS-OF-GAINS>                         27544<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           9341<F2>
<NUMBER-OF-SHARES-REDEEMED>                       9186<F2>
<SHARES-REINVESTED>                               1427<F2>
<NET-CHANGE-IN-ASSETS>                           86305
<ACCUMULATED-NII-PRIOR>                             43
<ACCUMULATED-GAINS-PRIOR>                         9921
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3995
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5601
<AVERAGE-NET-ASSETS>                            508906<F2>
<PER-SHARE-NAV-BEGIN>                            13.20<F2>
<PER-SHARE-NII>                                    .29<F2>
<PER-SHARE-GAIN-APPREC>                           2.27<F2>
<PER-SHARE-DIVIDEND>                               .29<F2>
<PER-SHARE-DISTRIBUTIONS>                          .78<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              14.69<F2>
<EXPENSE-RATIO>                                    .99<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Fiduciary Share Class
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 072
   <NAME> DISCIPLINE VALUE FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           506190
<INVESTMENTS-AT-VALUE>                          560181
<RECEIVABLES>                                      907
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  561088
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         1471
<TOTAL-LIABILITIES>                               1471
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        464636
<SHARES-COMMON-STOCK>                             1416<F2>
<SHARES-COMMON-PRIOR>                             1026<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              45
<ACCUMULATED-NET-GAINS>                          41035
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         53991
<NET-ASSETS>                                    559617
<DIVIDEND-INCOME>                                15128
<INTEREST-INCOME>                                 1236
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    5523
<NET-INVESTMENT-INCOME>                          10841
<REALIZED-GAINS-CURRENT>                         60286
<APPREC-INCREASE-CURRENT>                        25630
<NET-CHANGE-FROM-OPS>                            96757
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          304<F2>
<DISTRIBUTIONS-OF-GAINS>                           920<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                            760<F2>
<NUMBER-OF-SHARES-REDEEMED>                        456<F2>
<SHARES-REINVESTED>                                 86<F2>
<NET-CHANGE-IN-ASSETS>                           86305
<ACCUMULATED-NII-PRIOR>                             43
<ACCUMULATED-GAINS-PRIOR>                         9921
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3995
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5601
<AVERAGE-NET-ASSETS>                             17212<F2>
<PER-SHARE-NAV-BEGIN>                            13.22<F2>
<PER-SHARE-NII>                                    .25<F2>
<PER-SHARE-GAIN-APPREC>                           2.28<F2>
<PER-SHARE-DIVIDEND>                               .25<F2>
<PER-SHARE-DISTRIBUTIONS>                          .78<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              14.72<F2>
<EXPENSE-RATIO>                                   1.24<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class A Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 081
   <NAME> GROWTH OPPORTUNITIES FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           592135
<INVESTMENTS-AT-VALUE>                          600299
<RECEIVABLES>                                     8074
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                            604202
<TOTAL-ASSETS>                                  612276
<PAYABLE-FOR-SECURITIES>                         34062
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4727
<TOTAL-LIABILITIES>                              38789
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                            28310<F2>
<SHARES-COMMON-PRIOR>                            22469<F2>
<ACCUMULATED-NII-CURRENT>                           07
<OVERDISTRIBUTION-NII>                              47
<ACCUMULATED-NET-GAINS>                          80677
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          8164
<NET-ASSETS>                                    573487
<DIVIDEND-INCOME>                                 8638
<INTEREST-INCOME>                                 2051
<OTHER-INCOME>                                     177
<EXPENSES-NET>                                    5063
<NET-INVESTMENT-INCOME>                           5803
<REALIZED-GAINS-CURRENT>                        150392
<APPREC-INCREASE-CURRENT>                        49094
<NET-CHANGE-FROM-OPS>                           107101
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         5572<F2>
<DISTRIBUTIONS-OF-GAINS>                         78544<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           8947<F2>
<NUMBER-OF-SHARES-REDEEMED>                       5714<F2>
<SHARES-REINVESTED>                               2608<F2>
<NET-CHANGE-IN-ASSETS>                          126929
<ACCUMULATED-NII-PRIOR>                         357764
<ACCUMULATED-GAINS-PRIOR>                        12472
<OVERDISTRIB-NII-PRIOR>                             11
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3743
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5135
<AVERAGE-NET-ASSETS>                            480493<F2>
<PER-SHARE-NAV-BEGIN>                            18.40<F2>
<PER-SHARE-NII>                                    .20<F2>
<PER-SHARE-GAIN-APPREC>                           3.83<F2>
<PER-SHARE-DIVIDEND>                               .20<F2>
<PER-SHARE-DISTRIBUTIONS>                         3.42<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              18.81<F2>
<EXPENSE-RATIO>                                   1.00<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Fiduciary Share Class
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 081
   <NAME> GROWTH OPPORTUNITIES FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           592135
<INVESTMENTS-AT-VALUE>                          600299
<RECEIVABLES>                                     8074
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                            604202
<TOTAL-ASSETS>                                  612276
<PAYABLE-FOR-SECURITIES>                         34062
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4727
<TOTAL-LIABILITIES>                              38789
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                            28310<F2>
<SHARES-COMMON-PRIOR>                            22469<F2>
<ACCUMULATED-NII-CURRENT>                           07
<OVERDISTRIBUTION-NII>                              47
<ACCUMULATED-NET-GAINS>                          80677
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          8164
<NET-ASSETS>                                    573487
<DIVIDEND-INCOME>                                 8638
<INTEREST-INCOME>                                 2051
<OTHER-INCOME>                                     177
<EXPENSES-NET>                                    5063
<NET-INVESTMENT-INCOME>                           5803
<REALIZED-GAINS-CURRENT>                        150392
<APPREC-INCREASE-CURRENT>                        49094
<NET-CHANGE-FROM-OPS>                           107101
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         5572<F2>
<DISTRIBUTIONS-OF-GAINS>                         78544<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           8947<F2>
<NUMBER-OF-SHARES-REDEEMED>                       5714<F2>
<SHARES-REINVESTED>                               2608<F2>
<NET-CHANGE-IN-ASSETS>                          126929
<ACCUMULATED-NII-PRIOR>                         357764
<ACCUMULATED-GAINS-PRIOR>                        12472
<OVERDISTRIB-NII-PRIOR>                             11
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3743
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5135
<AVERAGE-NET-ASSETS>                            480493<F2>
<PER-SHARE-NAV-BEGIN>                            18.40<F2>
<PER-SHARE-NII>                                    .20<F2>
<PER-SHARE-GAIN-APPREC>                           3.83<F2>
<PER-SHARE-DIVIDEND>                               .20<F2>
<PER-SHARE-DISTRIBUTIONS>                         3.42<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              18.81<F2>
<EXPENSE-RATIO>                                   1.00<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Fiduciary Share Class
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 082
   <NAME> GROWTH OPPORTUNITIES FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           592135
<INVESTMENTS-AT-VALUE>                          600299
<RECEIVABLES>                                     8074
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                            604202
<TOTAL-ASSETS>                                  612276
<PAYABLE-FOR-SECURITIES>                         34062
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4727
<TOTAL-LIABILITIES>                              38789
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                             1495<F2>
<SHARES-COMMON-PRIOR>                              609<F2>
<ACCUMULATED-NII-CURRENT>                           07
<OVERDISTRIBUTION-NII>                              47
<ACCUMULATED-NET-GAINS>                          80677
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          8164
<NET-ASSETS>                                    573487
<DIVIDEND-INCOME>                                 8638
<INTEREST-INCOME>                                 2051
<OTHER-INCOME>                                     177
<EXPENSES-NET>                                    5063
<NET-INVESTMENT-INCOME>                           5803
<REALIZED-GAINS-CURRENT>                        150392
<APPREC-INCREASE-CURRENT>                        49094
<NET-CHANGE-FROM-OPS>                           107101
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          216<F2>
<DISTRIBUTIONS-OF-GAINS>                          2747<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                         108378<F2>
<NUMBER-OF-SHARES-REDEEMED>                      95119<F2>
<SHARES-REINVESTED>                               2718<F2>
<NET-CHANGE-IN-ASSETS>                          126929
<ACCUMULATED-NII-PRIOR>                         357764
<ACCUMULATED-GAINS-PRIOR>                        12472
<OVERDISTRIB-NII-PRIOR>                             11
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3743
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5135
<AVERAGE-NET-ASSETS>                             18468<F2>
<PER-SHARE-NAV-BEGIN>                            18.36<F2>
<PER-SHARE-NII>                                    .17<F2>
<PER-SHARE-GAIN-APPREC>                           3.80<F2>
<PER-SHARE-DIVIDEND>                               .15<F2>
<PER-SHARE-DISTRIBUTIONS>                         3.42<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              18.76<F2>
<EXPENSE-RATIO>                                   1.25<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 083
   <NAME> GROWTH OPPORTUNITIES FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           592135
<INVESTMENTS-AT-VALUE>                          600299
<RECEIVABLES>                                     8074
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                            604202
<TOTAL-ASSETS>                                  612276
<PAYABLE-FOR-SECURITIES>                         34062
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4727
<TOTAL-LIABILITIES>                              38789
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                             0
<SHARES-COMMON-STOCK>                              700<F2>
<SHARES-COMMON-PRIOR>                              154<F2>
<ACCUMULATED-NII-CURRENT>                           07
<OVERDISTRIBUTION-NII>                              47
<ACCUMULATED-NET-GAINS>                          80677
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          8164
<NET-ASSETS>                                    573487
<DIVIDEND-INCOME>                                 8638
<INTEREST-INCOME>                                 2051
<OTHER-INCOME>                                     177
<EXPENSES-NET>                                    5063
<NET-INVESTMENT-INCOME>                           5803
<REALIZED-GAINS-CURRENT>                        150392
<APPREC-INCREASE-CURRENT>                        49094
<NET-CHANGE-FROM-OPS>                           107101
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           51<F2>
<DISTRIBUTIONS-OF-GAINS>                           896<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                            522<F2>
<NUMBER-OF-SHARES-REDEEMED>                         30<F2>
<SHARES-REINVESTED>                                 55<F2>
<NET-CHANGE-IN-ASSETS>                          126929
<ACCUMULATED-NII-PRIOR>                         357764
<ACCUMULATED-GAINS-PRIOR>                        12472
<OVERDISTRIB-NII-PRIOR>                             11
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3743
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5135
<AVERAGE-NET-ASSETS>                              6541<F2>
<PER-SHARE-NAV-BEGIN>                            18.14<F2>
<PER-SHARE-NII>                                    .09<F2>
<PER-SHARE-GAIN-APPREC>                           3.69<F2>
<PER-SHARE-DIVIDEND>                               .07<F2>
<PER-SHARE-DISTRIBUTIONS>                         3.42<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              18.43<F2>
<EXPENSE-RATIO>                                   2.00<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class B Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 103
   <NAME> THE ONE GROUP LIMITED VOLATILITY BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           631998
<INVESTMENTS-AT-VALUE>                          630943
<RECEIVABLES>                                     8783
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  639726
<PAYABLE-FOR-SECURITIES>                          4978
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         3566
<TOTAL-LIABILITIES>                               8544
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        639183
<SHARES-COMMON-STOCK>                             469<F1>
<SHARES-COMMON-PRIOR>                             279<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             121
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          6825
<ACCUM-APPREC-OR-DEPREC>                        (1055)
<NET-ASSETS>                                    631182
<DIVIDEND-INCOME>                                   62
<INTEREST-INCOME>                                30286
<OTHER-INCOME>                                     120
<EXPENSES-NET>                                    2450
<NET-INVESTMENT-INCOME>                          28018
<REALIZED-GAINS-CURRENT>                          1885
<APPREC-INCREASE-CURRENT>                       (6631)
<NET-CHANGE-FROM-OPS>                            23272
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          175<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            251<F1>
<NUMBER-OF-SHARES-REDEEMED>                         68<F1>
<SHARES-REINVESTED>                                 12<F1>
<NET-CHANGE-IN-ASSETS>                          205014
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            122
<OVERDIST-NET-GAINS-PRIOR>                        7201
<GROSS-ADVISORY-FEES>                             2781
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3920
<AVERAGE-NET-ASSETS>                              4588<F1>
<PER-SHARE-NAV-BEGIN>                           10.600<F1>
<PER-SHARE-NII>                                   .550<F1>
<PER-SHARE-GAIN-APPREC>                         (.100)<F1>
<PER-SHARE-DIVIDEND>                              .560<F1>
