SMITH HAYES TRUST INC
N-30D, 1997-02-26
Previous: SMITH HAYES TRUST INC, NSAR-A, 1997-02-26
Next: MUNICIPAL SECURITIES TRUST 64TH DISCOUNT SERIES, 24F-2NT, 1997-02-26



                                 LANCASTER FUNDS


                                CAPITAL BUILDER
                                  CONVERTIBLE
                               CRESTONE SMALL CAP
                            GOVERNMENT/QUALITY BOND

                               SEMI-ANNUAL REPORT
                               DECEMBER 31, 1996


<PAGE>

           Schedule of Investments
               Capital Builder Fund.....................................   1
               Convertible Fund.........................................   4
               Crestone Small Cap Fund..................................   7
               Government/Quality Bond Fund.............................  11


           Statement of Assets and Liabilities..........................  12


           Statement of Operations......................................  13


           Statements of Changes in Net Assets
               Capital Builder Fund.....................................  14
               Convertible Fund.........................................  14
               Crestone Small Cap Fund..................................  15
               Government/Quality Bond Fund.............................  15


           Financial Highlights
               Capital Builder Fund.....................................  16
               Convertible Fund.........................................  17
               Crestone Small Cap Fund Investor Shares..................  18
               Crestone Small Cap Fund Select Shares....................  19
               Government/Quality Bond Fund.............................  20


           Notes to Financial Statements................................  21

<PAGE>

                             SMITH HAYES TRUST, INC.
                             SCHEDULE OF INVESTMENTS
                                DECEMBER 31,1996
                                   (Unaudited)

                              CAPITAL BUILDER FUND

                                                    PERCENT OF                 
                                                    NET ASSETS           MARKET
    SHARES                  COMMON STOCK                84.58%           VALUE
    ------                  ------------                ------           -----

                      Electrical Equipment               4.52%
                      --------------------               -----
   6,000         Duracell International, Inc.                           419,250
                                                                        -------

               Electronics                               6.94%
               -----------                               -----
   4,000         General Electric Company                               395,500
   7,000         Molex, Inc.*                                           249,375
                                                                        -------
                                                                        644,875
                                                                        -------
               Entertainment/Leisure                     3.54%
               ---------------------                     -----
   7,000         Harley-Davidson, Inc.                                  329,000
                                                                        -------

               Financial Services                        8.99%
               ------------------                        -----
   3,000         Chase Manhattan Corporation                            267,750
   2,700         Federal Home Loan Mortgage Corporation                 297,338
   1,000         Wells Fargo & Company                                  269,750
                                                                        -------
                                                                        834,838
                                                                        -------
               Food-Processing                           3.48%
               ---------------                           -----
   6,500         Conagra, Inc.                                          323,375
                                                                        -------

               Household Products/Wares                  6.77%
               ------------------------                  -----
  12,000         Newell Company                                         378,000
   9,000         Libbey, Inc*                                           250,875
                                                                        -------
                                                                        628,875
                                                                        -------
               Insurance                                 5.13%
               ---------                                 -----
   9,700         Integon Corporation                                    172,175
   3,000         MBIA, Inc.*                                            303,750
                                                                        -------
                                                                        475,925
                                                                        -------
               Iron/Steel                                3.41%
               ----------                                -----
  17,250         Kentucky Electric Steel, Inc.*                          99,188
  12,000         Worthington Industries, Inc.                           217,500
                                                                        -------
                                                                        316,688
                                                                        -------
               Machine-Diversified                       6.22%
               -------------------                       -----
   6,100         Briggs & Stratton Corporation                          268,400
   7,500         Thermo Electron Corporation*                           309,375
                                                                        -------
                                                                        577,775
                                                                        -------
               Manufacturing                             7.30%
               -------------                             -----
   4,000         Eastman Kodak Company                                  321,000
  14,000         Pall Corporation                                       357,000
                                                                        -------
                                                                        678,000
                                                                        -------
               Office/Business                           3.87%
               ---------------                           -----
   6,600         Pitney-Bowes, Inc.                                     359,700
                                                                       --------

               Oil/Gas                                   7.27%
               -------                                   -----
   7,171         Coastal Corporation                                    350,483
   8,000         Unocal Corporation                                     325,000
                                                                        -------
                                                                        675,483
                                                                        -------
               Pharmaceutical/Medical                    4.27%
               ----------------------                    -----
   5,000         Merck & Company, Inc.                                  396,250
                                                                        -------

               Publishing/Printing                       2.63%
               -------------------                       -----
   7,000         Belo (A. H.) Corporation Series A                      244,125
                                                                        -------

               Real Estate                               4.34%
               -----------                               -----
  13,000         Simon Property Group, Inc.                             403,000
                                                                        -------

               Restaurant/Food Service                   3.17%
               -----------------------                   -----
   6,500         McDonald's Corporation                                 294,125
                                                                        -------

               Retail Store/Apparel                      2.73%
               --------------------                      -----
   5,500         Sears Roebuck & Company                                253,688
                                                                        -------

                  Total Common Stock                                  7,854,972
                                                                      ---------

               CLOSED-END MANAGEMENT COMPANY             3.58%

  22,851         Global Health Sciences Fund                            331,340
                                                                        -------



     Total Investment in Securities (cost $6,187,840)   88.16%        8,186,310
     Short-Term Investments                             11.74%        1,093,292
     Other Assets, less Liabilities                       .10%            6,016
                                                  ------------   --------------
                NET ASSETS                             100.00%       $9,285,618
                
                                                  ============   ==============

*Indicates nonincome-producing security.

See accomanying notes to financial statements.
<PAGE>


                             SMITH HAYES TRUST, INC.
                             SCHEDULE OF INVESTMENTS
                                DECEMBER 31, 1996
                                   (Unaudited)

                                CONVERTIBLE FUND

  PRINCIPAL                                                             MARKET
   AMOUNT           CONVERTIBLE DEBENTURES          53.92%               VALUE
   ------           ----------------------          ------               -----

   45,000      ADT Operations, 0%, due 7/6/10                           $29,363
   25,000      All American Communications 6.50%, due 10/01/03           29,094
   35,000      Alza Corporation 5.00%, due 5/1/06                        34,169
   40,000      Analog Devices Inc. 3.50%, due 12/01/00                   55,200
   35,000      Apache Corporation 6.00%, due 1/15/02                     43,925
   90,000      Automatic Data Processing, Inc. 0%, due 2/20/12           50,063
   65,000      Baker Hughes, Inc  0%, due 5/5/08                         47,938
  115,000      Boston Chicken, Inc 0%, due 6/1/15                        35,506
   24,000      Cooper Industries, Inc. 7.05%, due 1/01/15                25,500
   80,000      Fremont, Inc. 0%, due 10/12/13                            48,000
   42,000      Gencorp, Inc. 8.00%, due 8/1/02                           47,985
   35,000      Hasbro, Inc. 6.00%, due 11/15/98                          46,550
   45,000      Hilton Hotels, Inc 5.00%, due 5/15/06                     46,350
   30,000      Home Depot Corporation, 3.25%, due 10/1/01                29,363
   30,000      Interpublic Group, Inc. 3.75%, due 4/1/02                 31,800
   75,000      Jacor Comm, Inc. 0%, due 6/12/11                          33,750
   45,000       Leasings Solutions, Inc. 6.875%, due 10/1/03             44,831
  130,000      Marriot International, Inc  0%, due 3/25/11               73,126
   60,000      Motorola, Inc. 0%, due 9/27/13                            46,575
   50,000      National Data Corporation, 5.00% due 11/1/03              52,250
   40,000      Nabors Industrial Inc. 5.00%, due 5/15/06                 49,400
  100,000      New American Holdings, Inc. 0%, due 3/11/13               46,000
   36,000      Pennzoil Company 4.75%, due 10/1/03                       41,355
   20,000      Robbins & Myers, Inc. 6.50%, due 9/1/03                   22,500
   35,000       Rouse Corporation 5.75%, due 7/23/02                     39,200
   95,000      RPM, Inc. 0%, due 9/30/12                                 43,225
   55,000      Standard Commercial Corp., 7.25%, due 3/31/07             49,981
   70,000      Thermo Electron Corporation 5.00%, due 4/15/01            86,275
  140,000      USF&G. Inc. 0%, due 3/3/09                                94,325
  130,000      US Cellular, Inc. 0%, due 6/15/15                         43,225
                                                                      ---------
                     Total Convertible Debentures                    $1,366,824
                                                                      ---------

                                                          PERCENT
                                                           OF NET        MARKET
   SHARES               PREFERRED STOCK 34.07%            ASSETS         VALUE
   ------               ----------------------            ------         -----


            Financial Services                            13.03%
            ---------------------                         -----
   500        Ahmanson Co., Pfd Series D                                 34,875
   250        Banc One Corporation, $3.50 Pfd Series C                   20,750
   915        Community First Bankshares, Pfd                            40,489
   250        Conseco, Inc. 7.00% Pfd                                    28,438
   720        Finova Finance Trust 5.50% Pfd                             37,800
   760        First Chicago Corporation, $5.75 Prfd Series B             68,590
   920        Nuevo Financing 5.75% Pfd                                  49,335
   300        Penncorp Financial $3.375 Pfd                              25,200
   544        Travelers, Inc., $2.75 Pfd Series B                        24,684
                                                                         ------
                                                                        330,161
                                                                         ------
            Food/Beverage/Tabacco                         1.89%
            ---------------------                         -----
 7,100        RJR Nabisco Holdings Corporation, 9% Pfd Series C          47,925
                                                                         ------

            Industrial Services                          15.64%
            -------------------                          ------
   540        Ashland Inc. $3.125 Pfd                                    37,058
   600        Cooper Industries Inc. 6.00% Pfd                           11,625
   650        Corning Delaware 6.00% Pfd                                 41,356
   615        Crown Cork & Seal 4.50% Pfd                                31,980
   975        Security Capital Industry 7.00% Pfd                        26,569
   950        Southdown Inc. $2.875 due Pfd Series D                     49,638
 7,000        Tyco Toys Inc. $0.4125 Pfd Series C                        70,875
 1,350        Unocal Corporation 6.25%  Pfd                              76,607
 1,900        USX Corp 6.75% Pfd                                         50,588
                                                                         ------
                                                                        396,296
                                                                         ------
            Oil/Gas                                       2.23%
            -------                                       -----
 1,200        Lomak Petroleum Inc. $2.03 Series C Pfd                    56,400
                                                                         ------

            Telecommunications                            1.28%
            ------------------                            -----
 1,000        US West, Inc. 7.625% Pfd                                   32,375
                                                                         ------

              Total Preferred Stock                                    $863,157
                                                                         ------

                             COMMON STOCK 7.58%

            Entertainment                                 1.50%
            -------------                                 -----
 1,151        Carnival Corporation*                                      37,983
                                                                        -------

            Manufacturing                                 0.74%
            -------------                                 -----
   400        Lindsay Manufaturing Co.                                   18,700
                                                                         ------

            Pharmaceutical/Medical                        3.48%
            ----------------------                        -----
 1,400        Carter-Wallace Inc.                                        21,875
   979        Elan Corporation*                                          32,552
   450        Warner-Lambert Co.                                         33,750
                                                                         ------
                                                                         88,177
                                                                         ------

            Restaurant/Food Service                       1.86%
            -----------------------                       -----
 2,420        Consolidated Products Inc.*                                47,190
                                                                         ------

              Total Common Stocks                                      $192,050
                                                                         ------

