AMERICAN PENSION INVESTORS TRUST
497, 1999-10-06
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[GRAPHIC]
- ------------------------------------------------------------------------
GROWTH FUND
CAPITAL INCOME FUND
MULTIPLE INDEX TRUST
YORKTOWN CLASSIC VALUE TRUST
TREASURIES TRUST



                                      PROSPECTUS DATED OCTOBER 1, 1999





Like all mutual fund shares, the Securities and Exchange Commission has not
approved or disapproved the shares offered in this Prospectus or determined
whether this Prospectus is accurate or complete. Anyone who tells you
otherwise is committing a crime.
<PAGE>
TABLE OF CONTENTS

ABOUT THE FUNDS:
- --------------------------------------------------------------------------------
<TABLE>
<S>      <C>
   1     Investment objectives and strategies
   5     Principal risks
   7     Performance
  12     Fees and expenses
  14     Management
</TABLE>
ABOUT YOUR INVESTMENT:
- --------------------------------------------------------------------------------
<TABLE>
<S>      <C>
  15     How to invest
  17     How to sell your shares
  20     Services for investors
  22     Dividends and taxes
  23     Financial highlights
</TABLE>

         No person has been authorized to give any information or to make any
    representations not contained in this Prospectus in connection with the
    offering made by this Prospectus and, if given or made, such information and
    representations must not be relied upon as having been authorized by the
    funds or their distributor. This Prospectus does not constitute an offering
    by the funds or their distributor in any jurisdiction to any person to whom
    such offering may not lawfully be made.
<PAGE>
INVESTMENT OBJECTIVES AND STRATEGIES
- --------------------------------------------------------------------------------
API Trust offers five mutual fund series: Growth Fund, Capital Income Fund,
Multiple Index Trust, Treasuries Trust and Yorktown Classic Value Trust (Value
Trust).

GROWTH FUND

INVESTMENT OBJECTIVE: growth of capital

PRINCIPAL INVESTMENT STRATEGIES:

The fund seeks to achieve its investment objective by investing primarily in (1)
shares of open-end and closed-end investment companies (underlying funds) that
seek long-term capital growth or appreciation by investing primarily in common
stock or convertible securities and (2) Standard & Poor's Depositary ReceiptsTM,
World Equity Benchmark SharesTM and similar securities that represent interests
in a portfolio of common stocks designed to track the price and divided yield
performance of a broad-based securities index (index securities). The fund may
also invest in underlying funds that invest primarily in long- or short-term
bonds and other fixed-income securities whenever the adviser believes that these
funds offer a potential for capital appreciation, such as during periods of
declining interest rates. The fund normally invests in ten to 75 underlying
funds and invests between 25% and 75% of its total assets in funds that are
authorized to invest a substantial portion of their assets in foreign
securities.

Yorktown Management and Research Company, Inc. (the adviser), the fund's
investment adviser, selects underlying funds in which to invest based, in part,
upon an analysis of their past performance and their investment objectives,
policies and the investment style of their investment advisers. In selecting
open-end funds in which to invest, the adviser also considers, among other
factors, the funds' size, cost structure, shareholder services and the
reputation and stability of their investment advisers. In selecting closed-end
funds in which to invest, the adviser considers, among other factors, the
factors considered for open-end companies and the fund's historical market
discounts, portfolio characteristics, repurchase, tender offer, and dividend
reinvestment programs, provisions for converting into an open-end fund, and
quality of management. The fund may invest in the securities of closed-end funds
that, at the time of investment by the fund, are either trading at a discount or
at a premium to net asset value. The adviser may sell or redeem shares of an
underlying fund if its performance does not meet the adviser's expectation, if
the adviser believes there are more attractive opportunities elsewhere, or to
raise cash to meet shareholder redemptions or to pay expenses.

                          --------------------------
CAPITAL INCOME FUND

INVESTMENT OBJECTIVE: high current income, as well as growth of capital and
income

                                                                 API Trust     1
<PAGE>
PRINCIPAL INVESTMENT STRATEGIES:

The fund seeks to achieve its investment objective by investing at least 65% of
its total assets in (1) shares of underlying funds that seek to achieve an
objective of high current income by investing in income-producing equity
securities, including dividend-paying common stocks and convertible securities,
long- or short-term bonds and other fixed-income securities (such as U.S.
Government securities, commercial paper and preferred stock); and (2) index
securities. The fund normally invests in ten to 50 underlying funds and invests
between 25% and 75% of its total assets in global funds (which invest in foreign
and U.S. securities) and international funds (which invest in foreign
securities).

The adviser selects underlying funds in which to invest based, in part, upon an
analysis of their past performance and their investment objectives, policies
and the investment style of their investment advisers. In selecting open-end
funds in which to invest, the adviser also considers, among other factors, the
funds' size, cost structure, shareholder services and the reputation and
stability of their investment advisers. In selecting closed-end funds in which
to invest, the adviser considers, among other factors, the factors considered
for open-end companies and the fund's historical market discounts, portfolio
characteristics, repurchase, tender offer, and dividend reinvestment programs,
provisions for converting into an open-end fund, and quality of management. The
fund may invest in the securities of closed-end funds that, at the time of
investment by the fund, are either trading at a discount or at a premium to net
asset value. The adviser may sell or redeem shares of an underlying fund if its
performance does not meet the adviser's expectation, if the adviser believes
there are more attractive opportunities elsewhere, or to raise cash to meet
shareholder redemptions or to pay expenses.
                          --------------------------
MULTIPLE INDEX TRUST

INVESTMENT OBJECTIVE: maximum total return from capital growth and income

PRINCIPAL INVESTMENT STRATEGIES:

The fund seeks to achieve its investment objective by investing at least 65% of
its total assets in (1) shares of underlying open-end funds whose portfolios
mirror those of one index or another of market securities, such as the Standard
& Poor's 500 Composite Stock Price(R) Index (S&P 500 Index), the New York Stock
Exchange Composite Index, the Nasdaq Composite Index or the Russell 4500 Index
(index funds); and (2) index securities. Under normal conditions, the fund
invests in ten to fifteen underlying funds.

The adviser selects underlying funds in which to invest based, in part, upon an
analysis of their past performance and their investment objectives, policies
and the investment style of their investment advisers. In selecting open-end
funds in which to invest, the adviser also considers, among other factors, the
funds' size, cost structure, shareholder services and the reputation and
stability of their investment advisers. The adviser may sell an underlying fund
if its performance does not meet the adviser's expectation, if the adviser
believes there are more attractive opportunities elsewhere, or to raise cash to
meet shareholder redemptions or to pay expenses.
                          --------------------------

2
<PAGE>
VALUE TRUST

INVESTMENT OBJECTIVE: growth of capital, as well as income

PRINCIPAL INVESTMENT STRATEGIES:

The fund seeks to achieve its investment objective by investing primarily in
equity securities which the adviser believes are undervalued in relation to the
quality of the securities and the long-term earning power of their issuers,
regardless of short-term indicators. The fund invests primarily in the common
stock of companies listed on a national securities exchange or whose securities
are traded in the over-the-counter market. The fund may also invest in preferred
stock, convertible preferred stock, convertible debentures, rights, warrants and
certain other instruments. In addition, the fund may invest up to 35% of its
total assets in index securities.

