PROFESSIONALLY MANAGED PORTFOLIOS
N-30D, 1999-05-06
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                           LIGHTHOUSE CONTRARIAN FUND

                               SEMI-ANNUAL REPORT













                                February 28, 1999
<PAGE>
March 25, 1999

Dear Shareholder,

PERFORMANCE

THE  LIGHTHOUSE  CONTRARIAN  FUND began on September  29,  1995,  with an NAV of
$12.00 and closed on March 24, 1999 at $10.45.  A capital gains  distribution of
$0.01  was  paid  on  December  31,  1998,  bringing  the  total  capital  gains
distribution  since  inception  to  $0.95.  The  annualized  total  return  from
inception  through  March 24, 1999 was 2.16%.  The total return for the 12 month
period ended February 28, 1999 was -32.68%.

INVESTING MADE SIMPLE

The beauty of today's stock market is its utter simplicity. Buy an index fund, a
handful of leading  technology stocks, a few Internet stocks and you're all set.
The rest of the  investment  universe is simply a waste of time. You can cut out
the overpaid  portfolio manager and replace him with a cost efficient  computer.
Buy your stocks online and save on brokerage commissions.  If 20% returns aren't
high enough, quit your job and day trade.

Don't be frightened by record valuations for the market's "leaders".  Large size
and liquidity are all that matter. An eager baby boomer or foreign investor will
always be willing to buy your stock at a higher price.

Best of  all,  above-average  returns  come  relatively  risk-free.  After  all,
inflation is dead, interest rates will stay low, and the business cycle has been
buried.  The largest  technology trees (Dell,  Cisco,  Microsoft,  et. al.) face
little  competition  and will  grow to the  sky.  The  Internet  is not only the
greatest  invention since the printing press,  but a perpetual money machine for
investors.  Bear markets are all but impossible  with Alan  Greenspan  ready and
willing to step in and save the day.

No,  this is not an E*Trade  commercial.  In our view,  this is the  fantasyland
which many investors live in today.  Fortunately,  the current  delusion creates
tremendous opportunities for the rational,  disciplined,  and patient contrarian
investor.

CONVENTIONAL WISDOM

As the late Malcolm Forbes used to say, "Conventional wisdom seldom is". Once an
idea or future event becomes  widely  accepted,  it deserves to be challenged by
contrary thinking.

A good example was the consensus view of the late 1980s and early 1990s that the
U.S. had lost its  competitiveness in the world economy.  The popular media told
us  repeatedly  that  Japan was on the rise and  America  was in  decline.  Ravi
Batra's THE GREAT DEPRESSION OF 1990 was a best seller.  Several movies captured
America's  inferiority  complex towards Japan.  Portfolio  managers raised cash,
focused on  takeovers,  and sold  growth  stocks.  Technology  stocks  became so
depressed  that many  traded  for  little  more  than the cash on their  balance
sheets. The conventional  wisdom was not only wrong, but the polar opposite view
proved uncannily accurate.

Why is the  majority  so often so wrong,  especially  at major  turning  points?
First, mass preparation for a future event prevents that event from occuring. If
an industry is booming and expects the boom to  continue,  it adds  capacity and
attracts  competition.  When mutual fund managers anticipate a bear market, they
raise cash, thus cushioning any downturn.  Second,  a crowd loses its ability to
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

reason.  It gets  carried  away and  extrapolates  current  trends to a level of
absurdity.  For example,  Dell  Computer  has  achieved  near cult status due to
flawless  execution and market share gains.  At its peak,  Dell was valued at 13
times  what we  believe  they could  earn if they  captured  the  entire  global
personal computer industry.  This might be a reasonable  valuation for the whole
computer  industry,  a  highly-competitive  commodity  business  with no revenue
growth.  It is an outrageous  price to pay for one company that hopes to capture
25% of that industry over the next five years.

For  contrarians,   opportunity  is  directly  proportional  to  the  amount  of
conventional  wisdom.  Today,  this is at a level not seen since the period from
1980-82,  the beginning of the great bull market for financial  assets. In fact,
it strikes us how the consensus view today is almost completely opposite.