Total Investments in Securities (Cost $2,172,961)        95.57%      2,422,031
Cash Equivalents                                          7.99%        202,609
Other Assets, Less Liabilities                           -3.56%        (90,326)
                                                         -----        --------
NET ASSETS                                              100.00%     $2,534,314
                                                        =====      ===========

*Indicates nonincome-producing security.
See accompanying notes to financial statements.
<PAGE>

                             SMITH HAYES TRUST, INC.
                             SCHEDULE OF INVESTMENTS
                                DECEMBER 31, 1996
                                   (Unaudited)

                                 SMALL CAP FUND

                                                        PERCENT OF           
                                                        NET ASSETS      MARKET
    SHARES          COMMON STOCK                          98.94%        VALUE
    ------          ------------                          ------        ------

              Auto/Truck/Parts                            1.28%
              -----------------------------              ------
 13,000         Ugly Duckling Corp*                                     253,500
                                                                        -------

              Commercial Services                         0.99%
              -----------------------------              ------
  9,400         F.Y.I. Inc.*                                            196,225
                                                                        -------

              Computer Related                           15.81%
              -----------------------------              ------
  6,800         Analysts International                                  192,100
  6,000         Ciber, Inc.*                                            180,000
 15,100         Ciprico, Inc*                                           220,838
 10,200         Computer Products, Inc.*                                198,900
  9,350         Computer Task Group*                                    403,219
 19,500         Ikos Systems, Inc.*                                     390,000
 13,800         Information Management Res*                             291,525
 22,800         International, Inc*                                     384,750
 14,600         Keane, Inc.*                                            463,550
 29,800         Par Tech Corp*                                          413,475
                                                                        -------
                                                                      3,138,357
                                                                      ---------
              Electrical Equipment                        1.43%
              -----------------------------              ------
  7,400        Etec Systems, Inc*                                       283,050
                                                                        -------

              Electronics                                 5.93%
              -----------------------------              ------
 17,000         Actel Corp*                                             403,750
  6,800         Harman International Ind, Inc                           378,250
  7,600         Zygo Corp*                                              395,200
                                                                        -------
                                                                      1,177,200
                                                                        -------
              Entertainment/Leisure                       0.93%
              -----------------------------              ------
 12,000         Sodak Gaming*                                           184,500
                                                                        -------

              Environmental Control                       1.85%
              -----------------------------              ------
 14,500         Tetra Technologies*                                     366,125
                                                                        -------

              Financial Services                         19.95%
              -----------------------------              ------
 20,900         Americredit Corporation *                               428,450
 35,700         Bank Plus Corporation *                                 410,550
 13,050         Commonwealth Bancorp                                    195,750
 11,600         Coast Savings Financial, Inc. *                         424,850
  8,800         Healthcare Financial Part*                              112,200
 20,900         Imperial Credit Industries, Inc. *                      438,900
 16,300         Imperial Credit Mortgage Holdings                       387,125
  7,600         Ocean Financial Corp*                                   193,800
 25,300         Resource Bankshares                                     360,525
  6,650         Southern Pacific Funding Corporation *                  206,981
 14,000         Medallion Finan Corp                                    213,500
 12,300         Trenton Savings Bank FSB *                              196,800
 19,645         WFS Financial, Inc.                                     390,444
                                                                        -------
                                                                      3,959,875
                                                                        -------
              Machine/Tools                               2.08%
              -----------------------------              ------
 13,500         Greenfield Industry                                     413,438
                                                                        -------

              Machinary/Equipment                         1.74%
              -----------------------------              ------
 23,800         Renters Choice, Inc*                                    345,100
                                                                        -------

              Medical Supplies/Services                   12.85%
              -----------------------------              ------
 12,800         Arrow International, Inc                                368,000
 11,800         Express Scripts, Inc*                                   423,325
 14,700         HCIA, Inc*                                              507,150
 23,200         Inphynet Medical Management, Inc*                       417,600
 10,600         Lunar Corp*                                             371,000
 22,100         Rotech Medical Corp*                                    464,100
                                                                        -------
                                                                      2,551,175
                                                                        -------
              Office/Business                             1.81%
              -----------------------------              ------
 20,200         Physicians Resource*                                    358,550
                                                                        -------

              Oil Company Exploration & Production        8.33%
              -----------------------------              ------
 12,600         Forcenergy, Inc*                                        456,750
  7,300         Flores & Rucks, Inc*                                    388,725
  8,300         Nuevo Energy Company *                                  431,600
 10,900         Vintage Petroleum, Inc.                                 376,050
                                                                        -------
                                                                      1,653,125
                                                                        -------
              Oil & Gas Drilling                          6.84%
              -----------------------------              ------
 45,225         Abacan Resource Corp*                                   392,892
 19,700         Fx Energy, Inc. *                                       182,225
 19,900         Marine Drilling Co*                                     391,781
 17,700         Seagull Energy Corp *                                   389,400
                                                                        -------
                                                                      1,356,298
                                                                        -------

              Oil & Gas Field Services                    5.00%
              -----------------------------              ------
 15,800         Key Energy Group*                                       185,650
 20,200         Pride Petroleum Services, Inc.*                         469,650
 12,300         3DX Technologies, Inc.*                                 135,300
 13,000         Tuboscope Vetco International Corporation *             201,500
                                                                        -------
                                                                        992,100
                                                                        -------
               Oil Field Machinery & Equipment             1.02%
              -----------------------------              ------
 10,900         Input/Output Inc*                                       201,650
                                                                        -------

              Real Estate                                 1.45%
              -----------------------------              ------
 18,500         NHP, Inc.*                                              286,750
                                                                        -------

              Telecommunications                          2.20%
              -----------------------------              ------
 22,000         Symmetricom, Inc. *                                     437,250
                                                                        -------

              Transportation                              4.49%
              -----------------------------              ------
 12,300         Atlas Air, Inc. *                                       587,325
 44,900         Mesa Airlines, Inc*                                     303,075
                                                                        -------
                                                                        890,400
                                                                        -------
              Trucking & Leasing                          1.95%
              -----------------------------              ------
 16,500         Swift Transportation Company,  Inc. *                   387,750
                                                                        -------
             

              Wholesale Special Line                      1.01%
              -----------------------------              ------
 11,825         United Natural Foods*                                   201,025
                                                                        -------

   Total Investment in Securities (cost $16,664,092)     98.94%      19,633,444
   Cash Equilvalents                                      1.69%         414,595
   Others Assets, Less Liabilities                        (.63%)       (205,214)
                                                      ---------     ------------
        NET ASSETS                                      100.00%     $19,842,825
                                                      =========    =============

*Indicates nonincome-producing security.

See accompanying notes to financial statements

<PAGE>

                              SMITH HAYES TRUST, INC.
                              SCHEDULE OF INVESTMENTS
                                 DECEMBER 31, 1996
                                    (Unaudited)

                            GOVERNMENT/QUALITY BOND FUND

    PRINCIPAL                                                            MARKET
      AMOUNT          U.S. GOVERNMENT SECURITIES             83.26%       VALUE
      ------          --------------------------            ------       -----


  187,968    Federal Home Loan Mtg. 7.00%, due 9/1/15                   186,030
  150,000    Federal Home Loan Mtg. 7.00%, due 11/15/19                 150,516

  251,465    Federal National Mtg. Assn. 6.00%, due 10/ 01/99           245,180
  232,494    Federal National Mtg. Assn. 6.50%, due 10/01/02            230,025

  107,971    Government National Mtg. Assn. 11.50%, due 10/15/10        122,548
  174,598    Government National Mtg. Assn. 10.00%, due  12/15/18       191,457
    3,468    Government National Mtg. Assn. 10.00%, due  5/15/19          3,803
   17,634    Government National Mtg. Assn. 9.50%, due 9/15/19           19,051
   25,231    Government National Mtg. Assn. 10.00%, due 5/15/20          27,668
   80,666    Government National Mtg. Assn. 9.50%, due 9/15/21           87,145
  112,573    Government National Mtg. Assn. 7.50%, due 4/15/22          112,644
   80,566    Government National Mtg. Assn. 7.50%, due 5/15/23           80,616
  175,630    Government National Mtg. Assn. 7.50%, due 1/15/24          175,740

   75,000    U.S. Treasury Note 6.375%, due 8/15/02                      75,492
  250,000    U.S. Treasury Bond 10.75%, due 8/15/05                     320,742
  100,000    U.S. Treasury Bond 7.125%, due 2/15/23                     104,406
                                                                        -------
               Total U.S. Government Securities                       2,133,063
                                                                        -------

                             CORPORATE BONDS               8.46%

  100,000    Bankamerica Corporation 8.375%, due 3/15/02                107,001
  100,000    Banc One Corporation 8.74%, due 9/15/03                    109,940
                                                                        -------
               Total Corporate Bonds                                    216,941
                                                                        -------


    Total Investment in Securities (cost $2,324,060)     91.72%       2,350,003
    Short-Term Investments                                7.18%         184,080
    Other Assets, less Liabilities                        1.09%          27,946
                                                       --------     -----------
    NET ASSETS                                          100.00%      $2,562,029
                                                       ========     ===========

See accompanying notes to financial statements.

<PAGE>
<TABLE>
<CAPTION>

                                 LANCASTER FUNDS
                       Statement of Assets and Liabilities
                                December 31, 1996
                                   (Unaudited)

                                                           Capital                         Crestone      Government/
                                                           Builder      Convertible        Small Cap       Quality
Assets:                                                     Fund             Fund            Fund        Bond Fund
                                                        --------------  ---------------- --------------  ------------
<S>                                                           <C>            <C>               <C>           <C>  
  Investments in securities, at market value
    (cost $6,187,840, 2,172,961, 16,664,093, and
      2,324,060, respectively)                             $8,186,310         2,422,031     19,633,444     2,350,003
  Cash equivalents                                          1,093,292           202,609        414,595       184,080
  Accrued interest and dividends receivable                    15,916            14,059         15,921        30,628
  Receivable for fund shares sold                                 -                  47          9,375           105
  Organizational costs, net of accumulated amortization         4,789                -             381          -
                                                        --------------  ---------------- --------------  ------------
       Total assets                                         9,300,308         2,638,746     20,073,716     2,564,816
                                                        --------------  ---------------- --------------  ------------

Liabilities:
  Accrued expenses, including investment
   management and distribution expense payable to
    adviser, administrator and distributor (note 3)            14,690             3,439         23,862         2,787
  Payable for securities purchased                                -             100,993            -             -
  Payable for Capital Gain Distribution                           -                 -           84,431           -
  Payable for fund shares redeemed                                -                 -          122,597           -
                                                        --------------  ---------------- --------------  ------------
          Total liabilities                                    14,690           104,432        230,891         2,787
                                                        --------------  ---------------- --------------  ------------
Net assets applicable to outstanding capital stock         $9,285,618         2,534,314     19,842,825     2,562,029
                                                        ==============  ================ ==============  ============

Net assets are represented by:
  Capital stock outstanding, at par (note 5)                      766               201          1,270           251
  Additional paid-in capital                                7,020,698         2,313,722     16,630,901     2,793,249
  Accumulated undistributed net
    investment income (loss)                                 (28,032)                52      (253,443)          (32)
  Accumulated  undistributed net realized
    gain (loss) on investments                                293,716          (28,730)        494,746     (257,382)
  Unrealized appreciation (note 4)                          1,998,470           249,069      2,969,351        25,943
                                                        --------------  ---------------- --------------  ------------
    Total net assets applicable to shares outstanding      $9,285,618         2,534,314     19,842,825     2,562,029
                                                        ==============  ================ ==============  ============