The fund may engage in leveraging by borrowing up to one-third of the value of
its net assets for investment purposes.

The adviser believes that investing in temporarily depressed securities of
sound, well-managed companies provides a greater potential for overall
investment return than investing in securities selling at prices that reflect
anticipated favorable developments. Securities may be undervalued because of
many factors, including general market decline, earnings decline, poor economic
conditions, tax losses or actual or anticipated unfavorable developments
affecting the issuer. In selecting securities for investment the fund's adviser
focuses on securities whose price compares favorably to historical or current
price-earnings ratios, book value, return on equity, or the prospects for the
companies in question. The adviser may decide to sell a security if the adviser
no longer believes the security to be undervalued, if the adviser believes
there are more attractive opportunities elsewhere, or to raise cash to meet
shareholder redemptions or to pay expenses.
                          --------------------------
TREASURIES TRUST

INVESTMENT OBJECTIVE: current income with limited credit risk

PRINCIPAL INVESTMENT STRATEGIES:

The fund seeks to achieve its investment objective by investing at least 65%
(and normally 100%) of its total assets in obligations of the U.S. Treasury
(such as Treasury bills, notes and bonds) that are guaranteed as to principal
and interest by the full faith and credit of the U.S. government.

Because the fund invests primarily in U.S. Treasury obligations, trading
decisions focus on the maturity of the obligations. In a falling interest rate
environment the fund normally buys longer maturity obligations. In a rising
interest rate environment the fund normally buys shorter maturity obligations.
The adviser may sell a security in response to interest rate changes or to raise
cash to meet shareholder redemptions or to pay expenses.
                          --------------------------

                                                                 API Trust     3
<PAGE>
ADDITIONAL INFORMATION
TEMPORARY INVESTMENTS:

Pending investment, for liquidity or when the adviser believes market conditions
warrant a defensive position, each fund may temporarily hold cash or invest all
or any portion of its assets in money market mutual funds or money market
instruments, including repurchase agreements. During periods when a fund takes a
defensive position, it may not achieve its investment objective.

PORTFOLIO TURNOVER:

Value Trust and Treasuries Trust may engage in active and frequent trading of
portfolio securities. If a fund does trade in this way, it may incur increased
transaction costs, which can lower the actual return on your investment. Active
trading may also increase short-term capital gains and losses, which may affect
the taxes you have to pay.

4
<PAGE>
PRINCIPAL RISKS
- --------------------------------------------------------------------------------
There is a risk that you could lose all or a portion of your investment in a
fund. An investment in a fund is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. The value of your investment in the fund will go up and down with the
prices of the securities in which the fund invests. There is no assurance that a
fund will meet its investment objective.

GROWTH FUND, CAPITAL INCOME FUND AND MULTIPLE INDEX TRUST:

Any investment in an open-end or closed-end investment company involves risk,
and, although each fund invests in a number of underlying funds, this practice
does not eliminate investment risk. The value of shares of an open-end fund will
go up and down in response to changes in the value of its portfolio holdings.
The value of equity securities held by an underlying fund rises and falls in
response to many factors, including the historical and prospective earnings of
the issuer of the stock, the value of its assets, general economic conditions,
interest rates, investor perceptions, and market liquidity. Debt securities held
by an underlying fund are vulnerable to credit risk and interest rate
fluctuations. When interest rates rise, the price of debt securities falls; the
longer the duration of the debt securities, the more sensitive it is to this
risk.

Shares of closed-end funds frequently trade at a price per share that is less
than the net asset value per share. There can be no assurance that the market
discount on shares of any closed-end fund purchased by the fund will ever
decrease.

In addition, investment decisions by the investment advisers of the underlying
funds are made independently of the funds and the funds' adviser. Therefore, the
investment adviser of one underlying fund may be purchasing securities of the
same issuer whose securities are being sold by the investment adviser of another
underlying fund. The result of this would be an indirect expense to the fund
without accomplishing any investment purpose.

Some of the underlying funds also could incur more risks than others. For
example, they may trade their portfolios more actively (which results in higher
brokerage costs) or invest in companies whose securities are more volatile. In
addition, they may engage investment practices that entail greater risks. In
particular, the underlying funds may invest in securities of foreign issuers;
invest in illiquid securities; invest in warrants; lend their portfolio
securities; sell securities short; borrow money for investment purposes; invest
25% or more of their total assets in one industry; and enter into options,
futures and forward currency contracts.

Investing in the funds also involves certain additional expenses and certain tax
consequences that would not be present in a direct investment in the underlying
funds. You should recognize that you may invest directly in the underlying funds
and that, by investing in the underlying funds indirectly through the fund, you
will bear not only your proportionate share of the expenses of the fund
(including operating costs and investment advisory and administrative fees) but
also indirectly similar expenses of the underlying funds.

Index securities and index funds are not managed in the traditional sense,
using economic, financial and market analysis, nor will the adverse financial
situation of an issuer directly result in its elimination from the index. In

                                                                 API Trust     5
<PAGE>
addition, investments in index securities involve risks similar to investments
in closed-end funds including, but not limited to, the possibility that the
shares of index securities may trade at a market discount.

VALUE TRUST:

The price of equity securities rises and falls in response to many factors,
including the historical and prospective earnings of the issuer of the stock,
the value of its assets, general economic conditions, interest rates, investor
perceptions, and market liquidity. The fund invests primarily in securities of
undervalued companies. Even though the fund invests in companies whose
securities are believed to be undervalued relative to their underlying
profitability, there can be no assurance that the shares of the companies
selected for the fund will appreciate in value. In addition, may of the stocks
in this portfolio are more volatile than the general market.

The fund is a non-diversified fund, which enables the fund to invest in fewer
issuers than if it were a diversified fund. Thus, the value of the fund's shares
may vary more widely, and the fund may be subject to greater investment and
credit risk than if the fund invested more broadly.

Leveraging by the fund may exaggerate the effect on the net asset value of any
increase or decrease in the market value of the fund's portfolio securities.
Money borrowed will be subject to interest and other costs which may not be
recovered by appreciation of the securities purchased.

Index securities are not managed in the traditional sense, using economic,
financial and market analysis, nor will the adverse financial situation of an
issuer directly result in its elimination from the index. In addition,
investments in index securities involve risks similar to investments in
closed-end funds including, but not limited to, the possibility that the shares
of index securities may trade at a market discount.