<PER-SHARE-DISTRIBUTIONS>                            0<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.490<F1>
<EXPENSE-RATIO>                                  1.260<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 102
   <NAME> THE ONE GROUP LIMITED VOLATILITY BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           631998
<INVESTMENTS-AT-VALUE>                          630943
<RECEIVABLES>                                     8783
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  639726
<PAYABLE-FOR-SECURITIES>                          4978
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         3566
<TOTAL-LIABILITIES>                               8544
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        639183
<SHARES-COMMON-STOCK>                             2050<F1>
<SHARES-COMMON-PRIOR>                             1249<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             121
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          6825
<ACCUM-APPREC-OR-DEPREC>                        (1055)
<NET-ASSETS>                                    631182
<DIVIDEND-INCOME>                                   62
<INTEREST-INCOME>                                30286
<OTHER-INCOME>                                     120
<EXPENSES-NET>                                    2450
<NET-INVESTMENT-INCOME>                          28018
<REALIZED-GAINS-CURRENT>                          1885
<APPREC-INCREASE-CURRENT>                       (6631)
<NET-CHANGE-FROM-OPS>                            23272
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          878<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          12072<F1>
<NUMBER-OF-SHARES-REDEEMED>                      11265<F1>
<SHARES-REINVESTED>                                 54<F1>
<NET-CHANGE-IN-ASSETS>                          205014
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            122
<OVERDIST-NET-GAINS-PRIOR>                        7201
<GROSS-ADVISORY-FEES>                             2781
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3920
<AVERAGE-NET-ASSETS>                             15150<F1>
<PER-SHARE-NAV-BEGIN>                           10.520<F1>
<PER-SHARE-NII>                                   .630<F1>
<PER-SHARE-GAIN-APPREC>                         (.130)<F1>
<PER-SHARE-DIVIDEND>                              .610<F1>
<PER-SHARE-DISTRIBUTIONS>                            0<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.410<F1>
<EXPENSE-RATIO>                                   .760<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 103
   <NAME> THE ONE GROUP LIMITED VOLATILITY BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           631998
<INVESTMENTS-AT-VALUE>                          630943
<RECEIVABLES>                                     8783
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  639726
<PAYABLE-FOR-SECURITIES>                          4978
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         3566
<TOTAL-LIABILITIES>                               8544
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        639183
<SHARES-COMMON-STOCK>                             469<F1>
<SHARES-COMMON-PRIOR>                             279<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             121
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          6825
<ACCUM-APPREC-OR-DEPREC>                        (1055)
<NET-ASSETS>                                    631182
<DIVIDEND-INCOME>                                   62
<INTEREST-INCOME>                                30286
<OTHER-INCOME>                                     120
<EXPENSES-NET>                                    2450
<NET-INVESTMENT-INCOME>                          28018
<REALIZED-GAINS-CURRENT>                          1885
<APPREC-INCREASE-CURRENT>                       (6631)
<NET-CHANGE-FROM-OPS>                            23272
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          175<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            251<F1>
<NUMBER-OF-SHARES-REDEEMED>                         68<F1>
<SHARES-REINVESTED>                                 12<F1>
<NET-CHANGE-IN-ASSETS>                          205014
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            122
<OVERDIST-NET-GAINS-PRIOR>                        7201
<GROSS-ADVISORY-FEES>                             2781
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3920
<AVERAGE-NET-ASSETS>                              4588<F1>
<PER-SHARE-NAV-BEGIN>                           10.600<F1>
<PER-SHARE-NII>                                   .550<F1>
<PER-SHARE-GAIN-APPREC>                         (.100)<F1>
<PER-SHARE-DIVIDEND>                              .560<F1>
<PER-SHARE-DISTRIBUTIONS>                            0<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.490<F1>
<EXPENSE-RATIO>                                  1.260<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 111
   <NAME> EQUITY INDEX FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           305312
<INVESTMENTS-AT-VALUE>                          391424
<RECEIVABLES>                                     1249
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  392673
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                891
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        303532
<SHARES-COMMON-STOCK>                            19269<F2>
<SHARES-COMMON-PRIOR>                            16747<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             405
<ACCUMULATED-NET-GAINS>                           2450
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         86205
<NET-ASSETS>                                    391782
<DIVIDEND-INCOME>                                 6339
<INTEREST-INCOME>                                  888
<OTHER-INCOME>                                      28
<EXPENSES-NET>                                    1056
<NET-INVESTMENT-INCOME>                           6199
<REALIZED-GAINS-CURRENT>                         10186
<APPREC-INCREASE-CURRENT>                        47556
<NET-CHANGE-FROM-OPS>                            63941
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         5943<F2>
<DISTRIBUTIONS-OF-GAINS>                          8186<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           7069<F2>
<NUMBER-OF-SHARES-REDEEMED>                       5207<F2>
<SHARES-REINVESTED>                                660<F2>
<NET-CHANGE-IN-ASSETS>                          152476
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         1065
<OVERDISTRIB-NII-PRIOR>                            232
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              876
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1924
<AVERAGE-NET-ASSETS>                            265033<F2>
<PER-SHARE-NAV-BEGIN>                            14.03<F2>
<PER-SHARE-NII>                                    .33<F2>
<PER-SHARE-GAIN-APPREC>                           3.16<F2>
<PER-SHARE-DIVIDEND>                               .34<F2>
<PER-SHARE-DISTRIBUTIONS>                          .52<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              16.66<F2>
<EXPENSE-RATIO>                                    .30<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Fiduciary Share Class
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 112
   <NAME> EQUITY INDEX FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           305312
<INVESTMENTS-AT-VALUE>                          391424
<RECEIVABLES>                                     1249
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  392673
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                891
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        303532
<SHARES-COMMON-STOCK>                             1931<F2>
<SHARES-COMMON-PRIOR>                              214<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             405
<ACCUMULATED-NET-GAINS>                           2450
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         86205
<NET-ASSETS>                                    391782
<DIVIDEND-INCOME>                                 6339
<INTEREST-INCOME>                                  888
<OTHER-INCOME>                                      28
<EXPENSES-NET>                                    1056
<NET-INVESTMENT-INCOME>                           6199
<REALIZED-GAINS-CURRENT>                         10186
<APPREC-INCREASE-CURRENT>                        47556
<NET-CHANGE-FROM-OPS>                            63941
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         5943<F2>
<DISTRIBUTIONS-OF-GAINS>                          8186<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           7069<F2>
<NUMBER-OF-SHARES-REDEEMED>                       5207<F2>
<SHARES-REINVESTED>                                660<F2>
<NET-CHANGE-IN-ASSETS>                          152476
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         1065
<OVERDISTRIB-NII-PRIOR>                            232
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              876
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1924
<AVERAGE-NET-ASSETS>                             14094<F2>
<PER-SHARE-NAV-BEGIN>                            14.02<F2>
<PER-SHARE-NII>                                    .27<F2>
<PER-SHARE-GAIN-APPREC>                           3.18<F2>
<PER-SHARE-DIVIDEND>                               .28<F2>
<PER-SHARE-DISTRIBUTIONS>                          .52<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              16.67<F2>
<EXPENSE-RATIO>                                    .55<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Class A Shares
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 113
   <NAME> EQUITY INDEX FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           305312
<INVESTMENTS-AT-VALUE>                          391424
<RECEIVABLES>                                     1249
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  392673
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                            0
<TOTAL-LIABILITIES>                                891
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        303532
<SHARES-COMMON-STOCK>                             2310<F2>
<SHARES-COMMON-PRIOR>                              100<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             405
<ACCUMULATED-NET-GAINS>                           2450
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         86205
<NET-ASSETS>                                    391782
<DIVIDEND-INCOME>                                 6339
<INTEREST-INCOME>                                  888
<OTHER-INCOME>                                      28
<EXPENSES-NET>                                    1056
<NET-INVESTMENT-INCOME>                           6199
<REALIZED-GAINS-CURRENT>                         10186
<APPREC-INCREASE-CURRENT>                        47556
<NET-CHANGE-FROM-OPS>                            63941
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          153<F2>
<DISTRIBUTIONS-OF-GAINS>                           256<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           2232<F2>
<NUMBER-OF-SHARES-REDEEMED>                         47<F2>
<SHARES-REINVESTED>                                 25<F2>
<NET-CHANGE-IN-ASSETS>                          152476
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         1065
<OVERDISTRIB-NII-PRIOR>                            232
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              876
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1924
<AVERAGE-NET-ASSETS>                             12890<F2>
<PER-SHARE-NAV-BEGIN>                            14.05<F2>
<PER-SHARE-NII>                                    .16<F2>
<PER-SHARE-GAIN-APPREC>                           3.16<F2>
<PER-SHARE-DIVIDEND>                               .17<F2>
<PER-SHARE-DISTRIBUTIONS>                          .52<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              16.68<F2>
<EXPENSE-RATIO>                                   1.30<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Class B Shares
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 121
   <NAME> LARGE COMPANY VALUE FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           604175
<INVESTMENTS-AT-VALUE>                          599949
<RECEIVABLES>                                     5449
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  605398
<PAYABLE-FOR-SECURITIES>                          4613
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2743
<TOTAL-LIABILITIES>                               7356
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        555124
<SHARES-COMMON-STOCK>                            45543<F2>
<SHARES-COMMON-PRIOR>                                0<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             114
<ACCUMULATED-NET-GAINS>                          47238
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        (4206)
<NET-ASSETS>                                    598042
<DIVIDEND-INCOME>                                13341
<INTEREST-INCOME>                                 3900
<OTHER-INCOME>                                      58
<EXPENSES-NET>                                    4986
<NET-INVESTMENT-INCOME>                          12313
<REALIZED-GAINS-CURRENT>                         66494
<APPREC-INCREASE-CURRENT>                      (17058)
<NET-CHANGE-FROM-OPS>                            61749
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        12259<F2>
<DISTRIBUTIONS-OF-GAINS>                         46275<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                          17295<F2>
<NUMBER-OF-SHARES-REDEEMED>                       9049<F2>
<SHARES-REINVESTED>                                594<F2>
<NET-CHANGE-IN-ASSETS>                          226099
<ACCUMULATED-NII-PRIOR>                              7
<ACCUMULATED-GAINS-PRIOR>                        12852
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3764
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5026
<AVERAGE-NET-ASSETS>                            499344<F2>
<PER-SHARE-NAV-BEGIN>                            12.87<F2>
<PER-SHARE-NII>                                    .31<F2>
<PER-SHARE-GAIN-APPREC>                           1.20<F2>
<PER-SHARE-DIVIDEND>                               .31<F2>
<PER-SHARE-DISTRIBUTIONS>                         1.24<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              12.83<F2>
<EXPENSE-RATIO>                                    .97<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Fiduciary Share Class
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 122
   <NAME> LARGE COMPANY VALUE FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           604175
<INVESTMENTS-AT-VALUE>                          599949
<RECEIVABLES>                                     5449
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  605398
<PAYABLE-FOR-SECURITIES>                          4613
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2743
<TOTAL-LIABILITIES>                               7356
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        555124
<SHARES-COMMON-STOCK>                              729<F2>
<SHARES-COMMON-PRIOR>                              270<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             114
<ACCUMULATED-NET-GAINS>                          47238
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        (4206)
<NET-ASSETS>                                    598042
<DIVIDEND-INCOME>                                13341
<INTEREST-INCOME>                                 3900
<OTHER-INCOME>                                      58
<EXPENSES-NET>                                    4986
<NET-INVESTMENT-INCOME>                          12313
<REALIZED-GAINS-CURRENT>                         66494
<APPREC-INCREASE-CURRENT>                      (17058)
<NET-CHANGE-FROM-OPS>                            61749
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          143<F2>