Shares outstanding and net asset value per share
  Investor shares of capital stock outstanding                765,554           201,299        581,575       250,741
  Net asset value per share - Investor Shares                  $12.13             12.59          15.62         10.15
                                                        ==============  ================ ==============  ============
  Select shares of capital stock outstanding                                                   688,068
  Net asset value per share - Select Shares                                                     $15.64
                                                                                         ==============

See accompanying notes to financial statements.
</TABLE>
<PAGE>

<TABLE>
<CAPTION>
                                             LANCASTER FUNDS
                                         Statement of Operations
                                    Six Months Ended December 31, 1996
                                               (Unaudited)

                                                                        
                                                      Capital                   Crestone     Government/
                                                      Builder    Convertible   Small Cap      Quality 
                                                        Fund         Fund         Fund       Bond Fund
                                                    ------------- -----------  ------------  ------------
Investment income:
<S>                                                     <C>           <C>           <C>           <C>    
  Dividends                                             $157,395      13,993        51,547           -
  Interest                                                17,953      34,353        22,898        98,681
                                                    ------------- -----------  ------------  ------------
      Total investment income                            175,348      48,346        74,445        98,681
                                                    ------------- -------------------------  ------------

Expenses (note 3):
  Investment advisory fees                                32,914       7,860        64,492         8,952
  Administration fees                                     17,929       3,759        21,497         3,730
  Distribution expenses - Investor Class (note 6)         15,014       4,112        19,732         3,733
  Distribution expenses - Select Class (note 6)             -             -         11,010          -
  Custodial fees                                             798       1,119         6,182         1,682
  Auditing and tax accounting fees                         9,789       2,044         4,596         2,026
  Blue Sky Registration fees                               4,417         124         1,341           127
  Legal fees                                               3,817         814         6,856         1,595
  Other operating expenses                                 4,983         822        11,625           562
                                                    ------------- -----------  ------------  ------------
      Total expenses                                      89,661      20,654       147,331        22,407
                                                    ------------- -----------  ------------  ------------
      Net investment income (loss)                        85,687      27,692      (72,886)        76,274
                                                    ------------- -----------  ------------  ------------

Realized and unrealized gain (loss) on investments (note 4):
  Net realized gain (loss)                               408,508      10,923       338,599      (32,296)
                                                    ------------- -----------  ------------  ------------
  Net unrealized appreciation (depreciation)
    Beginning of period                                1,681,241     106,940     1,256,185      (45,906)
    End of period                                      1,998,470     249,070     2,969,351        25,943
                                                    ------------- -----------  ------------  ------------
     Net unrealized appreciation                         317,229     142,130     1,713,166        71,849
                                                    ------------- -----------  ------------  ------------
     Net realized and unrealized gain
        on investments                                   725,737     153,053     2,051,765        39,553
                                                    ------------- -----------  ------------  ------------

Net increase in net assets
   resulting from operations                            $811,424     180,745     1,978,879       115,827
                                                    ============= ===========  ============  ============

See accompanying notes to financial statements.
</TABLE>

<PAGE>
 
<TABLE>
<CAPTION>
                                 LANCASTER FUNDS
                       Statements of Changes in Net Assets
           The Six Months Ended December 31, 1996 and The Period from
                 August 24, 1995 (commencement of operations) to
                 June 30, 1996 for the Capital Builder Fund and
                     Six Months Ended December 31, 1996 and
                Year Ended June 30, 1996 for the Convertible Fund

                                                                     Convertible
                                        Capital Builder Fund             Fund
                                       -----------------------   ---------------------
                                 Six Months Ended  Period Ended   Six Months    Year Ended
                                  Dec. 31,1996    June 30,1996   Dec. 31,1996   June 30,1996
                                   ----------     ------------    ----------     ----------
                                       (Unaudited)               (Unaudited)
<S>                                        <C>          <C>           <C>        <C>  
Operations:
    Net investment income                $85,687       27,240       27,692     46,537
    Net realized gain on investments     408,508      522,893       10,923    322,618
   Unrealized appreciation(depreciation) 317,229      928,276      142,130   (72,118)
                                       ---------- ------------   ---------- ----------
        Net increase in net assets
          resulting from operations      811,424    1,478,409      180,745    297,037
                                       ---------- ------------   ---------- ----------

Distributions to shareholders from:
    Net investment income                 85,705       29,049       29,314     44,950
    Net realized gains                   637,685         -         267,646     73,269
                                       ---------- ------------   ---------- ----------
        Total distributions              723,390       29,049      296,960    118,219
                                       ---------- ------------   ---------- ----------

Capital share transactions: (note 5)
    Proceeds from sales                1,098,756    1,205,089      603,533    214,846
    Net assets from limited            
     partnership (note 6)                 -         3,283,131        -         -
    Proceeds from fund conversion(note 6) -         5,386,699        -         -
    Payment for redemptions           (1,144,773) (2,824,789)    (51,160)  (473,816)
    Reinvestment of net investment
     income and net realized gain
     distributions at net asset value    715,062      29,049      296,330    117,011
                                       ---------- ------------   --------   --------
        Total increase (decrease)
        from capital
          share transactions             669,045    7,079,179      848,703  (141,959)
                                       ---------- ------------   ---------- ----------
        Total increase in net assets     757,079    8,528,539      732,488     36,859

Net assets:
  Beginning of period                  8,528,539        -        1,801,826  1,764,967
                                       ---------- ------------   ---------- ----------
  End of period                        $9,285,618   8,528,539    2,534,314  1,801,826
                                       ========== ============   ========== ==========

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                                 LANCASTER FUNDS
                       Statements of Changes in Net Assets
         Six Months Ended December 31, 1996 and Year Ended June 30, 1996


                                               Crestone
                                              Small Cap            Government/Quality
                                                 Fund                   Bond Fund
                                        -----------------------   ----------------------
                                     Six Months Ended  Period Ended   Six Months    Year Ended
                                      Dec. 31,1996    June 30,1996   Dec. 31,1996   June 30,1996
                                     ------------     ----------     -----------  ----------
                                      (Unaudited)                   (Unaudited)
Operations:
<S>                                        <C>         <C>           <C>         <C>    
    Net investment income (loss)           ($72,886)   (85,392)      $76,274     224,969
    Net realized gain (loss)
     on investments                         338,599  2,574,920       (32,296)    (39,002)
   Unrealized appreciation (depreciation) 1,713,166    (69,786)       71,849    (42,125)
                                        ------------ ----------     ----------  ----------
        Net increase in net assets
          resulting from operations       1,978,879  2,419,742        115,827     143,842
                                        ------------ ----------    ----------  ----------

Distributions to shareholders from:      
    Net investment income                    -           -             81,193     224,047
    Net realized gains - Investor Shares   809,721    897,261           -           -
    Net realized gains - Select Shares     679,536      -               -           -
                                       ------------ ----------   ----------  ----------
        Total distributions              1,489,257    897,261          81,193     224,047
                                        ------------ ----------   ----------  ----------

Capital share transactions: (note 5)
    Proceeds from sales                  12,785,030   6,340,187       73,896     692,600
    Payment for redemptions             (11,128,082) (1,997,137)  (1,143,675) (1,986,710)
    Reinvestment of net investment
     income and net realized gain
distributions at net asset value          1,368,877    872,059       72,218     205,347
                                        ------------ ----------   ----------  ----------
        Total increase (decrease)
        from capital
          share transactions              3,025,825  5,215,109    (997,561)   (1,088,763)
                                        ------------ ----------   ----------  ----------
        Total increase (decrease) in    
         net assets                       3,515,447  6,737,590    (962,927)   (1,168,968)

Net assets:
  Beginning of period                    16,327,378  9,589,788    3,524,956   4,693,924
                                        ------------ ----------   ----------  ----------
  End of period                         $19,842,825  16,327,378   2,562,029   3,524,956
                                        ============ ==========   ==========  ==========


See accompanying notes to financial statements.
</TABLE>

<PAGE>
                                 LANCASTER FUNDS
                              FINANCIAL HIGHLIGHTS
            Period from August 24, 1995 (commencement of operations)
           to June 30, 1996 and the six months ended December 31, 1996

                                                       Capital Builder Fund
                                            ------------------------------------
                                             Six Months Ended   Aug. 24, 1995 to
                                               Dec. 31, 1996      June 30, 1996
                                              -------------        -------------
                                                (Unaudited)
Net asset value:
  Beginning of period                                $11.98             $10.00
                                                     ------             ------

  Income from investment operations:
    Net investment income                              0.12               0.04
    Net realized and unrealized gain/loss
        on investments                                 1.03               1.98
                                                       ----               ----
     Total income from
         investment operations                         1.15               2.02
                                                       ----               ----

Less Distributions:
    Dividends from net investment income             (0.12)             (0.04)
    Dividends from capital gains                     (0.88)             (0.04)
                                                     ------             ------
    End of period                                    $12.13             $11.98 *
                                                     ======             ======

Total return                                         19.51% *           24.14% *
                                                     ======             ======

Ratios/Supplemental data:
  Net assets, end of period                      $9,285,618         $8,528,539

  Ratio of expenses to average net assets             2.05% *            1.82% *

  Ratio of net income to average net assets           1.96% *            0.42% *

  Portfolio turnover rate                            11.45%             31.35%


*Annualized for those periods less than twelve months in duration.

See accompanying notes to financial statements.

<PAGE>
<TABLE>
<CAPTION>


                                 LANCASTER FUNDS
                              FINANCIAL HIGHLIGHTS
                  Six Months Ended December 31, 1996 and Years
                 Ended June 30, 1996, 1995, 1994, 1993, and 1992


                                                               Convertible Fund
                                   --------------------------------------------------------------------------
                               Six Months Ended
                                Dec. 31, 1996         1996         1995        1994        1993         1992
                                    ---------         ----         ----        ----        ----         ----
                                   (Unaudited)
Net asset value:
<S>                                     <C>          <C>          <C>         <C>         <C>           <C> 
  Beginning of period                   $13.20       11.97        11.69       12.58       10.76         9.96
                                        ------       -----        -----       -----       -----         ----

  Income (loss) from investment operations:
    Net investment income                 0.18        0.33         0.30        0.29        0.33         0.31
    Net realized and unrealized
        gain (loss) on investments        0.98        1.73         1.01      (0.53)        2.16         0.80
                                          ----        ----         ----      ------        ----         ----
     Total income (loss) from
         investment operations            1.16        2.06         1.31      (0.24)        2.49         1.11
                                          ----        ----         ----      ------        ----         ----

  Less distributions:
    Dividends from net
      investment income                 (0.19)      (0.33)       (0.30)      (0.29)      (0.33)       (0.31)
    Distributions from capital          (1.58)      (0.50)       (0.73)      (0.36)      (0.34)         0.00
                                        ------      ------       ------      ------      ------         ----
gains
      Total distributions               (1.77)      (0.83)       (1.03)      (0.65)      (0.67)       (0.31)
                                        ------      ------       ------      ------      ------       ------

  End of period                         $12.59       13.20        11.97       11.69       12.58        10.76
                                        ======       =====        =====       =====       =====        =====

Total return                            16.23% *    17.60%       14.09%     (2.26%)      24.06%       10.95%
                                        ======      ======       ======     =======      ======       ======

Ratios/Supplemental data:
  Net assets, end of period         $2,534,314   1,801,826    1,764,967   2,708,104   2,368,876    1,791,325

  Ratio of expenses to
    average net assets                   1.97% *     1.93%        2.25%       2.06%       2.13%        2.48%
  Ratio of net income to
    average net assets                   2.65% *     2.53%        2.58%       2.27%       2.91%        2.85%

  Portfolio turnover rate               40.17%      79.30%       51.31%      65.76%      69.72%       96.02%

*Annualized for those periods less than twelve months in duration.