TREASURIES TRUST:

The market value of U.S. Treasury obligations fluctuates due to interest rate
fluctuations. If interest rates fall, the market value of such obligations tends
to rise; if interest rates rise, the market value of such obligations tends to
fall. Moreover, the longer the remaining maturity of a U.S. Treasury obligation,
the greater the effect of interest rate changes on the market value of the
obligation.

ALL FUNDS:

Like other investment companies, financial and business organizations and
individuals around the world, the funds could be adversely affected if the
computer systems used by the funds' adviser and the funds' other service
providers do not properly process and calculate date-related information and
data after January 1, 2000. This is commonly known as the "Year 2000 Problem."
The adviser is taking steps that it believes are reasonable designed to address
the Year 2000 Problem with respect to the computer systems that it uses, and to
obtain assurances that comparable steps are being taken by the funds' other
major service providers. At this time, however, there can be no assurance that
these steps will be sufficient to avoid any adverse impact on the funds. The
Year 2000 Problem may also affect issuers in whose securities the funds invest.

6
<PAGE>
PERFORMANCE
- --------------------------------------------------------------------------------
RISK/RETURN BAR CHARTS AND TABLES

The following bar charts and tables provide information about each fund's
performance and thus give some indication of the risks of an investment in each
fund. The bar chart shows how each fund's performance has varied from year to
year. The chart does not reflect the effect of sales charges; if it did, the
total returns shown would be lower. The table that follows each chart shows the
average annual returns over several time periods. These tables do reflect fund
sales charges. Each table compares a fund's returns to returns on a broad-based
market index that is unmanaged and that, therefore, does not include any sales
charges or expenses.

A fund's past performance does not necessarily indicate how it will perform in
the future.

GROWTH FUND
TOTAL RETURN
[BAR CHART APPEARS HERE]
<TABLE>
<CAPTION>
 <S>  <C>     <C>       <C>       <C>       <C>       <C>       <C>        <C>    <C>     <C>














    1989      1990      1991      1992      1993      1994      1995      1996     1997      1998
    ----      ----      ----      ----      ----      ----      ----      ----     ----      ----
   15.69%   -12.66%    45.95%     1.95%    18.28%    -3.42%    22.91%    11.33%   15.64%    13.39%
</TABLE>
During the period covered by the bar chart, the highest return for a quarter was
27.29% (quarter ended March 31, 1991) and the lowest return for a quarter was
- -23.74% (quarter ended September 30, 1990). The year to date total return as of
August 31, 1999 was 7.10%.

                                                                 API Trust     7
<PAGE>
                         AVERAGE ANNUAL TOTAL RETURNS
                   (for the periods ended December 31, 1998)
<TABLE>
<S>              <C>                <C>
                    GROWTH FUND       MSCI WORLD INDEX*
- ---------------- ------------------ -----------------------
  ONE YEAR           11.89%             24.79%
  FIVE YEARS         11.62%             16.19%
  TEN YEARS          11.91%             11.21%
</TABLE>
*The MSCI World Index measures the performance of securities listed on the major
stock exchanges of all developed market countries (currently 22 countries).

CAPITAL INCOME FUND
TOTAL RETURN
[BAR CHART APPEARS HERE]
<TABLE>
<CAPTION>
 <S>  <C>     <C>       <C>       <C>       <C>       <C>       <C>        <C>    <C>     <C>








    1989      1990      1991      1992      1993      1994      1995      1996     1997      1998
    ----      ----      ----      ----      ----      ----      ----      ----     ----      ----
    0.62%    -4.96%    24.10%     4.42%     9.90%    -0.37%    27.22%    17.70%   25.24%    10.73%
</TABLE>
During the period covered by the bar chart, the highest return for a quarter was
17.36% (quarter ended December 31, 1998) and the lowest return for a quarter was
- -14.05% (quarter ended September 30, 1998). The year to date total return as of
August 31, 1999 was 6.56%.

                         AVERAGE ANNUAL TOTAL RETURNS
                   (for the periods ended December 31, 1998)
<TABLE>
<S>              <C>                       <C>
                   CAPITAL INCOME FUND       MSCI WORLD INDEX*
- ---------------- ------------------------- -----------------------
  ONE YEAR            9.23%                    24.79%
  FIVE YEARS         15.65%                    16.19%
  TEN YEARS          10.91%                    11.21%
</TABLE>
*The MSCI World Index measures the performance of securities listed on the major
stock exchanges of all developed market countries (currently 22 countries).

8
<PAGE>
MULTIPLE INDEX TRUST
TOTAL RETURN
[BAR CHART APPEARS HERE]







       1997      1998
       ----      ----
       2.04%    21.23%

During the period covered by the bar chart, the highest return for a quarter was
21.10% (quarter ended December 31, 1998) and the lowest return for a quarter was
- -11.20% (quarter ended September 30, 1998). The year to date total return as of
August 31, 1999 was 11.89%.

                         AVERAGE ANNUAL TOTAL RETURNS
                   (for the periods ended December 31, 1998)
<TABLE>
<S>                    <C>                        <C>
                      MULTIPLE INDEX TRUST       MSCI WORLD INDEX**
- ------------------- -------------------------- ------------------------
  ONE YEAR              19.73%                     24.79%
  LIFE OF FUND  *       13.73%                     16.32%
</TABLE>
*The fund commenced operations on July 2, 1997.

**The MSCI World Index measures the performance of securities listed on the
major stock exchanges of all developed market countries (currently 22
countries).

                                                                 API Trust     9
<PAGE>
VALUE TRUST
TOTAL RETURN
[BAR CHART APPEARS HERE]








   1992      1993      1994      1995      1996     1997      1998
   ----      ----      ----      ----      ----     ----      ----
   2.40%     3.61%    -3.96%    28.41%     6.53%   25.40%    11.02%

During the period covered by the bar chart, the highest return for a quarter was
37.55% (quarter ended December 31, 1998) and the lowest return for a quarter was
- -23.47% (quarter ended September 30, 1998). The year to date total return as of
August 31, 1999 was 13.98%.

                         AVERAGE ANNUAL TOTAL RETURNS
                    (for the period ended December 31, 1998)
<TABLE>
<S>                      <C>                 <C>
                        VALUE TRUST        S&P 500 INDEX**
- ------------------- ------------------- ----------------------
  ONE YEAR               9.52%              28.57%
  FIVE YEARS            12.84%              24.06%
  LIFE OF FUND  *       11.40%              21.87%
</TABLE>
*The fund commenced operations on November 2, 1992.

**The S&P 500 Index is composed of 500 common stocks that are selected by
Standard & Poor's, a division of the McGraw-Hill Companies, Inc., to capture the
price performance of a large cross-section of the U.S. publicly traded stock
market.