<TABLE>
<CAPTION>
             1980-1982                                               1998-1999
             ---------                                               ---------
<S>                                                     <C>
Economy sick - rolling recessions                       Economy sound - long expansions

Inflation - double digit forever                        Inflation dead

Equities dead - market timing in vogue                  "Buy and hold" equities forever

Bonds yielding 14% - "instruments of confiscation"      Bonds yielding 5 1/2% - safe long term investments

Federal Reserve - doing terrible job                    Federal Reserve - doing terrific job

Gold at $800.00/oz. - important inflation hedge         Gold at $300.00/oz. - dead asset

Large companies - stodgy                                Large companies - world beaters

Small companies - best growth opportunities             Small companies - too illiquid

Commodities - scarce resources, inflation hedges        Commodities - abundant resources

Fringe element - survivalists planning Armageddon       Fringe element - "new economy" optimists
</TABLE>

OPPORTUNITY #1: U.S. STOCK MARKET

The  largest  U.S.  stock  market  indexes  show  all  the  signs  of a  classic
speculative mania:

1.   PARABOLIC  RISE IN PRICES - The Dow Jones  Industrials  Average has climbed
     thirteen-fold  since August 1982.  This surpasses the greatest bull markets
     of the century.  The 1921-29 bull saw Dow rise six times.  The 1949-66 bull
     markets  increased  almost 11 times.  Parabolic  rises  are  driven  not by
     fundamentals, but sheer momentum, and are never sustainable.

2.   EXTREME  VALUATIONS - The total U.S. stock market is valued at over 165% of
     GDP (about 180% if stock options are  included).  This compares to the 1929
     peak of 81% and the 1968  peak of 78%.  More  recently,  the 1989  Japanese
     bubble reached  roughly 150% of GDP before  dropping 65% over the next nine
     years.  The S&P 500  trades  at  nearly 30 times  earnings  compared  to an
     historic norm of 15 times. The  technology-heavy  NASDAQ trades at over 100
     times earnings.

3.   STRONG PUBLIC PARTICIPATION/SPECULATION - Ten years ago, with the Dow under
     2500,  individuals were net sellers of mutual funds. Today, they seem to be
     pouring their life savings into funds. Day trading, jumping on hot Internet
     initial public offerings, and chasing stock splits are all signs of intense
     speculation.

2
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

4.   RATIONALIZATIONS  FOR A  CONTINUATION  OF THE  BOOM  - In  order  for  most
     investors  to  ignore  the  obvious  risks  of a  mania,  there  must  be a
     justification.  The simpler, the better. Many believe in the existence of a
     "new  economy",  in  which  technology-driven  productivity  gains  and  an
     omniscient  Fed  will  keep  inflation  at  bay  and  the  economy  perking
     indefinitely.  Others believe  demographics  favor financial  assets for at
     least another ten years. Similar rationalizations were heard at other stock
     market tops, including the U.S. in 1929 and 1968, and Japan in 1989.

When this bubble bursts, the damage will be substantial.  We believe we are well
positioned to benefit with long term put options (LEAPs) on semiconductor stocks
(Applied Material, Micron Technology,  and Intel), banking stocks (Citigroup and
BankAmerica), and the S&P 500.

OPPORTUNITY #2: SMALL CAP STOCKS VS. LARGE CAP STOCKS

As  speculators  have turned to large cap and Internet  stocks,  the rest of the
market has been neglected. Last year, the difference between the S&P 500's 28.6%
return and the  small-cap  Russell  2000  index's  negative  2.6% return was the
biggest on record.

Smaller  companies  are now as  cheap  as they  have  been,  relative  to  large
companies,  in at least  the  past 40  years.  One  time-tested  measure  is the
relative  price-earnings ratio of the S&P 500 and the stocks held in the T. Rowe
Price New Horizons Fund, the granddaddy of small cap funds. Normally, its faster
growing small companies command a higher P/E than large caps. Yet, at the end of
1998, for just the third time in 38 years,  the average P/E of the fund was at a
discount  (92% of the S&P's P/E),  based on  12-month  estimated  earnings.  The
relative valuations today are the lowest in the fund's history.

We think  that  the  Lighthouse  Contrarian  Fund is also a good  proxy  for the
relative  bargains in the small cap universe.  The non-gold holdings in the Fund
trade for about 15 times  expected  earnings  with roughly 25% earnings  growth.
This compares to the S&P 500,  which trades at 27 times  expected  earnings with
only 7% earnings growth.

It is important to note that small caps have been cheaper on an ABSOLUTE  basis.
This is still a bubble and small cap stocks will likely go down with the rest of
the market.  The  opportunity  here is that small caps should fall LESS than the
large cap and Internet  stocks that are  over-owned  by  portfolio  managers and
individual investors.

The Fund has a 70% position in mostly small and mid cap stocks.  We also own put
options on the  Russell  2000 and S&P 500 which  should  help to  cushion  these
stocks from a broad market decline.

OPPORTUNITY #3: GOLD

After enduring a 19 year bear market,  gold is an asset on ly a contrarian could
love. It is an insurance policy in a world where risk is being underestimated by
most  investors.  Gold is also a store of value in a world that we  believe  has
misplaced its faith in paper currencies.