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                                 LANCASTER FUNDS
                              FINANCIAL HIGHLIGHTS
               Six Months Ended December 31, 1996 and Years Ended
                       June 30, 1996, 1995, 1994 and 1993


                                                       Crestone Small Cap Fund - Investor Shares**
                                          ----------------------------------------------------------------------
                                           Six Months Ended  Year Ended    Year Ended    Year Ended      Year Ended
                                             Dec. 31, 1996  June 30,1996  June 30,1995  June 30,1994     June 30,1993
                                            (Unaudited)
Net asset value: 
<S>                                              <C>            <C>           <C>           <C>           <C>  
  Beginning of period                            $15.27         13.49         11.59         11.77         10.00
                                                 ------         -----         -----         -----         -----
  Income from investment operations:
    Net investment loss                          (0.07)        (0.10)        (0.08)        (0.07)        (0.05)
    Net realized and unrealized gain
        on investments                             1.83          2.91          2.34          0.20          1.83
                                                   ----          ----          ----          ----          ----
     Total income from
         investment operations                     1.76          2.81          2.26          0.13          1.78
                                                   ----          ----          ----          ----          ----

    Distributions from capital gains             (1.41)        (1.03)        (0.36)        (0.31)        (0.01)
                                                 ------        ------        ------        ------        ------

  End of period                                  $15.62         15.27         13.49         11.59         11.77
                                                 ======         =====         =====         =====         =====

Total return                                     17.87% *      22.33%        20.33%         1.21%        17.80%
                                                 ======        ======        ======         =====        ======

Ratios/Supplemental data:
  Net assets, end of period                  $9,083,087    16,327,378     9,589,788     7,218,944     3,137,762

  Ratio of expenses to
      average net assets                          1.81% *       1.75%         1.93%         1.91%         2.18%

  Ratio of net income to
      average net assets                         (0.96%)*      (0.67%)       (0.60%)       (0.60%)       (0.87%)

  Portfolio turnover rate                       108.93%       150.05%        86.50%        75.23%        47.55%


*Annualized for those periods less than twelve months in duration.
 **All capital shares  issued and  outstanding  as of September 30, 1996 were
reclassified  as Investor Shares. See accompanying notes to financial statements
</TABLE>

<PAGE>

                                 LANCASTER FUNDS
                              FINANCIAL HIGHLIGHTS
          The Period from October 1, 1996 (commencement of cass shares)
                              to December 31, 1996
                                  (unaudited)


                                                     
                                                      Crestone Small Cap Fund
                                                          Select Shares**
                                                   -----------------------------

Net asset value:
  Beginning of period                                            $15.44
                                                                 ------
  Income from investment operations:
    Net investment income                                        (0.05)
    Net realized and unrealized gain
        on investments                                             1.83
                                                                   ----
     Total income from
         investment operations                                     1.78
                                                                   ----
    Distributions from Capital Gains                             (1.58)
                                                                 ------
  End of period                                                  $15.64
                                                                  =====
Total return                                                     31.60% *
                                                                 =====
Ratios/Supplemental data:
  Net assets, end of period                                 $10,759,738

  Ratio of expenses to average net assets                         1.49% *

  Ratio of net income to average net assets                       0.56% *

  Portfolio turnover rate                                        31.35%


*Annualized for those periods less than twelve months in duration.
**Commencing October 1, 1996, the Fund began offering Select Shares.
See accompanying notes to financial statements.

<PAGE>
<TABLE>
<CAPTION>

                                 LANCASTER FUNDS
                              FINANCIAL HIGHLIGHTS
                  Six Months Ended December 31, 1996 and Years
                 Ended June 30, 1996, 1995, 1994, 1993, and 1992

                                                          Government/Quality Bond Fund
                                   ---------------------------------------------------------------------------

                                 Six Months Ended
                                    Dec. 31, 1996     1996          1995         1994        1993        1992
                                    ---------         ----          ----         ----        ----        ----
                                   (Unaudited)
Net asset value:
<S>                                     <C>          <C>           <C>          <C>         <C>         <C>  
  Beginning of period                   $10.15       10.43         10.21        11.17       10.93       10.42
                                        ------       -----         -----        -----       -----       -----

  Income (loss) from investment operations:
    Net investment income                 0.27        0.55          0.60         0.54        0.64        0.73
    Net realized and unrealized
        gain (loss) on investments        0.08      (0.28)          0.22       (0.75)        0.43        0.60
                                          ----      ------          ----       ------        ----        ----
     Total income (loss) from
         investment operations            0.35        0.27          0.82       (0.21)        1.07        1.33
                                          ----        ----          ----       ------        ----        ----

  Less distributions:
    Dividends from net
       investment income                (0.28)      (0.55)        (0.60)       (0.54)      (0.64)      (0.71)
    Distributions from capital gains     0.00        0.00          0.00       (0.21)      (0.19)      (0.11)
                                          ----       -----          ----       ------      ------      ------
      Total distributions               (0.28)      (0.55)        (0.60)       (0.75)      (0.83)      (0.82)
                                        ------      ------        ------       ------      ------      ------

  End of period                         $10.22       10.15         10.43        10.21       11.17       10.93
                                        ======       =====         =====        =====       =====       =====

Total return                             7.90% *     2.83%         9.42%      (2.00%)      11.00%      12.79%
                                         =====       =====         =====      =======      ======      ======

Ratios/Supplemental data:
  Net assets, end of period         $2,562,029   3,524,956     4,693,924    8,832,147   9,709,386   8,112,226

  Ratio of expenses to
     average net assets                  1.51% *     1.42%         1.47%        1.37%       1.38%       1.50%
  Ratio of net income to
     average net assets                  5.13% *     5.21%         5.86%        4.94%       6.25%       6.64%

  Portfolio turnover rate                0.00%      36.11%         9.33%      218.11%     175.95%     507.52%

*Annualized for those periods less than twelve months in duration.

See accompanying notes to financial statements.
</TABLE>

<PAGE>

                                 LANCASTER FUNDS
                          Notes to Financial Statements
                                December 31, 1996
                                   (Unaudited)

1.   Organization
      SMITH HAYES Trust,  Inc., d/b/a Lancaster Funds, (the Trust) is registered
      under the  Investment  Company Act of 1940, as amended,  as a diversified,
      open-end  management  investment  company.  The Trust issues its shares in
      series,  each series  representing a distinct fund with its own investment
      objectives and policies.  These  financial  statements  relate only to the
      following funds:

         Capital Builder Fund                       Crestone Small Cap Fund
         Convertible Fund                           Government/Quality Bond Fund

2.    Summary of Significant Accounting Policies
      The following is a summary of significant  accounting policies employed by
      the Trust in preparing its financial statements:

      Use of Estimates:  In preparing the  financial  statements,  management is
      required  to  make  estimates  and  assumptions  that  affect the reported
      amounts of assets  and liabilities  as of the date of the financial state-
      ments  and  changes in net assets for  the  period.   Actual results could
      differ from those estimates.

      Valuation of Investments
      Investment securities are carried at market determined using the following
      valuation methods:

      o   Securities traded on a national or regional stock exchange or included
          in the NASDAQ  National  Market  System are valued at the last  quoted
          sales price.

      o   Securities  not listed on an exchange or securities for which a latest
          quoted  sales price is not readily  available  and  securities  traded
          over-the-counter but not included in the NASDAQ National Market System
          are valued at the mean of the closing bid and asked prices.

      o   Securities  including  bonds or other assets for which reliable recent
          market  quotations are not readily available are valued at fair market
          value as  determined in good faith or under the direction of The Board
          of  Directors.  Determination  of fair  value  involves,  among  other
          things,   reference  to  market   indices,   matrices  and  data  from
          independent brokers and pricing services.

      All  securities  are valued in accordance  with the above  policies at the
      close of each business day.

      At December 31, 1996,  the cost of investment  securities is identical for
      financial reporting and income tax purposes.

      When a call option is written on behalf of a fund,  an amount equal to the
      premium  received  by the  fund is  included  by the  fund  in the  fund's
      statement  of assets and  liabilities  as a  liability.  The amount of the
      liability is subsequently marked to market to reflect the current value of
      the option  written.  The current  market value of a traded  option is the
      last sales  price on the  principal  exchange  on which such  options  are
      traded,  or in the  absence of such a sale,  at the latest ask  quotation.
      When an  option  expires  on its  stipulated  expiration  date or the fund
      enters into a closing purchase  transaction,  the fund realizes a gain (or
      loss if the cost of a closing  transaction  exceeds the  premium  received
      when the option was sold) without regard to any unrealized gain or loss on
      the  underlying  security,  and the  liability  related to such  option is
      extinguished.  When an option is  exercised,  the fund  realizes a gain or
      loss from the sale of the  underlying  security and the proceeds from such
      sale are decreased by the premium originally received.

      When a put option is written,  an amount  equal to the premium paid by the
      fund is  included  by the  fund in the  fund's  statement  of  assets  and
      liabilities as an asset. The amount of the asset is subsequently marked to
      market to reflect the  current  value of the option  written.  The current
      market value of a traded  option is the last sales price on the  principal
      exchange on which such  options  are  traded,  or in the absence of such a
      sale,  at  the  latest  ask  quotation.  When  an  option  expires  on its
      stipulated  expiration  date  or the  fund  enters  into a  closing  sales
      transaction,  the fund  realizes  a gain (or loss if the cost of a closing
      transaction  is lower  than the  premium  paid when the  option  was sold)
      without regard to any unrealized gain or loss on the underlying  security,
      and the asset  related to such option is  extinguished.  When an option is
      exercised,  the  fund  realizes  a gain  or  loss  from  the  sale  of the
      underlying  security and the proceeds  from the sale are  increased by the
      premium originally paid.

      At December 31, 1996, the funds  authorized to write option  contracts had
      no such option contracts outstanding nor were any written during the year.

      Security Transactions
      Security  transactions  are  accounted  for on  the  date  securities  are
      purchased  or sold (trade  date).  Dividend  income is  recognized  on the
      ex-dividend  date and interest  income is accrued daily.  Amortization  of
      premium and  discount  is accrued  using both the  constant  yield and the
      straight-line methods.

      Realized  investment  gains and  losses  are  determined  by  specifically
      identifying the issue sold.

      Federal Income Taxes
      It is the policy of each fund to comply with  requirements of the Internal
      Revenue  Code  applicable  to  regulated   investment   companies  and  to
      distribute  virtually all of the taxable income  generated by the funds to
      their  shareholders  within the time period  allowed by Federal law.  Each
      fund is treated as a separate  entity for tax purposes,  and on a calendar
      basis will distribute  substantially  all of its net investment income and
      realized  gains,  if any, to avoid payment of any federal  excise tax. The
      funds will not distribute net realized losses.  Distributions will be made
      when capital gains have been  generated to cover these  losses.  Each fund
      prepares its tax return on an accrual basis.

      Distributions to Shareholders
      Dividends to shareholders are recorded on the ex-dividend date.

      Cash Equivalents
      The Trust  considers  investments  with a maturity of three months or less
      when purchased to be cash equivalents.