10
<PAGE>
TREASURIES TRUST
TOTAL RETURN
[BAR CHART APPEARS HERE]





    1997      1998
    ----      ----
    4.80%    13.33%

During the period covered by the bar chart, the highest return for a quarter was
8.82% (quarter ended September 30, 1998) and the lowest return for a quarter was
- -0.88% (quarter ended December 31, 1998). The year to date total return as of
August 31, 1999 was -5.00%.

                          AVERAGE ANNUAL TOTAL RETURNS
                    (for the period ended December 31, 1998)
<TABLE>
<S>                       <C>                <C>
                        TREASURIES       LEHMAN BROTHERS INTERMEDIATE
                         TRUST             GOVERNMENT BOND INDEX**
- ------------------- -----------------  ----------------------------------
  ONE YEAR              11.83%               8.49%
  LIFE OF FUND  *       11.08%               8.95%
</TABLE>
*The fund commenced operations on July 2, 1997.

**The Lehman Brothers Intermediate Government Bond Index is an unmanaged index
of intermediate-term government bonds that is calculated by Lehman Brothers Inc.

                                                                 API Trust    11
<PAGE>
FEES AND EXPENSES
- --------------------------------------------------------------------------------
The tables below describe the fees and expenses that you may pay if you buy and
hold shares of a fund.
<TABLE>
<S>                                                   <C>        <C>           <C>           <C>        <C>
                                                       SHAREHOLDER FEES
                                          (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
- ---------------------------------------------------------------------------------------------------------------------
                                                        GROWTH     CAPITAL      MULTIPLE        VALUE    TREASURIES
                                                        FUND     INCOME FUND   INDEX TRUST     TRUST       TRUST
- ----------------------------------------------------- -------    ------------- ------------- --------   ----------
     SALES LOAD IMPOSED ON PURCHASES (AS A
     PERCENTAGE OF OFFERING PRICE)                       NONE         NONE          NONE        NONE         NONE
- ----------------------------------------------------- -------    ----------    ----------    -------    ----------
     MAXIMUM CONTINGENT DEFERRED SALES CHARGE FEES
     (AS A PERCENTAGE OF NET ASSET VALUE AT TIME
     OF PURCHASE OR SALE, WHICHEVER IS LESS) (1)        1 1/2%       1 1/2%        1 1/2%      1 1/2%       1 1/2%
- ----------------------------------------------------- -------    ----------    ----------    -------    ----------
     SALES LOAD IMPOSED ON REINVESTED DIVIDENDS          NONE         NONE          NONE        NONE         NONE
- ----------------------------------------------------- -------    ----------    ----------    -------    ----------
     EXCHANGE FEES                                       NONE         NONE          NONE        NONE         NONE
</TABLE>
(1) Applies to redemptions made in the first five years after purchase. No
charge is imposed on redemptions of shares held five years or longer.
<TABLE>
<S>                                               <C>          <C>             <C>             <C>          <C>
                                                ANNUAL FUND OPERATING EXPENSES
                                        (EXPENSES THAT ARE DEDUCTED FROM FUND ASSETS)
- ----------------------------------------------------------------------------------------------------------------------------
                                                    GROWTH       CAPITAL        MULTIPLE         VALUE       TREASURIES
                                                  FUND         INCOME FUND     INDEX TRUST     TRUST        TRUST
- ------------------------------------------------- -------      --------------- --------------- -------      ------
     MANAGEMENT FEES (2)                           1.00%       0.60%           0.70%            0.90%       0.40%
- ------------------------------------------------- -------      ------          ------          -------      ------
     DISTRIBUTION AND/OR SERVICE (12B-1) FEES      1.00%       0.50%           0.00%            0.90%       0.00%
- ------------------------------------------------- -------      ------          ------          -------      ------
     OTHER EXPENSES:
     INTEREST EXPENSE                              0.00%       0.00%           0.00%            2.33%       0.00%
     OTHER                                         0.58%       0.84%           1.46%            0.85%       1.39%
- ------------------------------------------------- -------      ------          ------          -------      ------
     TOTAL OTHER EXPENSES (3)                      0.58%       0.84%           1.46%            3.18%       1.39%
- ------------------------------------------------- -------      ------          ------          -------      ------
     TOTAL ANNUAL FUND OPERATING EXPENSES (2)      2.58%       1.94%           2.16%            4.98%       1.79%
- ------------------------------------------------- -------      ------          ------          -------      ------
     FEE WAIVERS AND EXPENSE REIMBURSEMENTS       (0.26)%     (0.60)%         (0.91)%          (0.15)%     (0.93)%
- ------------------------------------------------- -------      ------          ------          -------      ------
     NET EXPENSES                                  2.32%       1.34%           1.25%            4.83%       0.86%
</TABLE>
(1) "Annual Fund Operating Expenses" are based on operating expenses incurred by
the fund for the fiscal year ended May 31, 1999 adjusted to reflect current
waivers and reimbursements agreed to by the adviser. Long-term shareholders may
pay more in 12b-1 fees over time as a percentage of their initial investment
than the amount of the maximum permitted front-end sales charge. In addition to
fund expenses, shareholders of Growth Fund, Capital Income Fund and Multiple
Index Trust bear, including their proportionate share of underlying fund
expenses.
(2) The adviser has contractually agreed to waive its management fee and
reimburse fund expenses under certain circumstances.
(3) "Other Expenses" include custody and transfer agency fees, legal and audit
expenses, trustee compensation and registration fees.

12
<PAGE>
EXAMPLE:

This example is intended to help you compare the cost of investing in a fund
with the cost of investing in other mutual funds. The example assumes that you
invest $10,000 in a fund for the time periods indicated and then redeem all of
your shares at the end of those periods unless otherwise stated. The example
also assumes that your investment has a 5% return each year and that the fund's
operating expenses remain the same. ALTHOUGH YOUR ACTUAL COSTS MAY BE HIGHER OR
LOWER, BASED ON THESE ASSUMPTIONS YOUR COSTS WOULD BE:
<TABLE>
<S>                               <C>        <C>         <C>         <C>
                                 1 YEAR     3 YEARS     5 YEARS     10 YEARS
- ------------------------------ ---------- ----------- ----------- -----------
      GROWTH FUND              $   388    $    882    $  1,253    $  2,679
      CAPITAL INCOME FUND      $   287    $    577    $    738    $  1,621
      MULTIPLE INDEX TRUST     $   278    $    549    $    690    $  1,518
      VALUE TRUST              $   645    $  1,636    $  2,478    $  4,962
      TREASURIES TRUST         $   238    $    425    $    479    $  1,064
</TABLE>
You would pay the following expenses if you did not redeem your shares:
<TABLE>
<S>                            <C>        <C>         <C>         <C>
                                 1 YEAR     3 YEARS     5 YEARS     10 YEARS
- ------------------------------ ---------- ----------- ----------- -----------
      GROWTH FUND              $   238    $    732    $  1,253    $  2,679
      CAPITAL INCOME FUND      $   137    $    427    $    738    $  1,621
      MULTIPLE INDEX TRUST     $   128    $    399    $    690    $  1,518
      VALUE TRUST              $   495    $  1,486    $  2,478    $  4,962
      TREASURIES TRUST         $    88    $    275    $    479    $  1,064
</TABLE>
                                                                 API Trust    13
<PAGE>
MANAGEMENT
- --------------------------------------------------------------------------------
Yorktown Management & Research Company, Inc. (the adviser) serves as each fund's
investment adviser and is responsible for each fund's day-to-day management.
Services provided by the adviser include the provision of a continuous
investment program for each fund and supervision of all matters relating to the
operation of each fund. Among other things, the adviser is responsible for
making investment decisions and placing orders to buy, sell or hold particular
securities, furnishing corporate officers and clerical staff and providing
office space, office equipment and office services.