We are well  positioned  with a 9%  weighting in gold mining  stocks,  which are
actually  leveraged  to the  price  of  gold.  While  we  cannot  predict  price
movements, we estimate an increase from the current $2.85/oz. To $3.50/oz.
could result in a more than doubling of many gold mining stocks.

OPPORTUNITY #4: COMMODITIES

Commodity  prices have  dropped  precipitously  over the past three years due to
over-capacity, weak demand from Asia and emerging markets, and a general lack of
inflation fears.  Prices, as measured by the CRB Index, hit 24-year lows earlier

                                                                               3
<PAGE>
this year. In the past year alone,  coffee is down 37%; sugar, 46%; natural gas,
23%;  wheat,  25%; and steel,  43%. Out of 27 commodities we track,  21 are down
over the past year.

Many commodities now sell below the cost of production, forcing producers to cut
back on adding new  capacity.  Downward  pressure on prices will abate as supply
and  demand  come  into  balance.  The  Fund  has  roughly  an 18%  position  in
commodity-related stocks, primarily in the energy sector.

FINAL THOUGHTS

We have  made a number  of  tactical  changes  since  the end of 1998 to  better
position  the Fund for the  road  ahead.  Although  it is  still  early,  we are
encouraged by recent results.

Thank you for your continued patience and support.  We are highly confident that
we will all be rewarded for staying  true to our  contrarian  discipline  during
these  extraordinary  times.  Please feel free to call us at 713-688-6881 if you
have any questions concerning the investment decisions being made in your Fund.

Sincerely,

/s/ Lanny Barbee                                     /s/ Kevin P. Duffy

Lanny Barbee                                         Kevin P. Duffy
Portfolio Manager                                    Investment Strategist

4
<PAGE>
SCHEDULE OF INVESTMENTS AT FEBRUARY 28, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------
  Shares      COMMON STOCKS: 82.6%                                  Market Value
- --------------------------------------------------------------------------------
               AEROSPACE/DEFENSE EQUIPMENT: 1.9%
    18,000     BE Aerospace, Inc.*................................  $   265,500
                                                                    -----------

               CAPITAL GOODS:  0.4%
    10,000     3D Systems Corp.*..................................       63,750
                                                                    -----------

               CONSUMER GOODS - APPAREL: 8.8%
    10,000     Jones Apparel Group, Inc.*.........................      279,375
    18,000     Nautica Enterprises, Inc.*.........................      270,000
    19,000     Oshkosh B'Gosh, Inc., Class A......................      361,000
    10,000     Quiksilver, Inc.*..................................      339,375
                                                                    -----------
                                                                      1,249,750
                                                                    -----------

               CONSUMER GOODS - CONSUMER PRODUCTS: 1.5%
    13,000     Helen of Troy Ltd.*................................      181,188
     3,100     Polk Audio, Inc.*..................................       32,550
                                                                    -----------
                                                                        213,738
                                                                    -----------

               CONSUMER GOODS - RESTAURANTS: 0.5%
     8,000     Lone Star Steakhouse and Saloon, Inc.*.............       72,500
                                                                    -----------

               CONSUMER GOODS - RETAIL, APPAREL: 0.7%
    15,000     Paul Harris Stores, Inc.*..........................       97,500
                                                                    -----------

               CONSUMER GOODS - RETAIL, MAIL ORDER: 5.4%
    25,200     Lands' End, Inc.*..................................      763,875
                                                                    -----------

               CONSUMER GOODS - RETAIL, SPECIALTY: 6.9%
    15,000     Claire's Stores, Inc...............................      330,937
    32,000     Good Guys, Inc.*...................................      115,000
    36,000     REX Stores Corp.*..................................      463,500
     5,000     Toys "R" Us, Inc.*.................................       70,625
                                                                    -----------
                                                                        980,062
                                                                    -----------
               CONSUMER GOODS - TOBACCO: 2.9%
     4,400     Philip Morris Companies, Inc.......................      172,150
     9,000     RJR Nabisco Holdings Corp..........................      245,813
                                                                    -----------
                                                                        417,963
                                                                    -----------

See accompanying Notes to Financial Statements.