3.    Related Party Transactions
      The Trust and each fund have retained CONLEY SMITH,  Inc. (the Adviser) as
      their exclusive investment adviser. The agreement provides that each fund,
      except the Government/Quality  Bond Fund, will pay the Adviser a fee equal
      to  .75%  per  annum  of  the  fund's   average  daily  net  assets.   The
      Government/Quality  Bond Fund pays .60% per annum of its average daily net
      assets.

      The Trust and each fund also retained Lancaster  Administrative  Services,
      Inc. (the  Administrator)  to act as its administrator and transfer agent.
      The agreement  provides that each fund will pay an  administrative  fee to
      the Administrator equal to .25% per annum of its average daily net assets.

      In addition to the advisory and administrative  services  agreements,  the
      Trust  and  each  fund  have  retained  SMITH  HAYES  Financial   Services
      Corporation (the Distributor),  a company related through common ownership
      and  management,  to act as the  underwriter and distributor of the fund's
      shares.  Pursuant to the shareholder approved distribution plan under Rule
      12b-1,  each fund will reimburse the distributor  for  shareholder-related
      expenses  incurred  in  connection  with the  distribution  of the  fund's
      shares,  however,  under no circumstances shall such reimbursement  exceed
      .50% per  annum of the  fund's  average  daily  net  assets  (.25% for the
      Government/Quality Bond Fund).

      Under  the  terms  of  the  advisory,   administrative   and  distribution
      agreements  outlined above, the funds collectively paid $114,217,  $61,163
      and $45,532,  respectively,  for such services.  Of the amount paid to the
      Distributor,  $42,830 was retained by them for sales of the Trust's shares
      made by their agents and brokers.

      At  December  31,  1996,  the  following  accrued  investment  management,
      administrative fees and distribution expenses were payable to the Adviser,
      Administrator and the Distributor:

                                  Payable       Payable       Payable
                                    to            to            to
                                  Adviser    Administrator  Distributor    Total
                                ---------    -----------   ------------  -------
      Capital Builder Fund          $5,871     $1,957        $3,944      $11,772
      Convertible Fund               1,580        527         1,064        3,171
      Crestone Small Cap Fund       12,336      4,112         3,801       20,249
      Government/Quality
        Bond Fund                    1,338        558           559       35,192
                                  ========     ======        ======     ========


      Under the terms of the adviser agreement,  the Adviser may be obligated to
      reimburse a fund up to the amount of the Adviser's fee paid to the Adviser
      if during any year the expenses of the fund,  including the Adviser's fee,
      exceed certain limitations. At December 31, 1996, no expense reimbursement
      was required.

      In  addition  to  the  amounts  paid  by  the  funds  under  the  adviser,
      administrative  and  distribution  plans,  the funds  primarily used SMITH
      HAYES  Financial  Services  Corporation  (SMITH HAYES) to affect  security
      trades on their behalf.  As is customary in the industry,  the  investment
      sub-advisers  evaluate the pricing and ability to execute the  transaction
      in selecting brokers to affect trades. SMITH HAYES was paid commissions in
      the amount of $21,503 for their  brokerage  services during the six months
      ended December 31, 1996.

4.    Securities Transactions
      Purchases  of  securities  and  proceeds  from sales during the six months
      ended December 31, 1996, were as follows for each fund:

                                              Purchases of            Proceeds
                                             Securities              from Sales
                                             ------------          ------------
         Capital Builder Fund                    $907,200            $1,249,330
         Convertible Fund                       1,435,924               751,943
         Small Cap Fund                        19,906.340            17,944,455
         Government/Quality Bond Fund              -                    945,140
                                              ===========           ===========

      At December 31, 1996, the aggregate gross unrealized  appreciation and the
      aggregate gross unrealized depreciation of securities in each fund were as
      follows:

                                                    Aggregate Gross
                                                      Unrealized
                                            Appreciation           Depreciation
                                             -----------            ----------
         Capital Builder Fund                $2,145,431              $146,961
         Convertible Fund                       280,307                31,237
         Small Cap Fund                       3,454,530               485,179
         Government/Quality Bond Fund            48,006                22,063
                                            ===========                ======

5.    Capital Share Transactions
      The Trust is authorized  to issue a total of one billion  shares of common
      stock in  series  with a par  value  of  $.001  per  share.  The  Board of
      Directors have authorized fifty million shares to be issued in each fund.

      Transactions in the capital stock of each fund for the year ended December
      31, 1996, were as follows:

                                               Capital
                                               Builder           Convertible
                                                Fund                Fund
           Transactions in shares:           -----------         ----------
           Shares sold                        87,962.308         44,849.103
           Shares redeemed                   (93,417.676)        (3,832.583)
           Reinvested distributions           59,193.873         23,744.410
                                              ----------         ----------
           Net increase                       53,738.505         64,760.930
                                              ==========         ==========

                                              Crestone           Crestone
                                              Small Cap          Small Cap
                                                Fund               Fund
                                           Investor Shares     Select Shares
           Transactions in shares:         --------------      -------------
           Shares sold                       169,729.687        661,004.106
           Shares redeemed                  (698,237.600)       (22,214.251)
           Reinvested distributions           41,032.223         49,227.782
                                            ------------      -------------
           Net increase (decrease)          (487,475.690)       688,017.637
                                            =============       ===========

                                                                Government/
                                                               Quality Bond
                                                                   Fund
           Transactions in shares:                               ----------
           Shares sold                                            7,173.636
           Shares redeemed                                     (110,732.538)
           Reinvested distributions                               7,052.584
                                                              -------------
           Net decrease                                         (96,506.318)
                                                                ============

      At December 31, 1996, directors,  officers and employees of the Trust, the
      Adviser,  Administrator and Distributor and their immediate  families held
      the following in each fund:
                                                          Shares           Value
                                                        -----------    ---------
              Capital Builder Fund                       37,887.096     $459,570
              Convertible Fund                            2,981.405       37,536
              Crestone Small Cap Fund Investor Shares     8,553.853      133,611
              Government/Quality Bond Fund                  395.605        4,043
                                                        ===========     ========

6.   Business Changes

     In September of 1996,  management  authorized  the issuance of  120,000,000
     shares in three  classes  of  40,000,000  shares  each  designated  Select,
     Investor and Market shares for each of the Funds. The Investor class shares
     are offered  with a 12b-1 fee and without a sales  load.  The Select  class
     shares are offered with a sales load but no 12b-1 fee.

     On August 24, 1995, the Capital Builder Fund commenced operations.  The net
     assets  of  three  SMITH  HAYES  Trust,  Inc.   pre-existing  Funds  (Asset
     Allocation, Balanced, and Value Funds) were converted to cash of $5,386,699
     and invested in Capital Builder.  In addition,  the net assets of a related
     party  limited  partnership  of  $3,283,131,   including   securities  with
     unrealized  appreciation  of $752,965 were received by Capital Builder in a
     tax-free exchange.


<PAGE>
- -------------------------------------------------------------------------------


                            SMITH HAYES TRUST, INC.

                             NEBRASKA TAX-FREE FUND

                               SEMI-ANNUAL REPORT
                                DECEMBER 31, 1996



<PAGE>

                               TABLE OF CONTENTS




                  Schedule of Investments........................   1

                  Statement of Assets and Liabilities............   9

                  Statement of Operations........................  10

                  Statements of Changes in Net Assets............  11

                  Financial Highlights...........................  12

                  Notes to Financial Statements..................  13


<PAGE>

                             NEBRASKA TAX-FREE FUND
                             SCHEDULE OF INVESTMENTS
                                December 31, 1996
                                   (Unaudited)
                                                            PERCENT
                                                             OF NET
 PRINCIPAL                                                   ASSETS       MARKET
  AMOUNT                        TAX-EXEMPT SECURITIES         97.87%      VALUE
- --------------------------------------------------------------------------------

                                 Education                    8.95%
              --------------------------------------------   -------
     50,000   Lancaster County Schools District 001 (Lincoln
              Public Schools) General Obligation Bonds, Series 1993,
              6.00% due 1/15/12                                        $51,523

    100,000   Nebraska Educational Facilities Authority Revenue
              Bonds, Series 1994 (Dana College Project),
              6.75% due 6/1/14                                         110,322

    100,000   Nebraska Educational Finance Authority Revenue
              Bonds, Series 1995 (Condordia Teachers
              College), 5.90% due 12/15/15                              98,873


    200,000   Nebraska Educational Finance Authority Revenue
              Bonds, Series 1995 (Midland Lutheran
              College Project), 6.25% due 6/15/15                      205,527


    300,000   Nebraska Higher Education Loan Program, Inc.
              Junior Subordinate Bonds, Series
              A-6, 6.40% due 6/1/13                                    313,512

    100,000   Nebraska State College Revenue Bonds, Series
              1992, 5.00%  due 6/15/97                                 100,443
                                                                      --------
                                                                       880,200
                                                                      --------
                          Electric, Water, Sewer              8.95%
              --------------------------------------------   -------
    300,000   City of Grand Island, Sewer System Revenue
              Bonds Series 1994, 6.00% due 4/1/14                      310,044


    150,000   City of Grand Island Nebraska Electric Revenue
              Bonds 5.60% due 9/1/97                                  $151,955

<PAGE>

                             NEBRASKA TAX-FREE FUND
                       SCHEDULE OF INVESTMENTS (Continued)

                                                            PERCENT
 PRINCIPAL                                                  OF NET      MARKET
  AMOUNT                  TAX-EXEMPT SECURITIES (Continued)  ASSETS     VALUE
- ------------    ------------------------------------------  -------  ----------

                    Electric, Water, Sewer (Continued)
                    -----------------------------------
    100,000   City of Hastings, Nebraska Combined Utility
              Revenue Bonds Series 1994,
                6.875% due 10/15/14                                   $111,820

    100,000   City of Hastings, Nebraska Electric System
              Revenue Refunding Bonds,
                Series 1993, 5.00% due 1/1/08                           98,011

    200,000   City of Kearney, Nebraska Combined Utilities
              Revenue Refunding Bonds,
                Series 1994, 6.10% due 6/1/14                          208,366
                                                                     ---------
                                                                       880,196
                                                                     ---------

                            General Obligation                26.38%
              --------------------------------------------   -------

     50,000   Boyd County Nebraska School District No. 38
              (Spencer - Naper) General Obligation Bonds,
              5.85% due 6/15/13                                         50,261

    150,000   Buffalo County Nebraska School District No.
              105 (Pleasanton) General Obligation Bonds,
              Series 1993, 5.95% due 12/15/07                          159,302

    120,000   Colfax County Nebraska School District No. 2
              (Schuyler) General Obligation Bonds, Series
              1993, 5.65% due 12/15/09                                 122,766

    150,000   Colfax County Nebraska School District No. 2
              (Schuyler) General Obligation Bonds, Series
               1993, 5.75% due 12/15/11                                153,017


    100,000   Douglas County Nebraska Sanitary and
              Improvement District No. 257 General Obligation
              Refunding Bonds (Ramble Ridge),
              6.25% due 5/15/09                                        104,827

<PAGE>

                             NEBRASKA TAX-FREE FUND
                       SCHEDULE OF INVESTMENTS (Continued)

                                                               PERCENT
 PRINCIPAL                                                      OF NET   MARKET
  AMOUNT                  TAX-EXEMPT SECURITES (Continued)    ASSETS     VALUE
- -----------         --------------------------------------    -------  --------

                      General Obligation (Continued)
                   ----------------------------------

    400,000   Douglas County Nebraska School District No.
              017, (Millard Public Schools) Refunding Bonds,
              Series of 1996A, 4.65% due 10/01/01                     $402,300