The adviser has served as the investment adviser to each fund since its
inception. The adviser, whose address is 2303 Yorktown Avenue, Lynchburg,
Virginia 24501, was organized in 1984 and is controlled by David D. Basten. In
addition, Mr. Basten currently serves as each fund's portfolio manager and has
served in that capacity since commencement of each fund's operations.

For its services, the adviser receives a monthly fee from each fund, calculated
daily. For the fiscal year ended May 31, 1999, the funds paid the following fees
to the adviser (after waivers) as a percentage of average daily net assets:
<TABLE>
<CAPTION>
<S>                        <C>
  GROWTH FUND                 0.74%
  CAPITAL INCOME FUND         0.00%
  MULTIPLE INDEX TRUST        0.00%
  VALUE TRUST                 0.75%
  TREASURIES TRUST            0.00%
</TABLE>
14
<PAGE>
HOW TO INVEST
- --------------------------------------------------------------------------------
You may obtain application forms for the purchase of shares of the funds by
contacting the shareholder services department ("Shareholder Services") of State
Street Bank and Trust Company, the Fund's transfer agent, at the address or
telephone number shown below.

    API Trust
    P.O. Box 8595
    Boston, Massachusetts 02266-8595
    (888) 933-8274

The minimum initial investment in each fund is $500, and the minimum for
additional investments is $100. An exception to these minimums is granted for
investments made pursuant to special plans or if approved by the funds'
distributor. All orders are executed at the net asset value per share next
computed after receipt and acceptance of the order by Shareholder Services.
Shares of each fund are sold subject to a contingent deferred sales charge
payable upon certain redemptions. The Trust and Distributors reserve the right
to reject any purchase order.

DETERMINING NET ASSET VALUE:

The net asset value of each fund's shares is determined as of the close of
regular trading (currently 4:00 p.m. Eastern time) on the New York Stock
Exchange (NYSE) each day that the NYSE is open for business. The net asset value
per share is computed by dividing the value of a Fund's securities plus any cash
and other assets (including dividends accrued but not yet collected) minus all
liabilities (including accrued expenses) by the total number of a Fund's shares
outstanding.

Shares of open-end funds are valued at their respective net asset values under
the 1940 Act. An open-end fund values securities in its portfolio for which
market quotations are readily available at their current market value (generally
the last reported sales price) and all other securities and assets at fair value
pursuant to methods established in good faith by the board of directors/trustees
of the underlying fund. Money market funds with portfolio securities that mature
in 397 days or less may use the amortized cost or penny-rounding methods to
value their securities. Securities that are listed on U.S. exchanges are valued
at the last sales price on the day the securities are valued or, lacking any
sales on such day, at the previous day's closing price. Securities listed on
Nasdaq are valued at the last trade price on Nasdaq at 4:00 p.m., Eastern time,
or lacking any sales on such day, at the previous day's closing price. U.S.
Treasury securities are priced at an evaluated mean of the last bid and asked
prices available prior to valuation. Other securities traded in the OTC market
are valued at the last bid price available prior to valuation.

Other fund assets are valued at current market value or, where unavailable or
unreliable, at fair value as determined in good faith by or under the direction
of the Board of Trustees. Securities having 60 days or less remaining to
maturity are valued at their amortized cost.

                                                                 API Trust    15
<PAGE>
DISTRIBUTION AND SERVICE (12B-1) FEES:

The Growth Fund, the Capital Income Fund and the Value Trust are each subject to
a Rule 12b-1 plan of distribution. Under each Plan, Yorktown Distributors, Inc.
receives a fee for the distribution of shares of those funds and for providing
shareholder services. Because each fund pays these fees out of its assets on an
ongoing basis, over time these fees will increase the cost of your investment
and may cost you more than paying other types of sales charges.

16
<PAGE>
HOW TO SELL YOUR SHARES
- --------------------------------------------------------------------------------
YOU MAY SELL YOUR FUND SHARES IN THREE DIFFERENT WAYS:

   - by mailing written redemption requests for a check or wire representing
     the redemption proceeds to Shareholder Services;

   - by making a telephone request for redemption by check (provided that the
     amount to be redeemed is not more than $50,000 and the check is being sent
     to the record address for the account, which has not changed in the prior
     three months); or

   - by making a telephone request for redemption proceeds to be wired to a
     predesignated bank.

REDEMPTIONS BY MAIL:

A written request for redemption must include the name of the fund, your account
number, the exact name(s) in which your shares are registered, the number of
shares or the dollar amount to be redeemed and mailing or wiring instructions.
Upon receipt by Shareholder Services of a redemption request in "good order," as
described in "Exchange Privileges" below, the shares will be redeemed at the net
asset value per share computed at the close of regular trading on the NYSE on
that day. Redemption requests received after the close of regular trading will
be executed at the net asset value per share next computed. The signature(s) on
all redemptions of $50,000 or more or redemptions requesting that the proceeds
check be made payable to someone other than the registered owner(s) or sent to
an address other than the record address (or sent to the record address if that
address has been changed in the previous three months) must be guaranteed in the
manner described in "Exchange Privileges" above with respect to share
certificates.

TELEPHONE REDEMPTIONS:

To redeem shares by telephone, call Shareholder Services directly at
1-888-933-8274. Telephone redemptions are not available for retirement plans
other than individual retirement accounts. When a redemption request is made by
telephone, a shareholder may choose to receive redemption proceeds either by
having a check payable to the shareholder mailed to the address of record on the
account, provided the address has not changed during the past three months and
the redemption amount does not exceed $50,000, or by having a wire sent to a
previously designated bank account.

Telephone redemptions by check are available to all shareholders of the funds
automatically unless this option is declined in the application or in writing.
Shareholders may select the telephone redemption wire service when filling out
the initial application or may select it later by completing the appropriate
form that is available from Shareholder Services.

A telephone redemption request must be received by Shareholder Services prior to
the close of regular trading on the NYSE. If a telephone request is made after
the close of regular trading on the NYSE or on a day when the NYSE is not open
for business, the funds cannot accept the request and a new request will be
necessary.

                                                                 API Trust    17
<PAGE>
WIRE REDEMPTIONS:

Wire redemptions by telephone may be made only if the bank is a member of the
Federal Reserve System or has a correspondent bank that is a member of the
System. If the account is with a savings bank, it must have only one
correspondent bank that is a member of the Federal Reserve System. If a
shareholder decides to change the bank account to which proceeds are to be
wired, the change must be effected by filling out the appropriate form that is
available from Shareholder Services.

CONTINGENT DEFERRED SALES CHARGE:

A contingent deferred sales charge generally is imposed on redemptions of all
shares of each fund that were purchased within five years of the redemption
date. The contingent deferred sales charge is 1 1/2% of the lesser of (1) the
net asset value of the shares redeemed or (2) the cost of such shares. No
contingent deferred sales charge is imposed on amounts derived from:

   - increases in the value of shares redeemed above the original purchase price
     of such shares due to increases in the net asset value per share of the
     fund,

   - reinvestment of dividends or capital gain distributions, or

   - shares redeemed five years or more after their purchase.

In determining whether a contingent deferred sales charge is payable, it is
assumed that shares held the longest are the first to be redeemed. There may be
situations when you may be able to redeem shares without a contingent deferred
sales charge. Consult the Trust's Statement of Additional Information for
details.

For federal income tax purposes, the amount of the contingent deferred sales
charge will reduce the gain or increase the loss, as the case may be, realized
on the redemption. The amount of any contingent deferred sales charge will be
paid to Distributors.

ADDITIONAL INFORMATION:

Proceeds resulting from a redemption request normally will be mailed to you or
wired to your bank the next business day after receipt of a request in good
order. The funds, however, may delay sending redemption proceeds for up to seven
days. If fund shares were purchased by check and are redeemed within 15 days of
such purchase, you may experience additional delays in receiving redemption
proceeds. A fund generally will postpone sending redemption proceeds from such
investment until the Trust can verify that the check has been or will be
collected. There will be no such delay for redemptions following investments
paid for by federal funds wire or by bank cashier's check or certified check. If
checks representing redemption proceeds are returned "undeliverable" or remain
uncashed for six months, such checks shall be canceled and such proceeds shall
be reinvested in the fund at the per share net asset value determined as of the
date of cancellation of such checks. No interest will accrue on amounts
represented by uncashed distribution or redemption checks.

18
<PAGE>
Other supporting legal documents may be required from corporations or other
organizations, fiduciaries or persons other than the stockholder of record
making the redemption request. If there is a question concerning the redemption
of fund shares, contact Shareholder Services.

A fund may not suspend the right of redemption, or postpone payment for more
than seven days, except when the NYSE is closed for other than weekends or
holidays, when trading on the NYSE is restricted, during an emergency (as
determined by the SEC) that makes it impracticable for the fund to dispose of
its securities or to determine fairly the value of its net assets, or during any
other period permitted by the SEC for the protection of investors.

Because of the high cost of maintaining small accounts, the funds reserves the
right to redeem shareholder accounts of less than $500 net asset value resulting
from redemptions or exchanges. If the Trust elects to redeem such shares, it
will notify the shareholder of its intention to do so and provide the
shareholder with the opportunity to increase the amount invested to $500 or more
within 30 days of notice.

                                                                 API Trust    19
<PAGE>
SERVICES FOR INVESTORS
- --------------------------------------------------------------------------------
SYSTEMATIC INVESTMENT PLAN:

You may purchase fund shares through a Systematic Investment Plan. Under the
Plan, your bank checking account will automatically be debited monthly or
quarterly in an amount equal to at least $100 (subject to the minimum initial
investment of $500). You may elect to participate in the Systematic Investment
Plan when filling out the initial application or may elect to participate later
by completing the appropriate form that is available from Shareholder Services.

SYSTEMATIC WITHDRAWAL PLAN:

If you have made an initial investment of at least $10,000 in any of the funds
or otherwise have accumulated shares valued at no less than $10,000 you are
eligible to sell shares through a Systematic Withdrawal Plan. If so eligible,
you may arrange for fixed withdrawal payments (minimum payment -- $100; maximum
payment -- 1% per month or 3% per quarter of the total net asset value of the
fund shares in the shareholder account at inception of the Systematic Withdrawal
Plan) at regular monthly or quarterly intervals. Withdrawal payments will be
made to you or to the beneficiaries designated by you. You are not eligible to
sell shares through a Systematic Withdrawal Plan if you are making regular
purchase payments pursuant to the Systematic Investment Plan. You may elect to
participate in the Systematic Withdrawal Plan when filling out the initial
application or may elect to participate later by completing the appropriate form
that is available from Shareholder Services. A contingent deferred sales charge
is not imposed on amounts redeemed pursuant to the Systematic Withdrawal Plan
provided that the amount redeemed for a particular fund does not exceed on an
annual basis 10% of your account value at the time the election to participate
in the Systematic Withdrawal Plan is made.

EXCHANGE PRIVILEGES:

You may exchange shares of a fund for shares of any of the other funds. You may
place exchange orders in writing with Shareholder Services, or, by telephone, if
a written authorization for telephone exchanges is on file with Shareholder
Services.

All permitted exchanges will be effected based on the net asset value per share
of each fund that is next computed after receipt by Shareholder Services of the
exchange request in "good order." An exchange request is considered in "good
order" only if:

    1. The dollar amount or number of shares to be purchased is indicated.

    2. The written request is signed by the registered owner and by any co-owner
       of the account in exactly the same name or names used in establishing the
       account.

20
<PAGE>
    3. Where share certificates have been issued, the written request is
       accompanied by the certificates for shares to be redeemed, properly
       endorsed in form for transfer, and either the share certificates or
       separate instructions of assignment (stock powers) signed by each
       registered owner and co-owner exactly as the shares are registered.

    4. The signatures on any share certificates (or on accompanying stock
       powers) are guaranteed by a member of the Securities Transfer Agents
       Medallion Program (STAMP), the Stock Exchanges Medallion Program (SEMP)
       or the New York Stock Exchange, Inc.'s Medallion Signature Program (MSP).
       Signature guarantees from a notary public are not acceptable.

Other supporting legal documents may be required from corporations or other
organizations, fiduciaries or persons other than the stockholder of record
making the exchange request.

The exchange privilege may be modified or terminated at any time upon 60 days'
written notice to shareholders. Before making any exchange, you should contact
Shareholder Services or their broker to obtain more information about exchanges.
For tax purposes, an exchange is treated as a redemption of one fund's shares
and a subsequent purchase of the other fund's shares. Any capital gain or loss
on the exchanged shares should be reported for income tax purposes. The price of
the acquired shares will be their cost basis for those purposes.

No contingent deferred sales charge will be imposed on exchanges into another
fund (the exchange fund). A contingent deferred sales charge may, however, be
imposed upon the redemption of shares of the exchange fund. The amount of such
contingent deferred sales charge will be determined based on the aggregate time
the shareholder held shares of the original fund and the exchange fund.

                                                                 API Trust    21
<PAGE>
DIVIDENDS AND TAXES
- --------------------------------------------------------------------------------
DIVIDENDS AND OTHER DISTRIBUTIONS:

Each fund declares and pays dividends from its net investment income (including
dividends from underlying funds) and distributes any net capital gains realized
from the sale of its portfolio securities (including shares of underlying funds)
at least annually, except that Treasuries Trust declares and pays dividends at
least quarterly. Unless the Trust receives written instructions to the contrary
from a shareholder before the record date for a distribution, the shareholder
will receive that distribution in additional fund shares at their net asset
value on the reinvestment date.

TAXATION OF SHAREHOLDERS:

Dividends and other distributions by a fund to its shareholders, other than
tax-exempt entities (including individual retirement accounts and qualified
retirement plans), are taxable to them regardless of whether the distributions
are received in cash or reinvested in additional fund shares. Dividends from a
fund's net investment income and distributions of its net short-term capital
gains generally are taxable as ordinary income, whereas distributions of a
fund's net capital gain (the excess of net long-term capital gain over net
short-term capital loss) are taxable as long-term capital gains, regardless of
how long the shareholder held its shares. Net capital gain is taxed at a lower
rate than ordinary income. The portion of the dividends paid by the Treasuries
Trust attributable to interest earned on its investments that are direct U.S.
Government obligations generally are not subject to state and local income
taxes. Each fund advises its shareholders of the tax status of distributions
following the end of each calendar year.

If a fund realizes gain on the redemption of any underlying fund's shares it
held for more than one year or receives a capital gain distribution from any
underlying fund, the amount of that gain or distribution is included in any
capital gain distribution by the fund to its shareholders. Any other gain on
redemption of an underlying fund's shares and any other distribution received
therefrom is taxable as ordinary income to the fund's shareholders when
distributed to them.

A redemption of fund shares will result in taxable gain or loss to the redeeming
shareholder, depending upon whether the redemption proceeds are more or less
than the shareholder's adjusted basis for the redeemed shares. An exchange of a
fund's shares for shares of another fund will have similar tax consequences.
Capital gain on the redemption or exchange of fund shares held for more than one
year will be long-term capital gain.

The foregoing only summarizes some of the important federal income tax
considerations generally affecting the funds' shareholders; see the Statement of
Additional Information for a further discussion. Because other federal, state or
local tax considerations may apply, investors are urged to consult their tax
advisers.

22
<PAGE>
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
The Financial Highlights tables are intended to help you understand the funds'
financial performance for the past five years (or, if shorter, since
commencement of operations). Certain information reflects financial results for
a single fund share. The total return in each table represents the rate that an
investor would have earned (or lost) on an investment in the fund (assuming
reinvestment of all dividends and other distributions). This information has
been audited by PricewaterhouseCoopers LLP, independent certified public
accountants, whose report, along with the funds' financial statements, are
included in the funds' annual report, which is available upon request.
<TABLE>
<CAPTION>
<S>                            <C>             <C>             <C>                <C>
                                                                  INVESTMENT OPERATIONS
                                               ----------------------------------------------------
                                 NET ASSET                     NET REALIZED
                                 VALUE,            NET         & UNREALIZED       TOTAL FROM
  FOR THE YEAR                   BEGINNING      INVESTMENT     GAIN (LOSS) ON     INVESTMENT
  ENDED MAY 31,                   OF YEAR      INCOME (LOSS)     INVESTMENTS      OPERATIONS
- -----------------              --------------- --------------- --------------    ------------
  GROWTH FUND
  1999                         $   14.13      $    (.21)      $    1.32          $    1.11
  1998                             13.42           (.08)           2.36               2.28
  1997                             14.00           (.17)           1.25               1.08
  1996                             12.48           (.14)           2.67               2.53
  1995                             12.32           (.10)           1.37               1.27
- ------                         ----------      -----------     -----------        ----------
  CAPITAL INCOME FUND
  1999                         $   22.96      $     .02       $    1.38          $    1.40
  1998                             19.92            .16            4.64               4.80
  1997                             17.57            .32            3.49               3.81
  1996                             17.21            .34            2.57               2.91
  1995                             16.34            .35            1.64               1.99
- ------                         ----------      -----------     -----------        ----------
  MULTIPLE INDEX TRUST
  1999                         $   11.04      $    (.01)      $    1.91          $    1.90
  1998D                            10.00            .03            1.16               1.19
- ------                         ----------      -----------     -----------        ----------
  VALUE TRUST
  1999                         $   14.90      $    (.41)      $    2.79          $    2.38
  1998                             14.23           (.47)           2.19               1.72
  1997                             12.00           (.25)           2.69               2.44
  1996                             12.98           (.28)            .93                .65
  1995                             10.12           (.28)           3.33               3.05
- ------                         ----------      -----------     -----------        ----------
  TREASURIES TRUST
  1999                         $   10.63      $     .58       $    (.02)         $     .56
  1998D                            10.00            .43             .49                .92
</TABLE>
                                                                 API Trust    23
<PAGE>
<TABLE>
<CAPTION>
<S>                            <C>          <C>           <C>             <C>
                                              DISTRIBUTIONS
                              -------------------------------------------
                                              FROM NET
                                 FROM NET     REALIZED                      NET ASSET
  FOR THE YEAR                  INVESTMENT    GAIN ON           TOTAL      VALUE, END
  ENDED MAY 31,                   INCOME     INVESTMENTS   DISTRIBUTIONS    OF YEAR
- -----------------              -----------  ------------   -------------- -----------
  GROWTH FUND
  1999                         $     --     $   (1.05)   $        (1.05)  $   14.19
  1998                               --         (1.57)            (1.57)      14.13
  1997                               --         (1.66)            (1.66)      13.42
  1996                               --         (1.01)            (1.01)      14.00
  1995                               --         (1.11)            (1.11)      12.48
- ------                         -----------  ------------  --------------- -----------
  CAPITAL INCOME FUND
  1999                         $     --     $   (1.33)   $        (1.33)  $   23.03
  1998                             (.30)        (1.46)            (1.76)      22.96
  1997                             (.48)         (.98)            (1.46)      19.92
  1996                             (.28)        (2.27)            (2.55)      17.57
  1995                             (.36)         (.76)            (1.12)      17.21
- ------                         -----------  ------------  --------------- -----------
  MULTIPLE INDEX TRUST
  1999                         $     --     $    (.24)   $         (.24)  $   12.70
  1998D                            (.03)         (.12)             (.15)      11.04
- ------                         -----------  ------------  --------------- -----------
  VALUE TRUST
  1999                         $     --     $   (1.19)   $        (1.19)  $   16.09
  1998                               --         (1.05)            (1.05)      14.90
  1997                               --          (.21)             (.21)      14.23
  1996                               --         (1.63)            (1.63)      12.00
  1995                             (.07)         (.12)             (.19)      12.98
- ------                         -----------  ------------  --------------- -----------
  TREASURIES TRUST
  1999                         $   (.64)   $     (.02)   $        (.66)  $    10.53
  1998D                            (.29)           --             (.29)       10.63
</TABLE>
24
<PAGE>
<TABLE>
<CAPTION>
<S>                         <C>                <C>              <C>                  <C>             <C>
                                                                  RATIOS/SUPPLEMENTAL DATA
                            ---------------------------------------------------------------------------------
                                                              NET INVESTMENT
                                               EXPENSES TO   INCOME (LOSS) TO     PORTFOLIO
                                               AVERAGE NET     AVERAGE NET        TURNOVER       NET ASSETS,
  FOR THE YEAR            TOTAL RETURN(A)        ASSETS          ASSETS             RATE         END OF YEAR
  ENDED MAY 31,                (%)                 (%)             (%)               (%)         (THOUSANDS)
- -----------------           --------           ----------       ---------         --------       -----------
  GROWTH FUND
  1999                         8.46               2.32(B)         (1.49)              86        $   71,764
  1998                        18.39               2.18(B)          (.62)              57            77,173
  1997                         8.32               2.18(B)         (1.31)              84            68,717
  1996                        21.03               2.24(B)         (1.08)              63            68,306
  1995                        11.28               2.06(B)         (1.50)              91            55,191
- ------                      ---------          ------------     ----------        --------        ----------
  CAPITAL INCOME FUND
  1999                         6.57               1.34(C)           .09               79        $   13,823
  1998                        25.30               1.47(C)           .80               33            11,592
  1997                        22.43               1.77(C)          1.84               67             8,098
  1996                        17.65               2.22(C)          1.43               40             4,417
  1995                        13.08               2.05(C)           .75               65             3,031
- ------                      ---------          ------------     ----------        --------        ----------
  MULTIPLE INDEX TRUST
  1999                        17.49               1.23(E)          (.09)              35        $    5,612
  1998D                       11.99                .71(E)           .36               49             3,080
- ------                      ---------          ------------     ----------        --------        ----------
  VALUE TRUST
  1999                        17.80               4.77(GH)        (2.82)             187        $   15,587
  1998                        13.02               5.52(GH)        (3.08)             145            13,664
  1997                        20.59               5.20(GH)        (2.50)             115            13,060
  1996                         6.36               6.22(GH)        (2.67)             145             9,072
  1995                        30.70               5.79(GH)        (2.60)             220             6,490
- ------                      ---------          ------------     ----------        --------        ----------
  TREASURIES TRUST
  1999                         5.11                .87(F)          5.49              231        $    7,504
  1998D                        9.33                .84(F)          5.85                3             3,844
</TABLE>
(A) Does not reflect contingent deferred sales charge.

(B) Without fees waived by the adviser, the ratio of expenses to average net
    assets for the years ended May 31, 1999, 1998, 1997, 1996 and 1995 would
    have been 2.58%, 2.54%, 2.55%, 2.57%, and 2.60%, respectively.

(C) Without fees waived by the adviser, the ratio of expenses to average net
    assets for the years ended May 31, 1999, 1998, 1997, 1996 and 1995 would
    have been 1.94%, 2.07%, 2.38%, 2.82%, and 2.65%, respectively.

                                                                 API Trust    25
<PAGE>
(D) For the period July 2, 1997 (commencement of operations) to May 31, 1998.

(E) Without fees waived by the adviser, the ratio of expenses to average net
    assets for the years ended May 31, 1999 and 1998 would have been 2.16% and
    2.75%, respectively.

(F) Without fees waived by the adviser, the ratio of expenses to average net
    assets for the years ended May 31, 1999 and 1998 would have been 1.79% and
    2.99%, respectively.

(G) Without fees waived by the adviser, the ratio of total expenses to average
    net assets for the years ended May 31, 1999, 1998, 1997, 1996 and 1995,
    would have been 4.92%, 5.67%, 5.35%, 6.41%, and 6.34%, respectively.

(H) Excluding interest expense, the annualized ratio of operating expenses to
    average net assets for the years ended May 31, 1999, 1998, 1997, 1996 and
    1995 was 2.44% (2.60% without fee waivers), 2.54% (2.69% without fee
    waivers), 2.65% (2.80% without fee waivers), 2.68% (2.87% without fee
    waivers), and 2.39% (2.95% without fee waivers), respectively.

26
<PAGE>

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<PAGE>

                      (THIS PAGE INTENTIONALLY LEFT BLANK)
<PAGE>


<PAGE>
GENERAL INFORMATION
- --------------------------------------------------------------------------------
Shareholders may direct general inquiries to the Trust at the address or number
listed below. Inquiries regarding shareholder account information should be
directed to Shareholder Services at the address or number listed below.

TRUST
    American Pension Investors Trust
    P.O. Box 2529
    2303 Yorktown Avenue
    Lynchburg, Virginia 24501
    (800) 544-6060

SHAREHOLDER SERVICES
    API Trust
    P.O. Box 8595
    Boston, Massachusetts 02266-8595
    (888) 933-8274

    For Overnight Deliveries:
    API Trust
    66 Brooks Drive
    Braintree, Massachusetts 02184

You can obtain more information about the funds in

o the STATEMENT OF ADDITIONAL INFORMATION (SAI) dated October 1, 1999, which
  contains detailed information about the funds, particularly their investment
  policies and practices. You may not be aware of important information about
  the funds unless you read both this Prospectus and the SAI. The current SAI is
  on file with the Securities and Exchange Commission (SEC) and is incorporated
  into this Prospectus by reference (that is, the SAI is legally part of this
  Prospectus).

o the ANNUAL and SEMI-ANNUAL REPORTS TO SHAREHOLDERS, which detail the funds'
  actual investments and include financial statements as of the close of the
  particular annual or semi-annual period. Each annual report also contains a
  discussion of the market conditions and investment strategies that
  significantly affected the fund's performance during the year covered by the
  report.

To request a copy of the current SAI or copies of a fund's most recent Annual
and Semi-annual Reports, without charge, or for other inquiries, please contact
us:

        BY MAIL:  American Pension Investors Trust
                  P.O. Box 2529
                  2303 Yorktown Avenue
                  Lynchburg, Virginia 24501

        BY TELEPHONE: (800) 544-6060

Information about the funds (including the current SAI and most recent Annual
and Semi-annual Reports) is available from the SEC's web site at
http://www.sec.gov and from the SEC's Public Reference Room in Washington, D.C.
You can find out about the operation of the Public Reference Room and applicable
copying charges by calling 1-800-SEC-0330.

                                             SEC 1940 Act file number: 811-04262


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