                                                                              5
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

SCHEDULE OF INVESTMENTS AT FEBRUARY 28, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------
  Shares                                                            Market Value
- --------------------------------------------------------------------------------
               DATA PROCESSING/MANAGEMENT: 1.3%
     8,500     Documentum, Inc.*..................................  $   181,688
                                                                    -----------

               ENERGY - OIL, SECONDARY: 12.0%
    14,000     Anadarko Petroleum Corp............................      385,000
    16,000     Barrett Resources Corp.*...........................      263,000
    40,000     Basin Exploration, Inc.*...........................      350,000
    13,000     Benton Oil and Gas Company*........................       39,812
    34,000     Nuevo Energy Company*..............................      238,000
    28,000     Plains Resources, Inc.*............................      259,000
    20,000     Pogo Producing Company.............................      185,000
                                                                    -----------
                                                                      1,719,812
                                                                    -----------
               ENERGY - SEISMIC: 0.6%
    27,000     Mitcham Industries, Inc.*..........................       89,437
                                                                    -----------

               FERTILIZERS: 1.6%
     4,000     Potash Corp........................................      226,750
                                                                    -----------

               FOOD: 0.9%
     3,500     Suiza Foods Corp...................................      129,500
                                                                    -----------

               HEALTH CARE - BIOTECHNOLOGY: 1.5%
    60,000     Xoma Corp.*........................................      210,000
                                                                    -----------

               HEALTH CARE - PHARMACEUTICALS: 4.3%
    28,000     ICN Pharmaceuticals, Inc...........................      612,500
                                                                    -----------

               HUMAN RESOURCES: 2.1%
     6,800     Labor Ready, Inc.*.................................      191,675
     6,600     Remedy Temp, Inc.*.................................      104,775
                                                                    -----------
                                                                        296,450
                                                                    -----------
               MEDICAL INSTRUMENTS: 2.0%
    11,500     Collagen Aesthetics, Inc...........................      128,656
     6,300     St. Jude Medical, Inc.*............................      158,288
                                                                    -----------
                                                                        286,944
                                                                    -----------

See accompanying Notes to Financial Statements.

6
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

SCHEDULE OF INVESTMENTS AT FEBRUARY 28, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------
  Shares                                                            Market Value
- --------------------------------------------------------------------------------
               PRECIOUS METALS - GOLD MINING: 11.4%
    48,000     Barrick Gold Corp..................................  $   849,000
    25,000     Battle Mountain Gold Company*......................       84,375
    34,000     Newmont Mining Corp................................      586,500
    10,000     Placer Dorne, Inc..................................      109,375
                                                                    -----------
                                                                      1,629,250
                                                                    -----------

               REAL ESTATE INVESTMENT: 1.2%
     6,500     Public Storage, Inc................................      165,750
                                                                    -----------

               RETIREMENT/AGED CARE: 1.4%
     9,000     CareMatrix Corp......................................    198,000
                                                                    -----------

               TECHNOLOGY - SEMICONDUCTORS: 1.0%
     2,700     SDL, Inc.*...........................................    147,150
                                                                    -----------

               TECHNOLOGY - SOFTWARE: 7.4%
    30,000     Informix Corp.*......................................    262,500
    26,000     Progress Software Corp.*.............................    799,500
                                                                    -----------
                                                                      1,062,000
                                                                    -----------

               TELECOMMUNICATIONS EQUIPMENT: 1.2%
    20,000     Premisys Communications, Inc.*.......................    165,000
                                                                    -----------

               TRANSPORTATION - TRUCK: 3.6%
    22,200     American Freightways Corp.*..........................    346,181
     4,000     CNF Transportation, Inc..............................    169,000
                                                                    -----------
                                                                        515,181
                                                                    -----------

               Total Common Stocks (cost $12,251,463)............... 11,760,050
                                                                    -----------

See accompanying Notes to Financial Statements.

                                                                               7
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

SCHEDULE OF INVESTMENTS AT FEBRUARY 28, 1999 (UNAUDITED), CONTINUED
- --------------------------------------------------------------------------------
Principal
 Amount        REPURCHASE AGREEMENT: 7.8%                           Market Value
- --------------------------------------------------------------------------------
$1,107,000     Firstar Bank Repurchase Agreement, 3.5%, dated
               2/26/1999, due 3/1/1999, collateralized by
               $1,145,000 GNMA, 7.0%, due 3/20/2024 (proceeds
               $1,107,323) (cost $1,107,000)......................  $ 1,107,000
                                                                    -----------

               Total Investment in Securities (cost $13,380,657+):
                 90.3%............................................   12,867,050
                                                                    -----------

               LONG EQUITY OPTIONS: 1.1%
- --------------------------------------------------------------------------------

Contracts      Common Stocks / Expiration Date / Exercise Price
- ---------      ------------------------------------------------

    60         Applied Materials, Inc. / January 40 Puts..........       22,125
    20         BankAmerica Corp. / January 75 Puts................       28,875
    30         CitiCorp / January 65 Puts.........................       33,000
    25         Intel Corp. / January 110 Puts.....................       31,875
    70         Micron Technology, Inc. / January 40 Puts..........       36,313
                                                                    -----------
               Total Long Equity Options (cost $144,366)..........      152,188
                                                                    -----------