    150,000   Douglas County Nebraska School District No.
              010, (Elkhorn Public Schools) General Obligation Bonds,
              Series of 1995 6.40% due 12/15/08                        162,394

    100,000   Douglas County Nebraska School District No.
              010, (Elkhorn Public Schools) General Obligation Bonds,
              Series of 1994 6.60% due 12/15/10                        109,084

    100,000   Douglas County Nebraska School District No.
              010, (Elkhorn Public Schools) General Obligation Bonds,
              Series of 1994 6.75% due 12/15/14                        110,508

    100,000   Keith County School District 001 Nebraska,
              (Ogallala Public School) General Obligation
              School Building Bond, Series 1994B,
              6.30% due 11/15/09                                       106,826

    448,271   Lancaster County School District 001 (Lincoln)
              Lease Purchase General Obligation Bonds,
              4.15% due 10/26/00                                       448,270

    100,000   Lincoln-Lancaster County Public Building
              Commission General Obligation Bonds, Series
              1994, 6.20% due 10/15/11                                 106,489

    100,000   Morrill County Nebraska School District No.
              021, (Bayard) General Obligation Bonds,
              5.80% due 5/15/06                                        104,023
<PAGE>
                             NEBRASKA TAX-FREE FUND
                       SCHEDULE OF INVESTMENTS (Continued)

                                                               PERCENT
 PRINCIPAL                                                      OF NET    MARKET
  AMOUNT                  TAX-EXEMPT SECURITIES (Continued)     ASSETS    VALUE
- ----------      ------------------------------------------    --------- -------

                    General Obligation (Continued)
               -----------------------------------------

    100,000   City of North Platte Nebraska General
              Obligation Various Purpose Bonds, Series
              1995, 6.20% due 3/15/15                                 $105,608

    175,000   Saunders County, Nebraska School District #107
              Cedar Bluffs Public Schools, General Obligation Bonds,
              6.35% due 7/1/14                                         185,493

    150,000   Western Nebraska Community College
              Certificates of Participation Lease Rentals,
              6.55% due 10/15/13                                       161,952
                                                                       -------
                                                                     2,593,120
                                                                    ----------

                                 Hospital                     10.03%
              --------------------------------------------   -------

    100,000   Douglas County Nebraska Hospital Authority No.
              2 Revenue Bonds, Health Care Facilities (Catholic
              Health Care Corp. A), 5.85% due 11/15/03                 105,661

    125,000   Douglas County Nebraska Hospital Authority No.
              2 Revenue Bonds, Health Care Facilities (Catholic
              Health Care Corp. A), 6.00% due 11/15/15                 129,791

    100,000   Douglas County Nebraska Hospital Authority No.
              1 Revenue Bonds, Health Care Facilities (Archbishop
              Bergan Mercy), 6.25% due 11/15/22                        102,727

    100,000   Gage County Nebraska Hospital Authority No.1
              Hospital Revenue Bonds, (Beatrice Community Hospital and
              Health Center Project), 6.50%  due 10/1/07               108,489

    200,000   Gage County Nebraska Hospital Authority No.1
              Hospital Revenue Bonds, (Beatrice Community Hospital and
              Health Center Project), 6.75%  due 10/1/14               220,861

<PAGE>
                             NEBRASKA TAX-FREE FUND
                       SCHEDULE OF INVESTMENTS (Continued)

                                                               PERCENT
 PRINCIPAL                                                      OF NET    MARKET
  AMOUNT                  TAX-EXEMPT SECURITIES (Continued)     ASSETS    VALUE
- ----------      ------------------------------------------    --------- -------

                          Hospital (Continued)

    100,000   Kearney County Nebraska Hospital Authority No.
              1 Revenue Bonds, Series 1993 (Bethpage Mission of the
              Great Plains, Inc.), 5.90% due 6/1/07                   $105,570

    200,000   Lancaster County Nebraska Hospital Authority
              Hospital Revenue Bonds, Series 1992 A (Sisters of
              Charity Health Care Systems, Inc.), 6.25% due 5/15/12    213,440
                                                                      --------
                                                                       986,539
                                                                      --------

                                  Housing                     16.90%
              --------------------------------------------   -------

   100,000    Nebraska Investment Finance Authority Single
              Family Housing Revenue Bonds, 1996A,
              5.95% due 3/01/27                                       100,000

   150,000   Nebraska Investment Finance Authority Hospital
              Revenue Bonds,(Great Plains Regional Medical Center
              Project), 6.50% due 5/15/14                             161,723

    200,000   Nebraska Investment Finance Authority Hospital
              Revenue Bonds,(Nebraska Methodist Healthcare System),
              6.55% due 3/1/99                                        209,776

     75,000   Nebraska Investment Finance Authority Revenue
              Bonds, (Foundation Educational Building Fund),
              7.00% due 11/1/09                                        75,000

    100,000   Nebraska Investment Finance Authority Single
              Family Housing Revenue Bonds, 1995 Series A,
              6.15% due 3/1/09                                        100,000
<PAGE>
                             NEBRASKA TAX-FREE FUND
                       SCHEDULE OF INVESTMENTS (Continued)

                                                               PERCENT
 PRINCIPAL                                                      OF NET   MARKET
  AMOUNT                  TAX-EXEMPT SECASSETSS (Continued)     ASSETS    VALUE
- ------------     -----------------------------------------    ---------  ------

                            Housing (Continued)
                         --------------------------

    100,000   Nebraska Investment Finance Authority Single
              Family Housing Revenue Bonds, 1995 Series A,
              6.20% due 9/1/10                                       $100,000

    190,000   Nebraska Investment Finance Authority Single
              Family Housing Revenue Bonds, 1994 Series A-1,
              6.30% due 3/1/17                                        190,000

    250,000   Nebraska Investment Finance Authority Single
              Family Housing Revenue Bonds, 1995 Series B, 6.40%
              due 9/1/26                                              250,000

    475,000   Nebraska Investment Finance Authority Single
              Family Housing Revenue Bonds, 1994 Series D-1,
              7.30% due  9/1/26                                       475,000
                                                                      -------
                                                                    1,661,499
                                                                    ---------

                                   Power                      4.86%
              --------------------------------------------   -------

    100,000   McCook Nebraska Public Power District Electric
              System Revenue and Refunding Bonds,
              6.75% due 12/15/09                                       110,980

    200,000   Municipal Energy Agency of Nebraska Power
              Supply System Revenue Refunding Bonds, 1992 Series A,
              6.00% due 4/1/17                                         207,386

    150,000   Nebraska Public Power District
              Revenue Bonds, Series 1992 A, 6.25% due 1/1/12           159,146
                                                                       -------
                                                                      $477,512
                                                                      --------
<PAGE>
                             NEBRASKA TAX-FREE FUND
                       SCHEDULE OF INVESTMENTS (Continued)
                                                               PERCENT
 PRINCIPAL                                                      OF NET    MARKET
  AMOUNT                  TAX-EXEMPT SECASSETSS (Continued)     ASSETS    VALUE

                              Transportation                    1.01%
              --------------------------------------------   -------

    100,000   Omaha, Nebraska Airport Authority Airport
              Facilities Revenue Refunding Bonds, Series 1993,
              5.50% due 1/1/13                                        $99,049

                             Various Revenues                  20.79%
              --------------------------------------------   -------

    150,000   District Energy Corporation Nebraska Facility
              Revenue Bonds, Series 1993 (City-County Building
              and County Correctional
              Family Project), 5.50% due 7/1/13                        147,606

    250,000   City of Lincoln, Nebraska Parking Revenue
              Bonds, Series 1994 C, 6.10% due 8/15/09                  265,848

    200,000   City of Omaha Auditorium Facilities Corporation
              (Omaha Civic Project), Series 1996, 4.25% due 8/15/99    200,738

    425,000   City of Omaha Auditorium Facilities Corporation
              (Omaha Civic Project), Series 1996, 4.35% due 8/15/00    426,420

    100,000   City of Lincoln, Nebraska Parking Revenue
              Bonds, Series 1994 C, 6.15% due 8/15/11                  105,948

    200,000   Nebraska Public Gas Agency Gas Supply System
              Revenue Bonds, Series  A, 6.25% due 4/1/05               210,218

    200,000   Nebraska Public Gas Agency Gas Supply System
              Revenue Bonds, Series  A, 5.65% due 4/1/06               203,884

<PAGE>
                             NEBRASKA TAX-FREE FUND
                       SCHEDULE OF INVESTMENTS (Continued)
                                                               PERCENT
 PRINCIPAL                                                      OF NET    MARKET
  AMOUNT                  TAX-EXEMPT SECASSETSS (Continued)     ASSETS    VALUE
- ----------     --------------------------------------------  ---------  --------

                    Various Revenues (Continued)
                  ----------------------------------
    235,000   Nebraska Investment Finance Authority Single
              Family Housing Revenue Bonds, Series 1996E,
              6.25% due 9/01/28                                       $235,000

    250,000   County of Scottsbluff, Nebraska Development
              Revenue Bonds Series 1995, (Northfield Villa, Inc. - The
              Residency Project), 6.90% due 4/1/20                     250,000
                                                                       -------
                                                                     1,156,283
                                                                     ---------

        Total Investment in Securities (cost $9,358,485)  97.87%   $9,623,777
        Cash Equivalents                                    .68%       39,035
        Other Assets, less Liabilities                     1.45%      170,377
                                                           -----      -------
        NET ASSETS                                       100.00%   $9,833,189
                                                         ======    ==========

    See accompanying notes to financial statements.

<PAGE>
                             NEBRASKA TAX-FREE FUND
                       STATEMENT OF ASSETS AND LIABILITIES
                                DECEMBER 31, 1996
                                   (UNAUDITED)


 ASSETS:
  Investments in securities, at market value (cost $9,358,485)       $9,623,777
  Cash equivalents                                                       39,035
  Receivable for investment securities sold                             204,071
  Accrued interest and dividends receivable                             139,372
                                                                   -------------
       Total assets                                                  10,006,255
                                                                   -------------

LIABILITIES:
  Accrued expenses, including investment management,
    administration and distribution expense reimbursements
    payable to the adviser, administrator and distributor (note 3)        5,924
  Payable for Fund shares redeemed                                      167,142
                                                                   -------------
       Total liabilities                                                173,066
                                                                   -------------
Net assets applicable to outstanding capital stock                   $9,833,189
                                                                   =============

NET ASSETS ARE REPRESENTED BY:
  Capital stock outstanding, at par                                         996
  Additional paid-in capital                                          9,958,375
  Accumulated undistributed net investment income                        20,960
  Accumulated undistributed net realized loss on investments          (412,434)
  Unrealized appreciation (note 4)                                      265,292
                                                                   -------------
       Total amount representing net assets applicable to
         995,935.412 outstanding shares of $.001 par value
        common stock (50,000,000 shares authorized)                  $9,833,189
                                                                   =============

  Net asset value per share                                               $9.87


See accompanying notes to financial statements.
<PAGE>

                           NEBRASKA TAX-FREE FUND
                           STATEMENT OF OPERATIONS
                     SIX MONTHS ENDED DECEMBER 31, 1996
                                 (UNAUDITED)


INVESTMENT INTEREST INCOME:                                          $276,095
                                                                    ----------

EXPENSES (NOTE 3):
    Investment advisory fees                                            7,296
    Administration fees                                                 6,080
    Distribution expenses                                              12,128
    Custodial fees                                                      2,037
    Auditing and tax accounting fees                                    2,632
    Other operating expenses                                            2,737
                                                                    ----------
        Total expenses                                                 32,910
                                                                    ----------
        Net investment income                                         243,185
                                                                    ----------