<DISTRIBUTIONS-OF-GAINS>                           631<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                            815<F2>
<NUMBER-OF-SHARES-REDEEMED>                        417<F2>
<SHARES-REINVESTED>                                 61<F2>
<NET-CHANGE-IN-ASSETS>                          226099
<ACCUMULATED-NII-PRIOR>                              7
<ACCUMULATED-GAINS-PRIOR>                        12852
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3764
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5026
<AVERAGE-NET-ASSETS>                              6772<F2>
<PER-SHARE-NAV-BEGIN>                            12.89<F2>
<PER-SHARE-NII>                                    .27<F2>
<PER-SHARE-GAIN-APPREC>                           1.22<F2>
<PER-SHARE-DIVIDEND>                               .27<F2>
<PER-SHARE-DISTRIBUTIONS>                         1.24<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              12.87<F2>
<EXPENSE-RATIO>                                   1.22<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 123
   <NAME> LARGE COMPANY VALUE FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           604175
<INVESTMENTS-AT-VALUE>                          599949
<RECEIVABLES>                                     5449
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  605398
<PAYABLE-FOR-SECURITIES>                          4613
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2743
<TOTAL-LIABILITIES>                               7356
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        555124
<SHARES-COMMON-STOCK>                              318<F2>
<SHARES-COMMON-PRIOR>                               66<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             114
<ACCUMULATED-NET-GAINS>                          47238
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        (4206)
<NET-ASSETS>                                    598042
<DIVIDEND-INCOME>                                13341
<INTEREST-INCOME>                                 3900
<OTHER-INCOME>                                      58
<EXPENSES-NET>                                    4986
<NET-INVESTMENT-INCOME>                          12313
<REALIZED-GAINS-CURRENT>                         66494
<APPREC-INCREASE-CURRENT>                      (17058)
<NET-CHANGE-FROM-OPS>                            61749
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           32<F2>
<DISTRIBUTIONS-OF-GAINS>                           183<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                            262<F2>
<NUMBER-OF-SHARES-REDEEMED>                         26<F2>
<SHARES-REINVESTED>                                 16<F2>
<NET-CHANGE-IN-ASSETS>                          226099
<ACCUMULATED-NII-PRIOR>                              7
<ACCUMULATED-GAINS-PRIOR>                        12852
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             3764
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   5026
<AVERAGE-NET-ASSETS>                              2258<F2>
<PER-SHARE-NAV-BEGIN>                            12.96<F2>
<PER-SHARE-NII>                                    .18<F2>
<PER-SHARE-GAIN-APPREC>                           1.26<F2>
<PER-SHARE-DIVIDEND>                               .18<F2>
<PER-SHARE-DISTRIBUTIONS>                         1.24<F2>
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              12.98<F2>
<EXPENSE-RATIO>                                   1.97<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 131
   <NAME> THE ONE GROUP OHIO MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           100675
<INVESTMENTS-AT-VALUE>                          104955
<RECEIVABLES>                                     1774
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  106729
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          757
<TOTAL-LIABILITIES>                                757
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        105650
<SHARES-COMMON-STOCK>                             7540<F1>
<SHARES-COMMON-PRIOR>                             7153<F1>
<ACCUMULATED-NII-CURRENT>                            8
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          3966
<ACCUM-APPREC-OR-DEPREC>                          4280
<NET-ASSETS>                                    105972
<DIVIDEND-INCOME>                                   85
<INTEREST-INCOME>                                 5574
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     649
<NET-INVESTMENT-INCOME>                           5010
<REALIZED-GAINS-CURRENT>                         (253)
<APPREC-INCREASE-CURRENT>                          483
<NET-CHANGE-FROM-OPS>                             5240
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         4102<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           1528<F1>
<NUMBER-OF-SHARES-REDEEMED>                       1523<F1>
<SHARES-REINVESTED>                                 23<F1>
<NET-CHANGE-IN-ASSETS>                           10764
<ACCUMULATED-NII-PRIOR>                              8
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        3774
<GROSS-ADVISORY-FEES>                              586
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1044
<AVERAGE-NET-ASSETS>                             79305<F1>
<PER-SHARE-NAV-BEGIN>                           10.650<F1>
<PER-SHARE-NII>                                   .560<F1>
<PER-SHARE-GAIN-APPREC>                           .040<F1>
<PER-SHARE-DIVIDEND>                              .560<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.690<F1>
<EXPENSE-RATIO>                                   .570<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 132
   <NAME> THE ONE GROUP OHIO MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           100675
<INVESTMENTS-AT-VALUE>                          104955
<RECEIVABLES>                                     1774
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  106729
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          757
<TOTAL-LIABILITIES>                                757
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        105650
<SHARES-COMMON-STOCK>                             1540<F1>
<SHARES-COMMON-PRIOR>                             1219<F1>
<ACCUMULATED-NII-CURRENT>                            8
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          3966
<ACCUM-APPREC-OR-DEPREC>                          4280
<NET-ASSETS>                                    105972
<DIVIDEND-INCOME>                                   85
<INTEREST-INCOME>                                 5574
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     649
<NET-INVESTMENT-INCOME>                           5010
<REALIZED-GAINS-CURRENT>                         (253)
<APPREC-INCREASE-CURRENT>                          483
<NET-CHANGE-FROM-OPS>                             5240
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          670<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            539<F1>
<NUMBER-OF-SHARES-REDEEMED>                        167<F1>
<SHARES-REINVESTED>                                 44<F1>
<NET-CHANGE-IN-ASSETS>                           10764
<ACCUMULATED-NII-PRIOR>                              8
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        3774
<GROSS-ADVISORY-FEES>                              586
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1044
<AVERAGE-NET-ASSETS>                             13604<F1>
<PER-SHARE-NAV-BEGIN>                           10.680<F1>
<PER-SHARE-NII>                                   .550<F1>
<PER-SHARE-GAIN-APPREC>                           .030<F1>
<PER-SHARE-DIVIDEND>                              .540<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.720<F1>
<EXPENSE-RATIO>                                   .820<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 133
   <NAME> THE ONE GROUP OHIO MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           100675
<INVESTMENTS-AT-VALUE>                          104955
<RECEIVABLES>                                     1774
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  106729
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          757
<TOTAL-LIABILITIES>                                757
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        105650
<SHARES-COMMON-STOCK>                              820<F1>
<SHARES-COMMON-PRIOR>                              463<F1>
<ACCUMULATED-NII-CURRENT>                            8
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          3966
<ACCUM-APPREC-OR-DEPREC>                          4280
<NET-ASSETS>                                    105972
<DIVIDEND-INCOME>                                   85
<INTEREST-INCOME>                                 5574
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     649
<NET-INVESTMENT-INCOME>                           5010
<REALIZED-GAINS-CURRENT>                         (253)
<APPREC-INCREASE-CURRENT>                          483
<NET-CHANGE-FROM-OPS>                             5240
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          238<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            561<F1>
<NUMBER-OF-SHARES-REDEEMED>                         54<F1>
<SHARES-REINVESTED>                                 15<F1>
<NET-CHANGE-IN-ASSETS>                           10764
<ACCUMULATED-NII-PRIOR>                              8
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        3774
<GROSS-ADVISORY-FEES>                              586
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1044
<AVERAGE-NET-ASSETS>                              5551<F1>
<PER-SHARE-NAV-BEGIN>                           10.750<F1>
<PER-SHARE-NII>                                   .480<F1>
<PER-SHARE-GAIN-APPREC>                           .030<F1>
<PER-SHARE-DIVIDEND>                              .470<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.790<F1>
<EXPENSE-RATIO>                                  1.470<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 141
   <NAME> THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           323827
<INVESTMENTS-AT-VALUE>                          363102
<RECEIVABLES>                                     8149
<ASSETS-OTHER>                                    1819
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  373070
<PAYABLE-FOR-SECURITIES>                          7608
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         1027
<TOTAL-LIABILITIES>                               8635
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        321819
<SHARES-COMMON-STOCK>                            22921<F1>
<SHARES-COMMON-PRIOR>                            15680<F1>
<ACCUMULATED-NII-CURRENT>                         1395
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           1893
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         39328
<NET-ASSETS>                                    364435
<DIVIDEND-INCOME>                                 6421
<INTEREST-INCOME>                                  248
<OTHER-INCOME>                                   (877)
<EXPENSES-NET>                                    2852
<NET-INVESTMENT-INCOME>                           2940
<REALIZED-GAINS-CURRENT>                          1467
<APPREC-INCREASE-CURRENT>                        26748
<NET-CHANGE-FROM-OPS>                            31155
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         3254<F1>
<DISTRIBUTIONS-OF-GAINS>                          2147<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          10623<F1>
<NUMBER-OF-SHARES-REDEEMED>                       3542<F1>
<SHARES-REINVESTED>                                160<F1>
<NET-CHANGE-IN-ASSETS>                          137421
<ACCUMULATED-NII-PRIOR>                           2643
<ACCUMULATED-GAINS-PRIOR>                         2003
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1584
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2951
<AVERAGE-NET-ASSETS>                            276248<F1>
<PER-SHARE-NAV-BEGIN>                           13.930<F1>
<PER-SHARE-NII>                                   .110<F1>
<PER-SHARE-GAIN-APPREC>                          1.430<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .300<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             15.170<F1>
<EXPENSE-RATIO>                                   .970<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 142
   <NAME> THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           323827
<INVESTMENTS-AT-VALUE>                          363102
<RECEIVABLES>                                     8149
<ASSETS-OTHER>                                    1819
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  373070
<PAYABLE-FOR-SECURITIES>                          7608
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         1027
<TOTAL-LIABILITIES>                               8635
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        321819
<SHARES-COMMON-STOCK>                              712<F1>
<SHARES-COMMON-PRIOR>                              361<F1>
<ACCUMULATED-NII-CURRENT>                         1395
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           1893
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         39328
<NET-ASSETS>                                    364435
<DIVIDEND-INCOME>                                 6421
<INTEREST-INCOME>                                  248
<OTHER-INCOME>                                   (877)
<EXPENSES-NET>                                    2852
<NET-INVESTMENT-INCOME>                           2940
<REALIZED-GAINS-CURRENT>                          1467
<APPREC-INCREASE-CURRENT>                        26748
<NET-CHANGE-FROM-OPS>                            31155
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           83<F1>
<DISTRIBUTIONS-OF-GAINS>                            55<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            484<F1>
<NUMBER-OF-SHARES-REDEEMED>                        143<F1>
<SHARES-REINVESTED>                                 10<F1>
<NET-CHANGE-IN-ASSETS>                          137421
<ACCUMULATED-NII-PRIOR>                           2643
<ACCUMULATED-GAINS-PRIOR>                         2003
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1584
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2951
<AVERAGE-NET-ASSETS>                              7201<F1>
<PER-SHARE-NAV-BEGIN>                           13.920<F1>
<PER-SHARE-NII>                                   .140<F1>
<PER-SHARE-GAIN-APPREC>                          1.400<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .300<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             15.160<F1>
<EXPENSE-RATIO>                                  1.220<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 143
   <NAME> THE ONE GROUP INTERNATIONAL EQUITY INDEX FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           323827
<INVESTMENTS-AT-VALUE>                          363102
<RECEIVABLES>                                     8149
<ASSETS-OTHER>                                    1819
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  373070
<PAYABLE-FOR-SECURITIES>                          7608
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         1027
<TOTAL-LIABILITIES>                               8635
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        321819
<SHARES-COMMON-STOCK>                              396<F1>
<SHARES-COMMON-PRIOR>                              269<F1>
<ACCUMULATED-NII-CURRENT>                         1395
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           1893
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         39328
<NET-ASSETS>                                    364435
<DIVIDEND-INCOME>                                 6421
<INTEREST-INCOME>                                  248
<OTHER-INCOME>                                   (877)
<EXPENSES-NET>                                    2852
<NET-INVESTMENT-INCOME>                           2940
<REALIZED-GAINS-CURRENT>                          1467
<APPREC-INCREASE-CURRENT>                        26748
<NET-CHANGE-FROM-OPS>                            31155
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           50<F1>
<DISTRIBUTIONS-OF-GAINS>                            33<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            179<F1>
<NUMBER-OF-SHARES-REDEEMED>                         57<F1>
<SHARES-REINVESTED>                                  5<F1>
<NET-CHANGE-IN-ASSETS>                          137421
<ACCUMULATED-NII-PRIOR>                           2643
<ACCUMULATED-GAINS-PRIOR>                         2003
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             1584
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2951
<AVERAGE-NET-ASSETS>                              4402<F1>
<PER-SHARE-NAV-BEGIN>                           13.730<F1>
<PER-SHARE-NII>                                   .030<F1>
<PER-SHARE-GAIN-APPREC>                          1.320<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .290<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             14.790<F1>
<EXPENSE-RATIO>                                  1.970<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 150
   <NAME> THE ONE GROUP TREASURY ONLY MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           414057
<INVESTMENTS-AT-VALUE>                          414057
<RECEIVABLES>                                     3688
<ASSETS-OTHER>                                       8
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  417753
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         1792
<TOTAL-LIABILITIES>                               1792
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        416037
<SHARES-COMMON-STOCK>                           416037
<SHARES-COMMON-PRIOR>                           288676
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                            76
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                    415961
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                19404
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     607
<NET-INVESTMENT-INCOME>                          18797
<REALIZED-GAINS-CURRENT>                          (76)
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                            18721
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        18797
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                               21
<NUMBER-OF-SHARES-SOLD>                        1135597
<NUMBER-OF-SHARES-REDEEMED>                    1010723
<SHARES-REINVESTED>                               2487
<NET-CHANGE-IN-ASSETS>                          127264
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                           21
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              288
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    607
<AVERAGE-NET-ASSETS>                            359528
<PER-SHARE-NAV-BEGIN>                            1.000
<PER-SHARE-NII>                                   .052
<PER-SHARE-GAIN-APPREC>                           .000
<PER-SHARE-DIVIDEND>                              .052
<PER-SHARE-DISTRIBUTIONS>                         .000
<RETURNS-OF-CAPITAL>                              .000
<PER-SHARE-NAV-END>                              1.000
<EXPENSE-RATIO>                                   .170
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 160
   <NAME> THE ONE GROUP GOVERNMENT MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           607004
<INVESTMENTS-AT-VALUE>                          607004
<RECEIVABLES>                                     4330
<ASSETS-OTHER>                                      43
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  859794
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4181
<TOTAL-LIABILITIES>                               4181
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        855679
<SHARES-COMMON-STOCK>                           855679
<SHARES-COMMON-PRIOR>                           720773
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                            66
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                    855613
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                43537
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1402
<NET-INVESTMENT-INCOME>                          42135
<REALIZED-GAINS-CURRENT>                             8
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                            42143
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        42135
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                        2638822
<NUMBER-OF-SHARES-REDEEMED>                    2514579
<SHARES-REINVESTED>                              10663
<NET-CHANGE-IN-ASSETS>                          134914
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                          74
<GROSS-ADVISORY-FEES>                              618
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1407
<AVERAGE-NET-ASSETS>                            771576
<PER-SHARE-NAV-BEGIN>                            1.000
<PER-SHARE-NII>                                   .055
<PER-SHARE-GAIN-APPREC>                           .000
<PER-SHARE-DIVIDEND>                              .055
<PER-SHARE-DISTRIBUTIONS>                         .000
<RETURNS-OF-CAPITAL>                              .000
<PER-SHARE-NAV-END>                              1.000
<EXPENSE-RATIO>                                   .180
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 171
   <NAME> ASSET ALLOCATION FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            83029
<INVESTMENTS-AT-VALUE>                           87354
<RECEIVABLES>                                      780
<ASSETS-OTHER>                                      36
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   88170
<PAYABLE-FOR-SECURITIES>                          1022
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          401
<TOTAL-LIABILITIES>                               1423
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         79288
<SHARES-COMMON-STOCK>                             4299<F2>
<SHARES-COMMON-PRIOR>                             3509<F2>
<ACCUMULATED-NII-CURRENT>                           19 
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           3058
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          4382
<NET-ASSETS>                                     86747
<DIVIDEND-INCOME>                                  587
<INTEREST-INCOME>                                 2166
<OTHER-INCOME>                                      16
<EXPENSES-NET>                                     679
<NET-INVESTMENT-INCOME>                           2090
<REALIZED-GAINS-CURRENT>                          4144
<APPREC-INCREASE-CURRENT>                         1631
<NET-CHANGE-FROM-OPS>                             7865
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         1520<F2>
<DISTRIBUTIONS-OF-GAINS>                           640<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                          20364<F2>
<NUMBER-OF-SHARES-REDEEMED>                      13065<F2>
<SHARES-REINVESTED>                               1810<F2>
<NET-CHANGE-IN-ASSETS>                           41325
<ACCUMULATED-NII-PRIOR>                              8
<ACCUMULATED-GAINS-PRIOR>                        <204> 
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              398
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    841
<AVERAGE-NET-ASSETS>                             42300<F2>
<PER-SHARE-NAV-BEGIN>                            10.73<F2>
<PER-SHARE-NII>                                    .41<F2>
<PER-SHARE-GAIN-APPREC>                           1.16<F2>
<PER-SHARE-DIVIDEND>                               .41<F2>
<PER-SHARE-DISTRIBUTIONS>                          .18<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              11.71<F2>
<EXPENSE-RATIO>                                    .94<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Fiduciary Share Class
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 172
   <NAME> ASSET ALLOCATION FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            83029
<INVESTMENTS-AT-VALUE>                           87354
<RECEIVABLES>                                      780
<ASSETS-OTHER>                                      36
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   88170
<PAYABLE-FOR-SECURITIES>                          1022
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          401
<TOTAL-LIABILITIES>                               1423
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         79288
<SHARES-COMMON-STOCK>                             1523<F2>
<SHARES-COMMON-PRIOR>                              442<F2>
<ACCUMULATED-NII-CURRENT>                           19 
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           3058
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          4382
<NET-ASSETS>                                     86747
<DIVIDEND-INCOME>                                  587
<INTEREST-INCOME>                                 2166
<OTHER-INCOME>                                      16
<EXPENSES-NET>                                     679
<NET-INVESTMENT-INCOME>                           2090
<REALIZED-GAINS-CURRENT>                          4144
<APPREC-INCREASE-CURRENT>                         1631
<NET-CHANGE-FROM-OPS>                             7865
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          343<F2>
<DISTRIBUTIONS-OF-GAINS>                           143<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           1241<F2>
<NUMBER-OF-SHARES-REDEEMED>                        198<F2>
<SHARES-REINVESTED>                                 38<F2>
<NET-CHANGE-IN-ASSETS>                           41325
<ACCUMULATED-NII-PRIOR>                              8
<ACCUMULATED-GAINS-PRIOR>                        <204> 
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              398
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    841
<AVERAGE-NET-ASSETS>                             10413<F2>
<PER-SHARE-NAV-BEGIN>                            10.74<F2>
<PER-SHARE-NII>                                    .37<F2>
<PER-SHARE-GAIN-APPREC>                           1.16<F2>
<PER-SHARE-DIVIDEND>                               .37<F2>
<PER-SHARE-DISTRIBUTIONS>                          .18<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              11.72<F2>
<EXPENSE-RATIO>                                   1.19<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Class A Shares
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 173
   <NAME> ASSET ALLOCATION FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            83029
<INVESTMENTS-AT-VALUE>                           87354
<RECEIVABLES>                                      780
<ASSETS-OTHER>                                      36
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   88170
<PAYABLE-FOR-SECURITIES>                          1022
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          401
<TOTAL-LIABILITIES>                               1423
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         79288
<SHARES-COMMON-STOCK>                             1580<F2>
<SHARES-COMMON-PRIOR>                              281<F2>
<ACCUMULATED-NII-CURRENT>                           19 
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           3058
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                          4382
<NET-ASSETS>                                     86747
<DIVIDEND-INCOME>                                  587
<INTEREST-INCOME>                                 2166
<OTHER-INCOME>                                      16
<EXPENSES-NET>                                     679
<NET-INVESTMENT-INCOME>                           2090
<REALIZED-GAINS-CURRENT>                          4144
<APPREC-INCREASE-CURRENT>                         1631
<NET-CHANGE-FROM-OPS>                             7865
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          216<F2>
<DISTRIBUTIONS-OF-GAINS>                            99<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           1349<F2>
<NUMBER-OF-SHARES-REDEEMED>                         74<F2>
<SHARES-REINVESTED>                                 24<F2>
<NET-CHANGE-IN-ASSETS>                           41325
<ACCUMULATED-NII-PRIOR>                              8
<ACCUMULATED-GAINS-PRIOR>                        <204> 
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              398
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    841
<AVERAGE-NET-ASSETS>                              8521<F2>
<PER-SHARE-NAV-BEGIN>                            10.76<F2>
<PER-SHARE-NII>                                    .28<F2>
<PER-SHARE-GAIN-APPREC>                           1.18<F2>
<PER-SHARE-DIVIDEND>                               .28<F2>
<PER-SHARE-DISTRIBUTIONS>                          .18<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              11.76<F2>
<EXPENSE-RATIO>                                   1.94<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<F2>Class B Shares
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 181
   <NAME> THE ONE GROUP GOVERNMENT BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           733350
<INVESTMENTS-AT-VALUE>                          729159
<RECEIVABLES>                                     7830
<ASSETS-OTHER>                                       5
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  736994
<PAYABLE-FOR-SECURITIES>                          5289
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4797
<TOTAL-LIABILITIES>                              10086
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        752154
<SHARES-COMMON-STOCK>                            70842<F1>
<SHARES-COMMON-PRIOR>                            41050<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             325
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                         20043
<ACCUM-APPREC-OR-DEPREC>                        (4878)
<NET-ASSETS>                                    726908
<DIVIDEND-INCOME>                                   25
<INTEREST-INCOME>                                34941
<OTHER-INCOME>                                     178
<EXPENSES-NET>                                    3521
<NET-INVESTMENT-INCOME>                          31623
<REALIZED-GAINS-CURRENT>                          2769
<APPREC-INCREASE-CURRENT>                       (2769)
<NET-CHANGE-FROM-OPS>                          (15409)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        30195<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          44220<F1>
<NUMBER-OF-SHARES-REDEEMED>                      12833<F1>
<SHARES-REINVESTED>                                735<F1>
<NET-CHANGE-IN-ASSETS>                          336439
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            301
<OVERDIST-NET-GAINS-PRIOR>                       12952
<GROSS-ADVISORY-FEES>                             2253
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3634
<AVERAGE-NET-ASSETS>                            476509<F1>
<PER-SHARE-NAV-BEGIN>                            9.810<F1>
<PER-SHARE-NII>                                   .620<F1>
<PER-SHARE-GAIN-APPREC>                         (.250)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .620<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.560<F1>
<EXPENSE-RATIO>                                   .680<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 182
   <NAME> THE ONE GROUP GOVERNMENT BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           733350
<INVESTMENTS-AT-VALUE>                          729159
<RECEIVABLES>                                     7830
<ASSETS-OTHER>                                       5
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  736994
<PAYABLE-FOR-SECURITIES>                          5289
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4797
<TOTAL-LIABILITIES>                              10086
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        752154
<SHARES-COMMON-STOCK>                             4056<F1>
<SHARES-COMMON-PRIOR>                             1116<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             325
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                         20043
<ACCUM-APPREC-OR-DEPREC>                        (4878)
<NET-ASSETS>                                    726908
<DIVIDEND-INCOME>                                   25
<INTEREST-INCOME>                                34941
<OTHER-INCOME>                                     178
<EXPENSES-NET>                                    3521
<NET-INVESTMENT-INCOME>                          31623
<REALIZED-GAINS-CURRENT>                          2769
<APPREC-INCREASE-CURRENT>                       (2769)
<NET-CHANGE-FROM-OPS>                          (15409)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         1103<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          31613<F1>
<NUMBER-OF-SHARES-REDEEMED>                      28451<F1>
<SHARES-REINVESTED>                                 66<F1>
<NET-CHANGE-IN-ASSETS>                          336439
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            301
<OVERDIST-NET-GAINS-PRIOR>                       12952
<GROSS-ADVISORY-FEES>                             2253
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3634
<AVERAGE-NET-ASSETS>                             17971<F1>
<PER-SHARE-NAV-BEGIN>                            9.810<F1>
<PER-SHARE-NII>                                   .600<F1>
<PER-SHARE-GAIN-APPREC>                         (.250)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .600<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.560<F1>
<EXPENSE-RATIO>                                   .930<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 183
   <NAME> THE ONE GROUP GOVERNMENT BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           733350
<INVESTMENTS-AT-VALUE>                          729159
<RECEIVABLES>                                     7830
<ASSETS-OTHER>                                       5
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  736994
<PAYABLE-FOR-SECURITIES>                          5289
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         4797
<TOTAL-LIABILITIES>                              10086
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        752154
<SHARES-COMMON-STOCK>                             1128<F1>
<SHARES-COMMON-PRIOR>                              500<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             325
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                         20043
<ACCUM-APPREC-OR-DEPREC>                        (4878)
<NET-ASSETS>                                    726908
<DIVIDEND-INCOME>                                   25
<INTEREST-INCOME>                                34941
<OTHER-INCOME>                                     178
<EXPENSES-NET>                                    3521
<NET-INVESTMENT-INCOME>                          31623
<REALIZED-GAINS-CURRENT>                          2769
<APPREC-INCREASE-CURRENT>                       (2769)
<NET-CHANGE-FROM-OPS>                          (15409)
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          324<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            951<F1>
<NUMBER-OF-SHARES-REDEEMED>                         99<F1>
<SHARES-REINVESTED>                                 20<F1>
<NET-CHANGE-IN-ASSETS>                          336439
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            301
<OVERDIST-NET-GAINS-PRIOR>                       12952
<GROSS-ADVISORY-FEES>                             2253
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   3634
<AVERAGE-NET-ASSETS>                              5951<F1>
<PER-SHARE-NAV-BEGIN>                            9.810<F1>
<PER-SHARE-NII>                                   .540<F1>
<PER-SHARE-GAIN-APPREC>                         (.250)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .540<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.560<F1>
<EXPENSE-RATIO>                                  1.580<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 191
   <NAME> THE ONE GROUP GOVERNMENT ARM FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            66003
<INVESTMENTS-AT-VALUE>                           65541
<RECEIVABLES>                                      786
<ASSETS-OTHER>                                       8
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   66335
<PAYABLE-FOR-SECURITIES>                          3484
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          462
<TOTAL-LIABILITIES>                               3946
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         66978
<SHARES-COMMON-STOCK>                             5853<F1>
<SHARES-COMMON-PRIOR>                             4109<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             313
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          3772
<ACCUM-APPREC-OR-DEPREC>                         (504)
<NET-ASSETS>                                     62389
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                 3423
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     243
<NET-INVESTMENT-INCOME>                           3180
<REALIZED-GAINS-CURRENT>                         (594)
<APPREC-INCREASE-CURRENT>                          150
<NET-CHANGE-FROM-OPS>                             2736
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         2924<F1> 
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                               26<F1>
<NUMBER-OF-SHARES-SOLD>                           3560<F1>
<NUMBER-OF-SHARES-REDEEMED>                       2989<F1>
<SHARES-REINVESTED>                                 94<F1>
<NET-CHANGE-IN-ASSETS>                            6548
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            207
<OVERDIST-NET-GAINS-PRIOR>                        3579
<GROSS-ADVISORY-FEES>                              283
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    559
<AVERAGE-NET-ASSETS>                             48746<F1>
<PER-SHARE-NAV-BEGIN>                            9.840<F1>
<PER-SHARE-NII>                                   .620<F1>
<PER-SHARE-GAIN-APPREC>                         (.070)<F1>
<PER-SHARE-DIVIDEND>                              .600<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.790<F1>
<EXPENSE-RATIO>                                   .450<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 192
   <NAME> THE ONE GROUP GOVERNMENT ARM FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            66003
<INVESTMENTS-AT-VALUE>                           65541
<RECEIVABLES>                                      786
<ASSETS-OTHER>                                       8
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   66335
<PAYABLE-FOR-SECURITIES>                          3484
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          462
<TOTAL-LIABILITIES>                               3946
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         66978
<SHARES-COMMON-STOCK>                              406<F1>
<SHARES-COMMON-PRIOR>                              148<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             313
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          3772
<ACCUM-APPREC-OR-DEPREC>                         (504)
<NET-ASSETS>                                     62389
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                 3423
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     243
<NET-INVESTMENT-INCOME>                           3180
<REALIZED-GAINS-CURRENT>                         (594)
<APPREC-INCREASE-CURRENT>                          150
<NET-CHANGE-FROM-OPS>                             2736
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          129<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            269<F1>
<NUMBER-OF-SHARES-REDEEMED>                        344<F1>
<SHARES-REINVESTED>                                 10<F1>
<NET-CHANGE-IN-ASSETS>                            6548
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            207
<OVERDIST-NET-GAINS-PRIOR>                        3579
<GROSS-ADVISORY-FEES>                              283
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    559
<AVERAGE-NET-ASSETS>                              2248<F1>
<PER-SHARE-NAV-BEGIN>                            9.830<F1>
<PER-SHARE-NII>                                   .580<F1>
<PER-SHARE-GAIN-APPREC>                         (.060)<F1>
<PER-SHARE-DIVIDEND>                              .570<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.780<F1>
<EXPENSE-RATIO>                                   .700<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 193
   <NAME> THE ONE GROUP GOVERNMENT ARM FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            66003
<INVESTMENTS-AT-VALUE>                           65541
<RECEIVABLES>                                      786
<ASSETS-OTHER>                                       8
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   66335
<PAYABLE-FOR-SECURITIES>                          3484
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          462
<TOTAL-LIABILITIES>                               3946
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         66978
<SHARES-COMMON-STOCK>                              117<F1>
<SHARES-COMMON-PRIOR>                               18<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                             313
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          3772
<ACCUM-APPREC-OR-DEPREC>                         (504)
<NET-ASSETS>                                     62389
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                 3423
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     243
<NET-INVESTMENT-INCOME>                           3180
<REALIZED-GAINS-CURRENT>                         (594)
<APPREC-INCREASE-CURRENT>                          150
<NET-CHANGE-FROM-OPS>                             2736
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           24<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            105<F1>
<NUMBER-OF-SHARES-REDEEMED>                          5<F1>
<SHARES-REINVESTED>                                  1<F1>
<NET-CHANGE-IN-ASSETS>                            6548
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                            207
<OVERDIST-NET-GAINS-PRIOR>                        3579
<GROSS-ADVISORY-FEES>                              283
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    559
<AVERAGE-NET-ASSETS>                               444<F1>
<PER-SHARE-NAV-BEGIN>                            9.840<F1>
<PER-SHARE-NII>                                   .520<F1>
<PER-SHARE-GAIN-APPREC>                         (.070)<F1>
<PER-SHARE-DIVIDEND>                              .530<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.760<F1>
<EXPENSE-RATIO>                                  1.200<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 201
   <NAME> THE ONE GROUP MUNICIPAL INCOME FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           291275
<INVESTMENTS-AT-VALUE>                          291562
<RECEIVABLES>                                     7254
<ASSETS-OTHER>                                       6
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  298822
<PAYABLE-FOR-SECURITIES>                          5985
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2731
<TOTAL-LIABILITIES>                               8716
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        297878
<SHARES-COMMON-STOCK>                            24956<F1>
<SHARES-COMMON-PRIOR>                            21360<F1>
<ACCUMULATED-NII-CURRENT>                           20
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          8079
<ACCUM-APPREC-OR-DEPREC>                           287
<NET-ASSETS>                                    290106
<DIVIDEND-INCOME>                                   82
<INTEREST-INCOME>                                15260
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1561
<NET-INVESTMENT-INCOME>                          13781
<REALIZED-GAINS-CURRENT>                        (2505)
<APPREC-INCREASE-CURRENT>                         1176
<NET-CHANGE-FROM-OPS>                            12452
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        12119<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          10330<F1>
<NUMBER-OF-SHARES-REDEEMED>                       4649<F1>
<SHARES-REINVESTED>                                 86<F1>
<NET-CHANGE-IN-ASSETS>                           84402
<ACCUMULATED-NII-PRIOR>                             19
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        6399
<GROSS-ADVISORY-FEES>                             1103
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2068
<AVERAGE-NET-ASSETS>                            212502<F1>
<PER-SHARE-NAV-BEGIN>                            9.690<F1>
<PER-SHARE-NII>                                   .560<F1>
<PER-SHARE-GAIN-APPREC>                         (.030)<F1>
<PER-SHARE-DIVIDEND>                              .560<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.660<F1>
<EXPENSE-RATIO>                                   .560<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 202
   <NAME> THE ONE GROUP MUNICIPAL INCOME FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           291275
<INVESTMENTS-AT-VALUE>                          291562
<RECEIVABLES>                                     7254
<ASSETS-OTHER>                                       6
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  298822
<PAYABLE-FOR-SECURITIES>                          5985
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2731
<TOTAL-LIABILITIES>                               8716
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        297878
<SHARES-COMMON-STOCK>                             2662<F1>
<SHARES-COMMON-PRIOR>                             1735<F1>
<ACCUMULATED-NII-CURRENT>                           20
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          8079
<ACCUM-APPREC-OR-DEPREC>                           287
<NET-ASSETS>                                    290106
<DIVIDEND-INCOME>                                   82
<INTEREST-INCOME>                                15260
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1561
<NET-INVESTMENT-INCOME>                          13781
<REALIZED-GAINS-CURRENT>                        (2505)
<APPREC-INCREASE-CURRENT>                         1176
<NET-CHANGE-FROM-OPS>                            12452
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          996<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           1933<F1>
<NUMBER-OF-SHARES-REDEEMED>                        522<F1>
<SHARES-REINVESTED>                                 72<F1>
<NET-CHANGE-IN-ASSETS>                           84402
<ACCUMULATED-NII-PRIOR>                             19
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        6399
<GROSS-ADVISORY-FEES>                             1103
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2068
<AVERAGE-NET-ASSETS>                             18334<F1>
<PER-SHARE-NAV-BEGIN>                            9.720<F1>
<PER-SHARE-NII>                                   .550<F1>
<PER-SHARE-GAIN-APPREC>                         (.040)<F1>
<PER-SHARE-DIVIDEND>                              .540<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.690<F1>
<EXPENSE-RATIO>                                   .810<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 203
   <NAME> THE ONE GROUP MUNICIPAL INCOME FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           291275
<INVESTMENTS-AT-VALUE>                          291562
<RECEIVABLES>                                     7254
<ASSETS-OTHER>                                       6
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  298822
<PAYABLE-FOR-SECURITIES>                          5985
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2731
<TOTAL-LIABILITIES>                               8716
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        297878
<SHARES-COMMON-STOCK>                             2403<F1>
<SHARES-COMMON-PRIOR>                             1232<F1>
<ACCUMULATED-NII-CURRENT>                           20
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          8079
<ACCUM-APPREC-OR-DEPREC>                           287
<NET-ASSETS>                                    290106
<DIVIDEND-INCOME>                                   82
<INTEREST-INCOME>                                15260
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                    1561
<NET-INVESTMENT-INCOME>                          13781
<REALIZED-GAINS-CURRENT>                        (2505)
<APPREC-INCREASE-CURRENT>                         1176
<NET-CHANGE-FROM-OPS>                            12452
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          666<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           1612<F1>
<NUMBER-OF-SHARES-REDEEMED>                        108<F1>
<SHARES-REINVESTED>                                 40<F1>
<NET-CHANGE-IN-ASSETS>                           84402
<ACCUMULATED-NII-PRIOR>                             19
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        6399
<GROSS-ADVISORY-FEES>                             1103
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2068
<AVERAGE-NET-ASSETS>                             13913<F1>
<PER-SHARE-NAV-BEGIN>                            9.690<F1>
<PER-SHARE-NII>                                   .470<F1>
<PER-SHARE-GAIN-APPREC>                         (.030)<F1>
<PER-SHARE-DIVIDEND>                              .470<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.660<F1>
<EXPENSE-RATIO>                                  1.460<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 211
   <NAME> THE ONE GROUP OHIO MUNICIPAL MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            96754
<INVESTMENTS-AT-VALUE>                           96754
<RECEIVABLES>                                      626
<ASSETS-OTHER>                                       2
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   97382
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          335
<TOTAL-LIABILITIES>                                335
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         97098
<SHARES-COMMON-STOCK>                            55946<F1>
<SHARES-COMMON-PRIOR>                            51806<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              51
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                     97047
<DIVIDEND-INCOME>                                   43
<INTEREST-INCOME>                                 3394
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     496
<NET-INVESTMENT-INCOME>                           2941
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                             2941
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         1610<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                         165403<F1>
<NUMBER-OF-SHARES-REDEEMED>                     161325<F1>
<SHARES-REINVESTED>                                 62<F1>
<NET-CHANGE-IN-ASSETS>                            9451
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                             10
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              286
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    823
<AVERAGE-NET-ASSETS>                             49562<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .033<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .033<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .410<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 212
   <NAME> THE ONE GROUP OHIO MUNICIPAL MONEY MARKET FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            96754
<INVESTMENTS-AT-VALUE>                           96754
<RECEIVABLES>                                      626
<ASSETS-OTHER>                                       2
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   97382
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          335
<TOTAL-LIABILITIES>                                335
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         97098
<SHARES-COMMON-STOCK>                            41152<F1>
<SHARES-COMMON-PRIOR>                            35800<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              51
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                             0
<NET-ASSETS>                                     97047
<DIVIDEND-INCOME>                                   43
<INTEREST-INCOME>                                 3394
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     496
<NET-INVESTMENT-INCOME>                           2941
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                            0
<NET-CHANGE-FROM-OPS>                             2941
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         1372<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                         172412<F1>
<NUMBER-OF-SHARES-REDEEMED>                     168335<F1>
<SHARES-REINVESTED>                               1275<F1>
<NET-CHANGE-IN-ASSETS>                            9451
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                             10
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              286
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    823
<AVERAGE-NET-ASSETS>                             45783<F1>
<PER-SHARE-NAV-BEGIN>                            1.000<F1>
<PER-SHARE-NII>                                   .030<F1>
<PER-SHARE-GAIN-APPREC>                           .000<F1>
<PER-SHARE-DIVIDEND>                              .030<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              1.000<F1>
<EXPENSE-RATIO>                                   .660<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 221
   <NAME> THE ONE GROUP INTERMEDIATE BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           248425
<INVESTMENTS-AT-VALUE>                          245651
<RECEIVABLES>                                    19022
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  254895
<PAYABLE-FOR-SECURITIES>                          1991
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2309
<TOTAL-LIABILITIES>                               4300
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        257643
<SHARES-COMMON-STOCK>                            23457<F1>
<SHARES-COMMON-PRIOR>                            21562<F1>
<ACCUMULATED-NII-CURRENT>                           94
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          4368
<ACCUM-APPREC-OR-DEPREC>                        (2774)
<NET-ASSETS>                                    250595
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                16008
<OTHER-INCOME>                                      91
<EXPENSES-NET>                                    1282
<NET-INVESTMENT-INCOME>                          14817
<REALIZED-GAINS-CURRENT>                          1421
<APPREC-INCREASE-CURRENT>                       (5722)
<NET-CHANGE-FROM-OPS>                            10516
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        14065<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          10266<F1>
<NUMBER-OF-SHARES-REDEEMED>                       6200<F1>
<SHARES-REINVESTED>                                296<F1>
<NET-CHANGE-IN-ASSETS>                           54172
<ACCUMULATED-NII-PRIOR>                            119
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        4475
<GROSS-ADVISORY-FEES>                             1359
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2042
<AVERAGE-NET-ASSETS>                            214376<F1>
<PER-SHARE-NAV-BEGIN>                           10.010<F1>
<PER-SHARE-NII>                                   .660<F1>
<PER-SHARE-GAIN-APPREC>                         (.170)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .660<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.840<F1>
<EXPENSE-RATIO>                                   .540<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 222
   <NAME> THE ONE GROUP INTERMEDIATE BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           248425
<INVESTMENTS-AT-VALUE>                          245651
<RECEIVABLES>                                    19022
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  254895
<PAYABLE-FOR-SECURITIES>                          1991
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2309
<TOTAL-LIABILITIES>                               4300
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        257643
<SHARES-COMMON-STOCK>                             1389<F1>
<SHARES-COMMON-PRIOR>                              955<F1>
<ACCUMULATED-NII-CURRENT>                           94
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          4368
<ACCUM-APPREC-OR-DEPREC>                        (2774)
<NET-ASSETS>                                    250595
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                16008
<OTHER-INCOME>                                      91
<EXPENSES-NET>                                    1282
<NET-INVESTMENT-INCOME>                          14817
<REALIZED-GAINS-CURRENT>                          1421
<APPREC-INCREASE-CURRENT>                       (5722)
<NET-CHANGE-FROM-OPS>                            10516
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          607<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           1231<F1>
<NUMBER-OF-SHARES-REDEEMED>                        373<F1>
<SHARES-REINVESTED>                                 39<F1>
<NET-CHANGE-IN-ASSETS>                           54172
<ACCUMULATED-NII-PRIOR>                            119
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        4475
<GROSS-ADVISORY-FEES>                             1359
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2042
<AVERAGE-NET-ASSETS>                              9582<F1>
<PER-SHARE-NAV-BEGIN>                           10.040<F1>
<PER-SHARE-NII>                                   .640<F1>
<PER-SHARE-GAIN-APPREC>                         (.170)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .640<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.870<F1>
<EXPENSE-RATIO>                                   .790<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 223
   <NAME> THE ONE GROUP INTERMEDIATE BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           248425
<INVESTMENTS-AT-VALUE>                          245651
<RECEIVABLES>                                    19022
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  254895
<PAYABLE-FOR-SECURITIES>                          1991
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2309
<TOTAL-LIABILITIES>                               4300
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        257643
<SHARES-COMMON-STOCK>                              618<F1>
<SHARES-COMMON-PRIOR>                              200<F1>
<ACCUMULATED-NII-CURRENT>                           94
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          4368
<ACCUM-APPREC-OR-DEPREC>                        (2774)
<NET-ASSETS>                                    250595
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                16008
<OTHER-INCOME>                                      91
<EXPENSES-NET>                                    1282
<NET-INVESTMENT-INCOME>                          14817
<REALIZED-GAINS-CURRENT>                          1421
<APPREC-INCREASE-CURRENT>                       (5722)
<NET-CHANGE-FROM-OPS>                            10516
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          144<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            617<F1>
<NUMBER-OF-SHARES-REDEEMED>                         34<F1>
<SHARES-REINVESTED>                                  8<F1>
<NET-CHANGE-IN-ASSETS>                           54172
<ACCUMULATED-NII-PRIOR>                            119
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        4475
<GROSS-ADVISORY-FEES>                             1359
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   2042
<AVERAGE-NET-ASSETS>                              2522<F1>
<PER-SHARE-NAV-BEGIN>                           10.010<F1>
<PER-SHARE-NII>                                   .580<F1>
<PER-SHARE-GAIN-APPREC>                         (.180)<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .580<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.830<F1>
<EXPENSE-RATIO>                                  1.440<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 231
   <NAME> THE ONE GROUP LARGE COMPANY GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           717380
<INVESTMENTS-AT-VALUE>                          876968
<RECEIVABLES>                                     2540
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  879509
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2148
<TOTAL-LIABILITIES>                               2148
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        693730
<SHARES-COMMON-STOCK>                            48320<F1>
<SHARES-COMMON-PRIOR>                            39480<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              45
<ACCUMULATED-NET-GAINS>                          41035
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         53991
<NET-ASSETS>                                    559617
<DIVIDEND-INCOME>                                14838
<INTEREST-INCOME>                                 1068
<OTHER-INCOME>                                      74
<EXPENSES-NET>                                    7514
<NET-INVESTMENT-INCOME>                           8466
<REALIZED-GAINS-CURRENT>                         29317
<APPREC-INCREASE-CURRENT>                        85542
<NET-CHANGE-FROM-OPS>                           123325
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         7991<F1>
<DISTRIBUTIONS-OF-GAINS>                          7625<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          17295<F1>
<NUMBER-OF-SHARES-REDEEMED>                       9049<F1>
<SHARES-REINVESTED>                                594<F1>
<NET-CHANGE-IN-ASSETS>                          311420
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         3247
<OVERDISTRIB-NII-PRIOR>                             10
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             5481
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   7810
<AVERAGE-NET-ASSETS>                            662145<F1>
<PER-SHARE-NAV-BEGIN>                           13.470<F1>
<PER-SHARE-NII>                                   .180<F1>
<PER-SHARE-GAIN-APPREC>                          2.140<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .350<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             15.440<F1>
<EXPENSE-RATIO>                                   .960<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Class
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 232
   <NAME> THE ONE GROUP LARGE COMPANY GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           717380
<INVESTMENTS-AT-VALUE>                          876968
<RECEIVABLES>                                     2540
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  879509
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2148
<TOTAL-LIABILITIES>                               2148
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        693730
<SHARES-COMMON-STOCK>                             4745<F1>
<SHARES-COMMON-PRIOR>                             1983<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              45
<ACCUMULATED-NET-GAINS>                          41035
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         53991
<NET-ASSETS>                                    559617
<DIVIDEND-INCOME>                                14838
<INTEREST-INCOME>                                 1068
<OTHER-INCOME>                                      74
<EXPENSES-NET>                                    7514
<NET-INVESTMENT-INCOME>                           8466
<REALIZED-GAINS-CURRENT>                         29317
<APPREC-INCREASE-CURRENT>                        85542
<NET-CHANGE-FROM-OPS>                           123325
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          482<F1>
<DISTRIBUTIONS-OF-GAINS>                           558<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           3373<F1>
<NUMBER-OF-SHARES-REDEEMED>                        674<F1>
<SHARES-REINVESTED>                                 63<F1>
<NET-CHANGE-IN-ASSETS>                          311420
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         3247
<OVERDISTRIB-NII-PRIOR>                             10
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             5481
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   7810
<AVERAGE-NET-ASSETS>                             51294<F1>
<PER-SHARE-NAV-BEGIN>                           13.830<F1>
<PER-SHARE-NII>                                   .140<F1>
<PER-SHARE-GAIN-APPREC>                          2.170<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .310<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             15.830<F1>
<EXPENSE-RATIO>                                  1.210<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Class
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 233
   <NAME> THE ONE GROUP LARGE COMPANY GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           717380
<INVESTMENTS-AT-VALUE>                          876968
<RECEIVABLES>                                     2540
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  879509
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                         2148
<TOTAL-LIABILITIES>                               2148
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        693730
<SHARES-COMMON-STOCK>                             3600<F1>
<SHARES-COMMON-PRIOR>                              507<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              45
<ACCUMULATED-NET-GAINS>                          41035
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         53991
<NET-ASSETS>                                    559617
<DIVIDEND-INCOME>                                14838
<INTEREST-INCOME>                                 1068
<OTHER-INCOME>                                      74
<EXPENSES-NET>                                    7514
<NET-INVESTMENT-INCOME>                           8466
<REALIZED-GAINS-CURRENT>                         29317
<APPREC-INCREASE-CURRENT>                        85542
<NET-CHANGE-FROM-OPS>                           123325
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           68<F1>
<DISTRIBUTIONS-OF-GAINS>                           253<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           3229<F1>
<NUMBER-OF-SHARES-REDEEMED>                        163<F1>
<SHARES-REINVESTED>                                 27<F1>
<NET-CHANGE-IN-ASSETS>                          311420
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                         3247
<OVERDISTRIB-NII-PRIOR>                             10
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                             5481
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   7810
<AVERAGE-NET-ASSETS>                             27569<F1>
<PER-SHARE-NAV-BEGIN>                           13.630<F1>
<PER-SHARE-NII>                                   .050<F1>
<PER-SHARE-GAIN-APPREC>                          2.170<F1>
<PER-SHARE-DIVIDEND>                              .000<F1>
<PER-SHARE-DISTRIBUTIONS>                         .220<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             15.630<F1>
<EXPENSE-RATIO>                                  1.960<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Class
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 241
   <NAME> THE ONE GROUP KENTUCKY MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            39153
<INVESTMENTS-AT-VALUE>                           39523
<RECEIVABLES>                                      684
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   40207
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          272
<TOTAL-LIABILITIES>                                272
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         41380
<SHARES-COMMON-STOCK>                             3018<F1>
<SHARES-COMMON-PRIOR>                             3203<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          1815
<ACCUM-APPREC-OR-DEPREC>                           370
<NET-ASSETS>                                     39935
<DIVIDEND-INCOME>                                   17
<INTEREST-INCOME>                                 2128
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     300
<NET-INVESTMENT-INCOME>                           1845
<REALIZED-GAINS-CURRENT>                          (36)
<APPREC-INCREASE-CURRENT>                          571
<NET-CHANGE-FROM-OPS>                             2380
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         1450<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            593<F1>
<NUMBER-OF-SHARES-REDEEMED>                        856<F1>
<SHARES-REINVESTED>                                  4<F1>
<NET-CHANGE-IN-ASSETS>                          (1482)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        1856
<GROSS-ADVISORY-FEES>                              241
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    445
<AVERAGE-NET-ASSETS>                             31498<F1>
<PER-SHARE-NAV-BEGIN>                            9.920<F1>
<PER-SHARE-NII>                                   .500<F1>
<PER-SHARE-GAIN-APPREC>                           .120<F1>
<PER-SHARE-DIVIDEND>                              .500<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.040<F1>
<EXPENSE-RATIO>                                   .680<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 242
   <NAME> THE ONE GROUP KENTUCKY MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            39153
<INVESTMENTS-AT-VALUE>                           39523
<RECEIVABLES>                                      684
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   40207
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          272
<TOTAL-LIABILITIES>                                272
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         41380
<SHARES-COMMON-STOCK>                              814<F1>
<SHARES-COMMON-PRIOR>                              842<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          1815
<ACCUM-APPREC-OR-DEPREC>                           370
<NET-ASSETS>                                     39935
<DIVIDEND-INCOME>                                   17
<INTEREST-INCOME>                                 2128
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     300
<NET-INVESTMENT-INCOME>                           1845
<REALIZED-GAINS-CURRENT>                          (36)
<APPREC-INCREASE-CURRENT>                          571
<NET-CHANGE-FROM-OPS>                             2380
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          374<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                             48<F1>
<NUMBER-OF-SHARES-REDEEMED>                        140<F1>
<SHARES-REINVESTED>                                 18<F1>
<NET-CHANGE-IN-ASSETS>                          (1482)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        1856
<GROSS-ADVISORY-FEES>                              241
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    445
<AVERAGE-NET-ASSETS>                              8601<F1>
<PER-SHARE-NAV-BEGIN>                            9.930<F1>
<PER-SHARE-NII>                                   .440<F1>
<PER-SHARE-GAIN-APPREC>                           .120<F1>
<PER-SHARE-DIVIDEND>                              .440<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                             10.050<F1>
<EXPENSE-RATIO>                                   .930<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 243
   <NAME> THE ONE GROUP KENTUCKY MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             JUL-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            39153
<INVESTMENTS-AT-VALUE>                           39523
<RECEIVABLES>                                      684
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                   40207
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          272
<TOTAL-LIABILITIES>                                272
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         41380
<SHARES-COMMON-STOCK>                              146<F1>
<SHARES-COMMON-PRIOR>                               24<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                          1815
<ACCUM-APPREC-OR-DEPREC>                           370
<NET-ASSETS>                                     39935
<DIVIDEND-INCOME>                                   17
<INTEREST-INCOME>                                 2128
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     300
<NET-INVESTMENT-INCOME>                           1845
<REALIZED-GAINS-CURRENT>                          (36)
<APPREC-INCREASE-CURRENT>                          571
<NET-CHANGE-FROM-OPS>                             2380
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           21<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            138<F1>
<NUMBER-OF-SHARES-REDEEMED>                          1<F1>
<SHARES-REINVESTED>                                  1<F1>
<NET-CHANGE-IN-ASSETS>                          (1482)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                        1856
<GROSS-ADVISORY-FEES>                              241
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    445
<AVERAGE-NET-ASSETS>                               532<F1>
<PER-SHARE-NAV-BEGIN>                            9.870<F1>
<PER-SHARE-NII>                                   .380<F1>
<PER-SHARE-GAIN-APPREC>                           .130<F1>
<PER-SHARE-DIVIDEND>                              .390<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.990<F1>
<EXPENSE-RATIO>                                  1.580<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 251
   <NAME> THE ONE GROUP LOUISIANA MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           189709
<INVESTMENTS-AT-VALUE>                          192835
<RECEIVABLES>                                     3261
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  196096
<PAYABLE-FOR-SECURITIES>                          2395
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          958
<TOTAL-LIABILITIES>                               3353
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        190213
<SHARES-COMMON-STOCK>                            13706<F1>
<SHARES-COMMON-PRIOR>                                0<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                           596
<ACCUM-APPREC-OR-DEPREC>                          3126
<NET-ASSETS>                                    192743
<DIVIDEND-INCOME>                                   40
<INTEREST-INCOME>                                 6372
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     834
<NET-INVESTMENT-INCOME>                           5578
<REALIZED-GAINS-CURRENT>                         (146)
<APPREC-INCREASE-CURRENT>                       (3198)
<NET-CHANGE-FROM-OPS>                             2234
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         1732<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                          13956<F1>
<NUMBER-OF-SHARES-REDEEMED>                        250<F1>
<SHARES-REINVESTED>                                  0<F1>
<NET-CHANGE-IN-ASSETS>                         (15491)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                         450
<GROSS-ADVISORY-FEES>                              641
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1052
<AVERAGE-NET-ASSETS>                            136910<F1>
<PER-SHARE-NAV-BEGIN>                           10.000<F1>
<PER-SHARE-NII>                                   .130<F1>
<PER-SHARE-GAIN-APPREC>                         (.070)<F1>
<PER-SHARE-DIVIDEND>                              .130<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.930<F1>
<EXPENSE-RATIO>                                   .710<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Fiduciary Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 252
   <NAME> THE ONE GROUP LOUISIANA MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           189709
<INVESTMENTS-AT-VALUE>                          192835
<RECEIVABLES>                                     3261
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  196096
<PAYABLE-FOR-SECURITIES>                          2395
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          958
<TOTAL-LIABILITIES>                               3353
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        190213
<SHARES-COMMON-STOCK>                             5388<F1>
<SHARES-COMMON-PRIOR>                            19149<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                           596
<ACCUM-APPREC-OR-DEPREC>                          3126
<NET-ASSETS>                                    192743
<DIVIDEND-INCOME>                                   40
<INTEREST-INCOME>                                 6372
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     834
<NET-INVESTMENT-INCOME>                           5578
<REALIZED-GAINS-CURRENT>                         (146)
<APPREC-INCREASE-CURRENT>                       (3198)
<NET-CHANGE-FROM-OPS>                             2234
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                         3782<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                           1784<F1>
<NUMBER-OF-SHARES-REDEEMED>                      15630<F1>
<SHARES-REINVESTED>                                 85<F1>
<NET-CHANGE-IN-ASSETS>                         (15491)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                         450
<GROSS-ADVISORY-FEES>                              641
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1052
<AVERAGE-NET-ASSETS>                             56014<F1>
<PER-SHARE-NAV-BEGIN>                           10.090<F1>
<PER-SHARE-NII>                                   .240<F1>
<PER-SHARE-GAIN-APPREC>                         (.160)<F1>
<PER-SHARE-DIVIDEND>                              .240<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.930<F1>
<EXPENSE-RATIO>                                   .690<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class A Shares
</FN>
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 253
   <NAME> THE ONE GROUP LOUISIANA MUNICIPAL BOND FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           189709
<INVESTMENTS-AT-VALUE>                          192835
<RECEIVABLES>                                     3261
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  196096
<PAYABLE-FOR-SECURITIES>                          2395
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          958
<TOTAL-LIABILITIES>                               3353
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        190213
<SHARES-COMMON-STOCK>                              325<F1>
<SHARES-COMMON-PRIOR>                              196<F1>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                           596
<ACCUM-APPREC-OR-DEPREC>                          3126
<NET-ASSETS>                                    192743
<DIVIDEND-INCOME>                                   40
<INTEREST-INCOME>                                 6372
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     834
<NET-INVESTMENT-INCOME>                           5578
<REALIZED-GAINS-CURRENT>                         (146)
<APPREC-INCREASE-CURRENT>                       (3198)
<NET-CHANGE-FROM-OPS>                             2234
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           64<F1>
<DISTRIBUTIONS-OF-GAINS>                             0<F1>
<DISTRIBUTIONS-OTHER>                                0<F1>
<NUMBER-OF-SHARES-SOLD>                            155<F1>
<NUMBER-OF-SHARES-REDEEMED>                         27<F1>
<SHARES-REINVESTED>                                  4<F1>
<NET-CHANGE-IN-ASSETS>                         (15491)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                         450
<GROSS-ADVISORY-FEES>                              641
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1052
<AVERAGE-NET-ASSETS>                              3062<F1>
<PER-SHARE-NAV-BEGIN>                           10.090<F1>
<PER-SHARE-NII>                                   .210<F1>
<PER-SHARE-GAIN-APPREC>                         (.160)<F1>
<PER-SHARE-DIVIDEND>                              .210<F1>
<PER-SHARE-DISTRIBUTIONS>                         .000<F1>
<RETURNS-OF-CAPITAL>                              .000<F1>
<PER-SHARE-NAV-END>                              9.930<F1>
<EXPENSE-RATIO>                                  1.500<F1>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F1>Class B Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 271
   <NAME> VALUE GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           206479
<INVESTMENTS-AT-VALUE>                          231863
<RECEIVABLES>                                      821
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  232684
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          815
<TOTAL-LIABILITIES>                                815
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        174138
<SHARES-COMMON-STOCK>                            18398<F2>
<SHARES-COMMON-PRIOR>                                0<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              12
<ACCUMULATED-NET-GAINS>                          32307
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         25436
<NET-ASSETS>                                    231869
<DIVIDEND-INCOME>                                 2167
<INTEREST-INCOME>                                  379
<OTHER-INCOME>                                      78
<EXPENSES-NET>                                    1299
<NET-INVESTMENT-INCOME>                           1254
<REALIZED-GAINS-CURRENT>                         50010
<APPREC-INCREASE-CURRENT>                      <28550>
<NET-CHANGE-FROM-OPS>                            22714
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          574<F2>
<DISTRIBUTIONS-OF-GAINS>                             0<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                          18953<F2>
<NUMBER-OF-SHARES-REDEEMED>                        556<F2>
<SHARES-REINVESTED>                                  1<F2>
<NET-CHANGE-IN-ASSETS>                           47291
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                        17560
<OVERDISTRIB-NII-PRIOR>                           2382
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              965
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1413
<AVERAGE-NET-ASSETS>                                 0<F2>
<PER-SHARE-NAV-BEGIN>                            10.00<F2>
<PER-SHARE-NII>                                    .03<F2>
<PER-SHARE-GAIN-APPREC>                            .39<F2>
<PER-SHARE-DIVIDEND>                               .03<F2>
<PER-SHARE-DISTRIBUTIONS>                            0<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              10.39<F2>
<EXPENSE-RATIO>                                    .95<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Fiduciary Share Class
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 272
   <NAME> VALUE GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           206479
<INVESTMENTS-AT-VALUE>                          231863
<RECEIVABLES>                                      821
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  232684
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          815
<TOTAL-LIABILITIES>                                815
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        174138
<SHARES-COMMON-STOCK>                             3462<F2>
<SHARES-COMMON-PRIOR>                            12814<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              12
<ACCUMULATED-NET-GAINS>                          32307
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         25436
<NET-ASSETS>                                    231869
<DIVIDEND-INCOME>                                 2167
<INTEREST-INCOME>                                  379
<OTHER-INCOME>                                      78
<EXPENSES-NET>                                    1299
<NET-INVESTMENT-INCOME>                           1254
<REALIZED-GAINS-CURRENT>                         50010
<APPREC-INCREASE-CURRENT>                      <28550>
<NET-CHANGE-FROM-OPS>                            22714
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                          685<F2>
<DISTRIBUTIONS-OF-GAINS>                         34705<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           8698<F2>
<NUMBER-OF-SHARES-REDEEMED>                      19795<F2>
<SHARES-REINVESTED>                               1745<F2>
<NET-CHANGE-IN-ASSETS>                           47291
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                        17560
<OVERDISTRIB-NII-PRIOR>                           2382
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              965
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1413
<AVERAGE-NET-ASSETS>                            136400<F2>
<PER-SHARE-NAV-BEGIN>                            11.15<F2>
<PER-SHARE-NII>                                    .94<F2>
<PER-SHARE-GAIN-APPREC>                            .08<F2>
<PER-SHARE-DIVIDEND>                               .95<F2>
<PER-SHARE-DISTRIBUTIONS>                          .83<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              10.39<F2>
<EXPENSE-RATIO>                                    .97<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class A Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 273
   <NAME> VALUE GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7-MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                           206479
<INVESTMENTS-AT-VALUE>                          231863
<RECEIVABLES>                                      821
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  232684
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          815
<TOTAL-LIABILITIES>                                815
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        174138
<SHARES-COMMON-STOCK>                              450<F2>
<SHARES-COMMON-PRIOR>                              172<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                              12
<ACCUMULATED-NET-GAINS>                          32307
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         25436
<NET-ASSETS>                                    231869
<DIVIDEND-INCOME>                                 2167
<INTEREST-INCOME>                                  379
<OTHER-INCOME>                                      78
<EXPENSES-NET>                                    1299
<NET-INVESTMENT-INCOME>                           1254
<REALIZED-GAINS-CURRENT>                         50010
<APPREC-INCREASE-CURRENT>                      <28550>
<NET-CHANGE-FROM-OPS>                            22714
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            5<F2>
<DISTRIBUTIONS-OF-GAINS>                           557<F2>
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                            258<F2>
<NUMBER-OF-SHARES-REDEEMED>                         16<F2>
<SHARES-REINVESTED>                                 36<F2>
<NET-CHANGE-IN-ASSETS>                           47291
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                        17560
<OVERDISTRIB-NII-PRIOR>                           2382
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              965
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                   1413
<AVERAGE-NET-ASSETS>                              3776<F2>
<PER-SHARE-NAV-BEGIN>                            11.16<F2>
<PER-SHARE-NII>                                    .91<F2>
<PER-SHARE-GAIN-APPREC>                            .07<F2>
<PER-SHARE-DIVIDEND>                               .92<F2>
<PER-SHARE-DISTRIBUTIONS>                          .83<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              10.39<F2>
<EXPENSE-RATIO>                                   1.86<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class B Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 261
   <NAME> GULF SOUTH GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7 MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            81892
<INVESTMENTS-AT-VALUE>                          104032
<RECEIVABLES>                                      130
<ASSETS-OTHER>                                     198
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  104360
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           88
<TOTAL-LIABILITIES>                                 88
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         77424
<SHARES-COMMON-STOCK>                             7757<F2>
<SHARES-COMMON-PRIOR>                                0<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           4708
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         22140
<NET-ASSETS>                                    104272
<DIVIDEND-INCOME>                                  237
<INTEREST-INCOME>                                  191
<OTHER-INCOME>                                      21
<EXPENSES-NET>                                     611
<NET-INVESTMENT-INCOME>                          (162)
<REALIZED-GAINS-CURRENT>                         20607
<APPREC-INCREASE-CURRENT>                       (8026)
<NET-CHANGE-FROM-OPS>                            12419
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0<F2>
<DISTRIBUTIONS-OF-GAINS>                           237<F2>  
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           8116<F2>
<NUMBER-OF-SHARES-REDEEMED>                        360<F2>
<SHARES-REINVESTED>                                  1<F2>
<NET-CHANGE-IN-ASSETS>                            6991
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              414
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    644
<AVERAGE-NET-ASSETS>                             88184<F2>
<PER-SHARE-NAV-BEGIN>                            10.00<F2>
<PER-SHARE-NII>                                    .78<F2>
<PER-SHARE-GAIN-APPREC>                              0<F2>
<PER-SHARE-DIVIDEND>                              0.03<F2>
<PER-SHARE-DISTRIBUTIONS>                            0<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              10.75<F2>
<EXPENSE-RATIO>                                    .96<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Fiduciary Share Class
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 262
   <NAME> GULF SOUTH GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7 MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            81892
<INVESTMENTS-AT-VALUE>                          104032
<RECEIVABLES>                                      130
<ASSETS-OTHER>                                     198
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  104360
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           88
<TOTAL-LIABILITIES>                                 88
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         77424
<SHARES-COMMON-STOCK>                             1710<F2>
<SHARES-COMMON-PRIOR>                             5286<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           4708
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         22140
<NET-ASSETS>                                    104272
<DIVIDEND-INCOME>                                  237
<INTEREST-INCOME>                                  191
<OTHER-INCOME>                                      21
<EXPENSES-NET>                                     611
<NET-INVESTMENT-INCOME>                          (162)
<REALIZED-GAINS-CURRENT>                         20607
<APPREC-INCREASE-CURRENT>                       (8026)
<NET-CHANGE-FROM-OPS>                            12419
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0<F2>
<DISTRIBUTIONS-OF-GAINS>                         17443<F2>  
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                           4064<F2>
<NUMBER-OF-SHARES-REDEEMED>                       8516<F2>
<SHARES-REINVESTED>                                876<F2>
<NET-CHANGE-IN-ASSETS>                            6991
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              414
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    644
<AVERAGE-NET-ASSETS>                             59886<F2>
<PER-SHARE-NAV-BEGIN>                            11.50<F2>
<PER-SHARE-NII>                                  (.07)<F2>
<PER-SHARE-GAIN-APPREC>                           1.40<F2>
<PER-SHARE-DIVIDEND>                                 0<F2>
<PER-SHARE-DISTRIBUTIONS>                         2.10<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              10.73<F2>
<EXPENSE-RATIO>                                   1.05<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class A Shares
</FN>
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<ARTICLE> 6
<CIK> 0000763852
<NAME> THE ONE GROUP FAMILY OF MUTUAL FUNDS
<SERIES>
   <NUMBER> 263
   <NAME> GULF SOUTH GROWTH FUND
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   7 MOS
<FISCAL-YEAR-END>                          JUN-30-1996
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               JUN-30-1996
<INVESTMENTS-AT-COST>                            81892
<INVESTMENTS-AT-VALUE>                          104032
<RECEIVABLES>                                      130
<ASSETS-OTHER>                                     198
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  104360
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           88
<TOTAL-LIABILITIES>                                 88
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                         77424
<SHARES-COMMON-STOCK>                              237<F2>
<SHARES-COMMON-PRIOR>                              101<F2>
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                           4708
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         22140
<NET-ASSETS>                                    104272
<DIVIDEND-INCOME>                                  237
<INTEREST-INCOME>                                  191
<OTHER-INCOME>                                      21
<EXPENSES-NET>                                     611
<NET-INVESTMENT-INCOME>                          (162)
<REALIZED-GAINS-CURRENT>                         20607
<APPREC-INCREASE-CURRENT>                       (8026)
<NET-CHANGE-FROM-OPS>                            12419
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0<F2>
<DISTRIBUTIONS-OF-GAINS>                           393<F2>  
<DISTRIBUTIONS-OTHER>                                0<F2>
<NUMBER-OF-SHARES-SOLD>                            123<F2>
<NUMBER-OF-SHARES-REDEEMED>                         12<F2>
<SHARES-REINVESTED>                                 25<F2>
<NET-CHANGE-IN-ASSETS>                            6991
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              414
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    644
<AVERAGE-NET-ASSETS>                              2167<F2>
<PER-SHARE-NAV-BEGIN>                            11.56<F2>
<PER-SHARE-NII>                                  (.06)<F2>
<PER-SHARE-GAIN-APPREC>                           1.35<F2>
<PER-SHARE-DIVIDEND>                                 0<F2>
<PER-SHARE-DISTRIBUTIONS>                         2.13<F2>
<RETURNS-OF-CAPITAL>                                 0<F2>
<PER-SHARE-NAV-END>                              10.72<F2>
<EXPENSE-RATIO>                                   1.87<F2>
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<FN>
<F2>Class B Shares
</FN>
        

</TABLE>


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