               LONG INDEX OPTIONS: 9.3%
- --------------------------------------------------------------------------------
Contracts      Index / Expiration Date / Exercise Price
- ---------      ----------------------------------------

    46         Russell 2000 Index / March 440 Puts................      213,325
    99         Russell 2000 Index / June 440 Puts.................      473,962
    75         S&P 500 Index / June 1250 Puts.....................      533,438
   240         S&P 500 Index LEAP / December 105 Puts.............      112,500
                                                                    -----------

               Total Long Index Options (cost $1,657,600).........    1,333,225
                                                                    -----------

               Total Put Options Purchased (cost $1,801,966):
               10.4%..............................................    1,485,413
               Liabilities in excess of Other Assets: (0.7%)......     (100,744)
                                                                    -----------
               TOTAL NET ASSETS: 100.0% ..........................  $14,251,719
                                                                    ===========

*Non-income producing security.

+At February 28, 1999, the cost of the  investments for Federal tax purposes was
the same as the basis  for  financial  reporting.  Unrealized  appreciation  and
depreciation of investments were as follows:

     Gross unrealized appreciation .....................       $ 2,514,843
     Gross unrealized depreciation .....................        (3,345,003)
                                                               -----------
           Net unrealized depreciation .................       $  (830,160)
                                                               ===========

See accompanying Notes to Financial Statements.

8
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

STATEMENT OF ASSETS AND LIABILITIES AT FEBRUARY 28, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------
ASSETS
  Investments in securities, at value (cost $13,380,657) ........  $ 12,867,050
  Cash ..........................................................         6,416
  Put options purchased (cost $1,801,966) .......................     1,485,413
  Receivables:
    Investment securities sold ..................................        13,247
    Dividends and interest ......................................         2,671
    Fund shares sold ............................................         2,073
  Deferred organization costs ...................................        10,608
  Other assets ..................................................        28,636
                                                                   ------------
      Total assets ..............................................    14,416,114
                                                                   ------------

LIABILITIES
  Payables:
    Advisory fees ...............................................         7,479
    Administration fee ..........................................         2,076
    Distribution fees ...........................................        19,230
    Fund shares redeemed ........................................        25,931
    Investment securities purchased .............................        93,070
  Accrued expenses ..............................................        16,609
                                                                   ------------
      Total liabilities .........................................       164,395
                                                                   ------------

NET ASSETS ......................................................  $ 14,251,719
                                                                   ============

NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE
  ($14,251,719/1,427,468 shares outstanding;
  unlimited number of shares authorized without par value) ......  $       9.98
                                                                   ============

COMPONENTS OF NET ASSETS
  Paid-in capital ...............................................  $ 21,473,464
  Accumulated net investment loss ...............................       (34,092)
  Accumulated net realized loss on investments ..................    (6,357,493)
  Net unrealized depreciation on investments ....................      (830,160)
                                                                   ------------
       Net assets ...............................................  $ 14,251,719
                                                                   ============

See accompanying Notes to Financial Statements.

                                                                               9
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

STATEMENT OF OPERATIONS - FOR THE SIX MONTHS ENDED FEBRUARY 28, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------
INVESTMENT INCOME
  Income
    Interest ....................................................   $   168,977
    Dividends ...................................................        61,919
                                                                    -----------
        Total income ............................................       230,896
                                                                    -----------

  Expenses
    Advisory fees ...............................................       119,716
    Distribution fees ...........................................        23,943
    Administration fee ..........................................        14,950
    Registration fees ...........................................        12,424
    Fund accounting fees ........................................        11,847
    Transfer agent fees .........................................         7,931
    Audit fee ...................................................         7,687
    Custody fees ................................................         6,215
    Reports to shareholders .....................................         4,209
    Legal fees ..................................................         3,367
    Amortization of deferred organization costs .................         3,316
    Miscellaneous ...............................................         3,043
    Trustee fees ................................................         3,005
    Insurance fee ...............................................         1,140
                                                                    -----------
      Total expenses ............................................       222,793
      Less: expenses reimbursed .................................       (31,249)
      Add: dividends paid on short sales ........................        17,210
                                                                    -----------
      Net expenses ..............................................       208,754
                                                                    -----------
        NET INVESTMENT INCOME ...................................        22,142
                                                                    -----------

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
    Net realized loss from security transactions ................    (3,458,581)
    Net realized loss from short sale transactions ..............      (329,476)
    Net realized loss on put options purchased ..................      (626,516)
    Net change in unrealized depreciation on investments ........     2,977,251
                                                                    -----------
      Net realized and unrealized loss on investments ...........    (1,437,322)
                                                                    -----------
        NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS ....   $(1,415,180)
                                                                    ===========

See accompanying Notes to Financial Statements.

10
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
                                                                 Six Months             Year
                                                                    Ended               Ended
                                                             February 28, 1999#    August 31, 1998
                                                             ------------------    ---------------

INCREASE IN NET ASSETS FROM:
OPERATIONS
<S>                                                             <C>                <C>
   Net investment income .................................      $     22,142       $     23,913
   Net realized (loss) gain from security transactions ...        (3,458,581)         2,686,781
   Net realized loss from short sale transactions ........          (329,476)        (2,992,648)
   Net realized loss on put options purchased ............          (626,516)        (1,378,054)
   Net change in unrealized depreciation on investments ..         2,977,251         (7,371,821)
                                                                ------------       ------------
      NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS        (1,415,180)        (9,031,829)
                                                                ------------       ------------

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
   Net investment income .................................           (16,726)        (1,274,545)
                                                                ------------       ------------

CAPITAL SHARE TRANSACTIONS
   Net (decrease)  increase in net assets derived from net
     change in outstanding shares (a) ....................        (6,059,566)         1,585,523
                                                                ------------       ------------
      TOTAL DECREASE IN NET ASSETS .......................        (7,491,472)        (8,720,851)


NET ASSETS
   Beginning of  period ..................................        21,743,191         30,464,042
                                                                ------------       ------------
END OF PERIOD ............................................      $ 14,251,719       $ 21,743,191
                                                                ============       ============
</TABLE>

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

<TABLE>
<CAPTION>
                                                       Six Months                   Year
                                                         Ended                      Ended
                                                   February 28, 1999#          August 31, 1998
                                                ------------------------   -----------------------
                                                 Shares        Value        Shares        Value
                                                 ------        -----        ------        -----
<S>                                             <C>         <C>            <C>         <C>
Shares sold .................................     67,586    $   724,141     505,849    $ 7,844,256
Shares issued in reinvestment of distribution      1,589         16,385      81,339      1,271,330
Shares redeemed .............................   (644,834)    (6,800,092)   (516,994)    (7,530,063)
                                                --------    -----------      ------    -----------
Net (decrease) increase .....................   (575,659)   $(6,059,566)     70,194    $ 1,585,523
                                                ========    ===========      ======    ===========
</TABLE>

#Unaudited.

See accompanying Notes to Financial Statements.

                                                                              11
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

FINANCIAL HIGHLIGHTS
FOR A CAPITAL SHARE OUTSTANDING THROUGHOUT EACH PERIOD
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
                                                Six Months        Year Ended August 31,    September 29, 1995*
                                                   Ended        -----------------------          through
                                            February 28, 1999#    1998             1997      August 31, 1996
                                            ------------------    ----             ----      ---------------
<S>                                               <C>            <C>              <C>            <C>
Net asset value, beginning of period........      $10.85         $15.76           $13.57         $12.00
                                                  ------         ------           ------         ------

Income from investment operations:
      Net investment income (loss)..........        0.01           0.01             0.05          (0.09)
      Net realized and unrealized (loss)
         gain on investments................       (0.87)         (4.31)            2.41           1.72
                                                  ------         ------           ------         ------
Total from investment operations............       (0.86)         (4.30)            2.46           1.63
                                                  ------         ------           ------         ------
Less distributions:
      From investment income................       (0.01)         (0.61)           (0.27)         (0.06)
                                                  ------         ------           ------         ------
Net asset value, end of period..............      $ 9.98         $10.85           $15.76         $13.57
                                                  ======         ======           ======         ======

Total return................................       (7.93)%       (28.46)%          18.22%         13.67%

Ratios/supplemental data:

Net assets, end of period (millions)........      $ 14.3         $ 21.7           $ 30.5         $ 14.0

Ratio of expenses to average net assets:
      Before expense reimbursement..........        2.51%+         2.13%            2.24%          2.95%+
      After expense reimbursement...........        2.18%+         2.00%            2.00%          2.00%+

Ratio of net investment income (loss) to
  average net assets:
      Before expense reimbursement..........       (0.10)%+       (0.06)%          (0.13)%        (2.14)%+
      After expense reimbursement...........        0.23%+         0.08%            0.11%         (1.19)%+

Portfolio turnover rate.....................       61.63%         44.09%           21.94%         20.56%
</TABLE>

#Unaudited.

*Commencement of operations.

+Annualized.

See accompanying Notes to Financial Statements.

12
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

NOTES TO FINANCIAL STATEMENTS AT FEBRUARY 28, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------
NOTE 1 - ORGANIZATION

     The  Lighthouse  Contrarian  Fund (the "Fund") is a  diversified  series of
shares  of  beneficial  interest  of  Professionally   Managed  Portfolios  (the
"Trust"),  which is  registered  under the  Investment  Company Act of 1940 (the
"1940  Act") as an  open-end  management  investment  company.  The  Fund  began
operations on September  29, 1995.  The  investment  objective of the Fund is to
seek growth of capital.  The Fund seeks to achieve its  objective  by  investing
primarily in equity  securities.  Prior to November 12, 1997, the Fund was known
as the Lighthouse Growth Fund.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

     The following is a summary of significant  accounting policies consistently
followed by the Fund.  These policies are in conformity with generally  accepted
accounting principles.

     A.   SECURITY  VALUATION.  Investments  in securities  traded on a national
          securities  exchange or included in the NASDAQ  National Market System
          are valued at the last  reported  sales  price at the close of regular
          trading on the last business day of the period;  securities  traded on
          an  exchange  or NASDAQ  for which  there have been no sales and other
          over-the-counter securities are valued at the last reported bid price.
          Securities for which  quotations are not readily  available are valued
          at their  respective  fair values as  determined  in good faith by the
          Board of Trustees.  Short-term  investments are stated at cost,  which
          when combined with accrued interest, approximates market value.

     B.   FEDERAL INCOME TAXES. The Fund intends to comply with the requirements
          of the  Internal  Revenue  Code  applicable  to  regulated  investment
          companies  and  to  distribute  all  of  its  taxable  income  to  its
          shareholders. Therefore, no federal income tax provision is required.

     C.   SECURITY  TRANSACTIONS,  INVESTMENT  INCOME AND  DISTRIBUTIONS.  As is
          common in the industry, security transactions are accounted for on the
          trade date. The cost of securities  owned on realized  transactions is
          relieved  on  a  first-in,   first-out  basis.   Dividend  income  and
          distributions to shareholders are recorded on the ex-dividend date.

     D.   DEFERRED  ORGANIZATION  COSTS.  All of the  expenses  incurred  by the
          Advisor in connection with the  organization  and  registration of the
          Fund's  shares  will be borne by the Fund and are being  amortized  to
          expense on a straight-line basis over a period of five years.

     E.   USE  OF  ESTIMATES.   The  preparation  of  financial   statements  in
          conformity  with generally  accepted  accounting  principles  requires
          management to make estimates and assumptions  that affect the reported
          amounts  of  assets  and  liabilities  at the  date  of the  financial
          statements. Actual results could differ from those estimates.

NOTE 3 - COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS

     For the six months ended February 28, 1999,  Lighthouse Capital Management,
Inc. (the "Advisor") provided the Fund with investment management services under
an Investment Advisory  Agreement.  The Advisor furnished all investment advice,
office  space,  facilities,  and most of the  personnel  needed by the Fund.  As
compensation for its services,  the Advisor was entitled to a monthly fee at the
annual rate of 1.25% based upon the  average  daily net assets of the Fund.  For
the six months ended February 28, 1999,  the Fund incurred  $119,716 in Advisory
fees.

                                                                              13
<PAGE>
     The Fund is  responsible  for its own operating  expenses.  The Advisor has
agreed to limit the Fund's total  expenses to not more than 2.00% of average net
assets annually. Any such reductions made by the Advisor in its fees or payments
or  reimbursement  of expenses  which are the Fund's  obligation  are subject to
reimbursement by the Fund provided the Fund is able to effect such reimbursement
and remain in compliance with applicable  limitations.  For the six months ended
February 28, 1999, the Advisor reimbursed the Fund in the amount of $31,249. The
Fund may reimburse its Advisor,  pursuant to this  agreement,  in later years in
which  operating  expenses  for the  portfolio  are  less  than  the  applicable
percentage  limitation,  set forth  previously for any such year. As of February
28, 1999, the cumulative  expense  reimbursement from the Advisor to the Fund is
$191,629.

     Investment Company Administration, L.L.C. (the "Administrator") acts as the
Fund's  Administrator  under  an  Administration  Agreement.  The  Administrator
prepares various federal and state regulatory  filings,  reports and returns for
the Fund;  prepares  reports  and  materials  to be  supplied  to the  trustees;
monitors the activities of the Fund's custodian, transfer agent and accountants;
coordinates  the preparation and payment of Fund expenses and reviews the Fund's
expense accruals.  For its services, the Administrator receives a monthly fee at
the following annual rate:

      Under $15 million       $30,000
      $15 to $50 million      0.20% of average daily net assets
      $50 to $100 million     0.15% of average daily net assets
      $100 to $150  million   0.10% of average daily net assets
      Over $150 million       0.05% of average daily net assets.

     For the six months ended  February 28, 1999,  the Fund incurred  $14,950 in
Administration fees.

     First  Fund  Distributors,  Inc.  (the  "Distributor")  acts as the  Fund's
principal  underwriter in a continuous public offering of the Fund's shares. The
Distributor is an affiliate of the Administrator.

     Certain  officers  and  trustees  of the  Trust  are also  officers  and/or
directors of the Administrator and the Distributor.

NOTE 4 - DISTRIBUTION PLAN

     The Fund has adopted a Distribution  Plan (the "Plan"),  in accordance with
Rule 12b-1,  under the 1940 Act. The Plan  provides that the Fund will pay a fee
to the Advisor as  Distribution  Coordinator at an annual rate of up to 0.25% of
the average daily net assets of the Fund.  The Plan allows that approved  excess
distribution  costs can be  resubmitted by the  Distribution  Coordinator in the
future years, up to a maximum of three subsequent fiscal years following initial
submission.  No such excess costs were incurred during the current period ended.
The Fund paid  $23,943 in  distribution  costs to the  Advisor as the  appointed
Distribution Coordinator for the six months ended February 28, 1999.

NOTE 5 - REPURCHASE AGREEMENTS

     The Fund may enter into repurchase  agreements  with government  securities
dealers  recognized  by the Federal  Reserve  Board,  with  member  banks of the
Federal  Reserve  System or with such other  brokers  or  dealers  that meet the
credit  guidelines  established  by the Board of Trustees.  The Fund will always
receive and maintain,  as collateral,  securities whose market value,  including
accrued  interest,  will be at least equal to 100% of the dollar amount invested
by the  Fund  in each  agreement,  and the  Fund  will  make  payment  for  such

14
<PAGE>
securities  only upon physical  delivery or upon evidence of book entry transfer
to the account of the custodian.  To the extent that any repurchase  transaction
exceeds one business day, the value of the collateral is  marked-to-market  on a
daily basis to ensure the adequacy of the collateral.

     If the seller  defaults  and the value of the  collateral  declines,  or if
bankruptcy proceedings are commenced with respect to the seller of the security,
realization of the collateral by the Fund may be delayed or limited.

NOTE 6 - PURCHASES AND SALES OF SECURITIES

     For the six months ended  February 28, 1999,  the cost of purchases and the
proceeds  from sales of  securities,  other than  short-term  investments,  were
$13,795,162 and $10,940,137, respectively.

     Purchased  options  transactions  during the six months ended  February 28,
1999 are summarized as follows:

                                                           Put Options Purchased
                                                           ---------------------
     Options outstanding, beginning of period ..............   $ 1,072,887
     Options purchased .....................................     2,312,301
     Options closed ........................................    (1,230,380)
     Options exercised .....................................            --
     Options expired .......................................      (352,843)
                                                               -----------
     Options outstanding at February 28, 1999 ..............     1,801,965
     Unrealized depreciation at February 28, 1999 ..........      (316,552)
                                                               -----------
     Market value of options at February 28, 1999 ..........   $ 1,485,413
                                                               ===========

     Average fair market value of options for the
       six months ended February 28, 1999 ..................   $ 2,011,982
                                                               ===========


     Net trading losses on options for the  six months
       ended February 28, 1999 .............................   $  (626,516)
                                                               ===========

                                                                              15
<PAGE>
                                     Advisor
                       LIGHTHOUSE CAPITAL MANAGEMENT, INC.
                         10000 Memorial Drive, Suite 660
                              Houston, Texas 77024
                                 (713) 688-6881
                        Account Inquiries (800) 282-2340

                                   Distributor
                          FIRST FUND DISTRIBUTORS, INC.
                      4455 East Camelback Road, Suite 261E
                             Phoenix, Arizona 85018

                                    Custodian
                               FIRSTAR BANK, N.A.
                                425 Walnut Street
                             Cincinnati, Ohio 45202

                     Transfer and Dividend Disbursing Agent
                          AMERICAN DATA SERVICES, INC.
                                  P.O. Box 5536
                         Hauppauge, New York 11788-0132

                                    Auditors
                                ERNST & YOUNG LLP
                      725 South Figueroa Street, 6th Floor
                          Los Angeles, California 90071

                                  Legal Counsel
                      PAUL, HASTINGS, JANOFSKY & WALKER LLP
                        345 California Street, 29th Floor
                         San Francisco, California 94104

  This report is intended  for  shareholders  of the Fund and may not be used as
  sales literature unless preceded or accompanied by a current prospectus.

  Past  performance  results  shown in this report  should not be  considered  a
  representation of future  performance.  Share price and returns will fluctuate
  so that shares,  when redeemed,  may be worth more or less than their original
  cost.  Statements  and other  information  herein are dated and are subject to
  change.


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