REALIZED LOSS AND UNREALIZED  APPRECIATION
 (DEPRECIATION)  ON INVESTMENTS (NOTE 4):
    Net realized loss                                                (25,629)
                                                                    ----------
    Net unrealized appreciation (depreciation)
        Beginning of period                                           (2,162)
        End of period                                                 265,292
                                                                    ----------
           Net unrealized appreciation                                267,454
                                                                    ----------
        Net realized and unrealized gain on investments               241,825
                                                                    ----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                 $485,010
                                                                    ==========


See accompanying notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>

                                 LANCASTER FUNDS
                             NEBRASKA TAX-FREE FUND
              STATEMENTS OF CHANGES IN NET ASSETS SIX MONTHS ENDED
                 DECEMBER 31, 1996 AND YEAR ENDED JUNE 30, 1996


                                                         SIX MONTHS ENDED   YEAR ENDED
                                                               DEC. 31,       JUNE 30,
                                                               1996           1996
                                                               ----           ----
                                                               (UNAUDITED)
OPERATIONS:
<S>                                                            <C>            <C>
    Net investment income                                      $243,186       $523,615
    Net realized loss on investments                           (25,629)       (77,341)
    Unrealized appreciation (depreciation) on investments       267,454        (4,154)
                                                           -------------  -------------
      Net increase in net assets resulting from operations      485,010        442,120
                                                           -------------  -------------

DIVIDENDS PAID TO SHAREHOLDERS FROM NET INVESTMENT INCOME:      242,687        527,052
                                                           -------------  -------------

CAPITAL SHARE TRANSACTIONS:
    Proceeds from shares sold (157,608.484 and 244,434.219    1,543,908      2,401,890
      shares)
    Distributions reinvested (14,854.927 and 29,550.493         144,933        290,084
      shares)
    Payment for redemptions (184,663.162 and 349,802.221    (1,801,713)    (3,427,170)
      shares)
                                                           -------------  -------------
      Net decrease from capital share transactions
         (12,199.751 and 75,817.509 shares)                   (112,872)      (735,196)
                                                           -------------  -------------
TOTAL INCREASE (DECREASE) IN NET ASSETS                         129,452      (820,128)

NET ASSETS:
  Beginning of period                                         9,703,737     10,523,865
                                                           -------------  -------------
  End of period                                              $9,833,189     $9,703,737
                                                           =============  =============


See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                 LANCASTER FUNDS
                             NEBRASKA TAX-FREE FUND
                              FINANCIAL HIGHLIGHTS
               SIX MONTHS ENDED DECEMBER 31, 1996 AND YEARS ENDED
               JUNE 30, 1996 AND JUNE 30, 1995 AND FOR THE PERIOD
         FROM JULY 2, 1993 (COMMENCEMENT OF OPERATIONS) TO JUNE 30, 1994

                                        SIX MONTHS ENDED   YEAR ENDED    YEAR ENDED   PERIOD ENDED
                                            DEC. 31,1996  JUNE 30,1996  JUNE 30,1995 JUNE 30, 1994
                                            (UNAUDITED)
NET ASSET VALUE:
<S>                                              <C>           <C>          <C>         <C>
  Beginning of period                            $9.63         9.71         9.42        10.00
                                                 -----         ----         ----        -----
  Income (loss) from investment operations:
     Net investment income                        0.25         0.49         0.48         0.50
     Net realized and unrealized gain
        (loss) on investments                     0.24       (0.08)         0.29       (0.63)
                                                  ----       ------         ----       ------
       Total gain (loss) from investment
         operations                               0.49         0.41         0.77       (0.13)
                                                  ----         ----         ----       ------

  Less distributions from net investment
         income                                  (0.25)       (0.49)       (0.48)       (0.45)
                                                ------       ------       ------       ------

  End of period (1)                              $9.87         9.63         9.71         9.42
                                                 =====         ====         ====         ====

TOTAL RETURN                                     10.1%         4.3%         8.5%       (1.6%) *
                                                 =====         ====         ====       ======

RATIOS/SUPPLEMENTAL DATA:
  Net assets, end of period                 $9,833,189    9,703,737   10,523,865    8,893,922

  Ratio of expenses to average net assets        0.68% *      0.76%        0.71%        0.41% *
  Ratio of net income to average net assets      5.02% *      4.96%        5.15%        4.99% *
  Portfolio turnover rate                       14.13%       17.53%       34.96%        7.45%

*Annualized
(1) Excludes maximum sales charge of 3.90%


See accompanying notes to financial statements.

<PAGE>
                                 LANCASTER FUNDS
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 1996
                                   (UNAUDITED)

1.  ORGANIZATION

    SMITH HAYES Trust,  Inc., d/b/a Lancaster  Funds,  (the Trust) is registered
    under  the  Investment  Company  Act of 1940,  as  amended,  as an  open-end
    management investment company.  These financial statements apply only to the
    Nebraska Tax-Free Fund (the Fund).

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    The following is a summary of significant  accounting  policies  employed by
    the Fund in preparing its financial statements:

    USE OF  ESTIMATES:  In preparing  the  financial  statements,  management is
    required to make estimates and assumptions  that affect the reported amounts
    of assets and  liabilities  as of the date of the financial  statements  and
    changes in net assets for the period. Actual results could differ from those
    estimates.

    VALUATION OF INVESTMENTS: Fund securities are valued at fair market value as
    determined  in good faith or under the  direction of the Board of Directors.
    Determination  of fair value  involves,  among other  things,  reference  to
    market  indices,  matrices  and data from  independent  brokers  and pricing
    services.

    All securities are valued in accordance with the above policies at the close
    of each business day provided that the Fund has shareholder activity.

    At December 31, 1996,  the cost of  investment  securities  is identical for
    financial reporting and income tax purposes.

    SECURITIES  TRANSACTIONS:  Securities  transactions are accounted for on the
    date  securities  are  purchased or sold (trade  date).  Interest  income is
    accrued  daily.  Amortization  of bond premium and discount is accrued daily
    using  both the  constant  yield  and the  straight-line  methods.  Realized
    investment  gains or losses are determined by  specifically  identifying the
    security sold.

    FEDERAL  INCOME  TAXES:  It is the  policy  of the Fund to  comply  with the
    requirements of the Internal Revenue Code applicable to regulated investment
    companies and to distribute  virtually all of its taxable income,  including
    any net realized gain on investments,  to its  shareholders.  Therefore,  no
    Federal  income tax provision is required.  The Fund prepares its tax return
    on an accrual basis.

    DISTRIBUTIONS  TO  SHAREHOLDERS:  Dividends  to  shareholders  are recorded
    on the ex-dividend date.

    CASH  EQUIVALENTS: The Trust considers investments  with a maturity of three
    months or less when purchased to be cash equivalents.

3.  RELATED PARTY TRANSACTIONS

    The Fund has retained  CONLEY  SMITH,  Inc.  (the  Adviser) as its exclusive
    investment  adviser.  The  agreement  provides  that the  Fund  will pay the
    Adviser a fee equal to .15% per annum of its average daily net assets.

    The  Fund  also  retained  Lancaster   Administrative  Services,  Inc.  (the
    Administrator),  to  act  as  its  administrator  and  transfer  agent.  The
    agreement  provides that the Fund will pay a fee to the Administrator  equal
    to .125% per annum of the average daily net assets.

    In addition to the advisory and administrative services agreements, the Fund
    has retained SMITH HAYES Financial Services Corporation (the Distributor), a
    company  related  through  common  ownership and  management,  to act as the
    underwriter  and   distributor  of  the  Fund's  shares.   Pursuant  to  the
    distribution  plan under Rule 12b-1, the Fund will reimburse the Distributor
    for   shareholder-related   expenses   incurred  in   connection   with  the
    distribution of the Fund's shares, however under no circumstances shall such
    reimbursement exceed .25% per annum of the Fund's average daily net assets.

    Under the terms of the advisory,  administrative and distribution agreements
    outlined above, the Fund paid $7,296, $6,080, and $12,128, respectively, for
    such services. Of the amount paid to the Distributor, $7,875 was retained by
    them  for  the  sale of  shares  made  by  their  agents  and  brokers.  The
    Distributor  also received $5,267 and retained  $4,113 (after  allowances to
    dealers) as its portion of the sales  charges paid by purchasers of the Fund
    shares. Such sales charges are not an expense of the Trust and hence are not
    reflected in the accompanying statement of operations.

    At December 31, 1996 the Fund had accrued sales charges of $4 payable to the
    Distributor.

    Under the terms of the advisory  agreement,  the Adviser may be obligated to
    reimburse the Fund up to the amount of the Adviser's fee paid to the Adviser
    if during any year the expenses of the Fund,  including the  Adviser's  fee,
    exceed certain  limitations.  At December 31, 1996 no expense  reimbursement
    was required.

    In  addition   to  the  amount   paid  by  the  Fund  under  the   advisory,
    administration  and distribution  plans, the Fund used SMITH HAYES Financial
    Services  Corporation  (SMITH  HAYES)  to  affect  security  trades on their
    behalf.  SMITH HAYES was paid commissions in the amount of $12,338 for their
    brokerage services during the six months ended December 31, 1996.

    At December 31, 1996, the directors,  officers,  and employees of the Trust,
    the Adviser, Administrator and Distributor and their immediate families held
    10,195 shares at a value of $100,622.

4.  SECURITIES TRANSACTIONS

    The Fund made purchases and sales of investment securities of $1,361,739 and
    $1,332,561, respectively, during the six months ended December 31, 1996.

    At December 31, 1996, the aggregate gross  unrealized  appreciation  and the
    aggregate  gross  unrealized  depreciation  of securities  were $274,472 and
    $9,180, respectively.

5.  BUSINESS CHANGES

    In  September of 1996,  management  authorized  the issuance of  120,000,000
    shares  in three  classes  of  40,000,000  shares  each  designated  Select,
    Investor and Market shares of the Fund.

<PAGE>

- -------------------------------------------------------------------------------
                             SMITH HAYES TRUST, INC.

                          INSTITUTIONAL MONEY MARKET FUND

                               SEMI-ANNUAL REPORT
                               DECEMBER 31, 1996


<PAGE>


                  Statement of Net Assets........................   1

                  Statement of Operations........................   3

                  Statements of Changes in Net Assets............   4

                  Financial Highlights...........................   5

                  Notes to Financial Statements..................   6

<PAGE>



                                 LANCASTER FUNDS
                         INSTITUTIONAL MONEY MARKET FUND
                             STATEMENT OF NET ASSETS
                                DECEMBER 31, 1996
                                   (UNAUDITED)

                                                      YIELD AT
      PAR                                             TIME OF      AMORTIZED
     VALUE             DESCRIPTION                    PURCHASE         COST
- -----------------   --------------------------  -----------------   ----------

CERTIFICATES OF DEPOSIT -- 1%
    95,000    First National Bank,                    5.70%         $95,000
                 Lewellen, Nebraska, due 5/23/97

    95,000    First Bank & Trust Company,
                Cozad, Nebraska, due 6/16/97          5.45%          95,000

    95,000    Curtis State Bank,
                Curtis Nebraska, due 3/16/97          5.50%          95,000

              First National Bank
                Holdrege Nebraska, due 2/10/97        6.00%          95,000

    95,000    Havelock Bank
                Lincoln Nebraska, due 2/3/97          5.80%          95,000
                                                               -------------
                    Total (cost $475,000)                           475,000
                                                               -------------

GOVERNMENT SECURITIES -- 7%
 1,000,000    Fannie Mae, due 2/18/97                 5.26%         993,002

 1,600,000    Federal Home Loan Mtg.
                   Corp., due 1/16/97                 5.23%       1,596,546
                                                                -------------
                    Total (cost $2,589,548)                       2,589,548
                                                                -------------

TRUST CERTIFICATES -- U.S. GOVERNMENT
        GUARANTEED STUDENT LOANS -- 90%
 40,500,000   Mid-America Student Finance Trust, due
              2/14/97 to 12/18/97 (cost $40,500.000)  5.54%*    $40,500,000
                                                                -------------
TOTAL INVESTMENTS -- 98%                                         43,564,548

<PAGE>
                                 LANCASTER FUNDS
                         INSTITUTIONAL MONEY MARKET FUND
                             STATEMENT OF NET ASSETS
                          DECEMBER 31, 1996 (CONTINUED)
                                   (UNAUDITED)

EXCESS OF OTHER ASSETS OVER TOTAL LIABILITIES -- 2%
    (Includes $22,173 payable
     to investment adviser, administrator
      and distributor and $204,118
      dividends payable toshareholders)                             1,521,880
                                                                 -------------
NET ASSETS -- 100%
    Applicable to 45,086,428 outstanding
    shares of $.001 par value common stock
    (100,000,000 shares authorized)                               $45,086,428
                                                                 =============
NET ASSET VALUE:
    Offering and redemption
    price per share                                                     $1.00
                                                                 =============

*Interest rate fluctuates with
3-month U.S. Treasury Bill rate, subject
to no longer than 5-day settlement.


See accompanying notes to financial statements.

<PAGE>
                                 LANCASTER FUNDS
                         INSTITUTIONAL MONEY MARKET FUND
                             STATEMENT OF OPERATIONS
                       SIX MONTHS ENDED DECEMBER 31, 1996
                                   (UNAUDITED)

INVESTMENT INTEREST INCOME                          $1,466,618
                                                   -----------
EXPENSES (NOTE 2):
    Investment advisory fees                            26,508
    Administration fees                                 31,810
    Distribution fee                                    52,908
    Custodial fees                                      12,066
    Other expenses                                      20,593
                                                    -----------
        Total expenses                                 143,885
                                                    -----------

NET INVESTMENT INCOME                               $1,322,733
                                                    ===========

See accompanying notes to financial statements.

<PAGE>

                                 LANCASTER FUNDS
                         INSTITUTIONAL MONEY MARKET FUND
              STATEMENTS OF CHANGES IN NET ASSETS SIX MONTHS ENDED
                 DECEMBER 31, 1996 AND YEAR ENDED JUNE 30, 1996

                                               SIX MONTHS ENDED     YEAR ENDED
                                                  DEC. 31, 1996    JUNE 30, 1996
                                                  -------------    -------------
                                                  (UNAUDITED)
FROM INVESTMENT OPERATIONS:
    Net investment income
      distributed to shareholders                 $1,322,733       $1,408,128
                                                =============    =============

FROM SHARE TRANSACTIONS:
  (at constant net asset value of $1 per share)
    Shares sold                                   29,324,958      101,840,935
    Shares issued in reinvestment of
      dividends from net investment income         1,130,909          992,239
                                                -------------    -------------
                                                  30,455,867      102,833,174

    Shares redeemed                               52,132,540       60,407,009
                                                -------------    -------------

    Total increase (decrease) in net assets
      derived from share transactions           (21,676,673)       42,426,165

NET ASSETS:
    Beginning of period                           66,763,101       24,336,936
                                                -------------    -------------
    End of period                                $45,086,428      $66,763,101
                                                =============    =============

See accompanying notes to financial statements.

<PAGE>

                                 LANCASTER FUNDS
                              FINANCIAL HIGHLIGHTS
                         INSTITUTIONAL MONEY MARKET FUND
                   SIX MONTHS ENDED DECEMBER 31, 1996 AND THE
                YEARS ENDED JUNE 30, 1996, 1995 AND 1994 AND THE
   PERIOD FROM NOVEMBER 12, 1992 (COMMENCEMENT OF OPERATIONS) TO JUNE 30, 1993

                                      SIX         YEAR         YEAR            YEAR        PERIOD
                                 MONTHS ENDED    ENDED         ENDED           ENDED        ENDED
                                 DEC. 31,1996  JUNE 30,1996 JUNE 30, 1995  JUNE 30, 1994  JUNE 30, 1993
                                    (UNAUDITED)
NET ASSET VALUE:
  Beginning of period                   $1.00      1.00         1.00          1.00          1.00
                                        -----      ----         ----          ----          ----

  Income from investment
   operations,
    Net investment income               0.003     0.052        0.054         0.040         0.009

  Less distributions,
    Dividends from net
    investment income                  (0.003)   (0.052)       (0.054)       (0.040)       (0.009)
                                      -------   -------       -------        -------      -------

  End of period                         $1.00      1.00        $1.00          1.00          1.00
                                        =====      ====        =====          ====          ====

YIELD                                   4.85% *   5.02%        5.63%          4.52%         4.28% *
                                        =====     =====        =====          =====        =====

EFFECTIVE YIELD                         4.97% *   5.14%        5.79%          4.62%        4.37% *
                                        =====     =====        =====          =====        =====

RATIOS/SUPPLEMENTAL DATA:
  Net assets, end of period       $45,086,428 66,763,101  24,336,936    28,008,803     14,855,439

  Ratio of expenses to average
     net assets                        0.54% *    0.57%        0.54%          0.61%        0.68% *
  Ratio of net income to average
     net assets                        0.50% *   5.17%         5.42%          4.05%        4.40% *


*Annualized for those periods less than twelve months in duration.

See accompanying notes to financial statements.
</TABLE>

<PAGE>

                                 LANCASTER FUNDS
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 1996
                                   (UNAUDITED)

1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

    SMITH HAYES Trust,  Inc., d/b/a Lancaster Funds, (the Company) is registered
    under  the  Investment  Company  Act of 1940,  as  amended,  as an  open-end
    management investment company. These financial statements relate only to the
    Institutional Money Market Fund (the Fund).

    The following is a summary of significant  accounting  policies  employed by
    the Company in preparing its financial statements.

    VALUATION OF  INVESTMENTS:  Fund  securities  are valued at amortized  cost.
    Pursuant to Rule 2a-7 of the Investment Company Act of 1940,  amortized cost
    as defined is a method of valuing  securities at acquisition cost,  adjusted
    for  amortization  of premium or accretion of discount  rather than at their
    value based on current  market  factors.  This method of  valuation  is used
    consistently  throughout  the  industry  by money  market  funds  wishing to
    maintain a constant net asset value per share. The Fund maintains a constant
    net asset value of $1 per share.

    SECURITY  TRANSACTIONS  AND INVESTMENT  INCOME:  Security  transactions  are
    recorded  on a trade  date  basis.  Realized  gains  or  losses  on sales of
    investments  are determined by  specifically  identifying the issue sold. In
    computing net investment  income,  the Fund amortizes premiums and discounts
    and accrue interest income daily.

    FEDERAL  INCOME  TAXES:  It is the  policy  of the Fund to  comply  with the
    requirements of the Internal Revenue Code applicable to regulated investment
    companies  and to have  the Fund  distribute  virtually  all of its  taxable
    income generated to it's shareholders.  Therefore,  no liability for Federal
    income  taxes  is  required.  On a  calendar  year  basis,  the  Fund,  will
    distribute  substantially  all of its net  investment  income  and  realized
    gains,  if any, to avoid the payment of any Federal  excise taxes.  The Fund
    prepares its tax return on an accrual basis.

    DISTRIBUTIONS TO SHAREHOLDERS:  Dividends to  shareholders  are accrued and
    declared  daily from net  investment  income.  Payments or  reinvestments of
    dividends are made monthly.

    TRUST  CERTIFICATES:  The  trust  certificates  represent  U. S.  Government
    guaranteed  student  loans held by  Mid-America  Student  Finance Trust (the
    Trust).  The Trust invests in eligible student loans issued under the Higher
    Education  Act of  1965  as  amended  (the  Act)  established  by the U.  S.
    Government to provide access to funds for students attending  post-secondary
    institutions.  The Trust  purchases the student loans from Nebraska and Iowa
    banks who are  eligible  lenders  as  defined  by the Act.  The terms of the
    loans, which vary on an individual basis, generally provide for repayment in
    monthly installments over a period normally not in excess of ten years.

    All of the student  loans are  guaranteed  by various  authorized  guarantee
    agencies who have contracts of reinsurance with the Department of Education.
    These  guarantees  are made  subject  to the  performance  of  certain  loan
    servicing  procedures   stipulated  by  the  Act.  If  these  due  diligence
    requirements  are not met,  the  affected  loans may not be  covered  by the
    guarantees should the borrower default.

    For  liquidity  purposes,  certain  banks have  entered  into  unconditional
    agreements  to repurchase a  predetermined  amount of student loans from the
    Trust  upon  five  days  written  notice.  The  maximum  amount  any bank is
    obligated to  repurchase is five percent of the total student loans owned by
    the Trust.  The repurchase  agreements  are cancelable  with 30 days advance
    written notice.  At December 31, 1996, 18 banks have entered into repurchase
    agreements for an aggregate total of $170,000,000.

2.  MANAGEMENT FEE, DISTRIBUTION EXPENSE AND TRANSACTIONS WITH AFFILIATES

    The Fund has retained  CONLEY  SMITH,  Inc.  (the  Adviser) as its exclusive
    investment  adviser.  Under the terms of the agreement the adviser is paid a
    monthly fee  computed  at an annual  rate of .10% of the  average  daily net
    assets of the Fund.

    The Fund has also  retained  Lancaster  Administrative  Services,  Inc. (the
    Administrator),  to  act  as  its  administrator  and  transfer  agent.  The
    agreements  provide for a fee computed and paid monthly at an annual rate of
    .12% of the average daily net assets of the Fund.

    The Fund has  retained  SMITH  HAYES  Financial  Services  Corporation  (the
    Distributor),  a company related through common ownership and management, to
    act as the underwriter and distributor of the Fund's shares. Pursuant to the
    shareholder  approved  distribution  plan  under Rule  12b-1,  the Fund will
    reimburse  the  Distributor  for  shareholder-related  expenses  incurred in
    connection with the  distribution of the Fund's shares.  Aggregate  payments
    cannot  exceed  the  annual  rate of .20% of the  Fund's  average  daily net
    assets.

    Under the terms of the advisory,  administrative and distribution agreements
    outlined above,  the Fund paid $26,508,  $31,810 and $52,908,  respectively,
    for such services.

    In addition  to the  amounts  paid under the  advisory,  administration  and
    distribution  plans, the Fund primarily used SMITH HAYES Financial  Services
    Corporation  (SMITH HAYES) to affect  security  trades on its behalf.  As is
    customary in the industry,  the adviser evaluates the pricing and ability to
    execute the transaction in selecting  brokers to affect trades.  SMITH HAYES
    was paid commissions in the amount of $148 for brokerage services during the
    six months ended December 31, 1996.

    At December 31, 1996, the directors, officers, and employees of the Company,
    the Adviser,  Administrator,  Distributor and their immediate  families held
    $1,319,755  shares  of the  Fund,  which  constituted  2.93%  of the  Fund's
    outstanding shares.






© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission