AHA INVESTMENT FUNDS INC
485APOS, 1997-08-29
Previous: FRANKLIN CREDIT MANAGEMENT CORP/DE/, PRE 14C, 1997-08-29
Next: EGGHEAD INC /WA/, 8-K, 1997-08-29



<PAGE>

                                                               File No. 33-21969

                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549

                                   FORM N-1A

                        REGISTRATION STATEMENT UNDER THE
                             SECURITIES ACT OF 1933               / /

                          Pre-Effective Amendment No.             / /
                        Post-Effective Amendment No. 13           /X/

                        REGISTRATION STATEMENT UNDER THE
                         INVESTMENT COMPANY ACT OF 1940           / /

                                Amendment No. 16                  /X/

                           AHA INVESTMENT FUNDS, INC.
               (Exact Name of Registrant as Specified in Charter)

                               100 Half Day Road
                         Lincolnshire, Illinois  60069
                    (Address of Principal Executive Offices)

       Registrant's Telephone Number, including Area Code:  708-295-5000

                                  John M. Ryan
                               Hewitt Associates
                               100 Half Day Road
                         Lincolnshire, Illinois  60069
                    (Name and Address of Agent for Service)

                                   Copies to:
                           Kenneth S. Gerstein, Esq.
                           Schulte Roth & Zabel LLP
                                900 Third Avenue
                           New York, New York  10022

           Approximate Date of Proposed Public Offering:  As soon as
        possible after this Post-Effective Amendment becomes effective.

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

    / /  immediately upon filing pursuant to paragraph (b)
    / /  on (date) pursuant to paragraph (b)
    / /  60 days after filing pursuant to paragraph (a)
    /X/  on (October 31, 1997) pursuant to paragraph (a) of rule 485
    / /  75 days after filing pursuant to paragraph (a)(2)
    / /  on (date) pursuant to paragraph (a)(2) of rule 485

    If appropriate, check the following box:

    / /  this post-effective amendment designates a new effective date for a
         previously filed post-effective amendment.

    Registrant has previously elected to register an indefinite number of
shares of its Common Stock, $.01 par value, under the Securities Act of 1933,
pursuant to a declaration made in accordance with paragraph (a)(1) of Rule 24f-2
under the Investment Company Act of 1940.  No fee is therefore required in
connection with this filing.  Registrant's Rule 24f-2 Notice for its fiscal year
ended June 30, 1997 was filed on August 25, 1997.

<PAGE>

                              AHA INVESTMENT FUNDS, INC.

                                CROSS REFERENCE SHEET

                              (as required by Rule 495)

N-1A Item No.                                      Location
- -------------                                      --------

PART A

Item 1.    Cover Page. . . . . . . . . . . . . .   Cover Page

Item 2.    Synopsis. . . . . . . . . . . . . . .   Summary of Fund Expenses

Item 3.    Condensed Financial Information . . .   Condensed Financial
                                                   Information

Item 4.    General Description of Registrant . .   About the Fund; Investment
                                                   Objectives and Policies;
                                                   Investment Restrictions;
                                                   Special Investment
                                                   Techniques; Management
                                                   Arrangements

Item 5.    Management of the Fund. . . . . . . .   About the Fund; Management
                                                   Arrangements; Additional
                                                   Information; Investment
                                                   Manager Profiles

Item 5A.   Management's Discussion of Fund         Included in the Fund's
           Performance . . . . . . . . . . . . .   Annual Report

Item 6.    Capital Stock and Other Securities. .   Services Provided by the
                                                   Fund; Dividends, Capital
                                                   Gains Distributions and
                                                   Taxes; Additional
                                                   Information
 
Item 7.    Purchase of Securities Being            How Shares Can Be Purchased;
           Offered . . . . . . . . . . . . . . .   Services Provided by the
                                                   Fund

Item 8.    Redemption or Repurchase. . . . . . .   How to Redeem Shares;
                                                   Services Provided by the
                                                   Fund

Item 9.    Pending Legal Proceedings . . . . . .   Not Applicable

<PAGE>

PART B

Item 10.   Cover Page. . . . . . . . . . . . . .   Cover Page

Item 11.   Table of Contents . . . . . . . . . .   Table of Contents

Item 12.   General Information and History . . .   The Fund and Its Management

Item 13.   Investment Objectives and Policies. .   Investment Policies and
                                                   Practices; Investment
                                                   Restrictions; Special
                                                   Investment Techniques;
                                                   Appendix-Futures and Options

Item 14.   Management of the Fund. . . . . . . .   The Fund and Its Management

Item 15.   Control Persons and Principal Holders   The Fund and Its Management;
           of Securities . . . . . . . . . . . .   Additional Information

Item 16.   Investment Advisory and Other           The Fund and Its 
           Services. . . . . . . . . . . . . . .   Management

Item 17.   Brokerage Allocation and Other          Portfolio Transactions and
           Practices . . . . . . . . . . . . . .   Brokerage

Item 18.   Capital Stock and Other Securities. .   Additional Information

Item 19.   Purchase, Redemption and Pricing of     Determination of Net Asset
           Securities Being Offered. . . . . . .   Value; Purchases and
                                                   Redemption of Shares

Item 20.   Tax Status. . . . . . . . . . . . . .   Taxes

Item 21.   Underwriters. . . . . . . . . . . . .   Not Applicable

Item 22.   Calculation of Performance Data . . .   Performance Information

Item 23.   Financial Statements. . . . . . . . .   Additional Information

PART C

Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C to this Post-Effective Amendment.
<PAGE>
- --------------------------------------------------------------------------------
 
                       PROSPECTUS DATED OCTOBER 31, 1997
 
                      AHA INVESTMENT FUNDS, INC.
                      100 HALF DAY ROAD
                      LINCOLNSHIRE, ILLINOIS 60069
- --------------------------------------------------------------------------------
 
    AHA Investment Funds, Inc. (the "Fund"), is an open-end, diversified,
management investment company (commonly known as a "mutual fund"). Shares of the
Fund are available only to participants in the American Hospital Association
Investment Program (the "Program"), and to the American Hospital Association
(and its affiliated companies). The Fund is designed to provide Participants in
the Program with a cost-effective method of pursuing a professionally managed,
diversified program for investment of their pension funds and corporate assets,
and implementing asset allocation decisions. The Fund is comprised of four
investment portfolios, each managed by two or more Investment Managers with the
exception of the Limited Maturity Fixed Income Portfolio. Hewitt Associates LLC
is the Fund's Investment Consultant. Shares of the following Portfolios are
offered directly by the Fund, without any sales charge ("no-load"), and are
redeemable, at the respective Portfolios' current net asset values per share:
- --------------------------------------------------------------------------------
 
LIMITED MATURITY FIXED INCOME PORTFOLIO: Seeks a high level of current income,
consistent with preservation of capital and liquidity. Invests primarily in high
quality fixed income securities and maintains an average dollar weighted
portfolio maturity of five years or less.
 
FULL MATURITY FIXED INCOME PORTFOLIO: Seeks over the long term the highest level
of income consistent with preservation of capital. Invests primarily in high
quality fixed income securities. There is no restriction on the maximum maturity
of the securities purchased. The average dollar weighted portfolio maturity will
vary and may exceed 20 years.
 
DIVERSIFIED EQUITY PORTFOLIO: Seeks long-term capital growth. Invests primarily
in equity securities and securities having equity characteristics.
 
BALANCED PORTFOLIO: Seeks a combination of growth of capital and income. Invests
varying proportions of its assets in equity and fixed income securities, with
not less than 25 percent of total assets invested in fixed income securities.
- --------------------------------------------------------------------------------
 
    In pursuing their investment objectives, the Portfolios may utilize a
variety of investment techniques. See "Investment Descriptions and Practices."
Options on securities and financial futures and related options may be utilized
by each of the Portfolios and involve certain risks. See "Special Investment
Techniques."
 
INVESTMENT CONSULTANT:
 
HEWITT ASSOCIATES LLC
100 Half Day Road
Lincolnshire, Illinois 60069
 
    This Prospectus provides the basic information you should know before
investing in the Fund. Please read it and keep it for future reference. A
Statement of Additional Information dated October 31, 1997 containing further
information about the Fund has been filed with the Securities and Exchange
Commission. You can obtain a copy without charge by writing AHA Investment
Funds, Inc., c/o Firstar Trust Company, P.O. Box 701, Milwaukee, WI 53201-0701
or by calling 1 (800) 445-1341.
 
    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE. THE STATEMENT OF ADDITIONAL INFORMATION, DATED AUGUST 31,
1997, IS HEREBY INCORPORATED BY REFERENCE INTO THIS PROSPECTUS.
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
 
                               TABLE OF CONTENTS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                                               PAGE
                                                                                                             ---------
<S>                                                                                                          <C>
PROSPECTUS SUMMARY.........................................................................................      3
SUMMARY OF FUND EXPENSES...................................................................................      5
CONDENSED FINANCIAL INFORMATION............................................................................      7
ABOUT THE FUND.............................................................................................     10
INVESTMENT OBJECTIVES AND POLICIES.........................................................................     11
INVESTMENT RESTRICTIONS....................................................................................     18
SPECIAL INVESTMENT TECHNIQUES..............................................................................     18
MANAGEMENT ARRANGEMENTS....................................................................................     22
EXPENSES AND FEES..........................................................................................     23
HOW SHARES CAN BE PURCHASED................................................................................     24
HOW TO REDEEM SHARES.......................................................................................     25
SERVICES PROVIDED BY THE FUND..............................................................................     27
DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES...........................................................     28
FUND PERFORMANCE...........................................................................................     29
ADDITIONAL INFORMATION.....................................................................................     30
INVESTMENT CONSULTANT PROFILE..............................................................................     31
INVESTMENT MANAGER PROFILES................................................................................     31
CORPORATE SECURITIES RATINGS (Appendix)....................................................................     A-1
</TABLE>
 
                                       2
<PAGE>
                               PROSPECTUS SUMMARY
 
<TABLE>
<S>                        <C>
THE FUND                   The Fund, a Maryland corporation, is an open-end,
                           diversified, management investment company. It is
                           comprised of four investment portfolios (the
                           "Portfolios"), each with different investment objectives
                           and policies. See "Investment Objectives and Policies."
 
THE OFFERING               Shares of common stock, $0.01 par value, of each of the
                           Portfolios, are offered on a continuous basis directly by
                           the Fund to participants in the American Hospital
                           Association Investment Program (the "Program") and to the
                           American Hospital Association ("AHA") and its affiliates.
                           Participants in the Program are member hospitals of AHA
                           and their affiliated organizations, including employee
                           benefit plans. Other hospital associations affiliated
                           with AHA and their sponsored and affiliated organizations
                           are also eligible to become Participants. Hewitt
                           Associates LLC provides asset management consulting
                           services to participants in the Program. Participants can
                           implement asset allocation policies and pursue their
                           investment goals through investment in shares of one or
                           more of the Portfolios. See "About The Fund."
 
SHARE PRICE                Shares of each Portfolio are offered at the net asset
                           value per share of the Portfolio next computed after
                           receipt of an order to purchase shares in proper form
                           without any sales charge. See "How Shares Can Be
                           Purchased."
 
MINIMUM PURCHASE           Minimum initial investment in the Fund is $1 million,
                           with a $100,000 per Portfolio minimum. Subsequent
                           investments in a Portfolio must be at least $100,000. See
                           "How Shares Can Be Purchased."
 
INVESTMENT CONSULTANT      Hewitt Associates LLC ("Hewitt") is the Fund's Investment
                           Consultant. Hewitt selects the Investment Managers of the
                           Portfolios, subject to the Board of Directors' approval.
                           In addition, it supervises and evaluates the performance
                           of the Investment Managers, allocates assets among them
                           and provides certain other services. See "Management
                           Arrangements."
 
THE INVESTMENT MANAGERS    The investments of the Portfolios are managed by various
                           advisory organizations which serve as the Investment
                           Managers. See "Management Arrangements." The
                           organizations presently serving as Investment Managers
                           are listed and described under "Investment Manager
                           Profiles."
 
FEES AND EXPENSES          The Fund pays no fees to Hewitt or to the Investment
                           Managers. Fees of the Investment Managers are paid by
                           Hewitt. Participants in the Program pay fees to Hewitt
                           for the services they receive. See "Expenses and Fees."
                           The Fund directly bears certain expenses of its
                           operations, including the fees and expenses accounting
                           and other services provided by Firstar Trust Company. See
                           "Additional Information."
</TABLE>
 
                                       3
<PAGE>
 
<TABLE>
<S>                        <C>
DIVIDENDS AND CAPITAL      Income dividends of the Limited Maturity Fixed Income
GAINS DISTRIBUTIONS        Portfolio and the Full Maturity Fixed Income Portfolio
                           are declared daily and payable monthly. The Diversified
                           Equity Portfolio and the Balanced Portfolio declare and
                           pay income dividends quarterly. Capital gains, if any,
                           are distributed at least annually. Dividends and capital
                           gains distributions are automatically reinvested in
                           additional shares at net asset value unless a shareholder
                           elects to have them paid by check. See "Dividends,
                           Capital Gains Distributions and Taxes."
 
REDEMPTION OF SHARES       Shares can be redeemed at net asset value of the
                           Portfolio next determined after receipt of a redemption
                           request in proper form, without any charge. Requests can
                           be made in writing or by telephone and will be paid by
                           wire or, if requested, by check. Shares may be subject to
                           involuntary redemption under certain circumstances. See
                           "How to Redeem Shares."
 
EXCHANGE PRIVILEGE         Shares of any Portfolio may be exchanged for shares of
                           any other Portfolio on the basis of relative net asset
                           values of the Portfolios at the time of exchange, without
                           charge, subject to the minimum investment requirements of
                           each Portfolio. See "Services Provided by the Fund."
 
RISKS                      The net asset values per share and dividends of the
                           Portfolios will fluctuate. Investors should review
                           carefully the investment objectives, policies and
                           procedures of the Portfolios and consider their ability
                           to assume the risks involved in owning shares. Some
                           investment practices of the Portfolios involve certain
                           risks. These practices include: use of repurchase
                           agreements; purchase of foreign securities; lending
                           securities; use of options on securities, stock index
                           options, interest rate futures and related options, and
                           stock index futures and related options. See "Investment
                           Objectives And Policies" and "Special Investment
                           Techniques."
</TABLE>
 
    THE ABOVE SUMMARY IS QUALIFIED IN ITS ENTIRETY BY THE DETAILED INFORMATION
APPEARING ELSEWHERE IN THIS PROSPECTUS AND IN THE STATEMENT OF ADDITIONAL
INFORMATION.
 
                                       4
<PAGE>
                            SUMMARY OF FUND EXPENSES
 
    The following table illustrates the expenses and fees that each Portfolio of
the Fund expects to incur and that shareholders can expect to bear. The expenses
of the Portfolios are illustrated based upon the actual expenses incurred by
each Portfolio during the fiscal year ended June 30, 1997. Actual expenses of
the Portfolios in the future may be more or less than the expenses set forth in
the table and the examples that follow.
 
<TABLE>
<S>                                                                             <C>        <C>
SHAREHOLDER TRANSACTION EXPENSES:
Maximum Sales Load Imposed on Purchases                                         None
Maximum Sales Load Imposed on Reinvested Dividends                              None
Deferred Sales Load Imposed on Redemptions                                      None
Redemption Fees                                                                 None
Exchange Fees                                                                   None
</TABLE>
 
ANNUAL PORTFOLIO OPERATING EXPENSES
(AS A PERCENTAGE OF NET ASSETS)
 
<TABLE>
<CAPTION>
                                                     LIMITED MATURITY
                                  FULL MATURITY                         DIVERSIFIED EQUITY
                                   FIXED INCOME        FIXED INCOME                         BALANCED PORTFOLIO
                                    PORTFOLIO           PORTFOLIO           PORTFOLIO
                                ------------------  ------------------  ------------------  ------------------
<S>                             <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
Management Fees                               None                None                None                None
12b-1 Fees                                    None                None                None                None
Other Expenses
  1.  Custody fees                 0.05%               0.02%               0.03%               0.07%
  2.  Audit, legal,
      administration and
      miscellaneous                0.16%               0.10%               0.14%               0.16%
  3.  Fee to Hewitt Associates
      LLC*                         0.50%               0.50%               0.75%               0.75%
                                --------            --------            --------            --------
    Total Other Expenses                     0.71%               0.62%               0.92%               0.98%
                                          --------            --------            --------            --------
Expense Reimbursement                         None                None                None                None
Total Portfolio Operating
 Expenses                                    0.71%               0.62%               0.92%               0.98%
                                          --------            --------            --------            --------
                                          --------            --------            --------            --------
</TABLE>
 
EXAMPLE (AFTER EXPENSE REIMBURSEMENT):
You would pay the following expenses on a $1,000 investment assuming a 5% annual
return and redemption at the end of each time period.
 
<TABLE>
<S>                             <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
1 Year..................................  $     7             $     6             $     9             $    10
3 Years.................................       23                  20                  29                  31
5 Years.................................       40                  35                  51                  54
10 Years................................       89                  78                 112                 120
</TABLE>
 
- ---------
* As discussed below, shareholders will incur this fee directly as Participants
in the American Hospital Association Investment Program. The table assumes the
standard fee applicable for the standard level of Program services.
 
    The expense table and example above are based upon the actual expenses
incurred by each Portfolio during the fiscal year ended June 30, 1997. Hewitt
has voluntarily agreed to pay certain of the expenses of the Portfolios (or to
reimburse the Portfolios for such expenses) in such amounts as may be necessary
to limit total expenses of the Portfolios and their shareholders (including the
standard level of program fees payable to Hewitt, but exclusive of any taxes,
interest, brokerage
 
                                       5
<PAGE>
commissions and any extraordinary non-recurring expenses including, without
limitation, litigation expenses) to the following specified annual percentage
amounts as a percentage of average net assets of the Portfolios:
 
<TABLE>
<S>                                                                           <C>
Full Maturity Fixed Income Portfolio........................................       1.00 %
Limited Maturity Fixed Income Portfolio.....................................       1.00 %
Diversified Equity Portfolio................................................       1.25 %
Balanced Portfolio..........................................................       1.25 %
</TABLE>
 
It is Hewitt's present intention to pay or reimburse expenses of the Portfolios
as may be necessary to limit actual expenses to the percentage amounts set forth
above, but it is not required to do so. The Portfolios may reimburse Hewitt for
the expenses of the Portfolios it voluntarily has absorbed on or after September
1, 1989, provided that such reimbursement does not cause the percentage expense
limitations set forth above to be exceeded and is approved by the Board of
Directors of the Fund. There is no commitment, however, by the Fund to make any
such reimbursement and no reimbursement has been made as of the date of this
Prospectus. As of June 30, 1997, expenses absorbed by Hewitt since September 1,
1989 were: $101,400 for the Full Maturity Fixed Income Portfolio; $41,000 for
the Limited Maturity Fixed Income Portfolio; $116,000 for the Diversified Equity
Portfolio; and $10,900 for the Balanced Portfolio. See "ADDITIONAL INFORMATION
- -- Arrangements with AHA and Other Organizations".
 
    The table and expenses set forth above should not be considered as
representations of future expenses or performance, which will vary. Their
purpose is to assist investors in understanding the various costs and expenses
that they will bear directly and indirectly. Fees that investors will bear as
Participants in the Program are included in the tables and may vary based upon
the level of services they elect to receive as Participants in the Program and
other factors, including the particular Portfolios in which they invest and the
amount of assets committed to the Program. For Hewitt's standard level of
services, a Participant's fee is presently determined by applying the following
annual percentage rates to the Participant's assets invested in the Portfolios:
 .75% of assets invested in the Diversified Equity Portfolio and the Balanced
Portfolio; and .50% of assets invested in the Limited Maturity Fixed Income
Portfolio and the Full Maturity Fixed Income Portfolio. The expenses shown above
assume that average account sizes will exceed the minimum initial investment in
the Fund of $1,000,000. Reduced fees may be negotiated by Hewitt with
Participants committing in excess of $50 million to the Program and in other
special circumstances. For a more complete description of fees and expenses, see
"Expenses and Fees".
 
                                       6
<PAGE>
                        CONDENSED FINANCIAL INFORMATION
 
    The tables below reflect the results of the Fund's operations for a share
outstanding throughout the periods shown below and have been audited by Arthur
Andersen LLP, the Fund's independent public accountants. These tables should be
read in conjunction with the respective Portfolio's financial statements and
notes thereto, which are contained in the Fund's Statement of Additional
Information and can be obtained from the Fund upon request without charge.
Further information regarding the investment performance of the Portfolios is
contained in the Fund's annual report to shareholders, a copy of which can also
be obtained without charge.
 
FULL MATURITY FIXED INCOME PORTFOLIO
<TABLE>
<CAPTION>
                                          JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,
                                           1989(A)      1990        1991        1992        1993        1994        1995
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
<S>                                       <C>         <C>         <C>         <C>         <C>         <C>         <C>
Net Asset Value, Beginning of Period....  $  10.00    $  10.30    $  10.01    $  10.03    $  10.58    $  10.76    $   9.48
Income From Investment Operations:
  Net investment income.................      0.55*       0.78*       0.79*       0.75        0.72        0.59        0.65
  Net realized and unrealized gain
   (loss) on investments and futures....      0.30       (0.29)       0.02        0.64        0.53       (0.64)       0.40
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Income from Investment
     Operations.........................      0.85        0.49        0.81        1.39        1.25       (0.05)       1.05
Less Distributions:
  Net investment income.................     (0.55)      (0.78)      (0.79)      (0.75)      (0.72)      (0.59)      (0.65)
  Net realized capital gain (loss)......        --          --          --       (0.09)      (0.35)      (0.64)         --
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Distributions.................     (0.55)      (0.78)      (0.79)      (0.84)      (1.07)      (1.23)      (0.65)
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Net Asset Value, End of Period..........  $  10.30    $  10.01    $  10.03    $  10.58    $  10.76    $   9.48    $   9.88
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Total Return on Net Asset Value(B)......      8.60%       4.62%       7.87%      13.66%      11.98%      (1.43%)     10.99%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................    $1,422     $11,134     $19,893     $47,500     $52,094     $48,752     $39,874
  Ratio of Expenses to Average Net
   Assets...............................      0.50%*      0.50%*      0.50%*      0.42%       0.27%       0.24%       0.21%
  Ratio of Net Investment Income to
   Average Net Assets...................      8.12%*      8.44%*      8.06%*      7.37%       6.77%       5.67%       6.88%
  Ratio of Expenses to Average Net
   Assets(C)............................     1.94%       1.36%       0.89%       0.42%       0.27%       0.24%       0.21%
  Ratio of Net Investment Income to
   Average Net Assets(C)................      6.67%       7.56%       7.68%       7.37%       6.77%       5.67%       6.88%
  Portfolio Turnover Rate...............    234.20%     203.83%     411.24%     252.89%     266.03%     331.63%     279.42%
 
<CAPTION>
                                          JUNE 30,    JUNE 30,
                                            1996        1997
                                          ---------   ---------
<S>                                       <C>         <C>
Net Asset Value, Beginning of Period....  $   9.88    $   9.63
Income From Investment Operations:
  Net investment income.................      0.65        0.65
  Net realized and unrealized gain
   (loss) on investments and futures....     (0.25)       0.16
                                          ---------   ---------
    Total Income from Investment
     Operations.........................      0.40        0.81
Less Distributions:
  Net investment income.................     (0.65)      (0.65)
  Net realized capital gain (loss)......        --       (0.00)
                                          ---------   ---------
    Total Distributions.................     (0.65)      (0.65)
                                          ---------   ---------
Net Asset Value, End of Period..........  $   9.63    $   9.79
                                          ---------   ---------
                                          ---------   ---------
Total Return on Net Asset Value(B)......      3.58%       8.09%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................   $53,292     $50,796
  Ratio of Expenses to Average Net
   Assets...............................      0.21%       0.21%
  Ratio of Net Investment Income to
   Average Net Assets...................      6.52%       6.63%
  Ratio of Expenses to Average Net
   Assets(C)............................     0.21%       0.21%
  Ratio of Net Investment Income to
   Average Net Assets(C)................      6.52%       6.63%
  Portfolio Turnover Rate...............    283.13%     304.93%
</TABLE>
 
- ------------
 * Reflects the waiver of certain management fees and reimbursement of certain
    other expenses by the Investment Consultant.
(A) Commencement date for the Full Maturity Fixed Income Portfolio was October
    20, 1988.
(B) Total Return on Net Asset Value is net of the standard management fee of
    0.50%.
(C) Ratios include all standard management fees and expenses.
 
                                       7
<PAGE>
LIMITED MATURITY FIXED INCOME PORTFOLIO
<TABLE>
<CAPTION>
                                          JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,
                                           1989(A)      1990        1991        1992        1993        1994        1995
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
<S>                                       <C>         <C>         <C>         <C>         <C>         <C>         <C>
Net Asset Value, Beginning of Period....  $  10.00    $  10.07    $   9.98    $   10.11   $   10.48   $   10.52   $   10.09
Income From Investment Operations:
  Net investment income.................      0.43*       0.77*       0.74*        0.64        0.49        0.49        0.62
  Net realized and unrealized gain
   (loss) on investments and futures....      0.07       (0.09)       0.13         0.45        0.12       (0.32)       0.13
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Income from Investment
     Operations.........................      0.50        0.68        0.87         1.09        0.61        0.17        0.75
Less Distributions:
  Net investment income.................     (0.43)      (0.77)      (0.74)       (0.64)      (0.49)      (0.49)      (0.62)
  Net realized capital gain (loss)......        --          --          --        (0.08)      (0.08)      (0.11)         --
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Distributions.................     (0.43)      (0.77)      (0.74)       (0.72)      (0.57)      (0.60)      (0.62)
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Net Asset Value, End of Period..........  $  10.07    $   9.98    $  10.11    $   10.48   $   10.52   $   10.09   $   10.22
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Total Return on Net Asset Value(B)......      5.01%       6.52%       8.49%       10.46%       5.49%       1.14%       7.19%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................    $6,284     $18,522     $30,151     $101,881    $162,694    $189,542    $186,856
  Ratio of Expenses to Average Net
   Assets...............................      0.50%*      0.50%*      0.50%*       0.29%       0.17%       0.14%       0.12%
  Ratio of Net Investment Income to
   Average Net Assets...................      8.49%*      8.04%*      7.49%*       6.02%       4.66%       4.73%       6.17%
  Ratio of Expenses to Average Net
   Assets(C)............................     1.97%       0.88%       0.55%        0.29%       0.17%       0.14%       0.12%
  Ratio of Net Investment Income to
   Average Net Assets(C)................      7.01%       7.66%       7.45%        6.02%       4.66%       4.73%       6.17%
  Portfolio Turnover Rate...............      0.00%     137.50%     279.16%       99.86%     167.38%     178.01%     155.12%
 
<CAPTION>
                                          JUNE 30,    JUNE 30,
                                            1996        1997
                                          ---------   ---------
<S>                                       <C>         <C>
Net Asset Value, Beginning of Period....  $   10.22   $   10.12
Income From Investment Operations:
  Net investment income.................       0.62        0.61
  Net realized and unrealized gain
   (loss) on investments and futures....      (0.10)       0.04
                                          ---------   ---------
    Total Income from Investment
     Operations.........................       0.52        0.65
Less Distributions:
  Net investment income.................      (0.62)      (0.61)
  Net realized capital gain (loss)......         --          --
                                          ---------   ---------
    Total Distributions.................      (0.62)      (0.61)
                                          ---------   ---------
Net Asset Value, End of Period..........  $   10.12   $   10.16
                                          ---------   ---------
                                          ---------   ---------
Total Return on Net Asset Value(B)......       4.66%       6.03%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................   $201,196    $141,023
  Ratio of Expenses to Average Net
   Assets...............................       0.10%       0.12%
  Ratio of Net Investment Income to
   Average Net Assets...................       6.03%       6.04%
  Ratio of Expenses to Average Net
   Assets(C)............................      0.10%       0.12%
  Ratio of Net Investment Income to
   Average Net Assets(C)................       6.03%       6.04%
  Portfolio Turnover Rate...............     132.75%     121.70%
</TABLE>
 
- ------------
  * Reflects the waiver of certain management fees and reimbursement of certain
    other expenses by the Investment Consultant.
(A) Commencement date for the Limited Maturity Fixed Income Portfolio was
    December 22, 1988.
(B) Total Return on Net Asset Value is net of the standard management fee of
    0.50%.
(C) Ratios include all standard management fees and expenses.
 
                                       8
<PAGE>
DIVERSIFIED EQUITY PORTFOLIO
<TABLE>
<CAPTION>
                                          JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,
                                           1989(A)      1990        1991        1992        1993        1994        1995
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
<S>                                       <C>         <C>         <C>         <C>         <C>         <C>         <C>
Net Asset Value, Beginning of Period....  $  10.00    $  11.16    $  11.42    $  11.47    $  12.95    $  13.95    $  13.90
Income From Investment Operations:
  Net investment income.................      0.35*       0.43*       0.35*       0.31*       0.25*       0.26        0.29
  Net realized and unrealized gain on
   investments and futures..............      1.12        0.52        0.08        1.52        1.70        0.45        2.34
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Income from Investment
     Operations.........................      1.47        0.95        0.43        1.83        1.95        0.71        2.63
Less Distributions:
  Net investment income.................     (0.31)      (0.44)      (0.34)      (0.31)      (0.25)      (0.26)      (0.29)
  Net realized capital gain (loss)......        --       (0.25)      (0.04)      (0.04)      (0.70)      (0.50)      (1.48)
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Distributions.................     (0.31)      (0.69)      (0.38)      (0.35)      (0.95)      (0.76)      (1.77)
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Net Asset Value, End of Period..........  $  11.16    $  11.42    $  11.47    $  12.95    $  13.95    $  13.90    $  14.76
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Total Return on Net Asset Value(B)......     14.45%       7.76%       3.24%      15.14%      14.47%       4.21%      20.11%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................    $3,556      $7,920     $10,725     $13,878     $21,087     $22,547     $39,634
  Ratio of Expenses to Average Net
   Assets...............................      0.50%*      0.50%*      0.50%*      0.50%*      0.50%*      0.40%       0.31%
  Ratio of Net Investment Income to
   Average Net Assets...................      4.88%*      4.45%*      3.37%*      2.13%*      1.90%*      1.83%       2.30%
  Ratio of Expenses to Average Net
   Assets(C)............................     2.68%       1.33%       1.08%       0.66%       0.53%       0.40%       0.31%
  Ratio of Net Investment Income to
   Average Net Assets(C)................      2.70%       3.61%       2.80%       1.97%       1.87%       1.83%       2.30%
  Portfolio Turnover Rate...............     29.99%      33.57%      72.49%      65.89%      45.87%     100.45%      68.12%
Average Commission Rate(D)..............    N/A         N/A         N/A         N/A         N/A         N/A         N/A
 
<CAPTION>
                                          JUNE 30,    JUNE 30,
                                            1996        1997
                                          ---------   ---------
<S>                                       <C>         <C>
Net Asset Value, Beginning of Period....  $  14.76    $  17.59
Income From Investment Operations:
  Net investment income.................      0.35        0.34
  Net realized and unrealized gain on
   investments and futures..............      3.57        5.18
                                          ---------   ---------
    Total Income from Investment
     Operations.........................      3.92        5.52
Less Distributions:
  Net investment income.................     (0.35)      (0.34)
  Net realized capital gain (loss)......     (0.74)      (2.05)
                                          ---------   ---------
    Total Distributions.................     (1.09)      (2.39)
                                          ---------   ---------
Net Asset Value, End of Period..........  $  17.59    $  20.72
                                          ---------   ---------
                                          ---------   ---------
Total Return on Net Asset Value(B)......     26.42%      32.97%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................   $54,435     $70,590
  Ratio of Expenses to Average Net
   Assets...............................      0.18%       0.17%
  Ratio of Net Investment Income to
   Average Net Assets...................      2.09%       1.83%
  Ratio of Expenses to Average Net
   Assets(C)............................     0.18%       0.17%
  Ratio of Net Investment Income to
   Average Net Assets(C)................      2.09%       1.83%
  Portfolio Turnover Rate...............     57.76%      67.31%
Average Commission Rate(D)..............    N/A         0.0368
</TABLE>
 
- ------------
  * Reflects the waiver of certain management fees and reimbursement of certain
    other expenses by the Investment Consultant.
(A) Commencement date for the Diversified Equity Portfolio was October 20, 1988.
(B) Total Return on Net Asset Value is net of the standard management fee of
    0.75%.
(C) Ratios include all standard management fees and expenses.
(D) Disclosure not applicable to prior periods.
 
                                       9
<PAGE>
BALANCED PORTFOLIO
<TABLE>
<CAPTION>
                                          JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,    JUNE 30,
                                           1989(A)      1990        1991        1992        1993        1994        1995
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
<S>                                       <C>         <C>         <C>         <C>         <C>         <C>         <C>
Net Asset Value, Beginning of Period....  $  10.00    $  10.68    $  10.69    $  10.87    $  12.03    $  12.76    $  11.66
Income From Investment Operations:
  Net investment income.................      0.39*       0.56*       0.54*       0.44        0.44        0.42        0.32
  Net realized and unrealized gain on
   investments and futures..............      0.64        0.11        0.21        1.16        1.18       (0.26)       1.44
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Income from Investment
     Operations.........................      1.03        0.67        0.75        1.60        1.62        0.16        1.76
Less Distributions:
  Net investment income.................     (0.35)      (0.56)      (0.57)      (0.44)      (0.44)      (0.42)      (0.32)
  Net realized capital gain (loss)......        --       (0.10)         --          --       (0.45)      (0.84)      (0.47)
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
    Total Distributions.................     (0.35)      (0.66)      (0.57)      (0.44)      (0.89)      (1.26)      (0.79)
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Net Asset Value, End of Period..........  $  10.68    $  10.69    $  10.87    $  12.03    $  12.76    $  11.66    $  12.63
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
                                          ---------   ---------   ---------   ---------   ---------   ---------   ---------
Total Return on Net Asset Value(B)......      9.96%       5.34%       6.62%      13.99%      13.02%       0.29%      14.97%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................   $13,545     $34,565     $33,547     $34,853     $41,313     $46,523     $46,646
  Ratio of Expenses to Average Net
   Assets...............................      0.50%*      0.50%*      0.50%*      0.38%       0.31%       0.26%       0.21%
  Ratio of Net Investment Income to
   Average Net Assets...................      6.06%*      6.12%*      4.92%*      3.73%       3.51%       3.39%       4.12%
  Ratio of Expenses to Average Net
   Assets(C)............................     1.27%       0.52%       0.52%       0.38%       0.31%       0.26%       0.21%
  Ratio of Net Investment Income to
   Average Net Assets(C)................      5.29%       6.11%       4.89%       3.73%       3.51%       3.89%       4.12%
  Portfolio Turnover Rate...............    106.23%     132.60%     201.36%     201.93%     132.14%     208.31%     160.41%
Average Commission Rate(D)..............    N/A         N/A         N/A         N/A         N/A         N/A         N/A
 
<CAPTION>
                                          JUNE 30,    JUNE 30,
                                            1996        1997
                                          ---------   ---------
<S>                                       <C>         <C>
Net Asset Value, Beginning of Period....  $  12.63    $  13.38
Income From Investment Operations:
  Net investment income.................      0.41        0.37
  Net realized and unrealized gain on
   investments and futures..............      1.98        2.65
                                          ---------   ---------
    Total Income from Investment
     Operations.........................      2.39        3.02
Less Distributions:
  Net investment income.................     (0.41)      (0.39)
  Net realized capital gain (loss)......     (1.23)      (1.15)
                                          ---------   ---------
    Total Distributions.................     (1.64)      (1.54)
                                          ---------   ---------
Net Asset Value, End of Period..........  $  13.38    $  14.86
                                          ---------   ---------
                                          ---------   ---------
Total Return on Net Asset Value(B)......     19.20%      23.23%
Ratios/Supplemental Data:
  Net Assets, End of Period (in
   thousands)...........................   $43,130     $52,137
  Ratio of Expenses to Average Net
   Assets...............................      0.23%       0.23%
  Ratio of Net Investment Income to
   Average Net Assets...................      3.08%       2.81%
  Ratio of Expenses to Average Net
   Assets(C)............................     0.23%       0.23%
  Ratio of Net Investment Income to
   Average Net Assets(C)................      3.08%       2.81%
  Portfolio Turnover Rate...............    146.69%     173.60%
Average Commission Rate(D)..............    N/A         0.0571
</TABLE>
 
- ------------
  * Reflects the waiver of certain management fees and reimbursement of certain
    other expenses by the Investment Consultant.
(A) Commencement date for the Diversified Equity Portfolio was October 20, 1988.
(B) Total Return on Net Asset Value is net of the standard management fee of
    0.75%.
(C) Ratios include all standard management fees and expenses.
(D) Disclosure not applicable to prior periods.
 
                                 ABOUT THE FUND
 
    The Fund is registered with the Securities and Exchange Commission as an
open-end, diversified management investment company. It was incorporated on
March 14, 1988 under the laws of Maryland and is designed for use by
Participants in the American Hospital Association Investment Program (the
"Program"). The Program is a service offered by Hewitt Associates LLC ("Hewitt")
pursuant to arrangements with American Hospital Association Services, Inc. and
is available to American Hospital Association ("AHA") member hospitals and their
affiliated organizations, including employee benefit plans and hospital
insurance funds ("Member Organizations"). To become a Participant, a Member
Organization must enter into a Program Services Agreement ("Program Agreement")
with Hewitt. Other hospital associations affiliated with AHA and their sponsored
and affiliated organizations are also eligible to become Participants by
entering into a Program Agreement.
 
    Participants receive individualized asset management consulting services to
assist in determining an appropriate investment program for their specific
needs. Hewitt consults with each Participant to define its investment
objectives, desired returns and tolerance for risk, and develops a plan for the
allocation of the Participant's assets among different asset classes.
Participants can implement the recommendations they receive by investing in the
Fund and may change the allocation of assets among the Portfolios or withdraw
assets from the Portfolios at any time by redeeming shares. Fees paid to Hewitt
by Participants cover the costs of both Hewitt's consulting services and the
fees of the
 
                                       10
<PAGE>
Fund's Investment Managers. The Fund itself pays no fees to Hewitt or the
Investment Managers, but bears certain direct costs and expenses. For a more
complete description of fees and expenses, see "Expenses and Fees" in the
Prospectus and the Statement of Additional Information.
 
    The Fund is comprised of four independently managed investment portfolios,
and is designed to provide Participants with a cost-effective method of pursuing
a professionally managed, diversified investment program. The Fund provides
flexibility, liquidity and a range of investment vehicles. There can, however,
be no assurance that any Portfolio of the Fund will achieve its investment
objective.
 
MANAGER DIVERSIFICATION
 
    Each Portfolio, with the exception of the Limited Maturity Fixed Income
Portfolio, has multiple Investment Managers. The assets of each Portfolio are
divided into segments to be invested using specific investment styles. An
Investment Manager is selected for each segment based upon its expertise in a
particular investment technique. This structure permits investors to obtain
investment fund manager expertise on a pooled and cost-effective basis.
 
    Hewitt Associates LLC, 100 Half Day Road, Lincolnshire, Illinois 60069,
serves as the Fund's Investment Consultant. Hewitt selects the Fund's Investment
Managers after quantitative and qualitative evaluations of each manager's skills
and results. These selections are subject to approval of the Fund's Board of
Directors. In making its evaluations, Hewitt considers the management of
specific assets, investment style and strategies. Hewitt believes that, except
for the short term fixed income Portfolio, combining investment styles may
provide more consistent returns over a longer period of time with less risk,
although a particular investment style may not achieve above-average performance
at any given point in the market. The Fund seeks to achieve increased returns by
utilizing a combination of investment styles and multiple Investment Managers
within each Portfolio, except the Limited Maturity Fixed Income Portfolio.
 
                       INVESTMENT OBJECTIVES AND POLICIES
 
    The investment objectives and policies of the Fund's Portfolios are
described below. Although the Portfolios' investment objectives are fundamental,
and may not be changed without the approval of shareholders, their investment
policies may be changed by the Fund's Board of Directors (except as otherwise
noted). Descriptions of certain investments and investment practices of the
Portfolios are described under "Investment Descriptions and Practices." The
Portfolios may, in addition, engage in certain techniques involving the use of
options and futures contracts, which involve certain risks. See "Special
Investment Techniques."
 
LIMITED MATURITY FIXED INCOME PORTFOLIO
 
    The investment objective of this Portfolio is to provide shareholders with a
high level of current income, consistent with the preservation of capital and
liquidity. The Portfolio seeks to achieve this objective by investing in a
diversified portfolio consisting primarily of high quality fixed income (i.e.,
debt) securities. Securities will be purchased and sold, and average portfolio
maturity adjusted, by the Investment Manager based upon its assessment of
interest rate trends or movements, analyses of yields and quality of the
Portfolio and analyses of the risk return characteristics of alternative
investments.
 
    The dollar weighted average maturity of the Portfolio will not exceed five
years. Under most market conditions it is expected that the dollar weighted
average maturity of the Portfolio will be less than three years. However, there
is no limitation on the maturities of the individual securities that may be
purchased. For purposes of computing the dollar weighted average maturity of the
Portfolio, if the Portfolio expects to be able to receive, or to be able to
realize upon sale or other disposition, approximately the stated principal
amount of an investment at a time earlier than the stated maturity of the
investment, either because the holder has the right to receive such amount from
the issuer or a
 
                                       11
<PAGE>
third party at any time or at specified intervals (a demand or "put" feature) or
because the value of the investment reflects the effect of regular or periodic
adjustments to the interest rate payable on the investment in accordance with
market conditions (a variable or floating rate obligation), the Portfolio will
treat such investment as though it matures at such earlier time. Also,
investments such as mortgage pass-through obligations, on which principal
pay-downs and prepayments reduce the outstanding principal amount over time will
be treated as having maturities equal to their expected average life. Other
investments having features that result in price characteristics equivalent to
those of investments with maturities shorter than their own stated maturities
may be similarly treated.
 
    The investments of this Portfolio are limited to: fixed income securities
issued or guaranteed by the U.S. Government, its agencies or instrumentalities
(see "Government Securities"); non-convertible debt securities, including
short-term debt, of other issuers, which securities, at the time of purchase are
rated as "high quality" or, if not rated, are of comparable quality as
determined by the Investment Manager; and money market instruments, including
short-term Government Securities, certificates of deposit, bankers' acceptances,
commercial paper, and repurchase agreements (see "Short-Term Investments"); and
subject to certain limitations, options on securities, interest rate futures and
options on such futures (see "Special Investment Techniques"). For this purpose,
high quality debt securities are considered to be those debt securities having
one of the three highest grades issued by Moody's Investors Service, Inc. (Aaa,
Aa or A) or Standard & Poor's Corporation (AAA, AA or A). See Appendix
"Corporate Securities Ratings" for a description of securities ratings. Debt
securities may include bonds, notes and debentures.
 
FULL MATURITY FIXED INCOME PORTFOLIO
 
    The investment objective of this Portfolio is to provide shareholders over
the long-term with the highest level of income consistent with preservation of
capital. The Portfolio seeks to achieve this objective by investing in a
diversified portfolio consisting primarily of high quality fixed income (i.e.,
debt) securities. The Investment Managers may vary the average maturity of the
Portfolio's assets substantially, based upon their individual market analysis.
At times, the Portfolio's dollar weighted average maturity may be in excess of
20 years, while at other times the average maturity may be less than 5 years.
There is no limit upon the maximum or minimum maturity of securities the
Portfolio may purchase. Securities will be purchased and sold, and average
portfolio maturity adjusted, by the Investment Managers based upon their
assessments of interest rate trends or movements, analyses of yields and quality
of the Portfolio and analyses of the risk return characteristics of alternative
investments. The Portfolio differs from the Limited Maturity Fixed Income
Portfolio in that it seeks higher income, generally purchases securities of
longer maturity and generally maintains a dollar weighted average portfolio
maturity of greater than five years. These policies involve the assumption of a
greater degree of risk of fluctuation in the value of investments. See
"Portfolio Characteristics."
 
    At least 75% of the Portfolio's total assets is at all times invested in:
Government Securities (see "Government Securities"); non-convertible debt
securities, including short-term debt, of other issuers, which securities, at
the time of purchase, are rated as "high quality" (i.e., rated A or better) or,
if unrated, are of comparable quality as determined by the Investment Manager;
and money market instruments, including short-term Government Securities,
certificates of deposit, bankers' acceptances, commercial paper and repurchase
agreements (see "Short-Term Investments"). The Portfolio may invest not more
than 25% of its total assets in debt securities rated Baa by Moody's or BBB by
Standard & Poor's (or which, if unrated, are in the Investment Manager's opinion
of comparable quality). See Appendix "Corporate Securities Ratings" for a
description of securities ratings. Bonds rated Baa or BBB have certain
speculative characteristics. Issuers of obligations rated Baa or BBB are more
likely than issuers of higher rated obligations to experience a weakened
capacity to make principal and interest payments during periods of adverse
economic or other conditions. Debt securities may include bonds, notes and
debentures.
 
                                       12
<PAGE>
DIVERSIFIED EQUITY PORTFOLIO
 
    The investment objective of this Portfolio is long-term capital growth. It
pursues this objective by investing in a diversified portfolio consisting
primarily of equity securities, such as common stocks and preferred and
convertible preferred stocks, and securities having equity characteristics, such
as warrants, rights and convertible debt securities. Investment strategies of
the Investment Managers will emphasize securities which, in their opinion, offer
one or more of the following characteristics: security prices that are judged to
be significantly below the estimated intrinsic value of the company; favorable
earnings growth prospects; above average return on equity and dividend yield;
and sound overall financial condition of the issuer. While payment of current
dividends and income may be considered in selecting investments, they are not
primary factors due to the overall objective of the Portfolio of seeking
long-term capital growth.
 
    Under normal market conditions, the Portfolio invests at least 75% of its
total assets in equity securities and securities having equity characteristics.
The balance of the Portfolio's assets may be invested in high quality debt
securities, including: Government Securities; debt securities (including bonds,
notes and debentures) of other issuers, which securities at the time of
purchase, are rated as "high quality" (i.e., rated A or better) or if unrated,
are of comparable quality as determined by the Investment Manager; and money
market instruments (see "Short-Term Investments"), including repurchase
agreements. Investments in debt securities will generally be made to reduce the
Portfolio's equity exposure and for liquidity purposes. Through adjustments to
the Portfolio's equity exposure from time to time, the Investment Managers will
seek to enhance the opportunity for capital appreciation in periods of rising
stock prices and to reduce the amount of capital depreciation in periods of
declining stock prices. During times when equity securities cannot be identified
which meet the Investment Manager's security selection criteria, and during
periods of adverse market conditions, all or any portion of the Portfolio's
assets may be invested temporarily in Government Securities, high quality debt
securities or money market instruments, or held as cash.
 
BALANCED PORTFOLIO
 
    The investment objective of this Portfolio is to provide shareholders with a
combination of growth of capital and income. The Portfolio seeks this objective
by investing in equity securities (including common and preferred stocks) for
growth, in equity securities that offer both growth and income and in fixed
income securities, some of which may be convertible to common stocks. The
Portfolio's assets will be managed by three or more Investment Managers with
specialized investment approaches.
 
    The Portfolio's investments in equity securities and securities having
equity characteristics is limited to no more than 75% of the Portfolio's total
assets. At least 25% of its total assets is invested in fixed income securities.
Investment policies are structured so as to allow the Investment Managers to
pursue the Portfolio's objectives in a way that seeks to minimize the magnitude
and rapidity of short-term movements in the net asset value of its shares.
During periods of adverse economic or market conditions, all or a substantial
portion of the Portfolio's assets may be invested temporarily in Government
Securities, high quality debt securities or money market instruments, or held as
cash.
 
    Equity securities purchased by the Portfolio may include securities which
have equity characteristics such as warrants, rights and convertible preferred
and debt securities. Investments in fixed income securities will consist of:
Government Securities; non-convertible debt securities of other issuers, which
securities, at the time of purchase, are rated "investment grade" or, if
unrated, are of comparable quality as determined by the Investment Manager; and
high quality money market instruments. Investment grade securities are those
rated Baa or higher by Moody's or BBB or higher by Standard & Poor's. See
Appendix "Corporate Securities Ratings." Bonds rated Baa or BBB have certain
speculative characteristics. Investments in fixed income securities are not
subject to any maturity restrictions. As a result, the average maturity of the
Portfolio's fixed income securities may vary substantially over time. Up to 25%
of the Portfolio's total assets may be invested in corporate
 
                                       13
<PAGE>
debt securities rated Baa by Moody's, or BBB by Standard & Poor's. Issuers of
obligations rated Baa or BBB are more likely than issuers of higher rated
obligations to experience a weakened capacity to make principal and interest
payments during periods of adverse economic or other conditions.
 
INVESTMENT DESCRIPTIONS AND PRACTICES
 
    Described below are some of the various types of investments that may be
made by the Portfolios and certain investment practices in which they may
engage. The permissible investments and practices of the Portfolios are
described in greater detail in the Statement of Additional Information. In
addition, the Portfolios are authorized to engage in a variety of techniques
involving the use of options and futures contracts. See "Special Investment
Techniques."
 
    GOVERNMENT SECURITIES. Each of the Portfolios, to varying degrees, may
invest in securities issued or guaranteed by the U.S. Government or by one of
its agencies or instrumentalities ("Government Securities"). Obligations issued
by the U.S. Government include U.S. Treasury bills, notes and bonds, which
differ as to their maturities at the time of issuance. Obligations guaranteed by
the U.S. Government or issued by its agencies or instrumentalities include, for
example, obligations of the Export-Import Bank of the United States, the General
Services Administration, Federal Land Banks, Farmers Home Administration and
Federal Home Loan Banks. Some Government Securities, such as U.S. Treasury
obligations and obligations issued by the Export-Import Bank and the Federal
Housing Administration, are backed by the full faith and credit of the U.S.
Treasury. Others, such as those issued by Federal Home Loan Banks, are backed by
the issuer's right to borrow from the U.S. Treasury. Some, such as those issued
by the Federal National Mortgage Association and Federal Farm Credit Banks, are
backed only by the issuer's own credit, with no guarantee of U.S. Treasury
backing.
 
    SHORT-TERM INVESTMENTS. Each of the Portfolios may invest in various types
of short-term debt securities ("money market instruments"). The Portfolios make
these types of investments to provide liquidity and for temporary defensive
purposes. Money market instruments purchased by these Portfolios will generally
have remaining maturities of one year or less and may include: Government
Securities, certificates of deposit, bankers' acceptances, commercial paper,
short-term corporate securities, and repurchase agreements (see "Repurchase
Agreements"). All short-term debt securities must be of high quality. Under this
standard, the Portfolios limit short-term investments to: Government Securities;
obligations of banks and savings institutions having total assets of $1 billion
or more; commercial paper rated within the two highest grades by Standard &
Poor's or the highest grade by Moody's or unrated paper issued by a company with
an outstanding debt issue rated AA, Aa or better; corporate debt rated A or
higher, or if unrated, determined to be of comparable quality by the Investment
Manager; and other obligations subject to a repurchase agreement with, or a
guarantee by, an issuer meeting the foregoing quality standards or a foreign
government having securities rated AA, Aa or higher. Further information
regarding these investments and quality restrictions and the other types of
short-term obligations in which the Portfolios may invest is included in the
Statement of Additional Information.
 
    MORTGAGE-BACKED SECURITIES. Each of the Portfolios may invest in
mortgage-backed securities issued or guaranteed by the U.S. Government, or one
of its agencies or instrumentalities, or issued by private issuers. The
mortgage-backed securities in which these Portfolios may invest include
collateralized mortgage obligations ("CMOs") and REMICs. CMOs are debt
instruments issued by special purpose entities and secured by mortgages or other
mortgage-backed securities, which provide by their terms for aggregate payments
of principal and interest based on the payments made on the underlying mortgages
or securities. CMOs are typically issued in separate classes with varying
coupons and stated maturities. REMICs are mortgage-backed securities as to which
the issuers have qualified to be treated as real estate mortgage investment
conduits under the Internal Revenue Code of 1986 and have the same
characteristics as CMOs. As a result of current interpretations of the Staff
 
                                       14
<PAGE>
of the Securities and Exchange Commission, the amount of privately issued
mortgage-backed securities that may be purchased by the Portfolios may not
exceed 10% of the value of a Portfolio's total assets, and the securities of any
one such issuer purchased by a Portfolio may not exceed 5% of the value of a
Portfolio's total assets.
 
    The Portfolios may from time to time also invest in "stripped"
mortgage-backed securities. These are securities which operate like CMOs but
entitle the holder to disproportionate interests with respect to the allocation
of interest or principal on the underlying mortgages or securities. A stripped
mortgage-backed security is created by the issuer separating the interest and
principal on a mortgage pool to form two or more independently tradeable
securities. The result is the creation of classes of discount securities which
can be structured to produce faster or slower prepayment expectations based upon
the particular underlying mortgage interest rate payments assigned to each
class. These obligations exhibit risk characteristics similar to mortgage-backed
securities generally and zero coupon securities. See "Portfolio
Characteristics." Due to existing market characteristics, "interest only" and
"principal only" mortgage-backed securities are considered to be illiquid. See
"Restricted Securities."
 
    Because the mortgages underlying mortgage-backed securities are subject to
prepayment at any time, most mortgage-backed securities are subject to the risk
of prepayment in an amount differing from that anticipated at the time of
issuance. Prepayments generally are passed through to the holders of the
securities. Any such prepayments received by a Portfolio must be reinvested in
other securities. As a result, prepayments in excess of that anticipated could
adversely affect yield to the extent reinvested in instruments with a lower
interest rate than that of the original security. Prepayments on a pool of
mortgages are influenced by a variety of economic, geographic, social and other
factors. Generally, however, prepayments will increase during a period of
falling interest rates and decrease during a period of rising interest rates.
Accordingly, amounts required to be reinvested are likely to be greater (and the
potential for capital appreciation less) during a period of declining interest
rates than during a period of rising interests rates. Mortgage-backed securities
may be purchased at a premium over the principal or face value in order to
obtain higher income. The recovery of any premium that may have been paid for a
given security is solely a function of the ability to liquidate such security at
or above the purchase price.
 
    ASSET-BACKED SECURITIES. Each of the Portfolios may invest in asset-backed
securities issued by private issuers. Asset-backed securities represent
interests in pools of consumer loans (generally unrelated to mortgage loans) and
most often are structured as pass-through securities. Interest and principal
payments ultimately depend on payment of the underlying loans by individuals,
although the securities may be supported by letters of credit or other credit
enhancements. The value of asset-backed securities may also depend on the
creditworthiness of the servicing agent for the loan pool, the originator of the
loans, or the financial institution providing the credit enhancement.
Asset-backed securities may be "stripped" into classes in a manner similar to
that described under "Mortgage-Backed Securities," above, and are subject to the
prepayment risks described therein.
 
    REPURCHASE AGREEMENTS. Each of the Portfolios may enter into repurchase
agreements with respect to any of the types of securities in which they are
authorized to invest without regard to the maturity of the underlying security.
Repurchase agreements will be effected only with banks, savings institutions and
broker-dealers. They involve the purchase by a Portfolio of a debt security with
the condition that after a stated period of time, the original seller will buy
back the same security at a predetermined price or yield. Repurchase agreements
are used to enhance liquidity and to earn income for periods as short as
overnight. In the event the original seller defaults on its obligation to
repurchase the securities, as a result of its bankruptcy or otherwise, a
Portfolio will seek to sell the securities, which action could involve costs or
delays. In such a case, however, a Portfolio's ability to dispose of the
securities may be restricted. To minimize risk, the securities underlying each
repurchase agreement will be maintained with the Fund's custodian, or a
subcustodian, in an amount at least equal to the repurchase price under the
agreement (including accrued interest thereunder), and
 
                                       15
<PAGE>
such agreements will only be effected with parties that meet certain
creditworthiness standards. However, in the event the other party to the
repurchase agreement fails to repurchase the securities subject to such
agreement, a Portfolio could suffer a loss to the extent it is precluded from
selling the securities or, if due to delays, proceeds from the sale are less
than the repurchase price.
 
    RESTRICTED SECURITIES. Each Portfolio may invest up to 10% of its total
assets in securities subject to restrictions on disposition under the Securities
Act of 1933, as amended ("restricted securities") or which are otherwise
illiquid. Portfolios are not required to receive registration rights in
connection with the purchase of restricted and illiquid securities and, in the
absence of such rights, marketability and value can be adversely affected. The
policies of the Portfolios regarding restricted and illiquid securities are
fundamental and cannot be changed without shareholder approval. These policies
enable the Portfolios to invest a limited portion of their assets in investments
considered to be attractive by the Investment Managers but which are subject to
resale restrictions or limitations. Repurchase agreements maturing in more than
seven days are considered to be illiquid.
 
    FOREIGN SECURITIES. Each of the Portfolios may invest up to 10% of its total
assets in foreign securities. In addition, up to 20% of the total assets of each
Portfolio may be invested in American Depository Receipts ("ADRs") and
securities of Canadian issuers registered under the Securities Exchange Act of
1934. Investments in foreign securities, including such securities acquired
through the purchase of ADRs, involve special considerations. With respect to
foreign securities, there may be more limited information publicly available
concerning the issuer than would be the case with respect to domestic
securities, different accounting standards may be used by foreign issuers and
foreign trading markets may not be as liquid as U.S. markets. Foreign securities
may also entail certain risks, such as currency risks, possible imposition of
withholding or confiscatory taxes, possible currency transfer restrictions,
expropriation or other adverse political or economic developments, and the
difficulty of enforcing obligations in other countries. The purchase of
securities denominated in foreign currencies will subject the value of a
Portfolio's investments in those securities to fluctuations due to changes in
foreign exchange rates.
 
    To hedge against the effects of changes in foreign exchange rates, a
Portfolio investing in foreign securities may enter into forward foreign
currency exchange contracts ("forward contracts"). These contracts represent
agreements to exchange an amount of currency at an agreed upon future time and
rate. The Portfolios will generally use forward contracts only to "lock in" the
price in U.S. dollars of a foreign security intended to be purchased or sold,
but in certain limited cases may use such contracts to hedge against an
anticipated substantial decline in the price of a foreign currency against the
U.S. dollar. These contracts will not be used in all cases and, in any event,
cannot protect the Portfolios against declines in the prices of the securities,
nor do they completely protect against all changes in the values of foreign
securities due to fluctuations in foreign exchange rates.
 
    LENDING SECURITIES. In order to earn additional income, each Portfolio may
lend up to one-third of the value of its total assets to brokers, dealers and
other financial institutions, provided that such loans are callable at any time
by the Portfolio and are at all time secured by collateral, consisting of cash
or securities issued or guaranteed by the United States Government or its
agencies, or any combination thereof, equal to not less than 100% of the market
value, determined daily, of the securities loaned. Lending securities involves
certain risks, the most significant of which is the risk that a borrower may
fail to return a portfolio security. The Fund's Board of Directors has adopted
policies designed to minimize such risks.
 
    WHEN-ISSUED SECURITIES. In order to help ensure the availability of suitable
securities, each of the Portfolios may purchase securities on a "when-issued" or
on a "forward delivery" basis. This means that the obligations will be delivered
to the purchasing Portfolio at a future date beyond the customary settlement
time. It is expected that, in normal circumstances, a Portfolio purchasing
securities on a
 
                                       16
<PAGE>
"when-issued" or "forward delivery" basis will take delivery of such securities.
In general, a Portfolio does not pay for the securities or start earning
interest on them until the obligations are scheduled to be settled. There are no
percentage of asset limitations on this practice. However, while awaiting
delivery of the obligations purchased on such a basis, a Portfolio will
establish a segregated account consisting of cash or high quality debt or liquid
equity securities equal to the amount of the commitments to purchase
"when-issued" securities.
 
PORTFOLIO MANAGEMENT
 
    There are no fixed limitations regarding portfolio turnover. Although the
Portfolios generally do not trade for short-term profits, securities may be sold
without regard to the time they have been held when investment considerations
warrant such action. As a result, under certain market conditions, the turnover
rate for a particular Portfolio will be higher than that of other investment
companies and portfolios with similar investment objectives. It is estimated
that the portfolio turnover rates of the Limited Maturity Fixed Income Portfolio
and the Full Maturity Fixed Income Portfolio will not exceed 350%. The turnover
rates of these Portfolios reflect the effect of their policies to alter their
maturity structures in response to market conditions. It is estimated that the
turnover rate for the fixed income segment of the Balanced Portfolio will not
exceed 200%, and that the portfolio turnover rate of the Diversified Equity
Portfolio and the equity segment of the Balanced Portfolio will not exceed 150%.
The Balanced Portfolio's assets may be shifted between fixed income and equity
securities in the discretion of the Investment Manager, but it is estimated that
overall portfolio turnover rate of this Portfolio will not exceed 200%.
Decisions to buy and sell securities are made by the Portfolios' Investment
Managers for the assets assigned to them. Investment Managers make decisions to
buy or sell securities independently from other Investment Managers. Thus, one
Investment Manager may sell a security while another Investment Manager for the
same Portfolio is purchasing the same security. In addition, when an Investment
Manager's services are terminated, the new Investment Manager may restructure
the Portfolio. These practices will result in higher portfolio turnover rates.
Brokerage costs are commensurate with the rate of portfolio activity so that a
Portfolio with higher turnover will incur higher brokerage costs.
 
PORTFOLIO CHARACTERISTICS
 
    The investment performance of each Portfolio will vary over time based upon
changes in the values of the securities in which it invests and the dividends
and interest it receives on those investments. The value of the securities held
by each Portfolio will be affected by a variety of factors, including the
perceived financial condition and earnings of the issuers; market and industry
trends; economic, social and political developments; and interest rates.
 
    In the case of the Limited Maturity and Full Maturity Fixed Income
Portfolios, the value of shares will fluctuate based primarily upon changes in
market rates of interest. Generally, the values of fixed income securities vary
inversely with changes in interest rates, with such securities increasing in
value when interest rates decline and decreasing in value when interest rates
rise. Typically, the longer the maturity of a fixed income security (or the
longer the average maturity of a fixed income portfolio), the greater the impact
of changing interest rates will be. For this reason, the net asset value of the
Full Maturity Fixed Income Portfolio should be subject to greater fluctuation
than the Limited Maturity Fixed Income Portfolio. The value of shares of the
Portfolios investing in fixed income securities will also depend upon the
ability of the issuers to make timely payment of interest and principal when
due. The net asset values per share of each of the Portfolios can be expected to
fluctuate daily.
 
    Debt securities purchased by each of the Portfolios may include variable and
floating rate securities. See "Investment Policies and Practices" in the
Statement of Additional Information. Because the interest rates payable on
variable and floating rate securities are subject to periodic adjustments to
reflect changes in prevailing levels of interest rates, the values of these
securities will generally not fluctuate as much as the values of comparable
non-variable rate securities of similar stated maturity. The Portfolios may also
purchase zero coupon obligations. These debt securities, which do not pay
 
                                       17
<PAGE>
interest until maturity, are generally subject to greater fluctuations in value
than ordinary debt obligations of comparable maturity. Although interest is not
paid until maturity, the accrued discount on zero coupon obligations is treated
as income each year by the Portfolios and can be realized through sales of such
obligations.
 
                            INVESTMENT RESTRICTIONS
 
    As previously noted, the investment objective of each Portfolio, but not its
investment policies, are fundamental policies which may not be changed without
shareholder approval. Such approval requires the affirmative vote of the holders
of a majority of the outstanding voting securities of the Portfolio, as defined
in the Investment Company Act of 1940. In addition, the Portfolios have certain
investment restrictions which may not be altered without such a vote of
shareholders. Among these restrictions are that no Portfolio may:
 
        1.  Purchase a security, other than Government Securities, if as a
    result of such purchase more than 5% of the value of the Portfolio's assets
    would be invested in the securities of any one issuer, or the Portfolio
    would own more than 10% of the voting securities, or of any class of
    securities, of any one issuer. For purposes of this restriction, all
    outstanding indebtedness of an issuer is deemed to be a single class.
 
        2.  Purchase a security, other than Government Securities, if as a
    result of such purchase 25% or more of the value of the Portfolio's total
    assets would be invested in the securities of issuers in any one industry.
 
        3.  Purchase the securities of any issuer, if as a result of such
    purchase more than 10% of the value of the Portfolio's total assets would be
    invested in securities that are subject to legal or contractual restrictions
    on resale or that are illiquid. (As a matter of non-fundamental policy,
    repurchase agreements maturing in more than seven days, certain time
    deposits and over-the-counter options are considered to be illiquid.)
 
    The Fund is a member of the American Medical Association ("AMA") Coalition
of Tobacco-Free Investments and has adopted a non-fundamental policy under which
the Portfolios will not purchase the stocks or bonds of companies that are
identified by the AMA as engaged in growing, processing or otherwise handling
tobacco. If a Portfolio holds any such securities of an issuer which is
subsequently identified by the AMA as engaged in such activities, the securities
will be sold within a reasonable time period, consistent with prudent investment
practice. (The AMA does not endorse any investment vehicle and does not
guarantee any rate of return.)
 
                         SPECIAL INVESTMENT TECHNIQUES
 
    In pursuing their investment objectives, each of the Portfolios may pursue a
variety of special investment techniques involving the use of options and
futures contracts. Certain of these techniques involve certain risks which
should be considered by investors. See "Risks" below. The Portfolios engage in
these transactions in order to protect against declines in the value of
securities they hold or increases in the costs of securities to be acquired.
Options on securities or on an index of securities may be used to increase a
Portfolio's income, which income also operates as a partial hedge to the
 
                                       18
<PAGE>
extent of the premium income received. More detailed descriptions of the
Portfolios' special investment techniques are contained in the Fund's Statement
of Additional Information. The Portfolios may engage in the following
techniques:
 
<TABLE>
<S>                                 <C>                                 <C>
  LIMITED MATURITY FIXED
   INCOME PORTFOLIO:                Options on Securities
                                    Interest Rate Futures and Related
                                    Options
  FULL MATURITY FIXED
   INCOME PORTFOLIO:
                                    Options on Securities
                                    Interest Rate Futures and Related
                                    Options
  DIVERSIFIED EQUITY
   PORTFOLIO:
                                    Options on Securities
                                    Stock Index Options
                                    Stock Index Futures and Related
                                    Options
  BALANCED PORTFOLIO:
                                    Options on Securities
                                    Stock Index Options
                                    Stock Index Futures and Related
                                    Options
                                    Interest Rate Futures and Related
                                    Options
</TABLE>
 
OPTIONS ON SECURITIES
 
    Each of the Portfolios may purchase put and call options in anticipation of
changes in securities prices or interest rates or in anticipation of other
factors which may adversely affect the value of its investments or the prices of
securities it anticipates purchasing at a later date. Adverse effects resulting
from such changes and factors may be offset, in whole or part, through the
purchase of options. The premium paid for a put or call option plus any
transaction costs will reduce the benefit, if any, realized by a Portfolio upon
exercise or liquidation of the option, and unless the price of the underlying
security changes sufficiently the option may expire without value. The
Portfolios may also from time to time sell (write) covered call and covered put
options in order to obtain additional income or to protect against declines in
the values of their securities investments.
 
    A call option gives the purchaser of the option, in return for a premium
paid, the right to buy the security underlying the option at a specified price
at any point during the term of the option. The seller ("writer") of the call
option who receives the premium has the obligation to sell the underlying
security to the purchaser at the exercise price during the option period, if
assigned an exercise notice. A put option gives the purchaser the right to sell,
and the writer has the obligation to buy, the security underlying the option at
the exercise price during the option period. A writer of an option may terminate
the obligation to purchase or sell prior to expiration of the option by making
an offsetting purchase of an identical option ("closing purchase transaction").
Similarly, the buyer of an option may, prior to expiration, make an offsetting
sale of an identical option ("closing sale transaction"). A closing purchase or
sale transaction cancels out an investor's previous position as the holder or
the writer of an option.
 
    By writing a call, in return for the premium income received, a Portfolio
gives up the opportunity to profit from an increase in the price of the
underlying security above the option exercise price during the term of the
option. A call option is "covered" if written against securities owned by the
Portfolio writing the option or if written against related securities the
Portfolio holds. A security is considered related if its price movements
correlate to the price movements of another Security. A Portfolio's ability to
sell the underlying securities will be limited while the call option it has
written is in effect. By writing a put, in return for the premium received, a
Portfolio is obligated during the term of the
 
                                       19
<PAGE>
option, upon the assignment of an exercise notice, to buy the underlying
securities at a specified price. A put option is "covered" if the Portfolio
writing the option maintains at all times cash, liquid securities having a value
equal to the option exercise price in a segregated account with the Fund's
custodian, or if it has bought and holds a put on the same security (and on the
same amount of securities) where the exercise price of the put held by the
Portfolio is equal to or greater than the exercise price of the put written by
the Portfolio. As a put writer, a Portfolio bears the risk that it will be
required to purchase the underlying security at a price that is higher than the
market price of the security.
 
    In addition, transactions in options on securities may be effected
over-the-counter through financial institutions dealing in such options as well
as the underlying instruments. OTC options are purchased from or sold (written)
to dealers or financial institutions which have entered into direct agreements
with the Fund. With OTC options, such variables as expiration date, exercise
price and premium will be agreed upon between the Fund and the transacting
dealer, without the intermediation of a third party. If the transacting dealer
fails to make or take delivery of the securities underlying an option it has
written, in accordance with the terms of that option as written, the Portfolio
would lose the premium paid for the option as well as any anticipated benefit of
the transaction.
 
    All options on securities purchased and written by the Portfolios will be
traded on a U.S. securities exchange or through the quotation system operated by
the National Association of Securities Dealers, Inc., or will be effected in
privately negotiated transactions with a primary government securities dealer
recognized by the Board of Governors of the Federal Reserve System.
 
STOCK INDEX OPTIONS
 
    The Diversified Equity Portfolio and the Balanced Portfolio may purchase and
write put and call options on stock indices. Transactions in stock index options
by these Portfolios are subject to the restrictions described above for options
transactions, except to the extent set forth below. Transactions in stock index
options will be effected to increase income, in the case of the Balanced
Portfolio, or by either Portfolio, for purposes of hedging against adverse price
movements in the stock market generally or in particular market segments (i.e.,
decreases in the values of securities owned or increases in the values of
securities to be acquired). A stock index is a method of reflecting in a single
number the market value of many different stocks. An index may be designed to be
representative of the market as a whole, of a broad market segment (e.g.,
industrials), or of a particular industry (e.g., computers). A put option on an
index may be purchased to hedge against a decline in a market or industry
segment. A call option on an index may be purchased to attempt to reduce the
risk of missing a market or industry segment advance. In such cases, the
possible loss to the Portfolio will be limited to the premium paid to purchase
the option, plus related transaction costs. A stock index assigns relative
values to the stocks included in the index and the index fluctuates with changes
in the market values of those stocks. Stock index options are similar to options
on securities, except that, when an index option is exercised, the exercise is
settled by the payment of cash rather than by the delivery of stock.
 
    Put and call options on stock indices written by the Portfolios must be
"covered." This means that when a Portfolio writes a call option on an index, it
will segregate in a separate account, either cash or liquid securities having a
value equal to its obligations under the option, should the option be exercised,
or securities qualified to serve as "cover" under applicable rules of the
national securities exchanges with a value at least equal to the value of the
index times the multiplier. A put option on an index written by a Portfolio will
be covered if the Portfolio maintains cash or liquid securities having a value
equal to the exercise price in a segregated account with its custodian, or if it
has bought and holds a put on the same index (and in the same amount) where the
exercise price of the put held is equal to or greater than the exercise price of
the put written.
 
    Transactions in stock index options pose various risks, including the same
types of risks as do transactions in options on securities. See "Risks" below.
Also, because exercise of stock index options
 
                                       20
<PAGE>
is settled in cash and not by the delivery of securities comprising the index,
call writers cannot provide in advance for their potential settlement
obligations. The writing of options on a stock index are only partial hedges
against adverse price fluctuations because the fluctuations are offset only by
the amount of premium income received. In addition, if the value of an index
moves adversely to a Portfolio's option position, the option may be exercised
and the Portfolio could experience a loss which would only be offset by the
amount of premium income received.
 
FUTURES CONTRACTS
 
    The Diversified Equity Portfolio and the Balanced Portfolio, may for hedging
purposes, and other non-speculative purposes consistent with applicable rules of
the Commodity Futures Trading Commission ("CFTC"), purchase and sell stock index
futures contracts. The Limited Maturity Fixed Income Portfolio, the Full
Maturity Fixed Income Portfolio, and the Balanced Portfolio may purchase and
sell interest rate futures contracts for similar purposes. Stock index futures
contracts are bilateral agreements pursuant to which two parties agree to take
or make delivery of an amount of cash equal to a specified dollar amount times
the difference between the stock index value at the close of the last trading
day of the contract and the futures contract price. No physical delivery of the
stocks comprising the index is made. Interest rate futures contracts are
bilateral agreements pursuant to which two parties agree to take or make
delivery of the specific type of debt security called for in the contract at a
specified future time and at a specified price.
 
    Purchases and sales of stock index futures are used to protect a Portfolio's
current or intended equity investments from broad fluctuations in securities
prices. Interest rate futures are purchased and sold to attempt to hedge against
the effects of interest rate changes on a Portfolio's current or intended
investments in fixed income securities. In the event that an anticipated
decrease in the value of a Portfolio's securities occurs, as a result of a
general decline in the stock market or a general increase in interest rates,
these adverse effects may be offset, in whole or part, by gains on the sale of a
futures contract by the Portfolio. Similarly, increases in costs of securities
proposed to be acquired by a Portfolio, as a result of a general increase in the
stock market or a general decline in interest rates, may be offset, in whole or
part, by gains on futures contracts purchased by the Portfolio. Brokerage fees
are incurred in transactions in futures contracts, and the Portfolios will be
required to maintain certain required margin deposits in connection with these
contracts.
 
OPTIONS ON FUTURES CONTRACTS
 
    The Portfolios may purchase and write call and put options on the futures
contracts in which they may effect transactions and may enter into closing
transactions with respect to such options to terminate existing positions. The
Portfolios will not engage in transactions in options on futures for
speculation, but only as a hedge against changes in the value of securities held
by them or which they intend to purchase and where the transactions are
economically appropriate to the reduction of risks inherent in the ongoing
management of the Portfolios. Options on futures are similar to options on
securities, except that an option on a futures contract gives the purchaser the
right in return for the premium paid to assume a position in a futures contract
(a long position if the option is a call and a short position if the option is a
put).
 
    Generally, a Portfolio may hedge its investments against a period of market
decline by purchasing puts on futures contracts. A Portfolio may purchase call
options on futures contracts as a means of protecting against an increase in the
prices of securities which the Portfolio intends to purchase. The Portfolios may
write options on futures contracts for similar purposes. Purchases of options on
futures may present less risk than the purchase and sale of the underlying
futures contracts because the potential loss to a Portfolio is limited to the
premium paid, plus related transaction costs. The writing of options on futures,
however, does not present less risk than the purchase and sale of the underlying
futures contracts and only constitutes a partial hedge up to the amount of
premium income received. If an option on a futures contract written by a
Portfolio is exercised, the Portfolio may suffer a loss.
 
                                       21
<PAGE>
RISKS
 
    Although the options and futures transactions of the Portfolios are engaged
in for hedging and other non-speculative purposes, they involve certain risks.
Certain of these risks are discussed above. If the Investment Manager is
incorrect in its assessment of interest rate movements or stock prices, the
Portfolio would have been better off if it did not effect a hedge. Investors
should also recognize that a lack of correlation between the value of an
instrument underlying an option or futures contract on the one hand and the
value of the assets being hedged on the other hand, or unexpected adverse price
movements, could render a hedging strategy ineffective and could result in a
loss. It is expected that there will generally be a close, but not perfect,
correlation between the futures contracts and related options used and the
securities subject to the hedge. In addition, options transactions effected for
other than hedging purposes involve a greater degree of risk. There can be no
assurance that liquid secondary markets will exist for all options and futures
contracts purchased and sold by the Portfolios; particularly with respect to
options transactions which are not effected on a securities exchange or which
are privately negotiated. Under such conditions, a Portfolio may be required to
maintain a position until exercise or expiration, which could result in a loss.
Options on a stock index are subject to the risk of price distortions or
interruption if there is a trading halt in the securities comprising the index,
and may be subject to a timing risk to the extent exercised prior to the final
determination of the closing index value for the day. These and other risks are
described in greater detail in the Statement of Additional Information.
 
LIMITATIONS ON OPTIONS AND FUTURES TRANSACTIONS
 
    No Portfolio will purchase a call or put option on a security or a stock
index if as a result the premium paid for the option, together with premiums
paid for all other options on securities and options on stock indices then held
by that Portfolio, exceed 10% of the value of the Portfolio's total assets. In
addition, a Portfolio may not write options on securities or stock indices with
aggregate exercise prices in excess of 30% of the value of the Portfolio's total
assets measured at the time an option is written. The Portfolios may hedge up to
the full value of their portfolios through the use of options and futures.
However, a Portfolio will not purchase or sell a stock index or interest rate
future or an option on such futures if immediately thereafter the sum of the
amount of initial margin deposits on the Portfolio's existing futures positions
and premiums paid for options on such futures which are still outstanding would
exceed 5% of the value of the Portfolio's total assets.
 
                            MANAGEMENT ARRANGEMENTS
 
    The Fund's Board of Directors is responsible for overseeing the general
operations of the Fund and its Portfolios and is responsible for reviewing and
approving the Fund's contracts with Hewitt and the Investment Managers. The
Fund's officers are all principals or employees of Hewitt or employees of the
American Hospital Association and are responsible for the ongoing management and
administration of the Fund's operations. Investment Managers of the Portfolios
are responsible for the investment of the assets or segments of the Portfolios
assigned to them.
 
HEWITT ASSOCIATES LLC
 
    Pursuant to a Corporate Management Agreement, Hewitt, as the Fund's
Investment Consultant, is responsible for evaluating, nominating and monitoring
the Fund's Investment Managers, and providing certain additional services to the
Fund. Services and facilities provided to the Fund by Hewitt include: the
supervision, monitoring and evaluation of services provided by the Investment
Managers and of administrative, accounting and other services provided by the
custodian and its affiliate; development of investment programs; recommendation
of Investment Managers for approval by the Board of Directors; allocation of
assets among Investment Managers for Portfolios with more than one Investment
Manager; and furnishing such office space, equipment and personnel as are
required to perform such services. Hewitt is a limited liability company having
303 principals and is engaged in providing a variety of consulting services,
principally in the areas of employee benefits,
 
                                       22
<PAGE>
compensation and asset management. Since the 1960s, Hewitt has provided asset
management, allocation and manager selection consulting services to
institutional investors, including employee benefit plans.
 
    The Fund and its Portfolios do not pay any fees to Hewitt. Hewitt is
compensated for its services by Participants from the fees paid by Participants
pursuant to the Program Agreements. Under the Corporate Management Agreement,
Hewitt is responsible for paying the fees of the Investment Managers.
 
INVESTMENT MANAGERS
 
    The Investment Managers listed under "Investment Manager Profiles" currently
provide investment advisory services to the Portfolios. The allocation of assets
among these Investment Managers may be changed by Hewitt. Subject to approval by
the Fund's Board of Directors, Investment Managers may be employed or their
services terminated at any time by Hewitt. Although the approval by shareholders
of mutual funds of investment advisory contracts is generally required by the
Investment Company Act of 1940, the Fund has obtained an exemptive order from
the Securities and Exchange Commission, based upon the structure of the Fund
under which Hewitt selects and pays the fees of the Investment Managers,
pursuant to which the Fund's agreements with the Investment Managers need not be
approved by shareholders. Among other things, the order also exempts the Fund
from the need to disclose in various documents, including its prospectus, the
fees of the Investment Managers. Shareholders of a Portfolio will be notified
promptly when a new Investment Manager is assigned to that Portfolio. Subject to
supervision by the Fund's Board of Directors, the Investment Managers have
complete discretion as to the purchase and sale of portfolio securities for
their segment of a Portfolio consistent with the Portfolio's investment
objectives, policies and restrictions. Although the activities of the Investment
Managers are subject to general supervision by the Fund's Board of Directors and
officers, neither the Board, the officers nor Hewitt evaluates the merits of
individual investment selections or investment decisions made by the Investment
Managers.
 
    The fees of each Investment Manager are paid by Hewitt. All such fees
presently are based upon a percentage of assets under management and do not
involve any performance or incentive fees. Under procedures adopted by the
Fund's Board of Directors, and subject to the requirements of applicable law and
regulations, brokerage transactions in securities purchased and sold by the
Portfolios may be effected through brokerage affiliates of the Investment
Managers (or an Investment Manager if it is a registered broker-dealer) which
will receive commissions for their services.
 
                               EXPENSES AND FEES
 
    Each Portfolio's expenses are deducted from total income before dividends
are paid. Portfolios pay all of their expenses other than those expressly
assumed by Hewitt. Expenses of the Portfolios include but are not limited to:
fees of the Fund's independent public accountants, transfer agent, registrar,
custodian, dividend disbursing agent fees and expenses; shareholder and
administrative servicing, accounting and recordkeeping fees and expenses; taxes;
brokerage fees and commissions; interest; costs incident to corporate meetings,
printing and mailing prospectuses and reports to shareholders, and the filing of
reports with regulatory bodies and the maintenance of the Fund's corporate
existence; legal fees; fees to federal and state authorities for the
registration of shares; directors' fees and expenses to directors who are not
principals, employees or officers of Hewitt or the American Hospital
Association; and any extraordinary expenses of a non-recurring nature. The
Fund's custodian provides various accounting and administrative services. See
"Additional Information." As discussed under "Summary of Fund Expenses," under
certain circumstances, Hewitt has voluntarily undertaken to pay certain expenses
of the Portfolios (or to reimburse the Portfolios for certain expenses) as may
be necessary to limit total expenses of the Portfolios to specified amounts and
the Portfolios may reimburse Hewitt for absorbing certain of these expenses at
some time in the future. American Hospital Association Services, Inc. has, in
this regard, agreed to reimburse Hewitt for one half of the amounts incurred by
Hewitt pursuant to this undertaking.
 
                                       23
<PAGE>
    Shareholders, as Participants in the Program, pay certain fees directly to
Hewitt under the Program Agreements. Fees paid to Hewitt by Participants may
vary based upon a number of factors, including the level of services provided to
a Participant by Hewitt and the amount of assets of the Participant committed to
the Program, and may, in certain cases, be subject to certain minimums to
compensate Hewitt for its consulting services. Fees payable to Hewitt also vary
based upon the particular Portfolios in which such assets are invested. For
Hewitt's standard level of service in the Program, a Participant's fee is
presently determined and payable quarterly by applying one-fourth of the
following annual percentage rates to the Participant's average daily assets
invested in the Portfolios: .75% of assets invested in the Diversified Equity
Portfolio and the Balanced Portfolio; and .50% of assets invested in the Limited
Maturity Fixed Income Portfolio and the Full Maturity Fixed Income Portfolio.
Reduced fees may be negotiated by Hewitt with Participants committing in excess
of $50 million to the Program and in other special circumstances.
 
                          HOW SHARES CAN BE PURCHASED
 
    Shares of each Portfolio are available only to Participants which have
entered into Program Agreements and may be purchased on a continuous basis
directly from the Fund at the net asset value per share of the Portfolio next
calculated after receipt of a purchase order and federal funds. Shares are not
available for purchase by individuals. Shares may be redeemed (see "How to
Redeem Shares"), but are non-transferable.
 
    Orders to purchase shares and federal funds in the amount of the purchase
order must be received by the Fund's custodian prior to 4:00 p.m. Eastern time
to be effected on that day. The minimum initial investment in the Fund is $1
million. The initial minimum investment and subsequent investments in any
Portfolio must be at least $100,000. These minimum investment requirements may
be waived for Participants which do not have available for investment assets
sufficient to satisfy the minimums. To open an account, an application form must
be forwarded to Firstar Trust Company, at the address set forth below:
 
        BY MAIL:  Shares of one or more Portfolios of the Fund may be purchased
    by sending a check drawn on a U.S. bank and made payable to AHA Investment
    Funds, Inc., together with a completed application form, to: AHA Investment
    Funds, Inc., c/o Firstar Trust Company, P.O. Box 701, Milwaukee, WI
    53201-0701. Purchase orders will be effected at the net asset value per
    share next computed after the check has been converted into federal funds.
    Checks drawn on a member bank of the Federal Reserve System will normally be
    converted into federal funds within two business days of receipt; however,
    checks drawn on other banks may take considerably longer. Prior to
    conversion into federal funds, an investor's money will not be invested in
    the Fund. Shares purchased by check will not begin to be entitled to
    dividends until the day following receipt of federal funds. Checks are
    accepted subject to collection. Payment for redemptions of shares purchased
    by check may be delayed to assure that the purchase check clears, which may
    take up to 15 days.
 
                                       24
<PAGE>
        BY WIRE:  The purchase of shares can be expedited by wiring federal
    funds to the custodian. This procedure avoids the delays and restrictions
    that apply in the case of shares purchased by check. To wire federal funds
    to the custodian, have your bank transmit funds to:
 
           Firstar Bank Milwaukee, N.A.
           Account of Firstar Trust Co.
           777 East Wisconsin Ave.
           Milwaukee, WI
           ABA Number 075000022
           For Credit to AC #112-952-137
           Account Name: Name of Investor
           Portfolio Name:
             Limited Maturity Fixed Income Portfolio (051)
             Full Maturity Fixed Income Portfolio (052)
             Diversified Equity Portfolio (053)
             Balanced Portfolio (054)
 
    ALL PURCHASE ORDERS MUST SPECIFY THE PORTFOLIO OR PORTFOLIOS IN WHICH
INVESTMENTS ARE TO BE MADE.
 
    For further information regarding the procedures to be used when purchasing
shares, you may call: 1 (800) 445-1341.
 
    The Fund reserves the right in its sole discretion to reject any order for
purchase of its shares (including purchase by exchange) when in the judgment of
management such rejection is in the best interest of the Fund.
 
SHARE PRICE
 
    Shares of each Portfolio of the Fund are offered for sale at the net asset
value per share next determined after receipt of an order and federal funds,
without any sales charge. Net asset value is computed separately for each
Portfolio once daily as of the close of trading on the New York Stock Exchange
(presently 4:00 p.m., New York time). A Portfolio's net asset value per share
may also be computed on other days when there is a sufficient degree of trading
in the securities held by that Portfolio if a purchase or redemption request is
received on that day. The net asset value per share will not be determined on
holidays observed by the New York Stock Exchange.
 
    Net asset value per share for each Portfolio is calculated by dividing the
market value of all of the Portfolio's investment securities plus the value of
its other assets (including dividends and interest accrued but not collected),
less all liabilities (including accrued expenses, but excluding capital and
surplus), by the number of shares of that Portfolio outstanding. Prices of
shares of each Portfolio should be expected to fluctuate daily based on the
current values of securities held by that Portfolio. If market quotations are
not readily available, a security will be valued at fair value as determined
under procedures adopted by the Board of Directors of the Fund. Debt securities
held by the Portfolios with remaining maturities of 60 days or less, will be
valued at amortized cost, absent unusual circumstances.
 
                              HOW TO REDEEM SHARES
 
    Shares of each Portfolio may be redeemed on any business day at their
current net asset value next determined after a request in proper form is
received as described below. The business days on which net asset values are
determined are described under "Share Price." If shares are represented by stock
certificates, a written request for redemption, together with a stock power,
each signed on behalf of the registered shareholder by an authorized signatory,
and the certificates must be forwarded to the Transfer Agent. If no certificates
have been issued, only a properly signed written redemption request must be
submitted.
 
                                       25
<PAGE>
    All requests to redeem shares should be sent to:
 
       AHA Investment Funds, Inc.
       c/o Firstar Trust Company
       P.O. Box 701
       Milwaukee, WI 53201-0701
 
    For further information regarding the procedures to be used for redemptions,
please call: 1 (800) 445-1341.
 
    Payment of redemption proceeds will ordinarily be made within seven days by
wire transfer of federal funds to the shareholder's account at a commercial bank
which is a member of the Federal Reserve System. The bank account must be
designated by the shareholder on the application form used in opening an account
with the Fund. Upon request of a shareholder, redemption proceeds will be paid
by check mailed to the shareholder's address of record. There is no fee
currently imposed for wire redemptions, but the Fund reserves the right to
impose such a fee in the future.
 
    The Fund reserves the right to suspend the right of redemption or postpone
the date of payment (including redemption through an exchange of shares) if
unlikely emergency conditions, which are specified in the Investment Company Act
of 1940 or determined by the Securities and Exchange Commission, should exist.
 
    EXPEDITED REDEMPTION PROCEDURES. Telephone redemption orders may be placed,
avoiding the need to submit a written redemption request, provided that
certificates for shares have not been issued. Arrangements for telephone
redemptions must be established prior to the time of redemption. Call the
Transfer Agent at 1 (800) 445-1341 for further information.
 
    In the event a shareholder cannot reach the Transfer Agent to place a
telephonic redemption order as a result of telephone system problems or during
periods of unusual economic or market change, a redemption request may be
expedited by sending a written request by overnight service to:
 
       AHA Investment Funds, Inc.
       c/o Firstar Trust Company
       615 East Michigan Street, 3rd Floor
       Milwaukee, WI 53202
 
    The Fund's transfer agent employs reasonable procedures to confirm that
telephone redemption instructions are genuine such as recording telephone calls,
providing written confirmation of transactions, or requiring a form of personal
identification or other information prior to effecting a telephone redemption.
To the extext such procedures are used, neither the Fund, nor the Hewitt, or the
transfer agent, will be liable for any loss due to fraudulent or unauthorized
telephone instructions.
 
    INVOLUNTARY AND AUTOMATIC REDEMPTION. The Board of Directors has the
authority to effect the redemption of the accounts of a shareholder having an
aggregate value, as a result of redemptions, of less than $1 million in all
Portfolios or such lesser amount as may be established by the Board. In such
situations, the shareholder will be notified that the account will be redeemed,
and the proceeds paid to the shareholder, unless additional investments are made
to increase the account value to $1 million or such lesser prescribed amount
within 60 days. There is no present intention to utilize this procedure.
However, if it is utilized, any redemption of a minimum $1 million investment in
the Fund would subject a shareholder to involuntary redemption. In addition,
under the Program Agreements, shares may be automatically redeemed upon a
termination of such an agreement or failure to pay applicable fees.
 
                                       26
<PAGE>
                         SERVICES PROVIDED BY THE FUND
 
SHAREHOLDER ACCOUNTS
 
    The Fund's Transfer Agent maintains an account for each shareholder
reflecting that shareholder's current holdings. Share certificates will be
issued only upon specific request and are non-transferable. Shareholders are
sent confirmations for each transaction in shares of the Portfolios. Shares for
which certificates have been issued cannot be redeemed or exchanged by telephone
request. For information regarding the status of an account and transactions, or
to request certificates for shares, please call: 1 (800) 445-1341.
 
REINVESTMENT OF DISTRIBUTIONS
 
    Income dividends and capital gains distributions are automatically
reinvested in additional shares of the Portfolio making the distribution at the
net asset value per share of that Portfolio. See "Dividends, Capital Gains
Distributions and Taxes." A shareholder may, however, elect to receive payment
of all dividends and distributions by check by giving written notice to the
Transfer Agent at least two weeks prior to the record date on which the change
is to take effect. Dividends and distributions payable by check will be mailed
on the payable date.
 
EXCHANGE PRIVILEGE
 
    Shares of any Portfolio may be exchanged for shares of any other Portfolio
of the Fund on the basis of their respective net asset values at the time of
exchange. Exchanges must be in the amount of $100,000 or more.
 
    An exchange involves the redemption of shares of one Portfolio of the Fund
and investment of the redemption proceeds in shares of another Portfolio.
Redemption will, except as noted below, be made at the net asset value per share
next determined after receipt of an exchange request in proper order. Shares of
the Portfolio to be acquired will be purchased when the proceeds from redemption
become available (normally on the day the request is received, but under certain
circumstances up to seven days thereafter if a Portfolio determines to delay the
payment of redemption proceeds) at the net asset value of those shares next
determined after satisfaction of the purchase order requirements of the
Portfolio whose shares are being acquired. Any gain or loss realized on an
exchange is recognized for federal income tax purposes.
 
    Before making an exchange, the investment objectives and policies of the
Portfolios involved should be reviewed and their differences considered.
Instructions to effect an exchange may be given in writing or by telephone. The
exchange privilege is not available if certificates for the shares to be
exchanged have been issued. To effect an exchange, or for further information,
contact the Transfer Agent at: 1 (800) 445-1341. In the event the Transfer Agent
cannot be reached by telephone as a result of telephone system problems or
during periods of unusual economic or market changes, an order to exchange
shares may be expedited by sending a written request by overnight service to:
 
       AHA Investment Funds, Inc.
       c/o Firstar Trust Company
       615 East Michigan Street, 3rd Floor
       Milwaukee, WI 53202
 
    The Fund reserves the right to modify or terminate the exchange privilege
and to impose fees for and limitations on its use upon not less than sixty days
written notice to shareholders.
 
    As in the case of telephone redemption requests, the transfer agent employs
reasonable procdures to confirm that telephone exchange instructions are
genuine. To the extent these procedures are used, neither the Fund, nor Hewitt,
or the transfer agent, will be liable for any loss due to fraudulent or
unauthorized telephone exchange instructions.
 
                                       27
<PAGE>
                DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES
 
DIVIDENDS
 
    In addition to any increase in the value of a Portfolio's shares which may
occur from increases in the values of investments, each Portfolio may earn
income in the form of dividends or interest on its investments. The Fund's
policy with respect to each Portfolio is to distribute substantially all of this
income, less expenses, to shareholders of that Portfolio at the discretion of
the Fund's Board of Directors. Unless requested otherwise, dividends are
automatically reinvested in additional shares of the Portfolio making the
dividend distribution at the net asset value on the payment date in the case of
Portfolios which pay monthly dividends, or on the day after the record date in
the case of Portfolios which pay quarterly dividends. See "Services Provided by
the Fund."
 
    It is expected that dividends from net investment income will be declared on
the following schedule:
 
<TABLE>
<CAPTION>
  DECLARED                  PAYABLE                                   PORTFOLIOS
- ------------  -----------------------------------  ------------------------------------------------
<S>           <C>                                  <C>
Daily         Last day of each month.              Limited Maturity Fixed Income Portfolio
                                                   Full Maturity Fixed Income Portfolio
Quarterly     Mid: March, June, September, and     Diversified Equity Portfolio
              December                             Balanced Portfolio
</TABLE>
 
CAPITAL GAINS
 
    Each Portfolio's capital gains or losses are the result of the sale of its
investment securities at prices that are higher or lower than the prices paid by
the Portfolio to purchase those securities. Total profits from such sales, less
any losses from such sales (including losses carried forward from prior years)
represent net realized capital gains. The Portfolios distribute net realized
capital gains, if any, to shareholders at least once annually. An additional
distribution will be paid if required for a Portfolio to avoid imposition of a
federal income or excise tax on undistributed capital gains. Capital gains and
other distributions are automatically reinvested in additional shares of the
Portfolio making the distribution at the net asset value on the day after the
record date, unless requested otherwise. See "Services Provided by the Fund."
 
TAXES
 
    Because the Portfolios intend to distribute all of their net investment
income and capital gains to shareholders, it is not expected that the Portfolios
themselves will be required to pay any federal income taxes. The Portfolios may
be subject to nominal, if any, state taxes. Should a Portfolio fail to
distribute the amount required by the Tax Reform Act of 1986 to be distributed
during any calendar year, the Portfolio would be required to pay a four percent,
nondeductible excise tax on the amount of the under-distribution.
 
    Shareholders that are subject to federal income taxation normally will have
to pay any applicable federal income taxes, and any state income taxes, on the
dividends and distributions they receive from the Portfolios, whether paid in
cash or in additional shares. Dividends and distributions may also be subject to
state or local taxes. Annually, shareholders are sent full information on
dividends and capital gains distributions for tax purposes, including
information as to the portion taxable as ordinary income, the portion taxable as
long-term capital gains and the amount of dividends eligible for the dividends
received deduction available for corporations.
 
    Redemptions of shares (including redemptions to pay fees to Hewitt if a
shareholder has elected to pay fees in such manner) and exchanges of shares
among the Portfolios will result in the recognition of any gain or loss for
federal income tax purposes for those shareholders subject to federal income
taxation.
 
                                       28
<PAGE>
                                FUND PERFORMANCE
 
    From time to time the Fund may provide reports of a Portfolio's total return
performance or yield to shareholders and prospective investors in advertisements
and other materials. Certain sales materials, but not advertisements, may quote
distribution rates for the Portfolios. These reports are based upon investment
results during specified periods and in the case of total return, assume
reinvestment of all dividends and capital gains, if any, paid during that
period. Quotations of total return, yield and distribution rate will be adjusted
to include the effect of the standard fees that shareholders pay to Hewitt.
These adjustments will be made by using the applicable fees for Hewitt's
standard level of service for the average size shareholder account in the
Portfolio. Quotations will reflect the effect of Hewitt's agreement to absorb
certain expenses of the Portfolios. Because dividends, net asset value and
expenses of the Portfolios will fluctuate, any given report of total return,
yield or distribution rate should not be considered as representative or a
prediction of a Portfolio's performance for any specified period in the future.
Rankings and comparisons appearing in publications such as Money, Forbes, and
similar sources, or based upon data disseminated by Lipper Analytical Services
Corporation or other similar services, and comparisons to recognized market
indices, may also be used in advertisements and other materials. Certain
additional comparisons may also be made. See "Performance Information" in the
Statement of Additional Information.
 
YIELD QUOTATIONS
 
    Yield quotations may be disseminated by each of the Portfolios except the
Diversified Equity Portfolio and the Balanced Portfolio and used in advertising
and sales materials. They are based on historical earnings and will reflect net
investment income generated over a 30 day period based on the average number of
shares of the Portfolio outstanding entitled to receive dividends over the
period. This income is then "annualized" and shown as a percentage of the
shareholder's investment at net asset value per share on the last day of the
period.
 
    Yield quotations do not generally reflect the impact of changes in net asset
value on an investor's return.
 
TOTAL RETURN
 
    The total return of a Portfolio may also be disseminated. Total return is
calculated by determining the difference between the net asset value of all
shares held at the end of the period for each share held at the beginning of the
period (assuming reinvestment of dividends and other distributions), and then
dividing that difference by the net asset value per share at the beginning of
the period. These calculations implicitly reflect the compounding of dividends
and distributions by assuming reinvestment. The average annual compounded rate
of return is the yearly rate that, when applied evenly to each annual period and
compounded, would produce the total return for the period quoted. Unlike yield
and distribution rate quotations, total return reflects all changes in a
Portfolio's net asset value.
 
                                       29
<PAGE>
                             ADDITIONAL INFORMATION
 
VOTING RIGHTS
 
    All shares of each Portfolio, $.01 par value per share, have equal voting
rights on matters affecting the Fund or that Portfolio. Shares have no
preemptive or conversion rights. When shareholders are entitled to vote upon a
matter, each shareholder is entitled to one vote for each share owned. There are
no cumulative voting rights. The Fund is not required and therefore does not
intend to hold annual meetings of shareholders, but special meetings may be held
as may be necessary or as required by the Fund's Articles of Incorporation or
By-Laws or by applicable law. On any matter which affects only a particular
Portfolio, only shareholders of that Portfolio vote unless otherwise required by
the Investment Company Act.
 
ARRANGEMENTS WITH AHA AND OTHER ORGANIZATIONS
 
    The American Hospital Association has granted Hewitt a non-exclusive right
for the use of the name "American Hospital Association" and derivations thereof
in connection with the Program and the Fund. Hewitt pays a royalty for these
rights. Any termination of the licensing arrangement would require the Fund
promptly to take steps to change its name. For its assistance to Hewitt in
making the Program available to members of AHA and their affiliated
organizations, and in communicating to members, Hewitt also pays from its own
resources a fee to American Hospital Association Services, Inc. Similar fees may
be paid by Hewitt to other organizations which provide similar services. The
Fund may contract directly with American Hospital Association Services, Inc. for
certain non-distribution related services such as printing.
 
CONTROL PERSONS
 
    As of July 31, 1997, American Hospital Association may be deemed to control
the Fund through its direct and indirect beneficial ownership of more than 25
percent of the Fund's outstanding shares. In addition, as of such date, American
Hospital Association and American Hospital Association Retirement Trust may be
deemed to control the Limited Maturity Fixed Income, Full Maturity Fixed Income,
Balanced and Diversified Equity Portfolios through their direct and indirect
beneficial ownership of more than 25 percent of the outstanding shares of such
Portfolios.
 
CUSTODIAN, TRANSFER AGENT AND ACCOUNTING SERVICES
 
    Firstar Trust Company ("Firstar") acts as the custodian, transfer agent and
accounting servicing agent for the Fund. As the Fund's custodian Firstar holds
all securities and cash of the Portfolios. The Custodian is authorized to
deposit securities in securities depositories and to use sub-custodians approved
by the Fund. Firstar serves as the Fund's transfer agent, dividend disbursing
agent and registrar and acts as shareholder servicing agent. Firstar also
provides the Fund with accounting services.
 
SHAREHOLDER INQUIRIES
 
    For questions concerning shareholder accounts, dividends and share purchase
and redemption procedures, contact the Transfer Agent at: 1 (800) 445-1341.
 
REPORTS
 
    The Fund sends annual and semi-annual reports to its shareholders without
charge. The financial statements appearing in annual reports will be audited by
the Fund's independent accountants.
 
                                       30
<PAGE>
                         INVESTMENT CONSULTANT PROFILE
 
    The following personnel of Hewitt are primarily responsible for formulating
the recommendations made by Hewitt, as Investment Consultant, to the Fund's
Board of Directors regarding the selection and continued retention of investment
managers for the Portfolios and the portions of the assets of each Portfolio
allocated to the investment managers. These persons have acted in such
capacities since the Fund's inception in 1988 or since commencement of their
employment by Hewitt, if later. Such recommendations are considered by the Board
of Directors of the Fund, which has responsibility for the approval of the
retention of investment managers.
 
<TABLE>
<S>                                            <C>
    Ronald A. Jones                            John M. Ryan
    Hewitt Associates LLC (1978-present)       Hewitt Associates LLC (1985-present)
    James B. Lee                               Timothy G. Solberg
    Hewitt Associates LLC (1990-present)       Hewitt Associates LLC (1989-present)
    Stein Roe & Farnham (1985-1990)            SEI Corporation (1985-1989)
</TABLE>
 
                          INVESTMENT MANAGER PROFILES
 
    The Investment Managers have no affiliation with Hewitt or the Fund's
officers and directors. Each manager is principally engaged in managing
institutional investment accounts. These managers may also serve as managers or
advisers to other investment companies and other clients, including clients of
Hewitt.
 
    The present Investment Managers of the Fund, and the year in which they
commenced providing services to the Portfolios are as follows:
 
<TABLE>
<S>                                      <C>
LIMITED MATURITY FIXED INCOME PORTFOLIO  DIVERSIFIED EQUITY PORTFOLIO
The Patterson Capital Corporation        Cambiar Investors, Inc. (1988)
(1988)                                   Investment Research Company (1993)
FULL MATURITY FIXED INCOME PORTFOLIO     BALANCED PORTFOLIO
Firstar Investment Research &            Avatar Investors Associates Corp. (1988)
Management Company, LLC (1996)           Western Asset Management Company (1995)
Western Asset Management                 Cambiar Investors, Inc. (1993)
Company (1995)
</TABLE>
 
    The following profiles set forth information regarding the Investment
Managers and the persons (or groups) within such organizations responsible for
making investment decisions for the Portfolios:
 
    AVATAR INVESTORS ASSOCIATES CORP. ("AVATAR"), 900 Third Avenue, New York,
New York 10022, is a privately held company controlled by Edward S. Babbitt, Jr.
which provides advisory services to individuals and employee benefit plans.
Avatar was organized in 1970 and has approximately $4.0 billion in assets under
management. Martin E. Zweig, Ph.d. and Theodore M. Theodore, CFA serve as its
Co-Directors of Research.
 
<TABLE>
<S>                                            <C>
    Larry W. Siebert
    Portfolio Manager
    Technology Stock Analyst
    Avatar Investors Associates Corp.
     (1993-present)
    AHA Investment Funds, Inc.
    Portfolio Manager, (1996-present)
</TABLE>
 
                                       31
<PAGE>
    CAMBIAR INVESTORS, INC. ("CAMBIAR"), 8400 E. Prentice Avenue, Englewood,
Colorado 80111, since 1990 has been a wholly owned subsidiary of United Asset
Management Corporation, a publicly held company. Cambiar was organized in 1973
and has approximately $840 million of assets under management.
 
<TABLE>
<S>                                            <C>
    Michael S. Barish                          Kathleen M. McCarty
    President                                  Senior Vice President
    Cambiar Investors, Inc. (1973-present)     Cambiar Investors, Inc. (1987-present)
    AHA Investment Funds, Inc.                 AHA Investment Funds, Inc.
    Portfolio Manager, (1988-present)          Portfolio Manager, (1988-present)
 
    Darrel D. Hershey                          Michael J. Gardner
    Senior Vice President                      Vice President
    Cambiar Investors, Inc. (1985-present)     Cambiar Investors, Inc. (1995-present)
    AHA Investment Funds, Inc.                 Simmons & Company (1991-1995)
    Portfolio Manager, (1988-present)          AHA Investment Funds, Inc.
                                               Portfolio Manager, (1996-present)
</TABLE>
 
    FIRSTAR INVESTMENT RESEARCH & MANAGEMENT COMPANY, LLC ("FIRMCO"), 777 East
Wisconsin Avenue, Suite 800, Milwaukee, Wisconsin 53202, is a wholly owned
subsidiary of Firstar Corporation, a publicly owned company. FIRMCO is an
investment management firm and has approximately $20.9 billion in assets under
management.
 
<TABLE>
<S>                                            <C>
    Gary A. Elfe                               Teresa R. Westman
    Senior Vice President                      Senior Vice President
    Firstar Investment Research &              Firstar Investment Research &
     Management Company, LLC                   Management Company, LLC
     (1978-present)                            (1987-present)
    AHA Investment Funds, Inc.                 AHA Investment Funds, Inc.
    Portfolio Manager                          Portfolio Manager
     (1996-present)                            (1996-present)
</TABLE>
 
    INVESTMENT RESEARCH COMPANY ("INVESTMENT RESEARCH"), 16256 San Dieguito Road
#2-20, P.O. Box 9210, Rancho Santa Fe, California 92067, since 1994 has been a
wholly owned subsidiary of United Asset Management Corporation, a publicly held
Company. Investment Research was organized in 1985 and has approximately $2.2
billion of assets under management.
 
<TABLE>
<S>                                            <C>
    F.J. (Jerry) Gould                         C.B. (Tom) Garcia
    President and CIO                          Senior Vice President
    Investment Research Company                Investment Research Company (1985-present)
     (1985-present)                            AHA Investment Funds, Inc.
    AHA Investment Funds, Inc.                 Portfolio Manager, (1993-present)
    Portfolio Manager, (1993-present)
 
    John D. Freeman
    Executive Vice President
    Investment Research Company
     (1996-present)
    AHA Investment Funds, Inc.
    Portfolio Manager (1996-present)
</TABLE>
 
                                       32
<PAGE>
    THE PATTERSON CAPITAL CORPORATION ("PATTERSON CAPITAL"), 2029 Century Park
East #2950, Los Angeles, California 90067, is a privately held advisory
organization headed by Joseph B. Patterson. Patterson Capital provides
investment management services to a variety of institutions including investment
companies and employee benefit plans and has approximately $2.5 billion under
management.
 
<TABLE>
<S>                                            <C>
    Brian S. Allen                             Jean M. Clark
    Portfolio Manager                          Sr. Vice President/Portfolio Manager
    The Patterson Capital Corporation          The Patterson Capital Corporation
     (1993-present)                            (1983-1988) (1991-present)
    Nations Bank (1987-1991)                   AHA Investment Funds, Inc.
    AHA Investment Funds, Inc.                 Portfolio Manager, (1991-present)
    Portfolio Manager, (1993-present)
 
    Joseph B. Patterson
    Chief Investment Strategist
    The Patterson Capital Corporation
     (1977-present)
    AHA Investment Funds, Inc.
    Portfolio Manager, (1988-present)
</TABLE>
 
    WESTERN ASSET MANAGEMENT COMPANY ("WAMCO"), 117 East Colorado Boulevard,
Pasadena, California 91105, is a wholly owned subsidiary of Legg Mason, Inc., a
publicly held financial services organization that engages through its
subsidiaries in the businesses of securities brokerage, investment management,
corporate and public finance and real estate services. WAMCO manages more than
$27.4 billion for its institutional clients, plus $4.2 billion of assets for
mutual funds. WAMCO's Fixed-Income team has responsibility for the management of
the Portfolios.
 
                                       33
<PAGE>
                                    APPENDIX
                          CORPORATE SECURITIES RATINGS
 
    STANDARD & POOR'S BOND RATINGS. A Standard & Poor's corporate debt rating is
a current assessment of the creditworthiness of an obligor with respect to a
specific obligation. Debt rated "AAA" has the highest rating assigned by
Standard & Poor's. Capacity to pay interest and repay principal is extremely
strong. Debt rated "AA" has a very strong capacity to pay interest and to repay
principal and differs from the highest rated issues only in small degree. Debt
rated "A" has a strong capacity to pay interest and repay principal although it
is somewhat more susceptible to the adverse effects of changes in circumstances
and economic conditions than debt of a higher rated category. Debt rated "BBB"
is regarded as having an adequate capacity to pay interest and repay principal.
Whereas it normally exhibits adequate protection parameters, adverse economic
conditions, or changing circumstances are more likely to lead to a weakened
capacity to pay interest and to repay principal for debt in this category than
for higher rated categories. Ratings below "AAA" may be modified by the addition
of a plus or minus sign to show relative standing within the major rating
categories.
 
    MOODY'S BOND RATINGS. Bonds rated "Aaa" by Moody's are judged to be of the
best quality and to carry the smallest degree of investment risk. Bonds rated
"Aa" are judged to be of high quality by all standards. Bonds rated "A" possess
many favorable investment attributes and are to be considered as upper medium
grade obligations. Bonds rated "Baa" are considered as medium grade obligations,
i.e., they are neither highly protected nor poorly secured and have speculative
characteristics as well. Where no rating has been assigned or where a rating has
been suspended or withdrawn, it may be for reasons unrelated to the quality of
the issue. Moody's applies numerical modifiers "1", "2" and "3" in each generic
rating classification from Aa through B in its corporate bond rating system. The
modifier "1" indicates that the security ranks in the higher end of its generic
rating category; the modifier "2" indicates a mid-range ranking; and the
modifier "3" indicates that the issue ranks at the lower end of its generic
rating category.
 
                                      A-1
<PAGE>
- -----------------------------------------------------
 
                           AHA INVESTMENT FUNDS, INC.
- -----------------------------------------------------
 
                       INVESTMENT CONSULTANT
                          Hewitt Associates LLC
                          100 Half Day Road
                          Lincolnshire, Illinois 60069
 
                       CUSTODIAN
                          Firstar Trust Company
                          615 East Michigan Street
                          Milwaukee, WI 53202
 
                       TRANSFER AGENT
                          Firstar Trust Company
                          P.O. Box 701
                          Milwaukee, WI 53201-0701
 
                       LEGAL COUNSEL
                          Schulte Roth & Zabel LLP
                          900 Third Avenue
                          New York, New York 10022
 
                       INDEPENDENT PUBLIC ACCOUNTANTS
 
                          Arthur Andersen LLP
                          33 West Monroe Street
                          Chicago, Illinois 60603
 
                       SHAREHOLDER INQUIRIES
                          1 (800) 445-1341
 
- --------------------------------------------------------------------------------
 
    THIS PROSPECTUS AND THE STATEMENT OF ADDITIONAL INFORMATION DO NOT
CONSTITUTE AN OFFER BY THE FUND TO SELL OR A SOLICITATION OF ANY OFFER TO BUY
ANY OF THE SECURITIES OFFERED HEREBY IN ANY JURISDICTION TO ANY PERSON TO WHOM
IT IS UNLAWFUL FOR THE FUND TO MAKE SUCH OFFER IN SUCH JURISDICTION.
- --------------------------------------------------------------------------------
<PAGE>
   
                         STATEMENT OF ADDITIONAL INFORMATION
                                DATED OCTOBER 31, 1997
    

                              AHA INVESTMENT FUNDS, INC.

         AHA Investment Funds, Inc. (the "Fund") is an open-end, diversified
management investment company.  Shares of the Fund's four investment portfolios
(the "Portfolios") are available only to participants in the American Hospital
Association Investment Program (the "Program") and to the American Hospital
Association (and its affiliated companies).  Hewitt Associates LLC is the Fund's
Investment Consultant and, subject to approval of the Fund's Board of Directors,
selects the investment managers of the Portfolios.  Shares of the following
Portfolios are currently offered directly by the Fund, without any sales charge
("no-load"), and are sold and redeemable at their current net asset values per
share:

LIMITED MATURITY FIXED INCOME PORTFOLIO:  Seeks a high level of current income,
consistent with preservation of capital and liquidity.  Invests primarily in
high quality fixed income securities and maintains an average dollar weighted
portfolio maturity of five years or less.

FULL MATURITY FIXED INCOME PORTFOLIO:  Seeks over the long term the highest
level of income consistent with preservation of capital.  Invests primarily in
high quality fixed income securities.  There is no restriction on the maximum
maturity of the securities purchased.  The average dollar weighted portfolio
maturity will vary and may exceed 20 years.

DIVERSIFIED EQUITY PORTFOLIO:  Seeks long-term capital growth.  Invests
primarily in equity securities and securities having equity characteristics.

BALANCED PORTFOLIO:  Seeks a combination of growth of capital and income. 
Invests varying proportions of its assets in equity and fixed income securities,
with not less than 25 percent of total assets invested in fixed income
securities.

   
         A Prospectus for the Fund dated October 31, 1997, which provides the
basic information you should know before investing, may be obtained without
charge by calling the Fund's transfer agent at:   1-(800) 445-1341.  This
Statement of Additional Information is not a Prospectus.  It contains
information in addition to and more detailed than that set forth in the
Prospectus and is intended to provide you additional information regarding the
activities and operations of the Fund.  The Statement of Additional Information
should be read in conjunction with the Prospectus.
    


                                         B-1
<PAGE>

INVESTMENT CONSULTANT:

    HEWITT ASSOCIATES LLC
    100 Half Day Road
    Lincolnshire, Illinois 60069

                                  TABLE OF CONTENTS
                                  -----------------

                                                                          Page
                                                                          ----
    THE FUND AND ITS MANAGEMENT. . . . . . . . . . . . . . . . . . . . .    B-3
    INVESTMENT POLICIES AND PRACTICES. . . . . . . . . . . . . . . . . .    B-9
    INVESTMENT RESTRICTIONS. . . . . . . . . . . . . . . . . . . . . . .   B-16
    PORTFOLIO TRANSACTIONS AND BROKERAGE . . . . . . . . . . . . . . . .   B-17
    DETERMINATION OF NET ASSET VALUE . . . . . . . . . . . . . . . . . .   B-19
    TAXES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   B-20
    PURCHASES AND REDEMPTIONS OF SHARES. . . . . . . . . . . . . . . . .   B-22
    SPECIAL INVESTMENT TECHNIQUES. . . . . . . . . . . . . . . . . . . .   B-23
    PERFORMANCE INFORMATION. . . . . . . . . . . . . . . . . . . . . . .   B-25
    ADDITIONAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . .   B-27
    FINANCIAL STATEMENTS AND REPORT THEREON. . . . . . . . . . . . . . .   B-32
    APPENDIX -- FUTURES AND OPTIONS. . . . . . . . . . . . . . . . . . .  APP-1


                                         B-2
<PAGE>

                             THE FUND AND ITS MANAGEMENT

         The Fund was organized under the laws of the State of Maryland on
March 14, 1988.  

THE INVESTMENT CONSULTANT

         Hewitt Associates LLC ("Hewitt") serves as the Fund's Investment
Consultant, pursuant to a Corporate Management Agreement dated as of July 15,
1988 (the "Management Agreement").  Under the Management Agreement, Hewitt is
responsible to provide various services to the Fund.  Among other things, Hewitt
evaluates, selects (subject to Board of Director approval) and monitors the
performance of the investment managers of the Fund's investment portfolios (the
"Portfolios"), and is required to pay the fees of the investment managers for
the services they render to the Portfolios.  Hewitt is also responsible for
allocating the assets of the Portfolios with more than one manager among such
Portfolios' investment managers, and supervising the services provided by the
Fund's custodian, transfer agent, and other organizations which provide
accounting, recordkeeping and administrative services.  Hewitt is required to
provide such office space, equipment and personnel as may reasonably be
necessary to render the services under the Management Agreement, and bears the
costs of telephone service, heat, light, power and other utilities in connection
therewith.

         Expenses not expressly assumed by Hewitt under the Management
Agreement are paid by the Fund.  Expenses borne by the Fund include, but are not
limited to:  charges and expenses of the Fund's registrar, custodian, transfer
agent, dividend disbursing agent and shareholder servicing agent; brokerage fees
and commissions; taxes; engraving and printing of share certificates;
registration costs of the Fund and its shares under federal and state securities
laws and expenses associated with the preparation and filing of required reports
and the maintenance of the Fund's corporate existence; the costs and expense of
printing prospectuses, proxy statements and reports, including typesetting, and
of distributing these materials to shareholders; expenses of shareholders' and
directors' meetings; fees and expenses of directors who are not principals or
employees of Hewitt Associates LLC or the American Hospital Association ("AHA");
expenses incident to any dividend, withdrawal or redemption options; charges and
expenses of outside services used in preparing and maintaining the books and
records (including accounting records) of the Fund; pricing shares of the
Portfolios and rendering administrative services; membership dues in industry
organizations; interest on borrowings; postage; insurance premiums on property
and personnel (including directors and officers); the fees and expenses of the
Fund's independent accountants and its legal counsel; extraordinary expenses
including, but not limited to, legal claims and liabilities, litigation costs
and indemnification; and all other costs of the Fund's operations.  The Fund has
entered into arrangements with Firstar Trust Company to obtain accounting
services necessary for its operations.  As discussed in the Prospectus under
"Expenses and Fees," under certain circumstances, Hewitt has voluntarily agreed
to absorb certain expenses of the Portfolios and American Hospital Association
Services, Inc. has agreed to bear one half of the amounts absorbed by Hewitt. 
As described in the Prospectus under "Summary of Fund Expenses," the Portfolios
may reimburse Hewitt for a portion of the expenses absorbed.

         In consideration of the services provided by Hewitt, the Fund makes
its shares available to clients of Hewitt, and maintains all federal and state
registrations necessary for the offering of its shares.  The only such clients
that are permitted to purchase shares are those which are participants in the
American Hospital Association Investment Program (the "Program").  Participants
in the Program ("Participants") are member organizations of AHA and their
affiliated organizations, including employee benefit plans.  Other hospital 


                                         B-3
<PAGE>

associations affiliated with AHA and their sponsored and affiliated
organizations are also eligible to become Participants.  Shares may also be
purchased by AHA and its affiliated companies.  Fees paid by Participants to
Hewitt in the Program entitle the Participants to various consulting services
provided by Hewitt and to implement asset allocation and objective decisions by
investing in the Portfolios.  Neither the Fund nor any of its Portfolios pays
any fees to Hewitt or to the investment managers.

   
         Pursuant to the Management Agreement, total operating expenses of 
the Portfolios are subject to applicable limitations under the regulations of 
states in which shares of the Portfolios are registered for sale.  Operating 
expenses are thus effectively subject to the most restrictive of such 
limitations as they may be amended from time to time, or as they may be 
waived or modified. No such limitations are presently applicable to the 
Portfolios.  The Management Agreement also provides that, in the absence of 
willful misfeasance, bad faith, gross negligence or reckless disregard of its 
obligations thereunder, Hewitt is not liable to the Fund or any of its 
investors for any act or omission or for any losses.

         The Management Agreement was initially approved on June 22, 1988 by
the Fund's Board of Directors, including a majority of the directors who are not
"interested persons," as defined in the Investment Company Act of 1940 (the
"Act"), of the Fund or Hewitt (the "Independent Directors"), by vote cast in
person at a meeting called for such purpose.  It was also approved on July 25,
1988 by American Hospital Association Services, Inc., as the sole shareholder of
the Fund at that time, for an initial term expiring June 30, 1990.  The
shareholders of each Portfolio voted to approve the Management Agreement at a
special meeting of shareholders held on February 9, 1990.  The Management
Agreement may continue in effect from year to year after its initial term
provided that each continuance is approved at least annually by shareholders of
each Portfolio by a majority shareholder vote as defined by the Act or by the
Board of Directors.  Each such continuance must also be approved by the vote of
a majority of the Independent Directors.  Pursuant to such approvals by the
Board of Directors, the Management Agreement has continued in effect from year
to year.  At a meeting of the Fund's Board of Directors held in person on May
14, 1997, the Management Agreement was renewed for an additional one year period
expiring June 30, 1998.  The Management Agreement may be terminated at any time,
without penalty, on sixty days' notice by the Fund's Board of Directors, by the
holders of a majority of the shares of a Portfolio, or by Hewitt.  In addition,
the Management Agreement provides for its automatic termination in the event of
its "assignment" (as defined by the Act and the rules thereunder).  Shareholders
of each Portfolio are required to vote separately on all proposals to approve,
renew or terminate the Management Agreement, which would remain in effect for
those Portfolios which vote to approve or renew that agreement.
    

         The Fund has acknowledged that the name "AHA" is a property right of
AHA and that its right to use that name is nonexclusive.  The Fund also has
acknowledged that both AHA and Hewitt have the right to withdraw the right to
use the name "AHA" from the Fund.

THE INVESTMENT MANAGERS

         Each of the investment managers has entered into a Portfolio Advisory
Agreement with the Fund (the "Advisory Agreements").  These agreements provide
that the investment managers are responsible for the investments of the assets
of the Portfolios allocated to them by Hewitt on behalf of the Fund.  Under the
Advisory Agreements, the investment managers are required to invest the assets
of the Portfolio or Portfolios allocated to them in a manner consistent with the
investment objectives, policies, and restrictions of the Portfolio, and in
accordance with all procedures adopted by the Fund and its Board of 


                                         B-4
<PAGE>

Directors.  Hewitt has assumed the responsibility for the payment of all fees
payable to the investment managers, which fees are each computed as a percentage
of the assets of the Fund under the management of the investment manager.  The
investment managers assume all of the costs associated with providing the
services they render to the Portfolios.  In addition, under the Advisory
Agreements, the investment managers are not liable to the Fund for any act or
omission in the absence of willful misfeasance, bad faith, negligence or
reckless disregard of their obligations.

         The following organizations presently serve as investment managers of
the Fund pursuant to Advisory Agreements, and manage the Portfolios indicated:

         LIMITED MATURITY FIXED INCOME PORTFOLIO
         The Patterson Capital Corporation ("Patterson")

   
         FULL MATURITY FIXED INCOME PORTFOLIO
         Firstar Investment Research & Management Company, LLC ("FIRMCO")
         Western Asset Management Company ("WAMCO")
    

         DIVERSIFIED EQUITY PORTFOLIO
         Investment Research Company ("IRC")
         Cambiar

         BALANCED PORTFOLIO
         Avatar Investors Associates Corp. ("Avatar")
         Cambiar
         WAMCO

   
         Avatar is a privately held company that is controlled by Edward S.
Babbitt, Jr.  Cambiar is a wholly owned subsidiary of United Asset Management
Corporation ("UAM"), a publicly held company.  IRC is an investment firm that is
a wholly owned subsidiary of UAM.  Patterson is a privately held company that is
controlled by Joseph B. Patterson.  WAMCO is a wholly owned subsidiary of Legg
Mason, Inc., a publicly held company.  FIRMCO is a publicly held company.

         The Advisory Agreements with the investment managers were each 
initially approved by the Board of Directors of the Fund, including a 
majority of the Independent Directors.  The continuation of each such 
agreement was approved by the Fund's Board of Directors at a meeting held in 
person on May 14, 1997, and  will remain in effect until June 30, 1998, 
unless terminated prior thereto.  These agreements may continue in effect 
from year to year thereafter, provided that each such continuance is approved 
by the Board of Directors of the Fund, including a majority of the 
Independent Directors.  The Advisory Agreements may be terminated at any 
time, without penalty, on thirty days' notice by the Fund's Board of 
Directors or by the investment managers.  In accordance with an exemptive 
order issued by the Securities and Exchange Commission, the Advisory 
Agreements need not be approved by shareholders and shareholders need not be 
given the right to terminate the agreements.  As a result, the Board of 
Directors may select, retain and remove the investment managers without the 
approval of shareholders. The Advisory Agreements provide for their automatic 
termination in the event of an "assignment" (as defined by the Act and the 
rules thereunder).
    

         Hewitt has certain responsibilities regarding the supervision of the
investment managers (see "The Investment Consultant," above); however, neither
Hewitt nor the Fund's officers or directors evaluate the investment merits of
investment selections or decisions made by the investment managers.  The
investment managers and their affiliated brokers may be authorized to execute
brokerage transactions for the Portfolios and receive commissions for their
services.  See "Portfolio Transactions and Brokerage."


                                         B-5
<PAGE>

         Additional information concerning each of the Fund's investment
managers is contained in the Fund's Prospectus under "Investment Manager
Profiles."  Such information is incorporated herein by reference.

DIRECTORS AND OFFICERS

         The Fund's Board of Directors has the overall responsibility for
supervising the operations of the Fund and the services provided to the Fund and
its Portfolios by Hewitt, the investment managers and other organizations.  The
directors and executive officers of the Fund, their principal business
occupations during the last five years and their affiliations with Hewitt and
AHA, if any, are shown below.  None of the Independent Directors is an
affiliated person of Hewitt or AHA.*  None of the directors or officers is an
affiliated person of any investment manager of the Fund.
Name, Age, Position 

       Name, Age, Position                 Occupations and Affiliation
      with Fund and Address                    with AHA and Hewitt       
   --------------------------------       --------------------------------

   
Paul W. Boyke,* 56                     Former Senior Vice President, American
Director                               Hospital Association; Chairman, Chief
One North Franklin                     Operating Officer, American Hospital 
Chicago, Illinois                      Association Services, Inc.; Vice
                                       Chairman, American Hospital Association
                                       Insurance Resources, Inc.; Vice
                                       Chairman, American Hospital Association
                                       Publishing Company.

Frank A. Ehmann, 63                    Formerly, President and Director, United
Director                               Stationers, Executive Vice-President and 
864 Bryant Avenue                      Director, Baxter Corp. and President and
Winnetka, Illinois                     Director, American Hospital Supply Corp. 
                                       Director of various companies in health
                                       products field.

James A. Henderson, 55                 Vice President, Associate General
Vice President                         Counsel, Assistant Secretary, American
One North Franklin                     Hospital Association; Assistant
Chicago, Illinois                      Secretary, American Hospital Association
                                       Services, Inc.; Trustee, AHA Multiple
                                       Employer Group Insurance Trust;
                                       Formerly, Assistant Secretary, Health
                                       Providers Service Company.
    



- -------------------------

*   Although Messrs. Boyke and Jacob are not considered by the Fund to be
"interested persons" of the Fund, as defined by the Act, the Fund does not treat
these directors, who are affiliated persons of the American Hospital
Association, as "disinterested" for purposes of voting on matters required by
the Act or the rules thereunder to be approved by the Fund's Independent
Directors, due to the indirect interest that the American Hospital Association
may have in certain of these matters.


                                         B-6
<PAGE>

       Name, Age, Position                 Occupations and Affiliation
      with Fund and Address                    with AHA and Hewitt       
   --------------------------------       --------------------------------

   
Sidney Jacob, 55                       Vice President of Finance and Treasury
Director                               Operations, American Hospital
One North Franklin                     Association.
Chicago, Illinois  

Ronald A. Jones,** 47*                 Investment Consultant, Hewitt Associates
Director and President                 LLC.
100 Half Day Road
Lincolnshire, Illinois

James B. Lee, 35                       Program Administrator, AHA Investment
Treasurer                              Program, Hewitt Associates LLC.
100 Half Day Road
Lincolnshire, Illinois

John D. Oliverio, 44                   Executive Vice President and Director,
Director                               Wheaton Franciscan Services Inc.;
26 West 171 Roosevelt Road             Director, Oak Park Hospital; Director,
Wheaton, IL 60189                      Synergon Health System.

John M. Ryan, 50                       Attorney, Hewitt Associates LLC;
Secretary                              Formerly, Partner, Wilson & McIlvaine
100 Half Day Road                      (a Chicago law firm).
Lincolnshire, Illinois

Timothy G. Solberg,** 44               Director of Marketing and Client
Director                               Services, Hewitt Associates LLC,
100 Half Day Road                      Investment Services Division.
Lincolnshire, Illinois

Thomas J. Tucker, 65                   Former Vice President, Incarnate Word
Director                               Health Services.  Formerly, Vice
8 Rock Creek                           President and Chief Financial Officer,
Corpus Christi, TX 78412               Spohn Hospital.  Fellow of the
                                       Healthcare Financial Management
                                       Association. 
    


- -------------------------

*   Although Messrs. Boyke and Jacob are not considered by the Fund to be
"interested persons" of the Fund, as defined by the Act, the Fund does not treat
these directors, who are affiliated persons of the American Hospital
Association, as "disinterested" for purposes of voting on matters required by
the Act or the rules thereunder to be approved by the Fund's Independent
Directors, due to the indirect interest that the American Hospital Association
may have in certain of these matters.

**  Director who is an "interested person" of the Fund as defined by the Act.


                                         B-7
<PAGE>

       Name, Age, Position                   Occupations and Affiliati
      with Fund and Address                    with Aha and Hewitt       
   --------------------------------       --------------------------------

   
John L. Yoder, 66                      Vice President, The Princeton Agency,
Director                               Princeton Insurance Co., Formerly
19 Tankard                             President, Rahway Hospital, Rahway
Washington Crossing, PA                Hospital Foundation and Recovery Health
                                       System (parent of Rahway Hospital), BICO
                                       Corporation (health ventures); Vice
                                       Chairman and Director, Health Care
                                       Insurance Exchange  Princeton Insurance
                                       Co.  Formerly, Trustee, American
                                       Hospital Association.
    
   
         The Fund pays an attendance fee to each director who is not a
principal, director, officer or employee of Hewitt or AHA of $1,000 for each
quarterly meeting and $500 for each special meeting of the Board of Directors
and for any committee meeting (not held on the date of a quarterly Board
meeting), and reimburses such directors for travel and other out-of-pocket
expenses incurred in attending such meetings.  Directors and officers of the
Fund who are principals, directors or officers of or employed by Hewitt or AHA
(or any affiliated company of either) receive no compensation or expense
reimbursement from the Fund.  During the fiscal year ended June 30, 1997, the
Fund paid directors' fees (including expenses) of $22,747.13 as follows:
    
         
                                  COMPENSATION TABLE
                                  ------------------

   

                                  Pension or                       Total
                                  Retirement                    Compensation
                                   Benefits      Estimated          From
                    Aggregate      Accrued         Annual        Registrant
                   Compensation    As Part        Benefits        And Fund
Name of Person,       From         Of Fund          Upon        Complex Paid
   Position        Registrant      Expenses      Retirement     To Directors
- ---------------    ------------   -----------    ----------     ------------

Paul W. Boyke,               0              0             0                0
Director      

Frank A. Ehmann,     $5,458.46              0             0        $5,458.46
Director        

Sidney Jacob,                0              0             0                0
Director     

Ronald A. Jones,             0              0             0                0
Director and President
    


                                         B-8
<PAGE>
   


                                  Pension or                       Total
                                  Retirement                    Compensation
                                   Benefits      Estimated          From
                    Aggregate      Accrued         Annual        Registrant
                   Compensation    As Part        Benefits        And Fund
Name of Person,       From         Of Fund          Upon        Complex Paid
   Position        Registrant      Expenses      Retirement     To Directors
- ---------------    ------------   -----------    ----------     ------------

John D. Oliverio,    $4,063.72              0             0        $4,063.72
Director         

Timothy G. Solberg,          0              0             0                0
Director           

Thomas J. Tucker,    $6,331.20              0             0        $6,331.20
Director         

John L. Yoder,       $6,893.75              0             0        $6,893.75
Director      
    
   
         By virtue of certain positions held by officers and directors of the
Fund with organizations that are shareholders of the Fund, including AHA and
American Hospital Association Retirement Trust, the officers and directors of
the Fund, as a group, may be deemed to have shared, indirect beneficial
ownership of 37% of the Fund's outstanding shares as of July 31, 1997.
    

                          INVESTMENT POLICIES AND PRACTICES

         The sections below describe, in greater detail than in the Fund's 
Prospectus, some of the different types of investments which may be made by 
the Portfolios and the different investment practices in which the Portfolios 
may engage.  The use of options and futures contracts by the Portfolios are 
discussed on p. 30 under "Special Investment Techniques."  The general 
investment policies of the Portfolios are set forth in the Prospectus.

SHORT-TERM INVESTMENTS

         As discussed in the Prospectus, each of the Portfolios may invest in a
variety of short-term debt securities ("money market instruments"), including
instruments issued or guaranteed by the U.S. Government or one of its agencies
or instrumentalities ("Government Securities") and repurchase agreements for
such securities.  Money market instruments are generally considered to be debt
securities having remaining maturities of approximately one year or less. 
Government Securities are described in the Prospectus.  Other types of money
market instruments include:  certificates of deposit, bankers' acceptances,
commercial paper, letters of credit, short-term corporate obligations, and the
other obligations discussed below.

         The short-term investments of the Portfolios in bank obligations
(including certificates of deposit, bankers' acceptances, time deposits and
letters of credit) are limited to:  (1) obligations of U.S. commercial banks and
savings institutions having total assets of $1 billion or more, and instruments
secured by such obligations, including obligations of foreign branches of U.S.
banks and (2) similar obligations of foreign commercial banks having total 


                                         B-9
<PAGE>

assets of $1 billion or more or their U.S. branches which are denominated in
U.S. dollars.  Obligations of foreign banks and their U.S. branches are subject
to the additional risks of the types generally associated with investment in
foreign securities.  See "Foreign Securities."  Similar risks may apply to
obligations of foreign branches of U.S. banks.  There currently are no reserve
requirements applicable for obligations issued by foreign banks or foreign
branches of U.S. banks.  Also, not all of the federal and state banking laws and
regulations applicable to domestic banks relating to maintenance of reserves,
loan limits and promotion of financial soundness apply to foreign branches of
domestic banks, and none of them apply to foreign banks.

         Commercial paper constituting the short-term investments of the
Portfolios must be rated within the two highest grades by Standard & Poor's
Corporation ("S&P") or the highest grade by Moody's Investors Service, Inc.
("Moody's") or, if not rated, must be issued by a company having an outstanding
debt issue rated at least AA by S&P or Aa by Moody's.  Other types of short-term
corporate obligations (including loan participations and master demand notes)
must be rated at least A by S&P or Moody's to qualify as a short-term investment
of the Portfolios, or, if not rated, must be issued by a company having an
outstanding debt issue rated at least A by Moody's or S&P.  The quality
standards described above may be modified by the Fund upon the approval of its
Board of Directors.

         Bank time deposits may be non-negotiable until expiration and may
impose penalties for early withdrawal.  Master demand notes are corporate
obligations which permit the investment of fluctuating amounts at varying rates
of interest pursuant to direct arrangements with the borrower.  They permit
daily changes in the amounts borrowed.  The amount under the note may be
increased at any time by the Portfolio making the investment up to the full
amount provided by the note agreement, or may be decreased by the Portfolio. 
The borrower may prepay up to the full amount of the note without penalty. 
These notes may in some cases be backed by bank letters of credit.  Because
these notes are direct lending arrangements between the lender and borrower, it
is not generally contemplated that they will be traded, and there is no
secondary market for them, although they are redeemable (and thus immediately
repayable by the borrower) at principal amount, plus accrued interest, at any
time.  Investments in bank time deposits and master demand notes are subject to
limitations on the purchase of securities that are restricted or illiquid.  See
"Restricted and Illiquid Securities."  No Portfolio intends to purchase any
non-negotiable bank time deposits or master demand notes during the coming year.

REPURCHASE AGREEMENTS

         As discussed in the Prospectus, each of the Portfolios may enter into
repurchase agreements involving the types of securities which are eligible for
purchase by that Portfolio.  However, there is no limitation upon the maturity
of the securities underlying the repurchase agreements.

         Repurchase agreements, which may be viewed as a type of secured
lending by the Portfolios, typically involve the acquisition by a Portfolio of
Government Securities or other securities from a selling financial institution
such as a bank, savings and loan association or broker-dealer.  The agreement
provides that the Portfolio will sell back to the institution, and that the
institution will repurchase, the underlying security ("collateral") at a
specified price and at a fixed time in the future, usually not more than seven
days from the date of purchase.  The Portfolio will receive interest from the
institution until the time when the repurchase is to occur.  Although such date
is deemed to be the maturity date of a repurchase agreement, the maturities of
securities subject to repurchase agreements are not subject to any limits and
may exceed one year.



                                         B-10
<PAGE>

         While repurchase agreements involve certain risks not associated with
direct investments in debt securities, the Fund follows procedures designed to
minimize such risks.  These procedures include a requirement that the investment
managers effect repurchase transactions only with large, well capitalized United
States financial institutions approved by them as creditworthy based upon
periodic review under guidelines established and monitored by the directors of
the Fund. In addition, the value of the collateral underlying the repurchase
agreement, which will be held by the Fund's custodian in a segregated account on
behalf of the Portfolio, will always be at least equal to the repurchase price,
including any accrued interest earned on the repurchase agreement.  In the event
of a default or bankruptcy by a selling financial institution, the Portfolio
will seek to liquidate such collateral.  However, the exercise of a Portfolio's
right to liquidate such collateral could involve certain costs or delays and, to
the extent that proceeds from any sale upon a default of the obligation to
repurchase were less than the repurchase price, the Portfolio could suffer a
loss.  It is the current policy of each Portfolio not to invest in repurchase
agreements that do not mature within seven days if any such investment, together
with any other illiquid assets held by the Portfolio, amount to more than 10% of
its total assets.  Investments in repurchase agreements may at times be
substantial when, in the view of the investment managers, liquidity or other
considerations warrant.

         REVERSE REPURCHASE AGREEMENTS.  Each Portfolio may enter into reverse
repurchase agreements.  These agreements, in which the Portfolio would be the
seller of the security underlying the repurchase agreement for cash and be
obligated to repurchase the security, involve a form of leverage to the extent
the Portfolio may invest the cash received and involve risks similar to
repurchase agreements.  Although this practice, if successful, may help a
Portfolio increase its income or net assets through the investment of the cash
received in a reverse repurchase agreement, if the return on those investments
is inadequate or they decline in value during the term of the agreement, the
income or the net assets of the Portfolio would be adversely affected as
compared to its income and net assets absent the transaction.  No Portfolio
intends to enter into reverse repurchase agreements during the coming year.

TYPES OF DEBT SECURITIES

         The types of debt obligations in which the Portfolios may invest are
described in the Prospectus.  These investments are subject to certain quality
limitations and other restrictions and include money market instruments and
other types of obligations.  See "Short-Term Investments" and "Convertible
Securities."  Debt obligations are subject to various risks as described in the
Prospectus.  In addition, investors should recognize that, although securities
ratings issued by a securities rating service provide a generally useful guide
as to credit risks, they do not offer any criteria to evaluate interest rate
risk.  As discussed in the Prospectus, changes in interest rate levels cause
fluctuations in the prices of debt obligations and will, therefore, cause
fluctuations in net asset values per share of the Portfolios.  

         Applicable quality limitations of the Portfolios, as described in the
Prospectus, require that debt securities purchased by the Limited Maturity Fixed
Income Portfolio and the Diversified Equity Portfolio be rated at the time of
purchase A or higher by S&P or Moody's (or, if unrated, be of comparable quality
as determined by the investment manager) and that such securities purchased by
the Full Maturity Fixed Income Portfolio and the Balanced Portfolio be rated at
the time of purchase BBB or higher by S&P or Baa or higher by Moody's (or, if
unrated, be of comparable quality as determined by the investment manager). 
Although unrated securities eligible for purchase by the Portfolios must be
determined to be comparable in quality to securities having certain specified
ratings, the market for unrated securities may not be as broad as for rated
securities since many investors rely on rating organizations for credit
appraisal.



                                         B-11
<PAGE>

         Subsequent to the purchase of a debt security by a Portfolio, the
ratings or credit quality of a debt security may deteriorate.  Any such
subsequent adverse changes in the rating or quality of a security held by a
Portfolio would not require the Portfolio to sell the security.  However, the
investment managers of the Portfolios will evaluate and monitor the quality of
all investments, including bonds rated lower than BBB or Baa, and will dispose
of investments which have deteriorated in their creditworthiness or ratings as
determined to be necessary to assure that the Portfolios' overall investments
are constituted in a manner consistent with their investment objectives.

         The economy and interest rates affect lower rated obligations
differently from other securities.  For example, the prices of these obligations
have been found to be less sensitive to interest rate changes than higher rated
investments, but more sensitive to adverse economic changes or individual
corporate developments.  Also, during an economic downturn or substantial period
of rising interest rates, highly leveraged issuers may experience financial
stress which would adversely affect their ability to service their principal and
interest payment obligations, to meet projected business goals, and to obtain
additional financing.  To the extent that there is no established retail
secondary market, there may be thin trading of lower rated obligations which may
adversely impact the ability of the Portfolios' investment managers to
accurately value such obligations and the Portfolios' assets, and may also
adversely impact the Portfolios' ability to dispose of the obligations.  Adverse
publicity and investor perceptions, whether or not based on fundamental
analysis, may decrease the values and liquidity of lower rated obligations,
especially in a thinly traded market.

         ZERO COUPON SECURITIES.  Debt securities purchased by the Portfolios
may include zero coupon securities.  These securities do not pay any interest
until maturity and, for this reason, zero coupon securities of longer maturities
may trade at a deep discount from their face or par values and may be subject to
greater fluctuations in market value than ordinary debt obligations of
comparable maturity.  Current federal tax law requires the holder of a zero
coupon security accrue a portion of the discount at which the security was
purchased as income each year even though the holder receives no interest
payment that year.  It is not anticipated that any Portfolio will invest more
than 5% of its assets in zero coupon securities in the coming year.

         VARIABLE RATE SECURITIES.  Debt obligations purchased by the
Portfolios may also include variable and floating rate securities.  The interest
rates payable on these securities are adjusted either at predesignated periodic
intervals or whenever there is a change in an established market rate of
interest.  Other features may include a right whereby the Portfolio which holds
the security may demand prepayment of the principal amount prior to the stated
maturity (a "demand feature") and the right of an issuer to prepay the principal
amount prior to maturity.  One benefit of variable and floating rate securities
is that, because of interest rate adjustments on the obligation, changes in
market value that would normally result from fluctuations in prevailing interest
rates are reduced.  The benefit of a demand feature is enhanced liquidity.

TYPES OF EQUITY SECURITIES

         Equity securities may be purchased by the Diversified Equity Portfolio
and Balanced Portfolio and may include common and preferred and convertible
preferred stocks, and securities having equity characteristics such as rights,
warrants and convertible debt securities.  See "Convertible Securities."  Common
stocks and preferred stocks represent equity ownership interests in a
corporation and participate in the corporation's earnings through dividends
which may be declared by the corporation.  Unlike common stocks, preferred
stocks are entitled to stated dividends payable from the corporation's earnings,
which in some cases may be "cumulative" if prior stated dividends have not been
paid.  Dividends 




                                         B-12
<PAGE>

payable on preferred stock have priority over distributions to holders of common
stock, and preferred stocks generally have preferences on the distribution of
assets in the event of the corporation's liquidation.  Preferred stocks may be
"participating" which means that they may be entitled to dividends in excess of
the stated dividend in certain cases.  The rights of common and preferred stocks
are generally subordinate to rights associated with a corporation's debt
securities.  Rights and warrants are securities which entitle the holder to
purchase the securities of a company (generally, its common stock) at a
specified price during a specified time period.  Because of this feature, the
values of rights and warrants are affected by factors similar to those which
determine the prices of common stocks and exhibit similar behavior.  Rights and
warrants may be purchased directly or acquired in connection with a corporate
reorganization or exchange offer.  The purchase of rights and warrants are
subject to certain limitations.  See "Investment Restrictions."

CONVERTIBLE SECURITIES

         Securities of this type may be purchased by the Diversified Equity
Portfolio and the Balanced Portfolio.  They include convertible debt obligations
and convertible preferred stock.  A convertible security entitles the holder to
exchange it for a fixed number of shares of common stock (or other equity
security), usually at a fixed price within a specified period of time.  Until
conversion, the holder receives the interest paid on a convertible bond or the
dividend preference of a preferred stock.

         Convertible securities have an "investment value" which is the
theoretical value determined by the yield it provides in comparison with similar
securities without the conversion feature.  The investment value changes based
upon prevailing interest rates and other factors.  They also have a "conversion
value" which is the worth in market value if the security were exchanged for the
underlying equity security.  Conversion value fluctuates directly with the price
of the underlying security.  If conversion value is substantially below
investment value, the price of the convertible security is governed principally
by its investment value.  If the conversion value is near or above investment
value, the price of the convertible security generally will rise above
investment value and may represent a premium over conversion value due to the
combination of the convertible security's right to interest (or dividend
preference) and the possibility of capital appreciation from the conversion
feature.  A convertible security's price, when price is influenced primarily by
its conversion value, will generally yield less than a senior nonconvertible
security of comparable investment value.  Convertible securities may be
purchased at varying price levels above their investment values or conversion
values.  However, there is no assurance that any premium above investment value
or conversion value will be recovered because prices change and, as a result,
the ability to achieve capital appreciation through conversion may never be
realized.

FOREIGN SECURITIES

         Each Portfolio may invest up to 10% of its total assets, at the time
of purchase, in foreign securities.  As discussed in the Prospectus, each
Portfolio may in addition invest in securities of certain Canadian issuers and
securities purchased by means of American Depository Receipts ("ADRs") in an
amount not to exceed 20% of a Portfolio's total assets at the time of purchase. 
Investments in foreign securities will be affected by a number of factors which
ordinarily do not affect investments in domestic securities.

         Foreign securities may be affected by changes in currency exchange
rates, exchange control regulations, changes in governmental administration or
economic or monetary policy (in the U.S. and abroad), political events,
expropriation or nationalization or confiscatory taxation.  Dividends and
interest paid on foreign securities may be subject to foreign withholding and
other foreign taxes.  In addition, there may be less publicly available 


                                         B-13
<PAGE>

information concerning foreign issuers than domestic issuers, and foreign
issuers may not be subject to uniform accounting, auditing and financial
reporting standards comparable to those of domestic issuers.  Securities of
certain foreign issuers and in certain foreign markets are less liquid and more
volatile than domestic issues and markets, and foreign brokerage commissions are
generally higher than in the U.S.  There is also generally less regulation and
supervision of exchanges, brokers and issuers in foreign countries.

         Securities denominated in foreign currencies may be affected favorably
or unfavorably by changes in foreign currency exchange rates and costs will be
incurred in converting one currency to another.  Exchange rates are determined
by forces of supply and demand which forces are affected by a variety of factors
including international balances of payments, economic and financial conditions,
government intervention and speculation.  Foreign currency exchange transactions
of the Portfolios may be effected on a "spot" basis (cash basis) at the
prevailing spot rate for purchasing or selling currency.  The Portfolios may
also utilize forward foreign currency contracts as described below.

FORWARD FOREIGN CURRENCY CONTRACTS

         As discussed in the Prospectus, the Portfolios authorized to invest in
foreign securities may enter into forward currency contracts to purchase or sell
foreign currencies as a hedge against possible variations in foreign exchange
rates.  A forward foreign currency exchange contract is an agreement between the
contracting parties to exchange an amount of currency at some future time at an
agreed upon rate.  The rate can be higher or lower than the spot rate between
the currencies that are the subject of the contract.  A forward contract
generally has no deposit requirement, and such transactions do not involve
commissions.  By entering into a forward contract for the purchase or sale of
the amount of foreign currency invested in a foreign security, a Portfolio can
hedge against possible variations in the value of the dollar versus the subject
currency either between the date the foreign security is purchased or sold and
the date on which payment is made or received ("transaction hedging"), or during
the time the Portfolio holds the foreign security ("position hedging").  Hedging
against a decline in the value of a currency through the use of forward
contracts does not eliminate fluctuations in the prices of securities or prevent
losses if the prices of securities decline.  Hedging transactions preclude the
opportunity for gain if the value of the hedged currency should rise.  The
Portfolios will not speculate in forward currency contracts.  If a Portfolio
enters into a "position hedging transaction," which is the sale of forward
non-U.S. currency with respect to a security held by it and denominated in such
foreign currency, the Fund's custodian will place cash or liquid securities in a
separate account in an amount equal to the value of the Portfolio's total assets
committed to the consummation of such forward contract.  If the value of the
securities placed in the account declines, additional cash or securities will be
placed in the account so that the value of cash or securities in the account
will equal the amount of the Portfolio's commitments with respect to such
contracts.  A Portfolio will not attempt to hedge all of its non-U.S. portfolio
positions and will enter into such transactions only to the extent, if any,
deemed appropriate by its investment managers.  The Portfolios will not enter
into forward contracts for terms of more than one year.

         Each Portfolio also has the authority to engage in transactions in
foreign currency options and futures, but the Portfolios have no intention to do
so during the coming year. These options and futures are similar to options and
futures on securities, except they represent an option to purchase or to sell an
amount of a specified currency prior to expiration of the option at a designated
price (in the case of a currency option), or a contract to purchase or deliver a
specified amount of currency at an agreed upon future time and price (in the
case of a currency future).  Such transactions would be used for purposes
similar to those described above for forward foreign currency contracts.


                                         B-14
<PAGE>

SECURITIES LOANS

         Consistent with applicable regulatory requirements, the Portfolios may
lend their United States portfolio securities to brokers, dealers and other
financial institutions, provided that such loans are callable at any time by the
Fund (subject to notice provisions described below), and are at all times
secured by cash or cash equivalents, which are maintained in a segregated
account pursuant to applicable regulations and that are equal to at least the
market value, determined daily, of the loaned securities.  The advantage of such
loans is that the Portfolio continues to receive the income on the loaned
securities while at the same time earning interest on the cash amounts deposited
as collateral, which will be invested in short-term investments.

         A loan may be terminated by the borrower on one business day's notice,
or by the Fund on four business days' notice.  If the borrower fails to deliver
the loaned securities within four days after receipt of notice, the Fund could
use the collateral to replace the securities while holding the borrower liable
for any excess of replacement cost exceeding the collateral.  As with any
extensions of credit, there are risks of delay in recovery and in some cases
even loss of rights in the collateral should the borrower of the securities fail
financially.  However, loans of securities will only be made to firms deemed by
the Fund's management to be creditworthy (such creditworthiness will be
monitored on an ongoing basis) and when the income which can be earned from such
loans justifies the attendant risks.  Upon termination of the loan, the borrower
is required to return the securities.  Any gain or loss in the market price
during the loan period would inure to the Portfolio which made the loan.

         When voting or consent rights which accompany loaned securities pass
to the borrower, the Fund will follow the policy of calling the loaned
securities, to be delivered within one day after notice, to permit the exercise
of such rights if the matters involved would have a material effect on the
investment in such loaned securities.  The Portfolios will pay reasonable
finder's, administrative and custodial fees in connection with loans of
securities.  A Portfolio will not lend securities if to do so would cause it to
have loaned securities in excess of one third of the value of the Portfolio's
total assets, measured at the time of such loan.  The Portfolios may lend
foreign securities consistent with the foregoing requirements, but have no
intention of doing so in the foreseeable future.

RESTRICTED AND ILLIQUID SECURITIES

         Each Portfolio may invest up to 10% of the value of its total assets,
measured at the time of investment, in restricted and illiquid securities. 
Restricted securities are securities which are subject to restrictions on resale
because they have not been registered under the Securities Act of 1933. 
Illiquid securities are securities which may be subject to other types of resale
restrictions or which have no readily available markets for their disposition. 
These limitations on resale and marketability may have the effect of preventing
a Portfolio from disposing of a security at the time desired or at a reasonable
price.  In addition, in order to resell a restricted security, the Portfolio
might have to bear the expense and incur the delays associated with effecting
registration.  In purchasing restricted securities, the Portfolios do not intend
to engage in underwriting activities, except to the extent a Portfolio may be
deemed to be a statutory underwriter under the Securities Act of 1933 in
disposing such securities.  Restricted securities will be purchased for
investment purposes only and not for the purpose of exercising control or
management of other companies.  Under the Fund's present policies, securities
available for purchase and sale in accordance with Rule 144A under the
Securities Act of 1933 are treated as restricted securities for the purposes of
the limitation set forth above.



                                         B-15
<PAGE>

                               INVESTMENT RESTRICTIONS

         In addition to the investment restrictions enumerated in the
Prospectus, the investment restrictions listed below have been adopted as
fundamental policies.  Under the Act, a fundamental policy may not be changed
without the vote of a majority of the outstanding voting securities, as defined
in the Act.  For a Portfolio to alter a fundamental policy requires the
affirmative vote of the holders of (a) 67% or more of the shares of a Portfolio
present at a meeting of shareholders, if the holders of at least 50% of the
outstanding shares of the Portfolio are present or represented by proxy or (b)
more than 50% of the outstanding shares of the Portfolio, whichever is less.

         No Portfolio may:

         1.   Purchase the securities of any issuer if, to the knowledge of the
Fund, any officer or director of the Fund, or any officer, partner or director
of Hewitt or any investment manager, owns more than 1% of the outstanding
securities of such issuer and such officers, partners and directors who own more
than such 1% also own in the aggregate more than 5% of the outstanding
securities of such issuer.

         2.   Purchase the securities (other than Government Securities) of an
issuer having a record, together with predecessors, of less than three years'
continuous operations, if as a result of such purchase more than 5% of the value
of the Portfolio's total assets would be invested in such securities.

         3.   Purchase the securities of another investment company, except in
connection with a merger, consolidation, reorganization or acquisition of
assets.

         4.   Make short sales of securities or purchase securities on margin,
except for such short-term loans as are necessary for the clearance of purchases
of securities.

         5.   Engage in the underwriting of securities except insofar as a
Portfolio may be deemed an underwriter under the Securities Act of 1933 in
disposing of a security.

         6.   Issue senior securities as defined in the Act or borrow money,
except that a Portfolio may borrow from banks for temporary or emergency
purposes (but not for investment), in an amount up to 10% of the value of its
total assets (including the amount borrowed) less liabilities (not including the
amount borrowed) at the time the borrowing was made.  While any such borrowings
exist for a Portfolio, it will not purchase securities.  (However, a Portfolio
which is authorized to do so by its investment policies may lend securities,
enter into repurchase agreements without limit and reverse repurchase agreements
in an amount not exceeding 10% of its total assets, purchase securities on a
when-issued or delayed delivery basis and enter into forward foreign currency
contracts.)

         7.   Purchase or sell real estate or interests therein, or purchase
oil, gas or other mineral leases, rights or royalty contracts or development
programs, except that a Portfolio may invest in the securities of issuers
engaged in the foregoing activities and may invest in securities secured by real
estate or interests therein.

         8.   Invest for the purpose of exercising control or management of
another company.

         9.   Make loans of money or securities, except through the purchase of
permitted investments (including repurchase and reverse repurchase agreements)
and through the loan of securities (in an amount not exceeding one-third of
total assets) by any Portfolio.


                                         B-16
<PAGE>

         10.  Purchase or sell commodities, except that the Portfolios may
purchase and sell financial futures contracts and options on such contracts and
may enter into forward foreign currency contracts and engage in the purchase and
sale of foreign currency options and futures.

         11.  Invest more than 5% of the value of a Portfolio's total assets in
warrants, including not more than 2% of such assets in warrants not listed on a
U.S. stock exchange.  (Rights and warrants attached to, received in exchange
for, or as a distribution on, other securities are not subject to this
restriction.)

         12.  Pledge, hypothecate, mortgage or otherwise encumber its assets,
except as necessary to secure permitted borrowings.  (Collateral arrangements
and initial margin with respect to permitted options on securities, financial
futures contracts and related options, and arrangements incident to other
permitted practices, are not deemed to be subject to this restriction.)

         For purposes of these investment restrictions and those set forth in
the Prospectus, and other limitations, all percentage limitations apply at the
time of a purchase or initial investment.  Any subsequent change in a percentage
resulting from market fluctuations or other changes in the amount of total
assets does not require the sale or disposition of an investment or any other
action.

                         PORTFOLIO TRANSACTIONS AND BROKERAGE

         Subject to the general supervision of the Fund's Board of Directors,
the investment managers are responsible for decisions to buy and sell securities
for the Portfolios, the selection of brokers and dealers to effect the
transactions, and the negotiation of brokerage commissions, if any.  Purchases
and sales of securities on a stock exchange are effected through brokers who
charge a commission for their services.  In the over-the-counter market,
securities are generally traded on a "net" basis with non-affiliated dealers
acting as principal for their own accounts without a stated commission, although
the price of the security usually includes a profit to the dealer.  In
underwritten offerings, securities are purchased at a fixed price which includes
an amount of compensation to the underwriter, generally referred to as the
underwriter's concession or discount.  Certain money market instruments may be
purchased directly from an issuer, in which case no commission or discounts are
paid.  The Fund anticipates that its transactions involving foreign securities
will be effected primarily on principal stock exchanges for such securities. 
Fixed commissions on such transactions are generally higher than negotiated
commissions on domestic transactions.  There is also generally less government
supervision and regulation of foreign stock exchanges and brokers than in the
United States.

         The investment managers currently serve as investment advisers to a
number of clients, including other investment companies, and may in the future
act as investment advisers to others.  It is the practice of each of the
investment managers to cause purchase and sale transactions to be allocated
among the Portfolios and others whose assets it manages in such manner as it
deems equitable.  In making such allocations, the main factors considered are
the respective investment objectives, the relative size of portfolio holdings of
the same or comparable securities, the availability of cash for investment, the
size of investment commitments generally held and the opinions of the persons
responsible for managing the Portfolios and the other client accounts.  This
procedure may, under certain circumstances, have an adverse effect on the
Portfolios.



                                         B-17
<PAGE>

         The policy of the Fund regarding purchases and sales of securities for
its Portfolios is that primary consideration will be given to obtaining the most
favorable prices and efficient executions of transactions.  Consistent with this
policy, when securities transactions are effected on a stock exchange, the
Fund's policy is to pay commissions which are considered fair and reasonable
without necessarily determining that the lowest possible commissions are paid in
all circumstances.  The Board of Directors of the Fund believes that a
requirement always to seek the lowest commission cost could impede effective
management and preclude the Portfolios and the investment managers from
obtaining high quality brokerage and research services.  In seeking to determine
the reasonableness of brokerage commissions paid in any transaction, the
investment managers rely on their experience and knowledge regarding commissions
generally charged by various brokers and on their judgment in evaluating the
brokerage and research services received from the broker effecting the
transaction.  Such determinations are necessarily subjective and imprecise, as
in most cases an exact dollar value for those services is not ascertainable.

         In seeking to implement the Fund's policies, the investment managers
effect transactions with those brokers and dealers who they believe provide the
most favorable prices and which are capable of providing efficient executions. 
If the investment managers believe such price and execution are obtainable from
more than one broker or dealer, they may give consideration to placing portfolio
transactions with those brokers and dealers who also furnish research and other
services to the Fund or the investment managers.  Such services may include, but
are not limited to, any one or more of the following:  information as to the
availability of securities for purchase or sale; statistical or factual
information or opinions pertaining to investments; wire services; and appraisals
or evaluations of portfolio securities.  The information and services received
by the investment managers from brokers and dealers may be of benefit in the
management of accounts of other clients and may not in all cases benefit the
Fund directly.  While such services are useful and important in supplementing
their own research and facilities, the investment managers believe the value of
such services is not determinable and does not significantly reduce their
expenses.

         Consistent with the policies described above, brokerage transactions
in securities listed on exchanges or admitted to unlisted trading privileges may
be effected through investment managers or their affiliates which are registered
brokers.  In order for such transactions to be effected, the commissions, fees
or other remuneration received by the broker must be reasonable and fair
compared to the commissions, fees or other remuneration paid to other brokers in
connection with comparable transactions involving similar securities being
purchased or sold on an exchange during a comparable period of time.  This
standard would allow an investment manager or its affiliate to receive no more
than the remuneration which would be expected to be received by an unaffiliated
broker in a commensurate arm's-length transaction.  In approving the use of an
affiliated broker, the Board of Directors of the Fund, including a majority of
the Independent Directors, has adopted procedures which are reasonably designed
to provide that any commissions, fees or other remuneration paid are consistent
with the foregoing standard.

         The directors have considered the possibilities of seeking to
recapture, for the benefit of the Portfolios, brokerage commissions and other
expenses of portfolio transactions.  For example, brokerage commissions received
by affiliated brokers could be offset against the advisory fees paid by the
Portfolios.  After considering all factors deemed relevant, the directors made a
determination not to seek such recapture.  The directors will reconsider this
matter from time to time.

   
         Brokerage Comissions paid by the Diversified Equity Portfolio and 
Balanced Portfolio for the fiscal year ending June 30, were: 

                           Diversified Equity                  Balanced
        1997                     66,076                         69,738
        1996                     53,652                         75,967
        1995                     34,915                         47,277


                                         B-18
<PAGE>

the fiscal year ended June 30, 1997 were $2,150 by the Diversified Equity
Portfolio (in transactions having an aggregate value of $7,250,000) and $3,200
by the Balanced Portfolio (in transactions having an aggregate value of
$8,700,000).  During the period, no brokerage commissions were paid by the other
two Portfolios.
    
   
         During the fiscal year ended June 30, 1997, the Portfolios held
securities of Lehman Brothers Incorporated ("Lehman Brothers"); Merrill Lynch &
Company ("Merrill Lynch"); Morgan Stanley Company ("Morgan Stanley"); and Paine
Webber Incorporated ("Paine Webber") which are companies which may be deemed to
be the Fund's "regular brokers or dealers," as defined by Rule 10b-1 under the
Act, or the parents of such brokers or dealers.

         Securities of such companies were held by the Full Maturity Fixed
Income Portfolio (Lehman Brothers, Pain Webber and Morgan Stanley), and the
Diversified Equity Portfolio (J.P. Morgan, Merrill Lynch and Morgan Stanley).

    Aggregate holdings, as of June 30, 1997, were as follows:

    FULL MATURITY FIXED INCOME

    Lehman Brothers 11.625%       $375,000 principal amount
    Due 05/15/05

    Paine Webber 6.730%           $150,000 principal amount
    Due 01/20/04

    DIVERSIFIED EQUITY PORTFOLIO
    J.P. Morgan                          900 Common stock shares
    Merrill Lynch                      4,200 Common stock shares
    Morgan Stanley                     4,570 Common stock shares
    
    
    
                           DETERMINATION OF NET ASSET VALUE

         The Prospectus describes the days on which the net asset values per
share of the Portfolios are computed for purposes of purchases and 
redemptions of shares by investors, and also sets forth the times as of which 
such computations are made and the requirements applicable to the processing 
of purchase and redemption orders.  Net asset value is computed once daily 
each day the New York Stock Exchange is open and on each other day on which 
there is a sufficient degree of trading in a Portfolio's investments to 
affect net asset value, except that no computation need be made on a day on 
which no orders to purchase or redeem shares have been received.  The New 
York Stock Exchange currently observes the following holidays:  New Year's 
Day; Presidents' Day (third Monday in February); Good Friday (Friday before 
Easter); Memorial Day (last Monday in May); Independence Day; 

                                         B-19
<PAGE>

Labor Day (first Monday in September); Thanksgiving Day (last Thursday in
November); and Christmas Day.

         In valuing the assets of the Portfolios for purposes of computing net
asset value, securities are appraised at market value as of the close of trading
on each business day when the NYSE is open.  Securities, other than stock
options, listed on the NYSE or other exchanges are valued on the basis of the
last sale price on the exchange on which they are primarily traded.  However, if
the last sale price on the NYSE is different than the last sale price on any
other exchange, the NYSE price will be used.  If there are no sales on that day,
then the securities are valued at the bid price on the NYSE or other primary
exchange for that day.  Securities traded in the over-the-counter market are
valued on the basis of the last sales price as reported by NASDAQ.  If there are
no sales on that day, then the securities are valued at the mean between the
closing bid and asked prices as reported by NASDAQ.  Stock options traded on
national securities exchanges are valued at the last sales price prior to the
time of computation of net asset value per share.  Futures contracts and options
thereon, which are traded on commodities exchanges, are valued at their daily
settlement value as of the close of such commodities exchanges.  Securities for
which quotations are not readily available and other assets are appraised at
fair value as determined pursuant to procedures adopted in good faith by the
Board of Directors of the Fund.  Short-term debt securities will be valued at
their current market value when available or fair value, which for securities
with remaining maturities of 60 days or less has been determined in good faith
by the Board of Directors to be represented by amortized cost value, absent
unusual circumstances. A pricing service may be utilized to determine the fair
value of securities held by the Portfolios.  Any such service might value the
investments based on methods which include consideration of:  yields or prices
of securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions.  The service may also
employ electronic data processing techniques, a matrix system or both to
determine valuation.  The Board of Directors will review and monitor the methods
used by such services to assure itself that securities are valued at their fair
values.

         The values of securities held by the Portfolios and other assets used
in computing net asset value are determined as of the time trading in such
securities is completed each day, which, in the case of foreign securities,
generally occurs at various times prior to the close of the NYSE. Foreign
currency exchange rates are also generally determined prior to the close of the
NYSE.  On occasion, the values of such securities and exchange rates may be
affected by events occurring between the time as of which determinations of such
values or exchange rates are made and the close of the NYSE. When such events
materially affect the value of securities held by the Portfolios or their
liabilities, such securities and liabilities will be valued at fair value in
accordance with procedures adopted in good faith by the Fund's Board of
Directors.  The values of any assets and liabilities initially expressed in
foreign currencies will be converted to U.S. dollars at the mean between the bid
and offer prices of the currencies against U.S. dollars last quoted by any major
bank.

                                        TAXES

         It is the policy of the Fund each fiscal year to distribute
substantially all of each Portfolio's net investment income and net realized
capital gains, if any, to its shareholders.  The Fund intends that each
Portfolio will qualify as a regulated investment company under the provisions of
the Internal Revenue Code.  If so qualified, a Portfolio will not be subject to
federal income tax on that part of its net investment income and net realized
capital gains which it distributed to its shareholders.  To qualify for such tax
treatment, a Portfolio must generally, among other things, (a) derive at least
90% of its annual gross income from dividends, interest (including payments 
received with respect to loans of stock and securities) and gains 


                                         B-20
<PAGE>

from the sale or other disposition of stock or securities and certain related 
income; (b) derive less than 30% of its annual gross income from the sale or 
other disposition for tax years commencing prior to August 6, 1997, of stock 
or securities or options or futures thereon and certain other investments 
held less than three months; and (c) diversify its holdings so that at the 
end of each fiscal quarter (i) 50% of the market value of the Portfolio's 
assets is represented by cash, Government Securities and other securities 
limited, in respect of any one issuer, to an amount not greater than 5% of 
the Portfolio's assets or 10% of the voting securities of the issuer, and 
(ii) not more than 25% of the value of its assets is invested in the 
securities of any one issuer (other than Government Securities).  These 
requirements may limit the ability of the Portfolios to engage in 
transactions involving options and futures.

         Under present Maryland law, the Fund is not subject to any state
income taxation during any fiscal year in which the Portfolios each qualify as a
regulated investment company.  However, the Fund might be subject to Maryland
income taxes for any taxable year in which the Portfolios did not so qualify. 
Further, the Fund may be subject to tax in certain states where it does
business.  In those states which have income tax laws, the tax treatment of the
Fund and its shareholders in respect to distributions may differ from federal
tax treatment.

         Shareholders will be notified annually by the Fund as to the federal
tax status of dividends and distributions paid to or reinvested by the
shareholder for the preceding taxable year.  In addition, dividend and long-term
capital gains distributions may also be subject to state and local taxes.  Each
shareholder is advised to consult its own tax adviser concerning the tax effects
of share ownership.

         It should be noted that both dividends and capital gains distributions
received by an investor have the effect of reducing the net asset value of the
shares by the exact amount of the dividend or capital gains distribution.  If
the net asset value of the shares should be reduced below a shareholder's cost
as a result of the distribution of realized long-term capital gains, such
distribution would be at least a partial return of capital but nonetheless
taxable at capital gains rates.  Therefore, an investor should consider the tax
consequences of purchasing shares immediately prior to a distribution record
date.

         Dividends and interest received by the Portfolios on foreign
investments may give rise to withholding and other taxes imposed by foreign
countries.  Tax conventions between certain countries and the United States may
reduce or eliminate such taxes.

         Distributions by a Portfolio of net investment income and the excess
of net short-term capital gains over net long-term capital loss are taxable to
shareholders of that Portfolio as ordinary income regardless of whether such
distributions are reinvested in additional shares or paid in cash. 
Distributions of net long-term gains, if any, are taxable as long-term capital
gains regardless of how long the investor has held the shares and regardless of
whether the distribution is received in additional shares or in cash.

         The Taxpayer Relief Act of 1997 (the "Act"), enacted in August 1997, 
dramatically changes the taxation of net capital gains by applying different 
rates thereto depending on the taxpayer's holding period and marginal rate of 
federal income tax. The Act, however, does not address the application of 
these rules to distributions by regulated investment companies and instead 
authorizes the issuance of regulations to do so. Accordingly, shareholders 
should consult their tax adviser as to the effect of the Act on distributions 
by the Fund to them of net capital gain.

         FUTURES CONTRACTS AND RELATED OPTIONS.  Accounting for futures
contracts and options on futures contracts will be in accordance with generally
accepted accounting principles.  Initial margin deposits made by a Portfolio
upon entering into futures contracts will be recognized as assets.  During the
period the futures contract is open, changes in the value of the contract will
be recognized as unrealized gains or losses by "marking to market" on a daily
basis to reflect the market value of the contract at the end of each day's
trading.  Maintenance margin payments will be made or received, depending upon
whether gains or losses are incurred.


                                         B-21
<PAGE>

         Futures contracts, options on futures contracts and options on debt
securities held by a Portfolio at the end of each fiscal year of each Fund may
be required to be "marked to market" for federal income tax purposes; that is,
treated as having been sold at market value.  The straddle rules of Section 1092
of the Code may require a Portfolio to defer losses incurred in certain
transactions involving securities and options or futures on securities, and may
affect a Portfolio's holding period in the asset offsetting the option or
future.  A Portfolio's ability to engage in the options and futures transactions
may be limited by these rules.

                         PURCHASES AND REDEMPTIONS OF SHARES

         Shares of the Portfolios are offered for sale in a continuous offering
directly by the Fund, without the use of any underwriter.  They may be purchased
and redeemed at their current net asset values per share, without any sales or
redemption charges or fees, at the times and days, and in the manner described
in the Prospectus.  Shares are offered to member hospitals of the American
Hospital Association and their affiliated organizations and to other eligible
organizations and their members which have entered into Program Services
Agreements with Hewitt and to the American Hospital Association (and its
affiliated companies).  Other hospital associations affiliated with AHA and
their sponsored and affiliated organizations are also eligible to become
Participants.  The Board of Directors of the Fund in its sole discretion may at
some future time permit additional types of organizations and their members
which have entered into Program Service Agreements with Hewitt to purchase
shares, but has no present plans to offer shares of the Fund to organizations
other than those described under "The Fund and its Management - The Investment
Consultant."  Shares are not available for purchase by individual investors and
are non-transferable.

         Payments for shares presented for redemption or repurchase will be
made within seven days following receipt of the required documents as discussed
in the Prospectus.  Such payment may be postponed or the right of redemption
suspended at a time when:  (a) the NYSE is closed for other than customary
weekends and holidays; (b) trading on that exchange is restricted; (c) an
emergency exists as a result of which disposal by a Portfolio of securities
owned by it is not reasonably practical or it is not reasonably practicable for
the Fund fairly to determine the value of a Portfolio's net assets; or (d) the
SEC, by order, so permits for the protection of shareholders.

   
         The following table shows the calculation of the net asset value per
share (offering price) of each Portfolio as of June 30, 1997:

                            (a)               (b)                 (c)
                                                                Offering
                                                                Price
                        Net Assets     Shares Outstanding       (a)-(b)
                       ------------    ------------------       --------
Full Maturity Fixed
Income Portfolio       $ 50,798,580         5,190,424           $  9.79
Limited Maturity Fixed
Income Portfolio       $141,023,375        13,873,901           $ 10.16
    


                                         B-22
<PAGE>
   
                                                                Offering
                                                                Price
                        Net Assets     Shares Outstanding       (a)-(b)
                       ------------    ------------------       --------
Diversified Equity
Portfolio              $ 70,590,398         3,407,458           $ 20.72
Balanced Portfolio     $ 52,137,138         3,507,529           $ 14.86
    


                            SPECIAL INVESTMENT TECHNIQUES

         As discussed in the Prospectus, each Portfolio may engage in certain
transactions in options and futures contracts and options on futures contracts. 
The specific transactions in which each Portfolio may engage are noted and
described in the Prospectus.  The discussion below provides additional
information regarding the use of options on stock indices and stock index
futures.  The Appendix to this Statement of Additional Information sets forth
further details regarding options and futures.

REGULATORY MATTERS

         The Portfolios will comply with and adhere to all limitations on the
manner and extent to which they effect transactions in futures and options on
such futures currently imposed by the rules and policy guidelines of the
Commodity Futures Trading Commission as conditions for exemption of a mutual
fund, or investment advisers thereto, from registration as a commodity pool
operator.  Under those restrictions, the Portfolios will not, as to any
positions, whether long, short or a combination thereof, enter into futures and
options thereon for which the aggregate initial margins and premiums exceed 5%
of the fair market value of its assets after taking into account unrealized
profits and losses on options it has entered into.  In the case of an option
that is "in-the-money," the in-the-money amount may be excluded in computing
such 5%.  (In general, a call option on a future is "in-the-money" if the value
of the future exceeds the exercise ("strike") price of the call; a put option on
a future is "in-the-money" if the value of the future which is the subject of
the put is exceeded by the strike price of the put.)  The Portfolios may use
futures and options thereon solely for bona fide hedging or for other
non-speculative purposes within the meaning and intent of the applicable
provisions of the Commodities Exchange Act and regulations thereunder.  As to
long positions which are used as part of a Portfolio's investment strategy and
are incidental to its activities in the underlying cash market, the "underlying
commodity value" of the Portfolio's futures and options thereon must not exceed
the sum of (i) cash set aside in an identifiable manner, or short-term U.S. debt
obligations or other dollar-denominated high-quality, short-term money
instruments so set aside, plus sums deposited on margin; (ii) cash proceeds from
existing investments due in 30 days; and (iii) accrued profits held at the
futures commission merchant.  The "underlying commodity value" of a future is
computed by multiplying the size of the future by the daily settlement price of
the future.  For an option on a future, that value is the underlying commodity
value of the future underlying the option.

RISKS OF OPTIONS ON STOCK INDICES

         As discussed in the Prospectus, the purchase and sale of options on
stock indices will be subject to risks applicable to options transactions
generally.  In addition, the distinctive characteristics of options on indices
create certain risks that are not present with stock options.  Index prices may
be distorted if trading of certain stocks included in the index 


                                         B-23
<PAGE>

is interrupted.  Trading in index options also may be interrupted in certain
circumstances such as if trading were halted in a substantial number of stocks
included in the index or if dissemination of the current level of an underlying
index is interrupted.  If this occurred, a Portfolio would not be able to close
out options which it had purchased and, if restrictions on exercise were
imposed, may be unable to exercise an option it holds, which could result in
losses if the underlying index moves adversely before trading resumes.  However,
it is a policy to purchase options only on indices which include a sufficient
number of stocks so that the likelihood of a trading halt in the index is
minimized.

         The purchaser of an index option may also be subject to a timing risk. 
If an option is exercised by a Portfolio before final determination of the
closing index value for that day, the risk exists that the level of the
underlying index may subsequently change.  If such a change caused the exercised
option to fall out-of-the-money (that is, the exercising of the option would
result in a loss, not a gain), the Portfolio would be required to pay the
difference between the closing index value and the exercise price of the option
(times the applicable multiplier) to the assigned writer.  Although the
Portfolio may be able to minimize this risk by withholding exercise instructions
until just before the daily cutoff time, it may not be possible to eliminate
this risk entirely because the exercise cutoff times for index options may be
earlier than those fixed for other types of options and may occur before
definitive closing index values are announced.  Alternatively, when the index
level is close to the exercise price, a Portfolio may sell rather than exercise
the option.  Although the markets for certain index option contracts have
developed rapidly, the markets for other index options are not as liquid.  The
ability to establish and close out positions on such options will be subject to
the development and maintenance of a liquid secondary market.  It is not certain
that this market will develop in all index option contracts.  A Portfolio will
not purchase or sell any index option contract unless and until in the opinion
of the investment manager the market for such options has developed sufficiently
that such risk in connection with such transactions is no greater than such risk
in connection with options on stocks.

STOCK INDEX FUTURES CHARACTERISTICS

         Currently, stock index futures contracts can be purchased or sold with
respect to several different stock indices, each based on a different measure of
market performance.  A determination as to which of the index contracts would be
appropriate for purchase or sale by a Portfolio will be based upon, among other
things, the liquidity offered by such contracts and the volatility of the
underlying index.

         Unlike when a Portfolio purchases or sells a security, no price is 
paid or received by a Portfolio upon the purchase or sale of a futures 
contract. Instead, the Portfolio will be required to deposit in its 
segregated asset account an amount of cash or qualifying securities 
(currently U.S. Treasury bills) currently ranging from approximately 10% to 
15% of the contract amount. This is called "initial margin."  Such initial 
margin is in the nature of a performance bond or good faith deposit on the 
contract which is returned to the Portfolio upon termination of the futures 
contract.  Gains and losses on open contracts are required to be reflected in 
cash in the form of variation margin payments which a Portfolio may be 
required to make during the term of the contracts to its broker.  Such 
payments would be required where, during the term of a stock index futures 
contract purchased by a Portfolio, the price of the underlying stock index 
declined, thereby making the Portfolio's position less valuable.  In all 
instances involving the purchase of stock index futures contracts by a 
Portfolio, an amount of cash together with such other securities as permitted 
by applicable regulatory authorities to be utilized for such purpose, at 
least equal to the market value of the futures contracts, will be deposited 
in a segregated account with the Fund's custodian to collateralize the 
position.  At any time prior to the expiration of a futures contract, the 
Portfolio may elect to close its position by taking an opposite position 
which will operate to terminate its position in the 


                                         B-24
<PAGE>

futures contract.  For a more complete discussion of the risks involved in stock
index futures, refer to the Appendix ("Futures and Options").

         Where futures are purchased to hedge against a possible increase in
the price of a security before a Portfolio is able to fashion its program to
invest in the security or in options on the security, it is possible that the
market may decline instead.  If the Portfolio, as a result, concluded not to
make the planned investment at that time because of concern as to the possible
further market decline or for other reasons, the Portfolio would realize a loss
on the futures contract that is not offset by a reduction in the price of
securities purchased.

         In addition to the possibility that there may be an imperfect
correlation or no correlation at all between movements in the stock index future
and the portion of the portfolio being hedged, the price of stock index futures
may not correlate perfectly with movements in the stock index due to certain
market distortions.  All participants in the futures market are subject to
margin deposit and maintenance requirements.  Rather than meeting additional
margin deposit requirements, investors may close futures contracts through
offsetting transactions which could distort the normal relationship between the
index itself and the value of a future.  Moreover, the deposit requirements in
the futures market are less onerous than margin requirements in the securities
market and may therefore cause increased participation by speculators in the
futures market.  Such increased participation may also cause temporary price
distortions.  Due to the possibility of price distortion in the futures market
and because of the imperfect correlation between movements in stock indices and
movements in the prices of stock index futures, the value of stock index futures
contracts as a hedging device may be reduced.  In addition, if a Portfolio has
insufficient available cash, it may at times have to sell securities to meet
variation margin requirements.  Such sales may have to be effected at a time
when it may be disadvantageous to do so.

                               PERFORMANCE INFORMATION

         As discussed in the Prospectus, from time to time the Fund may
disseminate quotations of yield, total return and distribution rates.  The
Portfolios may provide quotations of total return.  In addition, the Limited
Maturity Fixed Income Portfolio and the Full Maturity Fixed Income Portfolio may
also quote yield.  Because the investment managers of the Portfolios may be
appointed or terminated from time to time, as determined by Hewitt (subject to
the approval of the Board of Directors of the Fund), it should be recognized
that performance quotations may reflect investment results attributable in part
to the performance of investment managers which no longer serve as such. 
Similarly, such quotations may not reflect, or may only reflect in part,
investment results attributable to new investment managers which may be
appointed from time to time.

         From time to time, the performance of a Portfolio or of individual
accounts or mutual funds managed by an investment manager may be compared to the
performance of other mutual funds following similar objectives, to a database
including the performance of individually managed portfolios maintained by
Hewitt or to recognized market indices.  A Portfolio's return may also be
compared to the cost of living (measured by the Consumer Price Index) or the
return of various categories of investments (as measured by Ibbotson Associates
or others) over the same period. In addition to performance rankings, each
Portfolio may compare its total expense ratio to the average total expense ratio
of similar funds tracked by Lipper.

         In advertising materials, the Fund may quote or reprint financial or
business publications and periodicals, including model portfolios or
allocations, as they relate to current economic and political conditions, fund
management, portfolio composition, investment 


                                         B-25
<PAGE>

philosophy, investment techniques, the desirability of owning a particular
mutual fund, and Hewitt's services and products.  Hewitt may provide information
designed to clarify investment goals and explore various financial strategies. 
Such information may include information about current economic, market, and
political conditions; materials that describe general principles of investing,
such as asset allocation, diversification, risk tolerance, and goal setting. 
Materials may also include discussions of other products and services offered by
Hewitt.

         The Fund may quote various measures of the volatility and benchmark
correlation of the Portfolios in advertising.  In addition, the Fund may compare
these measures to those of other funds.  Measures of volatility seek to compare
a Portfolio's historical share price fluctuations or total returns to those of a
benchmark.  Measures of benchmark correlation indicate how valid a comparative
benchmark may be.  All measures of volatility and correlation are calculated
using averages of historical data.  In advertising, the Fund may also discuss or
illustrate examples of interest rate sensitivity.

         TOTAL RETURN.  The Portfolios' quotations of total return will reflect
the average annual compounded rate of return on an assumed investment of $1,000
that equates the initial amount invested to the ending redeemable value
according to the following formula:
                                            n
                                   P (1 + T)  = ERV

         "P" represents a hypothetical initial investment of $1,000; "T"
represents average annual total return; "n" represents the number of years; and
"ERV" represents the ending redeemable value of the initial investment. 
Dividends and other distributions are assumed to be reinvested in shares at the
prices in effect on the reinvestment dates.  ERV will be adjusted to reflect the
effect of fees paid by Participants to Hewitt for its standard level of service
for the average size shareholder account and reflect the effect of Hewitt's
agreement to absorb certain expenses.  Quotations of total return will be for a
one year and five year periods ended on the date of the most recent balance
sheet included in the Fund's registration statement and also for the 10 year
period so ended at such time as the registration statement has been in effect
for such period.  Until such time as the registration has been effective for the
ten year period, the Portfolios' quotations of total return will also include a
quotation of total return for the time period during which the registration
statement has been in effect or commencement of operations, whichever is later. 
The Portfolios may also provide quotations of total return for other periods and
quotations of cumulative total returns, which reflect the actual performance of
the Portfolios over the entire period for which the quotation is given..

   
         The average annualized total returns for the Portfolios of the Fund
for the period July 1, 1996 through June 30, 1997 were as follows:
                                                 
                                  Total Return        Days in Period 
                                  ------------        --------------
Full Maturity Fixed
Income Portfolio                      8.09%        (365 days in period)

Limited Maturity Fixed
Income Portfolio                      6.03%        (365 days in period)

Diversified Equity
Portfolio                            32.97%        (365 days in period)

Balanced Portfolio                   23.23%        (365 days in period)
    


                                         B-26
<PAGE>

         YIELD.  Quotations of yield by the Limited Maturity Fixed Income
Portfolio and the Full Maturity Fixed Income Portfolio are computed by dividing
net investment income per share earned during the period of the quotation by net
asset value per share on the last day of the period, according to the following
formula: 
                                                  6
                              YIELD = 2 [(a-b + 1) - 1]
                                          ---
                                          cd

         "a" represents dividends and interest earned during the period; "b"
represents expenses accrued for the period (net of any reimbursements); "c"
represents the average daily number of shares outstanding during the period that
were entitled to receive dividends; and "d" represents net asset value per share
on the last day of the period.  Expenses will be adjusted to reflect the effect
of fees paid by Participants to Hewitt, as described above with respect to yield
quotations.  Yields will be quoted for one month periods, but may also be quoted
for other periods.  In calculating yield, interest earned on debt securities
held is based on a computation of yield to maturity, which is then divided by
360 and multiplied by market value to determine the daily amount of interest
earned.  Dividends accrued on equity securities during the applicable period are
also included, by accruing 1/360 of the stated dividend rate each day.

   
         The annualized yields of the Portfolios for the one month period ended
June 30, 1997 were:

                                                 Yield
                                                 -----
    Full Maturity Fixed
      Income Portfolio                           6.46%

    Limited Maturity Fixed
      Income Portfolio                           6.07%
    

         NET ASSET VALUE.  Charts and graphs using the Fund's net asset values,
adjusted net asset values, and benchmark indices may be used to exhibit
performance.  An adjusted NAV includes any distributions paid by the Fund and
reflects all elements of its return.

                                ADDITIONAL INFORMATION

CAPITALIZATION AND VOTING

         Interests in the Fund are represented by shares of common stock, $.01
par value, with interests in each of the four Portfolios represented by a
separate series of such stock.  The Fund's presently authorized capital is
200,000,000 shares.  Under the Fund's Articles of Incorporation, the Board of
Directors may increase the Fund's authorized shares, establish additional series
representing new Portfolios and classes within series and redesignate unissued
shares among the series.  Additional classes within any series would be used to
distinguish among the rights of different categories of shareholders, as might
be required by future regulations or other unforeseen circumstances.

         Each share of each series represents an equal proportionate interest 
with each other share of such series in the Portfolio represented by such 
shares, without any priority or preference over other shares of the same 
series. All consideration received for the sales of shares of a particular 
series, all assets in which such consideration is invested, and all income, 
earnings and profits derived therefrom is allocated and belongs to that 
series.  As such, the 


                                         B-27
<PAGE>

interest of shareholders in a particular Portfolio is separate and distinct from
the interest of shareholders of the other Portfolios, and shares of a Portfolio
are entitled to dividends and distributions only out of the net income and
gains, if any, of that Portfolio as declared by the Board of Directors.

         The assets of each Portfolio are segregated on the Fund's books and
are charged with the expenses and liabilities of that Portfolio and with a share
of the general expenses and liabilities of the Fund not attributable to any one
Portfolio.  The Board of Directors determines those expenses and liabilities
deemed to be general, and these items are allocated among the Portfolios in
proportion to the relative total net assets of each or as deemed equitable by
the Board of Directors in its sole discretion.

         VOTING RIGHTS.  Each shareholder is entitled to a full vote for each
full share held (and fractional votes for fractional shares).  After they have
been appointed or elected, the directors serve for terms of indefinite duration
and may appoint their own successors, provided that always at least a majority
of the directors have been elected by shareholders.  Voting rights are not
cumulative, so that the holders of more than 50% of the shares voting can, if
they choose, elect all directors being elected, while the holders of the
remaining shares would be unable to elect any directors.  Under Maryland law,
the Fund is not required and therefore does not intend to hold annual meetings
of shareholders.  The directors may call annual or special meetings of
shareholders as may be required by the Act, Maryland law, or the Articles of
Incorporation, or as they otherwise deem necessary or appropriate.  In addition,
the By-Laws of the Fund contain procedures under which a director may be removed
by the written declaration or vote of the holders of two-thirds of the Fund's
outstanding shares.  A meeting of shareholders for such purpose is required to
be called upon the request of the holders of 10% of the Fund's outstanding
shares.

CONTROL PERSONS AND HOLDERS OF SECURITIES

   
         As of July 31, 1997, AHA may be deemed to control the Fund through its
beneficial ownership, directly and through AHA affiliated companies and trusts,
of 37% of the total outstanding shares of the Portfolios.  Such AHA affiliated
companies are separately operated and administered by separate boards, a
majority of the members of which are persons who are not directors, officers or
employees of AHA.  AHA is a not-for-profit corporation organized under the laws
of the State of Illinois and is located at One North Franklin, Chicago, Illinois
60606.  AHA may also be deemed to control the Full Maturity Fixed Income
Portfolio, the Limited Maturity Fixed Income Portfolio, the Balanced Portfolio
and the Diversified Equity Portfolio through direct and also in the case of AHA,
direct and indirect, beneficial ownership of shares of those Portfolios, as
follows:

         45% direct and indirect beneficial ownership of the Full Maturity
         Fixed Income Portfolio

         42% direct and indirect beneficial ownership of the Limited
         Maturity Fixed Income Portfolio

         27% direct and indirect beneficial ownership of the Balanced
         Portfolio

         30% direct and indirect beneficial ownership of the Diversified
         Equity Portfolio
    

By exercising voting rights with respect to shares of the Fund, AHA and its
affiliated entities may be able to determine the outcome of 


                                         B-28
<PAGE>

shareholder voting on matters as to which the approval of shareholders of the
Fund (or such Portfolios) is required, depending upon the number of shares
voting on such matters.

   
         As of July 31, 1997, Aha, American Hospital Association Retirement
Trust, One North Franklin, Chicago, Illinois 60606; Baptist Health Care
Corporation, 1000 West Moreno Street, Post Office Box 17500, Pennsacola, Florida
32522; Covenant Medical Center, 3421 West 9th Street, Waterloo, IA 50702; Deaton
Specialty Hospital, 611 S. Charles Street, Baltimore, MD 21230; Graham Hospital,
210 W. Walnut Street, Canton, Illinois 61520; Lee Hospital, 320 Main Street,
Johnstown, Pennsylvania 15901 and Lewistown Hospital, 400 Highland Avenue,
Lewistown, Pennsylvania 17044 owned of record and beneficially owned directly
21%, 23%, 5%, 7%, 5%, 7%, 11% and 5%, respectively, of the outstanding shares of
the Full Maturity Fixed Income Portfolio.  By aggregating its direct ownership
of shares with shares owned by affiliated entities, AHA, as of such date, may be
deemed to beneficially own, directly and indirectly, 45% of the outstanding
shares of the Full Maturity Fixed Income Portfolio.

         As of July 31, 1997, Aha, Hospital Research & Education Trust, One
North Franklin, Chicago, Illinois 60606; Lewistown Hospital and Sherman
Hospital, 934 Center Street, Elgin, Illinois 60120 owned of record and
beneficially owned directly 33%, 6%, 7%, and 11%, respectively, of the
outstanding shares of the Limited Maturity Fixed Income Portfolio.  By
aggregating its direct ownership of shares with shares owned by affiliated
entities, AHA, as of such date, may be deemed to beneficially own, directly and
indirectly, 27% of the outstanding shares of the Limited Maturity Fixed Income
Portfolio.

         As of July 31, 1997, Aha, American Hospital Association Retirement
Trust; Baptist Health Care Corporation; Flathead Health Center, 325 Claremont
Street, Kalispell, Montana 59901; Lee Hospital AND Lutheran Health Foundation,
3024 Fairfield Avenue, Fort Wayne, Indiana 46807; Saint Mary's Regional Medical
Center, 235 West 6TH Street, Reno, Nevada 89520 owned of record and beneficially
owned directly 14%, 13%, 23%, 12%, 8%, 17% and 5%, respectively, of the
outstanding shares of the Balanced Portfolio.  By aggregating its direct
ownership of shares with shares owned by affiliated entities, AHA, as of such
date, may be deemed to beneficially own, directly and indirectly, 25% of the
outstanding shares of the Balanced Portfolio.

         As of July 31, 1997, Aha, American Hospital Association Retirement 
Trust; Baptist Health Care Corporation; Flathead Health Center; Galesburg 
Cottage Hospital, 6950 North Kellogg Street, Galesburg, Illinois 61401; Lee 
Hospital and Lewistown Hospital and SAINT Mary'S Regional Medical Center 
owned of record and beneficially owned directly 11%, 17%, 15%, 9%, 10%, 11%, 
6% and 5%, respectively, of the outstanding shares of the Diversified Equity 
Portfolio. By aggregating its direct ownership of shares with shares owned by 
affiliated entities, AHA, as of such date, may be deemed to beneficially own, 
directly and indirectly, 30% of the outstanding shares of the Diversified 
Equity Portfolio.
    


                                         B-29
<PAGE>

DIRECTOR AND OFFICER LIABILITY

         Under the Fund's Articles of Incorporation and the Maryland General
Corporation Law, the directors, officers, employees and agents of the Fund are
entitled to indemnification under certain circumstances against liabilities,
claims and expenses arising from any threatened, pending or completed action,
suit or proceeding to which they are made parties by reason of the fact that
they are or were such directors, officers, employees or agents of the Fund,
subject to the limitations of the Act which prohibit indemnification which would
protect such persons against liabilities to the Fund or its shareholders to
which they would otherwise be subject by reason of their own bad faith, willful
misfeasance, gross negligence or reckless disregard of duties.

INDEPENDENT PUBLIC ACCOUNTANTS

         Arthur Andersen LLP, 33 West Monroe Street, Chicago, Illinois, are the
independent public accountants of the Fund.  The independent accountants are
responsible for auditing the financial statements of the Fund.  The selection of
the independent accountants is approved annually by the Fund's Board of
Directors.

CUSTODIAN AND TRANSFER AGENT
   
         Firstar Trust Company (the "Custodian"), 615 East Michigan Avenue,
Milwaukee, Wisconsin, serves as custodian for the securities and cash assets of
the Fund.  Cash held by the Custodian, which may at times be substantial, is
insured by the Federal Deposit Insurance Corporation up to the amount of
insurance coverage limits (presently, $100,000).  Firstar Trust Company also
serves as transfer agent of the Fund's shares and dividend disbursing agent and
provides additional services as the Fund's shareholder servicing agent.  For 
the fiscal year ending June 30, 1997 Firstar was paid $151,900 for providing 
Custodian and Transfer Agent services to the Fund.
    

ACCOUNTING SERVICES

         Firstar Trust Company provides accounting services to the Fund
pursuant to an Accounting Servicing Agreement dated as of September 1, 1994. 
Under the Agreement, it provides the Portfolios with necessary accounting
services incident to their operations and securities transactions, determines
the net asset values per share of the Portfolios in accordance with policies
adopted by the Fund's Board of Directors, maintains the Fund's books of account
and such required records as may be related to these services.  In consideration
of these services, the Fund pays Firstar Trust Company a monthly fee of
$7,833.33 plus a fee computed at the annual rate of 0.02% of the average net
assets of the Fund during the month, plus certain expenses.

REPORTS TO SHAREHOLDERS

         Shareholders of each Portfolio will be kept fully informed through
annual and semi-annual reports showing diversification of investments,
securities owned and other information regarding the Portfolio's activities. 
The financial statements of each Portfolio must be audited at least once a year
by the Fund's independent accountants.

LEGAL COUNSEL

         Schulte Roth & Zabel LLP, New York, New York serves as Counsel to the
Fund.


                                         B-30
<PAGE>

REGISTRATION STATEMENT

         This Statement of Additional Information and the Prospectus do not
contain all of the information set forth in the Registration Statement the Fund
has filed with the Securities and Exchange Commission.  The complete
Registration Statement may be obtained from the Securities and Exchange
Commission upon payment of the fee prescribed by the rules and regulations of
the Commission.

FINANCIAL STATEMENTS

   
         The audited financial statements of the Fund as of June 30, 1997,
included in this Statement of Additional Information have been audited by Arthur
Andersen LLP, independent public accountants, as indicated in their report with
respect thereto, and are included herein in reliance upon the authority of said
firm as experts in accounting and auditing in giving said report.
    


                                         B-31
<PAGE>

                                       APPENDIX
                                 FUTURES AND OPTIONS

         The following information should be read in conjunction with the
discussions of options and futures in the Prospectus and elsewhere in this
Statement of Additional Information.

OPTIONS ON SECURITIES

         An option on a security provides the purchaser, or "holder," with the
right, but not the obligation, to purchase, in the case of a "call" option, or
sell, in the case of a "put" option, the security or securities underlying the
option, for a fixed exercise price up to a stated expiration date.  The holder
pays a non-refundable purchase price for the option, known as the "premium." 
The maximum amount of risk the purchaser of the option assumes is equal to the
premium plus related transaction costs, although the entire amount may be lost. 
The risk of the seller, or "writer," however, is potentially unlimited, unless
the option is "covered," which is generally accomplished through the writer's
ownership of the underlying security, in the case of a call option, or the
writer's segregation of an amount of cash or securities equal to the exercise
price, in the case of a put option.  If the writer's obligation is not covered,
it is subject to the risk of the full change in value of the underlying security
from the time the option is written until exercise.

         Upon exercise of the option, the holder is required to pay the
purchase price of the underlying security, in the case of a call option, or to
deliver the security in return for the purchase price, in the case of a put
option.  Conversely, the writer is required to deliver the security, in the case
of a call option, or to purchase the security, in the case of a put option. 
Options on securities which have been purchased or written may be closed out
prior to exercise or expiration by entering into an offsetting transaction on
the exchange on which the initial position was established, subject to the
availability of a liquid secondary market.

         Options on securities and options on indices of securities, discussed
below, are traded on national securities exchanges, such as the Chicago Board
Options Exchange and the New York Stock Exchange, which are regulated by the
Securities and Exchange Commission.  The Options Clearing Corporation guarantees
the performance of each party to an exchange-traded option, by in effect taking
the opposite side of each such option.  Options on securities and indices
purchased and written by the Portfolios may be traded on NASDAQ rather than on
an exchange.  Any options not traded on an exchange must be effected with
primary government securities dealers recognized by the Board of Governors of
the Federal Reserve System.

         An option position in an exchange traded option may be closed out only
on an exchange which provides a secondary market for an option of the same
series.  Although a Portfolio will generally purchase or write only those
options for which there appears to be an active secondary market, there is no
assurance that a liquid secondary market on an exchange will exist for any
particular option at any particular time.  In such event it might not be
possible to effect closing transactions in a particular option with the result
that a Portfolio would have to exercise the option in order to realize any
profit.  This would result in the Portfolio incurring brokerage commissions upon
the disposition of underlying securities acquired through the exercise of a call
option or upon the purchase of underlying securities upon the exercise of a put
option.  If a Portfolio as a covered call option writer is unable to effect a
closing purchase transaction in a secondary market, unless the Portfolio is
required to 


                                        APP-1
<PAGE>

deliver the stock pursuant to the assignment of an exercise notice, it will not
be able to sell the underlying security until the option expires.

         Reasons for the potential absence of a liquid secondary market on an
exchange include the following:  (i) there may be insufficient trading interest
in certain options; (ii) restrictions may be imposed by an exchange on opening
transactions or closing transactions or both; (iii) trading halts, suspensions
or other restrictions may be imposed with respect to particular classes or
series of options or underlying securities; (iv) unusual or unforeseen
circumstances may interrupt normal operations on an exchange; (v) the facilities
of an exchange or a clearing corporation may not at all times be adequate to
handle current trading volume or (vi) one or more exchanges could, for economic
or other reasons decide or be compelled at some future date to discontinue the
trading of options (or a particular class or series of options) in which event
the secondary market on that exchange (or in the class or series of options)
would cease to exist, although outstanding options on that exchange which had
been issued by a clearing corporation as a result of trades on that exchange
would continue to be exercisable in accordance with their terms.  There is no
assurance that higher than anticipated trading activity or other unforeseen
events might not, at a particular time, render certain of the facilities of any
of the clearing corporations inadequate and thereby result in the institution by
an exchange of special procedures which may interfere with the timely execution
of customers' orders.  However, the Options Clearing Corporation, based on
forecasts provided by the U.S. exchanges, believes that its facilities are
adequate to handle the volume of reasonably anticipated options transactions,
and such exchanges have advised such clearing corporation that they believe
their facilities will also be adequate to handle reasonably anticipated volume.

         The use of over-the-counter options is discussed in the Prospectus. 
See "Special Investment Techniques."

OPTIONS ON STOCK INDICES

         In contrast to an option on a security, an option on a stock index
provides the holder with the right to make or receive a cash settlement upon
exercise of the option, rather than the right to purchase or sell a security. 
The amount of this settlement is equal to (i) the amount, if any, by which the
fixed exercise price of the option exceeds (in the case of a call) or is below
(in the case of a put) the closing value of the underlying index on the date of
exercise, multiplied by (ii) a fixed "index multiplier."  The purchaser of the
option receives this cash settlement amount if the closing level of the stock
index on the day of exercise is greater than, in the case of a call, or less
than, in the case of a put, the exercise price of the option.  The writer of the
option is obligated, in return for the premium received, to make delivery of
this amount if the option is exercised.  As in the case of options on
securities, the writer or holder may liquidate positions in stock index options
prior to exercise or expiration by entering into closing transactions on the
exchange on which such positions were established, subject to the availability
of a liquid secondary market.

         The index underlying a stock index option may be a "broad-based"
index, such as the Standard & Poor's 500 Index or the New York Stock Exchange
Composite Index, the changes in value of which ordinarily will reflect movements
in the stock market in general.  In contrast, certain options may be based on
narrower market indices, such as the Standard & Poor's 100 Index, or on indices
of securities of particular industry groups, such as those of oil and gas or
technology companies.  A stock index assigns relative values to the stock
included in the index and the index fluctuates with changes in the market values
of the stocks so included.


                                        APP-2
<PAGE>

FUTURES CONTRACTS ON FIXED INCOME
SECURITIES AND STOCK INDICES     

         A futures contract is a bilateral agreement providing for the purchase
and sale of a specified type and amount of a financial instrument, or for the
making and acceptance of a cash settlement, at a stated time in the future, for
a fixed price.  By its terms, a futures contract provides for a specified
settlement date on which, in the case of the majority of interest rate futures
contracts, the fixed income securities underlying the contract are delivered by
the seller and paid for by the purchaser, or on which, in the case of stock
index futures contracts and certain interest rate futures contracts, the
difference between the price at which the contract was entered into and the
contract's closing value is settled between the purchaser and seller in cash. 
Futures contracts differ from options in that they are bilateral agreements,
with both the purchaser and the seller equally obligated to complete the
transaction.  In addition, futures contracts call for settlement only on the
expiration date, and cannot be "exercised" at any other time during their term.

         The purchase or sale of a futures contract also differs from the
purchase or sale of a security or the purchase of an option in that no purchase
price is paid or received.  Instead, an amount of cash or cash equivalent, which
varies but may be as low as 5% or less of the value of the contract, must be
deposited with the broker as "initial margin."  Subsequent payments to and from
the broker, referred to as "variation margin," are made on a daily basis as the
value of the index or instrument underlying the futures contract fluctuates,
making positions in the futures contract more or less valuable, a process known
as "marking to the market."

         A futures contract may be purchased or sold only on an exchange, known
as a "contract market," designated by the Commodity Futures Trading Commission
for the trading of such contract, and only through a registered futures
commission merchant which is a member of such contract market.  A commission
must be paid on each completed purchase and sale transaction.  The contract
market clearing house guarantees the performance of each party to a futures
contract by in effect taking the opposite side of such contract.  At any time
prior to the expiration of a futures contract, a trader may elect to close out
its position by taking an opposite position on the contract market on which the
position was entered into, subject to the availability of a secondary market,
which will operate to terminate the initial position.  At that time, a final
determination of variation margin is made and any loss experienced by the trader
is required to be paid to the contract market clearing house while any profit
due to the trader must be delivered to it.

         Interest rate futures contracts currently are traded on a variety of
fixed income securities, including long-term U.S. Treasury Bonds, Treasury
Notes, Government National Mortgage Association modified pass-through
mortgage-backed securities, U.S. Treasury Bills, bank certificates of deposit
and commercial paper.

         A stock index futures contract provides for the making and acceptance
of a cash settlement in much the same manner as the settlement of an option on a
stock index.  The types of indices underlying stock index futures contracts are
essentially the same as those underlying stock index options, as described
above.  The index assigns weighted values to the securities included in the
index and its composition is changed periodically.

OPTIONS ON FUTURES CONTRACTS

         An option on a futures contract provides the holder with the right to
enter into a "long" position in the underlying futures contract, in the case of
a call option, or a "short" position in the underlying futures contract in the
case of a put option, at a fixed exercise price 


                                        APP-3
<PAGE>

to a stated expiration date.  Upon exercise of the option by the holder, the
contract market clearing house establishes a corresponding short position for
the writer of the option, in the case of a call option, or a corresponding long
position, in the case of a put option.  In the event that an option is
exercised, the parties will be subject to all the risks associated with the
trading of futures contracts, such as payment of variation margin deposits.  In
addition, the writer of an option on a futures contract, unlike the holder, is
subject to initial and variation margin requirements on the option position.

         A position in an option on a futures contract may be terminated by the
purchaser or seller prior to expiration by effecting a closing purchase or sale
transaction, subject to the availability of a liquid secondary market, which is
the purchase or sale of an option of the same series (I.E., the same exercise
price and expiration date) as the option previously purchased or sold.  The
difference between the premiums paid and received represents the trader's profit
or loss on the transaction.

         An option, whether based on a futures contract, a stock index or a
security, becomes worthless to the holder when it expires.  Upon exercise of an
option, the exchange or contract market clearing house assigns exercise notices
on a random basis to those of its members which have written options of the same
series and with the same expiration date.  A brokerage firm receiving such
notices then assigns them on a random basis to those of its customers which have
written options of the same series and expiration date.  A writer therefore has
no control over whether an option will be exercised against it, nor over the
time of such exercise.


                                        APP-4

<PAGE>

                                     PART C

                                OTHER INFORMATION

Item 24.  FINANCIAL STATEMENTS AND EXHIBITS

          (a)  Financial Statements:  No financial statements are included in
the Prospectus.  The Statement of Additional Information contains:  (1) audited
Statements of Investments, Statements of Assets and Liabilities, Statements of
Operations and Statements of Changes in Net Assets for each of the Portfolios as
of or for the fiscal year ended June 30, 1996 and (2) the report of the
independent public accountants thereon.

          (b)  Exhibits:

          1.   Articles of Incorporation - previously filed

          2.   By-Laws - previously filed

          3.   Not Applicable

          4.   Instruments Defining Rights of Holders of the Securities Being
               Offered.

               a.   Specimen Stock Certificate - previously filed

               b.   Excerpts from Articles of Incorporation and By-laws -
                    previously filed

          5.   Investment Advisory Contracts

               a.   Corporate Management Agreement - previously filed

               b.   Form of agreements with Investment Managers - previously
                    filed

          6.   Not applicable

          7.   Not applicable

          8.   Custodian Agreement - previously filed

          9.   Other Contracts

               a.   Transfer Agent Agreement - previously filed

               b.   Fund Accounting Servicing Agreement - previously filed

          10.  Opinion and Consent of Counsel - previously filed

          11.  Consent of Independent Public Accountants

          12.  Not applicable

          13.  Agreement Regarding Initial Capital - previously filed


                                       C-1
<PAGE>

          14.  Not applicable

          15.  Not applicable

          16.  Schedule of Computation of Performance Quotations

          17.  Not applicable

          18.  Not applicable

Item 25.  PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT

   
          As of July 31, 1997, AHA may be deemed to control Registrant through
direct and indirect ownership of 37% of the Fund's outstanding shares.
Registrant may, therefore, be deemed to be under common control with various
companies that are controlled by AHA (as the term "control" is defined by
Section 2(a)(9) of the Investment Company Act).  Also, AHA may be deemed to
control one or more of Registrant's portfolios.  See, "Additional Information -
Control Persons and Holders of Securities" in the Statement of Additional
Information.  The following companies, which are wholly-owned subsidiaries of
AHA, are controlled by AHA:  AHA Services, Inc. (Delaware corporation); American
Hospital Publishing, Inc. (Delaware corporation); and AHA Insurance Resource
Inc. (Illinois corporation).  In addition, officers and employees of AHA serve
as trustees of two Illinois trusts, American Hospital Association Retirement
Trust and Hospital Research and Educational Trust, which are sponsored by AHA.
As noted in the Statement of Additional Information, two directors of the Fund
are officers of AHA.  One such director is also an officer and director of
certain AHA subsidiaries.
    

Item 26.  NUMBER OF HOLDERS OF SECURITIES

   
          The following table sets forth the number of record holders of each
class of securities of Registrant as of July, 31, 1997:
    

                    (1)                                 (2)

                                                      Number of
               Title of Class                      Record Holders
               --------------                      --------------

   
Limited Maturity Fixed Income Portfolio:                  49

Full Maturity Fixed Income Portfolio:                     21

Diversified Equity Portfolio:                             24

Balanced Portfolio:                                       13
    


                                       C-2
<PAGE>

Item 27.  INDEMNIFICATION

          Reference is made to the indemnification provisions contained in
Section 3.15 of Registrant's By-Laws.  These provisions comply with the views
expressed in Investment Company Act Release No. 11330 (September 2, 1980).  As
required by Section 17(h) of the Investment Company Act of 1940, Section 3.15 of
Registrant's By-Laws specifically does not permit indemnification of officers or
directors who have acted with willful misfeasance, bad faith, gross negligence
or reckless disregard of their duties.

          Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
Registrant pursuant to the foregoing provisions, or otherwise, Registrant has
been advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in that Act and is,
therefore, unenforceable.  In the event that a claim for indemnification against
such liabilities (other than the payment by Registrant of expenses incurred or
paid by a director, officer or controlling person of Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, Registrant will, unless in the opinion of its counsel the matter has
been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

Item 28.  BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISERS

          Hewitt Associates LLC is an international firm of consultants in
investment services, compensation, employee benefits, communication and related
financial and human resource functions.

          The investment managers of Registrant are each primarily engaged in
the business of providing investment advice.

          Reference is made to the most recent Form ADVs and Schedules thereto
on file with the Commission of the following organizations which serve as
Registrant's investment advisers for a description of the names and employments
of their directors, officers and partners, and other required information:

                                                                 File No.
                                                                 --------

     Avatar Investors Associates Corp.                           801-7061

     Cambiar Investors, Inc.                                     801-9538

     Western Asset Management Company                            801-08162

     Hewitt Associates LLC                                       801-3153

     Investment Research Company                                 801-31292

     The Patterson Capital Corporation                           801-1382

   
     Firstar Investment Research & Management Company, LLC       801-28084
    


                                       C-3
<PAGE>

Item 29.  PRINCIPAL UNDERWRITERS

          None

Item 30.  LOCATION OF ACCOUNTS AND RECORDS

          The required accounts, books and records of Registrant are maintained
by the following persons at the addresses set forth for such persons in the
Prospectus:

     The Investment Managers            Rule 31a-1(b)(5), 6, 10, 11
                                             and Rule 31a-(f)

     Hewitt Associates LLC              Rule 31a-1(b)(4)

     Firstar Trust Company              All other records.

Item 31.  MANAGEMENT SERVICES

          See discussion of the Accounting Servicing Agreement in the Prospectus
and the Statement of Additional Information.

Item 32.  UNDERTAKINGS

          (a)  Previously filed.

          (b)  Previously filed.

          (c)  Registrant undertakes to furnish each person to whom a prospectus
is delivered with a copy of Registrant's annual report, upon request and without
charge.




                                       C-4
<PAGE>

                                      SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized, in the Village of Lincolnshire, and State of Illinois on the 24th
day of August, 1997.

                                       AHA INVESTMENT FUNDS, INC.



                                       By: /s/ John M. Ryan
                                          -------------------------------------
                                            John M. Ryan
                                            Secretary

         Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 13 to this Registration Statement has been signed
below by the following persons in the capacities and on the date indicated.

/s/ Ronald A. Jones          Director and President        August 22, 1997
- -------------------------    (Principal Executive
Ronald A. Jones              Officer)


/s/ James B. Lee             Treasurer                     August 22, 1997
- -------------------------    (Principal Financial
James B. Lee                 and Accounting Officer)


/s/ Paul W. Boyke            Director                      August 18, 1997
- -------------------------
Paul W. Boyke

/s/ Frank A. Ehmann          Director                      August 17, 1997
- -------------------------
Frank A. Ehmann

/s/ Sidney Jacob             Director                      August 17, 1997
- -------------------------
Sidney Jacob

/s/ John D. Oliverio         Director                      August 20, 1997
- -------------------------
John D. Oliverio

/s/ Timothy G. Solberg       Director                      August 25, 1997
- -------------------------
Timothy G. Solberg

/s/ Thomas J. Tucker         Director                      August 16, 1997
- -------------------------
Thomas J. Tucker

/s/ John L. Yoder            Director                      August 18, 1997
- -------------------------
John L. Yoder





<PAGE>


                                  EXHIBIT INDEX

   
Exhibit No.              Document
- -----------              --------

11                  Consent of Independent Public Accountants

13                  Annual Report

16                  Schedule of Computation of Performance Quotations
    

<PAGE>




                    CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS



As independent public accountants, we hereby consent to the use of our report
dated August 8, 1997, and to all references to our firm included in or made a
part of this registration statement on Form N-1A of AHA Investment Funds, Inc.,
comprising the Full Maturity Fixed Income Portfolio, Limited Maturity Fixed
Income Portfolio, Diversified Equity Portfolio and Balanced Portfolio.




/s/  ARTHUR ANDERSEN LLP
     ARTHUR ANDERSEN LLP



Chicago, Illinois
August 8, 1997

<PAGE>

                                  AHA INVESTMENT FUNDS, INC.
                                  ANNUAL REPORT TO SHAREHOLDERS
                                  AS OF JUNE 30, 1997



<PAGE>

CONTENTS
- --------------------------------------------------------------------------------

                                                                            PAGE

Portfolio of Investments                                                     1

    Full Maturity Fixed Income Portfolio
    Limited Maturity Fixed Income Portfolio
    Diversified Equity Portfolio
    Balanced Portfolio

Financial Statements                                                        34

Notes to Financial Statements                                               38

Report of Independent Public Accountants                                    49

Manager Discussion and Performance Graphs                                   50

    Full Maturity Fixed Income Portfolio
    Limited Maturity Fixed Income Portfolio
    Diversified Equity Portfolio
    Balanced Portfolio


<PAGE>

                        FULL MATURITY FIXED INCOME PORTFOLIO 
                              PORTFOLIO OF INVESTMENTS
                                    JUNE 30, 1997


     SHARES OR                                       
     PRINCIPAL                                                   MARKET VALUE
     ---------                                                   -------------
     LONG-TERM OBLIGATIONS                     101.3%
     U.S. GOVERNMENT AND AGENCY OBLIGATIONS     64.9%
     ------------------------------------------------
                        United States Treasury Bonds Stripped
    $  700,000           0.000%   02/15/20 effective yield 6.25% $     146,632
                                                                               
                                                                               
                     
                     
                        United States Treasury Bonds
     2,700,000           9.250%   02/15/16                           3,379,220
     4,950,000           6.625%   02/15/27                           4,843,269
                                                                               
                                                                               
                         
                        United States Treasury Notes                          
     1,670,000           5.125%   11/30/98                           1,651,735
       350,000           7.750%   12/31/99                             362,578
       400,000           5.625%   11/30/00                             392,000
       300,000           6.625%   07/31/01                             303,094
     1,700,000           6.625%   03/31/02                           1,715,939
       616,000           6.500%   05/31/02                             618,503
       695,000           5.750%   08/15/03                             671,327
                     
                        United States Treasury Inflation Index                
     1,905,924           3.375%   01/15/07                           1,861,254
                                                                               
                                                                               
                         
                     
                        Federal Home Loan Mortgage Corporation
       203,347           8.750%   04/01/09                             209,543
        88,403          10.500%   01/01/10                              97,051
       394,720           9.300%   04/15/19                             416,781
       700,000           7.000%   09/15/21                             695,506
       438,294           7.000%   05/01/24                             433,101
       462,692           6.500%   03/01/26                             444,314
                     
                        Federal National Mortgage Association
                        (mortgage-backed securities)
       865,328           9.500%   07/25/19                             921,822
       600,000           7.600%   11/25/19                             610,166
       800,000           7.000%   04/25/20                             797,648
       712,094           6.500%   09/25/20                             698,643
       523,000           7.500%   09/25/20                             528,584
       814,385           7.000%   10/25/20                             812,773


    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          1
<PAGE>



                   FULL MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                             PORTFOLIO OF INVESTMENTS 


     SHARES OR          
     PRINCIPAL                                                    MARKET VALUE
     ---------                                                    ------------
     LONG-TERM OBLIGATIONS (CONTINUED)
     U.S. GOVERNMENT AND AGENCY OBLIGATIONS (CONTINUED)
     --------------------------------------------------
                        Federal National Mortgage Association
                        (mortgage-backed securities) (Continued)
$    1,577,958           7.000%   01/25/21                       $   1,574,837
       800,000           8.000%   02/25/21                             822,604
       906,048           8.500%   09/25/21                             940,941
       320,156           9.500%   02/01/25                             344,719
       351,448           7.000%   05/01/26                             345,115
       370,396           7.000%   06/01/26                             363,721
        64,265           7.000%   10/01/26                              63,107
       796,473           7.000%   12/01/26                             781,954
     2,813,181           7.000%   03/01/27                           2,760,486
       899,500           7.500%   06/01/27                             902,873
                    
                    
                        Government National Mortgage Association
                        (mortgage-backed securities)
       439,355           9.500%   12/15/17                             476,805
       574,660           7.125%   08/20/23                             593,003
       169,005           6.500%   11/15/23                             163,149
       218,221           6.500%   01/15/24                             210,356
                                                                       -------
    TOTAL U.S. GOVERNMENT AND AGENCY OBLIGATIONS                    32,955,153

                                                                              
                                                                              
                        

    ASSET BACKED OBLIGATIONS                    12.1%
                        Advanta Credit Card Master Trust
       675,000           6.050%   08/01/03  Series 1995-F              667,913

                        Asset Security Corporation
       195,543           7.100%   08/13/29  Series 1996-D              197,987

                        Capital Equipment Trust
       600,000           6.280%   06/15/00  Series 1996-1              600,234

                        Chase Commingled Mortgage Security
       508,000           7.370%   02/19/07  Series 1995-2              522,224


     The accompanying notes to the financial statements are an integral part of
this schedule.


                                          2
<PAGE>

                   FULL MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


     SHARES OR          
     PRINCIPAL                                                    MARKET VALUE
     ---------                                                    -------------
     LONG-TERM OBLIGATIONS (CONTINUED)
     ASSET BACKED OBLIGATIONS (CONTINUED)                                      
     ------------------------------------                                    

                        Chevy Chase Home Loan
     $ 500,000           7.150%   05/15/15  Series 1996-1        $     502,970
                    
                        Ford Motor Credit Company
        19,865           4.300%   07/15/98 Series 1993-B                19,865
       180,000           7.700%   05/15/97 Series 1995-A               182,102
       500,000           6.500%   08/15/00 Series 1995-A               500,435
       250,000           9.500%   09/15/11 Series 1996-A               300,258
                    
                        Nomura Asset Securities Corporation
       200,000           7.120%   04/13/36 Series 1996-M               201,156
                    
                        Premier Auto Trust
       510,715           4.900%   12/15/98 Series 1993-30A             510,705
                    
                        Resolution Trust Corporation
       529,261           6.651%   04/25/22  Series 1992-9              523,614
       441,198           7.500%   08/25/23                             444,149
       500,024           6.904%   06/25/24                             502,524
                    
                        Rural Housing Trust                                  
       125,498           3.330%   04/01/26 Series 1987-1               118,646
                    
                        Standard Credit Card Trust Series 1993-2             
        65,000           8.250%   11/07/01                              68,693
       250,000           5.950%   10/07/04                             239,818
                                                                       -------
    TOTAL ASSET BACKED OBLIGATIONS                                   6,103,293



    CORPORATE OBLIGATIONS                       24.3%

    BANKS                   2.0%
                        Midland Bank
       375,000           6.950%   03/15/11                             360,877


     The accompanying notes to the financial statements are an integral part of
this schedule.
              

                                          3
<PAGE>

                   FULL MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR 
    PRINCIPAL                                                     MARKET VALUE
    ---------                                                     ------------
    LONG-TERM OBLIGATIONS (CONTINUED)
    CORPORATE OBLIGATIONS  (CONTINUED)
    BANKS  (CONTINUED)
    ------------------
                        National Bank of Detroit
   $   220,000           8.250%   11/01/24                       $     245,406

                        NCNB Corporation
       325,000          10.200%   07/15/15                             409,078
                                                                       -------
                                                                     1,015,361

    CHEMICAL                0.6%
                        Rohm & Haas
       250,000           9.500%   04/01/21                             280,407

                        
    COMMUNICATION           0.9%
                        Continental Cablevision Incorporated
       200,000           8.875%   09/15/05                             220,007
       200,000           9.000%   09/01/08                             224,318
                                                                       -------
                                                                       444,325

    DISTRIBUTION            0.7%                                              
                        Federal Express Corporation
       300,000           9.650%   06/15/12                             366,742

    ELECTRIC                2.2%                                              

       800,000          11.750%   02/01/12                           1,107,744
                                                                              
    FINANCIAL               7.1%                                              
                        Auburn Hills Trust                                    
       280,000          12.000%   05/01/20                             419,565

                        British Aerospace Financial
       650,000           7.500%   07/01/27                             642,473

                        GEICO Corporation
       125,000           9.150%   09/15/21                             138,125

    The accompanying notes to the financial statements are an integral part of
this schedule.



                                          4
<PAGE>
                                                                              

                   FULL MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL                                                     MARKET VALUE
    ---------                                                     ------------
    LONG-TERM OBLIGATIONS (CONTINUED)
    CORPORATE OBLIGATIONS  (CONTINUED)
    FINANCIAL (CONTINUED)
    ---------------------
                        General Motors Acceptance Corporation                 
   $   800,000           0.000%   06/15/15 effective yield 6.35% $     208,257

                        Green Tree Financial Corporation
       442,141           6.900%   02/15/04                             440,478
       353,112           7.850%   07/15/04                             357,802

                        JPM Capital Trust
        50,000           7.950%   02/01/27                              49,995

                        Lehman Brothers Incorporated
       375,000          11.625%   05/15/05                             470,811

                        Paine Webber Incorporated
       150,000           6.730%   01/20/04                             146,487

                        Security Pacific Corporation
       200,000          11.000%   03/01/01                             226,923

                        Zurich Capital Trust
       500,000           8.376%   06/01/37                             518,092
                                                                       -------

                                                                     3,619,008
    INDUSTRIAL              2.1%
                        Caterpillar Incorporated
     1,000,000           9.750%   06/01/19                           1,084,627

    PAPER                   0.4%
                        Georgia Pacific Corporation
       200,000           9.625%   03/15/22                             220,269

    RAILROAD                2.1%
                        Louisville & Nashville Railroad
       600,000           3.375%   04/01/03                             494,804

                        Hocking Valley Railway                                
       570,000           4.500%   07/01/99                             549,163
                                                                       -------
                                                                     1,043,967

    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          5
<PAGE>
                                                                              
                        
                        FULL MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                                    PORTFOLIO OF INVESTMENTS 


    SHARES OR 
    PRINCIPAL                                                     MARKET VALUE
    ---------                                                     ------------
    LONG-TERM OBLIGATIONS (CONTINUED)
    CORPORATE OBLIGATIONS  (CONTINUED)
    ---------------------------------

    RETAIL STORES       1.2%
                        Dayton Hudson Corporation
   $   286,000          10.000%   01/01/11                       $     350,876

                        J.C. Penney Incorporated
       250,000           9.750%   06/15/21                             275,173
                                                                       -------
                                                                       626,049

    TELECOMMUNICATION       2.3%
                        GTE Corporation
       900,000          10.750%   09/15/17                             954,621

                        TCI Communications Incorporated
       220,000           8.750%   08/01/15                             231,324
                                                                       -------
                                                                     1,185,945
                                                                              

    UTILITIES               1.6%                                              
                        Korea Electric Power                                  
        50,000           7.750%   04/01/13                              50,810
                                                                              
                        
                        Long Island Lighting Financial
       400,000           9.625%   07/01/24                             412,116
                                                                              
                        
                        System Energy Resource
       382,667           7.430%   01/15/11                             374,008
                                                                       -------
                                                                       836,934

    MISCELLANEOUS           1.1%
                        News American Holdings                                
       100,000           8.250%   10/17/96                              98,901
       400,000           8.875%   04/26/23                             429,795
                                                                       -------
                                                                       528,696
                                                                       -------
    TOTAL CORPORATE OBLIGATIONS                                     12,360,074
                                                                    ----------
    TOTAL LONG-TERM OBLIGATIONS (COST $51,456,295)                  51,418,520
                                                                    ----------


    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          6
<PAGE>

                   FULL MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 

    SHARES OR 
    PRINCIPAL                                                     MARKET VALUE
    ---------                                                     ------------
    SHORT-TERM OBLIGATIONS    2.1%
    U.S. GOVERNMENT AND AGENCY OBLIGATIONS     0.4%
    --------------------------------------
                        U.S. Treasury Bills
(A)$   200,000           5.240%   08/21/97                       $     198,532
                                                                       -------
    TOTAL U.S. GOVERNMENT AND AGENCY OBLIGATIONS                       198,532

    DEMAND NOTES                      1.7%
                        American Family Demand Note
         2,700           5.256%   12/31/31                               2,700

                        General Mills Demand Note
        32,823           5.245%   12/31/31                              32,823

                        Johnson Controls Demand Note
       671,459           5.276%   12/31/31                             671,459

                        Pitney Bowes Demand Note
        30,905           5.255%   12/31/31                              30,905

                        Warner Lambert Demand Note
        56,135           5.226%   12/31/31                              56,135

                        Wisconsin Electric Demand Note
        92,790           5.296%   12/31/31                              92,790
                                                                        ------
    TOTAL DEMAND NOTES                                                 886,812
    TOTAL SHORT-TERM OBLIGATIONS                                       -------
    (AMORTIZED COST  $1,085,344)                                     1,085,344
                                                                     ---------

    TOTAL INVESTMENTS 
    (COST BASIS $52,541,639)        103.4%                          52,503,864

    CASH AND OTHER ASSETS, LESS                                               
      LIABILITIES                    -3.4%                         (1,707,579)
                                                                   -----------
    TOTAL NET ASSETS                100.0%                       $  50,796,285
                                                                    ----------
                                                                    ----------


    The accompanying notes to the financial statements are an integral part of
this schedule.


                                       7

<PAGE>



                   FULL MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS    



(A) $100,000 OF U.S. TREASURY BILLS PLEDGED AS MARGIN FOR FUTURES CONTRACTS. THE
    PORTFOLIO HAD THE FOLLOWING OPEN FUTURES CONTRACTS AT JUNE 30, 1997:
                        

    OPEN  FUTURES  CONTRACTS: 

<TABLE>
<CAPTION>
                                                                          UNREALIZED
                          NUMBER OF    PRINCIPAL                          GAINS (LOSSES)
    TYPE                  CONTRACTS    AMOUNT    POSITION  EXPIRATION     JUNE 30, 1997
    ----                  ---------    ------    --------  ----------     -------------
<S>                       <C>          <C>       <C>       <C>            <C> 
5 Year Treasury Notes            20    20,000    Short     September 1997      ($18,275)
                   
10 Year U.S. Treasury Notes      17    17,000    Short     September 1997         9,967
                                                                               --------
                                                                                ($8,308)
                                                                               --------
                                                                               --------

</TABLE>




The accompanying notes to the financial statements are an integral part of this
schedule.


                                          8
<PAGE>



                       LIMITED MATURITY FIXED INCOME PORTFOLIO 
                               PORTFOLIO OF INVESTMENTS
                                    JUNE 30, 1997                              

  SHARES OR
  PRINCIPAL                                                        MARKET VALUE
  ---------                                                        ------------
  LONG-TERM OBLIGATIONS                           98.1%
  U.S. GOVERNMENT AND AGENCY OBLIGATIONS          64.6%
- ----------------------------------------
                   United States Treasury Notes
$  8,160,000        5.875%   08/15/98                             $   8,160,007
   7,215,000        6.000%   09/30/98                                 7,224,025
  12,775,000        5.125%   12/31/98                                12,627,294
  13,895,000        5.875%   03/31/99                                13,864,610
   4,740,000        6.375%   05/15/99                                 4,765,183
   1,000,000        6.000%   08/15/99                                   997,813
  13,915,000        6.875%   08/31/99                                14,128,079
   8,250,000        7.875%   11/15/99                                 8,556,800
   5,285,000        7.750%   01/31/00                                 5,478,235
   4,270,000        6.375%   05/15/00                                 4,287,349
   9,945,000        6.875%   03/31/00                                10,109,718

                   Federal National Mortgage Association
                   (mortgage-backed securities)
     880,000        5.280%  03/01/99                                    869,553
                                                                   ------------
  TOTAL U.S. GOVERNMENT AND AGENCY OBLIGATIONS                       91,068,666

  ASSET BACKED OBLIGATIONS             7.6%
  ------------------------
                   Chase Manhattan Grantor  
    860,000          6.730%   02/15/02  Series 1996-4                   869,271
  2,126,115          6.610%   09/15/02  Series 1996-B                 2,145,144

                   Ford Credit Auto Loan Master
  2,120,000          5.500%   02/15/03  Series 1996-1                 2,047,030

                   Navistar Financial
  1,065,117          6.350%   11/15/02 1996-A                         1,071,508
  2,210,000          6.330%   04/21/03 1996-B                         2,214,619

                   Olympia Auto Receivable Trust
    467,073          6.200%   01/15/02                                  469,058
                   Western Financial Grantor Trust
    650,000          6.400%   07/20/02                                  648,376

                   World Omni Auto Lease
  1,300,000          6.850%   06/25/03 1997-A                         1,316,224
                                                                   ------------

  TOTAL ASSET BACKED OBLIGATIONS                                     10,781,230

The accompanying notes to the financial statements are an integral part of this
schedule.


                                          9
<PAGE>


                 LIMITED MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS  


  SHARES OR
  PRINCIPAL                                                        MARKET VALUE
  ---------                                                        ------------
  LONG-TERM OBLIGATIONS (CONTINUED)
  CORPORATE OBLIGATIONS                  25.9%
  BANKS                2.2%
  ------------------------
                   National Australia Bank
$ 3,000,000          9.700%   10/15/98                            $   3,127,470
                                                                  



COMPUTERS & OFFICE EQUIPMENT                       1.1%
  Xerox Corporation
  1,500,000         6.840%   06/01/00                                 1,508,937


FINANCIAL                 22.0%
                   Associates Corporation
  2,050,000          6.680%   09/17/99                                2,063,335
    700,000          7.450%   03/30/00                                  715,060
  1,400,000          6.375%   06/15/00                                1,394,865

                   Caterpillar Financial Service
    670,000          6.110%   07/15/99                                  666,663

                   Commercial Credit
  2,100,000          6.750%   05/15/00                                2,110,323

                   Ford Credit Grantor Trust
  2,000,000          7.900%   05/17/99  Series 1996-1                 2,053,338
    525,000          7.470%   07/29/99  Series 1996-1                   535,420
    810,000          7.600%   03/29/00  Series 1996-1                   830,509

                   Fleet Financial Group
  2,125,000          6.000%   10/26/98                                2,119,405

                   General Electric Capital Corporation
  3,850,000          8.100%   01/26/99                                3,964,405




The accompanying notes to the financial statements are an integral part of this
schedule.


                                          10
<PAGE>


                 LIMITED MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS  


  SHARES OR        
  PRINCIPAL                                                        MARKET VALUE
  ---------                                                        ------------
  LONG-TERM OBLIGATIONS (CONTINUED)
  CORPORATE OBLIGATIONS  (CONTINUED)
  FINANCIAL  (CONTINUED)
  ----------------------------------
                   General Motors Acceptance Corporation 
                    Grantor Trust 
$ 1,000,000          5.625%   10/22/98                            $     993,563
    430,000          6.450%   04/15/99                                  431,009
  1,150,000          7.375%   06/09/99                                1,171,051
  1,000,000          7.500%   05/25/00                                1,024,113


                   Household Financial Corporation
  2,300,000          6.250%   04/01/99                                2,294,480


                   International Lease Financial Corporation
    600,000          5.980%   11/16/98                                  598,032
  1,000,000          6.600%   07/06/99                                1,002,817
  1,900,000          6.650%   04/01/00                                1,910,547


                   Norwest Financial Corporation
  1,260,000          8.500%   08/15/98                                1,292,313
  2,050,000          7.250%   03/15/00                                2,087,761


                   Travelers/Aetna P&C
  1,780,000          6.750%   09/01/99                                1,791,676
                                                                   ------------
                                                                     31,050,685


  UTILITIES        0.6%
                   Pacific Gas & Electric
  800,000            5.375%   08/01/98                                  794,084
                                                                   ------------
  TOTAL CORPORATE OBLIGATIONS                                        36,481,176
                                                                   ------------
  TOTAL LONG-TERM OBLIGATIONS
  (COST $138,013,439)                                               138,331,072
                                                                   ------------


The accompanying notes to the financial statements are an integral part of this
schedule.


                                          11
<PAGE>


                 LIMITED MATURITY FIXED INCOME PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS  


  SHARES OR        
  PRINCIPAL                                                        MARKET VALUE
  ---------                                                        ------------
  SHORT-TERM OBLIGATIONS                    0.5%
  COMMERCIAL PAPER                          0.5%
  ----------------------                                           
                   Merrill Lynch & Company
$ 663,000            5.530%   07/01/97                            $     663,000
                                                                   ------------
  TOTAL SHORT-TERM OBLIGATIONS
  (AMORTIZED COST $663,000)                                             663,000
                                                                   ------------

  TOTAL INVESTMENTS
  (COST BASIS $138,676,439)                 98.6%                   138,994,072

  CASH AND OTHER ASSETS, LESS                                                  
    LIABILITIES                              1.4%                     2,029,303
                                                                   ------------
  TOTAL NET ASSETS                         100.0%                 $ 141,023,375
                                                                   ------------
                                                                   ------------







The accompanying notes to the financial statements are an integral part of this
schedule.


                                          12

<PAGE>



                            DIVERSIFIED EQUITY PORTFOLIO 
                              PORTFOLIO OF INVESTMENTS 
                                    JUNE 30, 1997                             
    SHARES OR
    PRINCIPAL 
    EQUITIES                      98.1%                           MARKET VALUE
    AEROSPACE & DEFENSE            0.7%                           ------------
    -------------------                
           600          Allied-Signal Incorporated               $      50,400
         1,842          Boeing Incorporated                             97,741
           700          Lockheed Martin Corporation                     72,494
           400          McDonnell Douglas Corporation                   27,400
         1,100          Raytheon Company                                56,100
           900          Rockwell International Corporation              53,100
           400          Textron Incorporated                            26,550
         1,200          United Technologies Corporation                 99,600
                                                                        ------
                                                                       483,385
    AIR TRANSPORTATION             0.2%
         1,200          Delta Airlines                                  98,400
           800          US Airways Group, Incorporated                  28,000
                                                                        ------
                                                                       126,400

    AUTOMOTIVE                     4.3%
           200          Aeroquip-Vickers, Incorporated                   9,450
        14,100          Chrysler Corporation                           462,656
        22,600          Ford Motor Company                             853,150
         3,900          General Motors Corporation                     217,181
         6,300          Genuine Parts Company                          213,413
        28,000          Lear Corporation                             1,242,500
           400          TRW Incorporated                                22,725
                                                                        ------
                                                                     3,021,075

    BANKS                          6.2%
         5,300          Bank of New York Corporation                   230,550
         8,000          BankAmerica Corporation                        516,500
         1,800          Barnett Banks Incorporated                      94,500
         3,900          Chase Manhattan                                378,544
         6,400          Citicorp                                       771,600
         1,000          Comerica Incorporated                           68,000
        47,500          Corporation Bancaria Espana ADR              1,347,813
         2,900          First Union Corporation                        268,250
         1,200          Keycorp                                         67,050
         1,600          Mellon Bank Corporation                         72,200
           900          Morgan (J.P.) & Company                         93,938
         6,300          NationsBank Corporation                        406,350
           900          Norwest Corporation                             50,625
                                                                        ------
                                                                     4,365,920

    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          13
<PAGE>

                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    BASIC INDUSTRIES               1.7%                           ------------
    ----------------
         3,200          Aluminum Company of America                 $  241,200
           300          Asarco Incorporated                              9,188
         3,600          Crane Company                                  150,525
           200          Harnischfeger                                    8,300
         7,700          3M Company                                     785,400
                                                                       -------
                                                                     1,194,613

    BUSINESS SERVICE               1.8%
           300          Cisco Systems Incorporated                      20,138
           950          Computer Associates 
                         International Incorporated                     52,903
           100          John H. Harland Company                          2,281
           400          Moore Corporation                                7,875
           900          National Service Ind. Incorporated              43,819
        38,200          Wallace Computer Services Incorporated       1,148,388
                                                                     ---------
                                                                     1,275,404

    CHEMICALS                      2.2%                                       
         2,200          Dow Chemical Company                           191,675
         1,600          Eastman Chemical Company                       101,600
        14,600          E.I. duPont de Nemours and Company             917,975
         1,100          Monsanto Company                                47,369
         1,100          PPG Industries                                  63,938
         1,200          Rohm & Haas Company                            108,075
         5,800          Safety Kleen                                    97,875
                                                                        ------
                                                                     1,528,507

    COMMUNICATION                  1.8%
           700          Comcast Corporation                             14,963
           400          Dow Jones & Company                             16,075
           600          Gannett Company Incorporated                    59,250
         1,000          Harcourt General Incorporated                   47,625
           800          Interpublic Group Companies                     49,050
        20,000          New York Times                                 990,000
           700          Time Warner Incorporated                        33,775
           600          Tribune Company                                 28,838
                                                                        ------
                                                                     1,239,576


    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          14
<PAGE>

                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    COMPUTERS & OFFICE EQUIPMENT   7.4%                           ------------
    ----------------------------
        59,199          Astra ADR                                $   1,124,781
           400          Compaq Computers Corporation                    39,700
           400          Dell Computer Corporation                       46,975
         1,700          EMC Corporation Massachusetts                   66,300
           700          Honeywell Incorporated                          53,113
        24,400          International Business 
                          Machines Corporation                       2,200,575
         5,000          Pitney Bowes Incorporated                      347,500
           400          Seagate Technology Incorporated                 14,075
        16,800          Xerox Corporation                            1,325,100
                                                                     ---------
                                                                     5,218,119


    CONGLOMERATE                   0.1%
           400          Tenneco Incorporated                            18,075
           800          TYCO International LTD                          55,650
                                                                        ------
                                                                        73,725

    CONSTRUCTION                   1.0%
         1,600          Johnson Controls                                65,700
        15,000          Masco Corporation                              626,250
                                                                       -------
                                                                       691,950

    CONSUMER DURABLES              0.2%
         1,500          Brunswick Corporation                           46,875
           800          Eastman Kodak                                   61,400
           600          Hasbro Incorporated                             17,025
         1,300          Mattel Company                                  44,038
                                                                        ------
                                                                       169,338


    CONSUMER NON-DURABLES          5.5%
        24,500          American Greetings Company                     909,563
         3,700          American Stores Company                        182,688
         2,000          Avon Products Incorporated                     141,125
        14,300          Bandag Incorporated                            700,700
           500          Beverly Enterprises                              8,125


The accompanying notes to the financial statements are an integral part of this
schedule.

                                          15
<PAGE>



                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    CONSUMER NON-DURABLES- (CONTINUED)                            ------------
    ----------------------------------
           100          B.F. Goodrich Company                    $       4,331
           600          Clorox                                          79,200
           200          Colgate Palmolive Company                       13,050
           700          Corning Corporation                             38,938
           600          International Flavors & 
                          Fragrances Incorporated                       30,300
        55,000          Nellcor Puritan Bennett, Incorporated          996,875
           200          Procter & Gamble Company                        28,250
         5,900          Warner-Lambert Company                         733,075

                                                                       -------
                                                                     3,866,220


    CONTAINER                      3.0%
         1,000          Bemis Company                                   43,250
        21,500          Crown Cork & Seal                            1,148,906
        30,000          Owens Illinois Incorporated*                   930,000
           100          Stone Container Corporation                      1,431
                                                                         -----
                                                                     2,123,587

    ELECTRONICS                    5.2%                                       
        25,000          AMP Incorporated                             1,043,750
         4,400          General Electric Company                       287,650
           200          Grainger WW Incorporated                        15,638
         7,600          Intel Corporation                            1,077,775
           100          Tektronix Incorporated                           6,000
        42,000          Vishay Intertechnology Incorporated          1,215,375
                                                                     ---------
                                                                     3,646,188

    ENERGY & RELATED 
    (RAW MATERIALS)                0.2%
         1,100          Halliburton Company                             87,175
         2,800          Occidental Petroleum Corporation                70,175
                                                                        ------
                                                                       157,350

    ENTERTAINMENT & LEISURE        0.2%
         3,700          Service Corporation International              121,638



    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          16
<PAGE>


                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    FINANCIAL COMPANY              1.5%                           ------------
    -----------------
         1,100          Ahmanson H.F. & Company                  $      47,300
           400          Household International Incorporated            46,975
         4,200          Merrill Lynch Company                          250,425
         1,700          Salomon Incorporated                            94,563
         9,400          Travelers Group Incorporated                   592,788
                                                                       -------
                                                                     1,032,051

    FINANCIAL SERVICE              3.6%                                       
        20,200          Fannie Mae                                     881,225
           800          MBNA Corporation                                29,300
         4,570          Morgan Stanley Group Incorporated              196,796
        15,500          Student Loan Corporation                       657,781
         6,200          Student Loan Marketing Association             787,400
                                                                       -------
                                                                     2,552,502

    FOOD, BEVERAGES & TOBACCO      5.9%                                       
        23,600          Anheuser-Busch Companies, Incorporated         989,725
         8,300          Brown Foreman Class B                          405,144
         3,200          Campbell Soup                                  160,000
         7,300          Coca-Cola Company                              492,750
         3,000          Conagra Incorporated                           192,375
           300          General Mills                                   19,538
         1,300          H J Heinz Company                               59,963
         1,900          Kellogg Company                                162,688
         4,000          Loews Corporation                              400,500
        41,500          McCormick and Company                        1,047,875
           800          Pepsico Incorporated                            30,050
           400          Quaker Oats                                     17,950
         1,700          Seagrams LTD                                    68,425
         1,500          Wrigley Wm.  Jr. Company                       100,500
                                                                       -------
                                                                     4,147,483

    GOLD & PRECIOUS METALS         0.1%
           900          Barrick Gold Corporation                        19,800
         1,300          Freeport McMoran Copper                         40,463
           200          Homestake Mining Company                         2,613
           600          Placer Dome Incorporated                         9,825
                                                                         -----
                                                                        72,701

    The accompanying notes to the financial statements are an integral part of
this schedule.

                                          17
<PAGE>



                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    HEALTH CARE                    9.7%                           ------------
    -----------
        30,900          Abbott Labs Company                      $   2,062,575
         1,800          American Home Products Corporation             137,700
        25,900          Baxter International Incorporated            1,353,275
           600          Becton Dickinson & Company                      30,375
         5,000          Bristol Meyers/ Squibb                         405,000
         1,200          Boston Scientific Corporation                   73,725
         1,800          Johnson & Johnson                              115,875
         2,100          Lilly Eli & Company                            229,556
           900          Medtronic Incorporated                          72,900
         2,800          Merck & Company                                289,800
         1,200          Pfizer Incorporated                            143,400
        25,500          Pharmacia & Upjohn Incorporated                886,125
         9,800          Schering Plough Corporation                    469,175
        15,000          St. Jude Medical *                             585,000
           600          U.S. Surgical Corporation                       22,350
                                                                        ------
                                                                     6,876,831


    INSURANCE                      2.9%
           217          Aegon NV ADR's                                  15,218
         8,201          Allstate Corporation                           598,673
         5,000          American International
                          Group Incorporated                           746,875
           300          General Re Corporation                          54,600
         6,000          Progressive Corporation Ohio                   522,000
           500          Providian Financial Corporation                 16,063
         1,200          Transamerica Corporation                       112,275
           600          USF&G                                           14,400
                                                                        ------
                                                                     2,080,104


    METAL & MINERAL                1.4%
         1,890          Allegheny Teledyne Incorporated                 51,030
           400          Armco Incorporated                               1,550
        25,000          Minerals Technologies, Incorporated            937,500
           500          USX- US Steel                                   17,531
                                                                        ------
                                                                     1,007,611


    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          18
<PAGE>


                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    PAPER & FOREST PRODUCTS        1.9%                           ------------
    -----------------------
        59,000          Asia Pulp & Paper Company *              $     892,375
         1,400          Avery Dennison Corporation                      56,175
           476          International Paper                             23,116
         4,400          Kimberly Clark                                 218,900
         2,900          Weyerhaeuser Company                           150,800
                                                                       -------
                                                                     1,341,366

    PETROLEUM                      9.5%
           700          Amoco Corporation                               60,856
           600          Ashland Incorporated                            27,825
         2,800          Atlantic Richfield                             197,400
         3,500          Enron                                          142,844
        11,200          Exxon Corporation                              688,800
           400          Kerr-McGee Company                              25,350
         5,800          Mobil Corporation                              405,275
         6,300          Phillips Petroleum Company                     275,625
        42,000          Reading and Bates Corporation*               1,123,500
         8,400          Royal Dutch Petroleum Co. N.Y.-ADR             456,750
           400          Schlumberger                                    50,000
         1,800          Texaco                                         195,750
        15,000          Transocean Offshore, Incorporated            1,089,375
           300          Unocal Corporation                              11,644
           200          USX Marathon Group                               5,775
        51,000          Western Gas Resource, Incorporated             994,500
        30,000          YPF S.A. ADR                                   922,500
                                                                       -------
                                                                     6,673,769

    POLLUTION CONTROL              0.1%
         1,900          Waste Management Incorporated                   61,038

    RAILROADS                      0.6%
         1,200          Burlington Northern Incorporated               107,850
         2,400          CSX Corporation                                133,200
         1,800          Norfolk Southern Company                       181,350
                                                                       -------
                                                                       422,400
    RESTAURANTS                    1.5%
        30,000          Darden Restaurants, Incorporated               271,875
        88,000          Ryan's Family Steak Houses Incorporated*       753,500
                                                                       -------
                                                                     1,025,375

    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          19
<PAGE>

                                                                              
              


                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    RETAIL STORES                  4.7%                           ------------
    -------------
           400          Albertson's Incorporated                     $  14,600
         4,800          Dayton Hudson Corporation                      255,300
         1,800          Longs Drug Stores                               47,137
         2,500          May Department Stores                          118,125
        70,000          Office Depot                                 1,360,625
         1,200          Rite Aid Corporation                            59,850
         2,800          Sears Roebuck & Company                        150,500
         1,300          Supervalu Incorporated                          44,850
           400          Tandy Corporation                               22,400
        47,000          The Limited LTD.                               951,750
           500          Wal-Mart Stores Incorporated                    16,906
         3,900          Walgreen Company                               209,138
         1,200          Winn-Dixie Stores Incorporated                  44,700
                                                                        ------
                                                                     3,295,881
    SERVICES                       1.4%
         4,900          Caterpillar Incorporated                       526,138
         1,800          Cooper Industries                               89,550
           900          Ingersoll Rand Company                          55,575
         5,600          John Deere & Company                           307,300
                                                                       -------
                                                                       978,563
    SOFTWARE                       0.3%
           800          Microsoft Corporation                          101,100
         3,100          Sun Microsystems*                              115,378
                                                                       -------
                                                                       216,478
    TECHNOLOGY                     1.3%
           600          Harris Corporation                              50,400
        10,600          Hewlett-Packard Company                        593,600
           900          Micron Technology Incorporated                  35,944
         2,100          Northern Telecom                               191,100
           400          Texas Instruments                               33,625
           600          Thomas & Betts Company                          31,538
                                                                        ------
                                                                       936,207

    TELECOMMUNICATION              3.4%
        41,000          Airtouch Communications                      1,122,375
        17,108          Ascent Entertainment Group                     156,111
           200          Cabletron Systems                                5,663

    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          20
<PAGE>


                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    TELECOMMUNICATION (CONTINUED)                                 ------------
    -----------------------------
        35,000          COMSAT Corporation                             833,438
         1,437          Lucent Technologies                            103,554
         2,300          Motorola Incorporated                          174,800
           400          Tellabs Incorporated                            22,350
                                                                        ------
                                                                     2,418,291

    TEXTILE & APPAREL              0.1%
         1,500          CVS Corporation                                 76,875
           100          VF Corporation                                   8,475
                                                                         -----
                                                                        85,350

    TRUCKING                       0.1%
         3,200          Ryder System                                   105,600

    UTILITIES-ELECTRIC             0.9%                                       
         1,400          Baltimore Gas & Electric Company                37,363
         2,100          Carolina Power & Light Company                  75,338
         1,700          Consolidated Edison                             50,044
         3,000          DTE Energy Company                              82,875
           400          Edison International                             9,950
         1,800          Houston Industries                              38,588
         1,000          Ohio Edison                                     21,813
         1,600          PECO Energy Company                             33,600
         2,800          Pacific Gas & Electric                          67,900
         6,600          Pacificorp                                     145,200
         1,000          People's Energy Corporation                     37,438
         1,700          Public Service Enterprises                      42,500
                                                                       -------
                                                                       642,609
    UTILITIES-TELEPHONE            4.7%                                       
         1,000          Alltell Corporation                             33,438
         4,300          AT&T Corporation                               150,769
        17,900          Ameritech Corporation                        1,216,081
         4,300          Bell Atlantic Corporation                      326,263
         6,400          Bell South Corporation                         296,800
         9,700          GTE Corporation                                425,588
         8,560          SBC Communication Incorporated                 529,650
         2,000          Sprint Corporation                             105,250
         6,600          US West Incorporated                           248,738
                                                                       -------
                                                                     3,332,577

    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          21

<PAGE>

                       DIVERSIFIED EQUITY PORTFOLIO (CONTINUED)
                              PORTFOLIO OF INVESTMENTS 


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    MISCELLANEOUS                  0.8%                           ------------
    -------------
           300          3 Com Corporation                            $  13,500
         5,700          PP&L Resources Incorporated                    113,644
         2,400          Unilever                                       523,179
                                                                       -------
                                                                       650,323

    TOTAL COMMON STOCK (COST $53,049,467)                           69,258,105

    SHORT-TERM OBLIGATIONS         1.9%

    DEMAND NOTES                   1.9%
                        American Family Demand Note
   $   619,699          5.256%   12/31/31                              619,699

                        Johnson Controls Demand Note
       508,228          5.276%   12/31/31                              508,228

                        Wisconsin Electric Demand Note
       229,068          5.296%   12/31/31                              229,068
                                                                       -------
    TOTAL SHORT-TERM OBLIGATIONS
    (AMORTIZED COST $1,356,995)                                      1,356,995
                                                                     ---------


    TOTAL INVESTMENTS   
    (COST BASIS $54,406,462)     100.0%                             70,615,100

    CASH AND OTHER ASSETS, LESS
   LIABILITIES                    (0.0%)                               (24,702)
                                                                        ------

    TOTAL NET ASSETS          100.0%$                               70,590,398
                                                                    ----------
                                                                    ----------






*   NON-INCOME PRODUCING STOCKS.
The accompanying notes to the financial statements are an integral part of this
schedule.


                                          22
<PAGE>



                                 BALANCED PORTFOLIO 
                              PORTFOLIO OF INVESTMENTS 
                                    JUNE 30, 1997     

    SHARES OR 
    PRINCIPAL 
    EQUITIES                      68.0%                           MARKET VALUE
    AEROSPACE & DEFENSE            0.7%                           ------------
    -------------------
         2,000          Boeing                                   $     106,125
         1,800          Textron Incorporated                           119,475
         1,600          United Technologies Corporation                132,800
                                                                       -------
                                                                       358,400

    AUTOMOTIVE                     2.8%
        12,000          Ford Motor Company                             453,000
        22,700          Lear Seating Corporation *                   1,007,313
                                                                     ---------
                                                                     1,460,313

    BANKS                          3.6%
         4,400          Bank of New York                               191,400
         3,000          Citicorp361,688
        33,000          Corp Bancaria Espana ADR                       936,375
         1,400          First Union Corporation                        129,500
         2,200          Mellon Bank Corporation                         99,275
         2,600          Nations Bank Corporation                       167,700
                                                                       -------
                                                                     1,885,938

    BUSINESS SERVICES              1.8%
         2,100          Ceridian Corporation                            88,725
         1,900          Cisco Systems Incorporated*                    127,538
        24,000          Wallace Computer Services Incorporated                
                                                                       721,500
                                                                       937,763
    CAPITAL GOODS                  0.7%
         1,200          Caterpillar Incorporated                       128,850
         1,400          Parker Hannifin                                 84,963
         6,600          Philip Services Corporation                    104,775
           900          Reynolds Metals                                 64,125
                                                                        ------
                                                                       382,713

    CHEMICALS                      0.3%
         2,100          E.I. duPont de Nemours and Company             132,038

    COMMUNICATION                  1.4%
        13,000          New York Times                                 643,500
         1,900          Time Warner Incorporated                        91,675
                                                                        ------
                                                                       735,175

    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          23
<PAGE>


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    COMPUTERS & OFFICE EQUIPMENT   4.2%                           ------------
    ----------------------------
        39,999          Astra ADR                                $     759,981
           600          Dell Computer Corporation                       70,463
         7,000          International Business
                          Machines Corporation                         631,313
         9,000          Xerox Corporation                              709,875
                                                                       -------
                                                                     2,171,632

    CONSTRUCTION                   1.5%
         1,800          Cooper Cameron Corporation                      84,150
        17,000          Masco Corporation                              709,750
                                                                       -------
                                                                       793,900


    CONSUMER DURABLES              0.8%                                       
         2,800          Colgate Palmolive Company                      182,700
         2,500          Gillette Company                               236,875
                                                                       -------
                                                                       419,575

    CONSUMER NON-DURABLES          4.4%                                       
        19,000          American Greetings Company                     705,375
         1,400          Armstrong World                                102,725
        13,000          Bandag Incorporated                            637,000
         1,900          Corning Corporation                            105,688
        40,000          Nellcor Puritan Bennett, Incorporated          725,000
                                                                       -------
                                                                     2,275,788


    CONTAINER                      2.5%
        12,700          Crown Cork & Seal                              678,656
        20,000          Owens Illinois Incorporated *                  620,000
                                                                       -------
                                                                     1,298,656

    ELECTRONICS                    3.6%                                       
        17,500          AMP Incorporated                               730,625
         3,100          General Electric Company                       202,663
        28,875          Vishay Intertechnology Incorporated            835,570
           600          Intel Corporation                               85,088
                                                                        ------
                                                                     1,853,946

    The accompanying notes to the financial statements are an integral part of
this schedule.

                                          24
<PAGE>
              


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    ENERGY & RELATED                                              ------------
    ENERGY & RELATED (DOMESTIC)    1.8%
    ---------------------------
         2,000          Amoco Corporation                           $  173,875
        38,000          Western Gas Resources, Incorporated            741,000
                                                                       -------
                                                                       914,875

    ENERGY & RELATED 
      (INTERNATIONAL)              1.7%
         1,800          Texaco  195,750
        23,000          YPF S.A. ADR                                   707,250
                                                                       -------
                                                                       903,000

    ENERGY & RELATED (SERVICES)    1.9%
         1,200          Diamond Offshore Drilling*                      93,750
           900          Schlumberger                                   112,500
        11,000          Transocean Offshore, Incorporated              798,875
                                                                       -------
                                                                     1,005,125

    ENERGY & RELATED 
      (RAW MATERIALS)              0.3%
         3,500          Baker Hughes Incorporated                      135,406


    FINANCIAL  SERVICES            3.5%
         2,500          Conseco Incorporated                            92,500
        17,200          Fannie Mae                                     750,350
         1,200          Franklin Resources Incorporated                 87,075
        12,000          Student Loan Corporation                       509,250
         2,000          Student Loan Marketing Association             254,000
         2,433          Travelers Group Incorporated                   153,431
                                                                       -------
                                                                     1,846,606

    FOOD, BEVERAGES & TOBACCO      2.7%
        15,000          Anheuser-Busch Companies, 
                        Incorporated                                   629,063
        25,500          McCormick and Company                          643,875
         3,800          Sysco Corporation                              138,700
                                                                       -------
                                                                     1,411,638




    The accompanying notes to the financial statements are an integral part of
this schedule.

                                           
                                          25
<PAGE>


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    GOLD & PRECIOUS METALS         0.1%                           ------------
    ----------------------
         1,600          Freeport McMoran Copper                  $      49,800


    HEALTH CARE                    6.2%
        10,000          Abbott Labs                                    667,500
         2,700          Alza Corporation                                78,300
        15,000          Baxter International Incorporated              783,750
         2,800          Bristol Meyer/ Squibb                          226,800
         3,300          Columbia/HCA Healthcare Corporation            129,731
         5,800          Healthsouth Corporation*                       144,638
        15,000          Pharmacia & Upjohn Incorporated                521,250
        10,500          St. Jude Medical*                              409,500
         2,100          Warner Lambert Company                         260,925
                                                                       -------
                                                                     3,222,394

    INSURANCE                      3.2%
         1,500          AETNA Life & Casualty Company                  153,563
         1,510          Allstate Corporation                           110,230
         5,900          American International Group Incorporated      881,313
         6,000          Progressive Corporation Ohio                   522,000
                                                                       -------
                                                                     1,667,106
    LODGING                        0.2%
         2,200          HFS Incorporated                               127,600

    METAL & MINERAL                1.8%
         2,100          Applied Materials Incorporated                 148,706
         2,800          Federal Mogul Corporated                        98,000
        15,300          Minerals Technologies, Incorporated            573,750
         3,000          USX US Steel                                   105,188
                                                                       -------
                                                                       925,644


    PAPER & FOREST PRODUCTS        1.6%                                       
        50,000          Asia Pulp & Paper Company *                    756,250
         2,800          James River of Virgina                         103,600
                                                                       -------
                                                                       859,850


    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          26
<PAGE>


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    PETROLEUM                      1.4%                           ------------
    ---------
         4,300          USX Marathon                             $     124,163
        23,000          Reading and Bates Corporation*                 615,250
                                                                       -------
                                                                       739,413
    REAL ESTATE                    0.1%
         2,400          Public Storage Incorporated                     70,200

    RESTAURANTS                    1.4%
        20,000          Darden Restaurants, Incorporated               181,250
        65,000          Ryan's Family Steak Houses Incorporated *      556,563
                                                                       -------
                                                                       737,813

    RETAIL STORES                  4.4%
         2,400          Dayton Hudson Corporation                      127,650
         2,000          Home Depot                                     137,875
        47,500          Office Depot                                   923,281
         3,100          Safeway Incorporated *                         142,988
         3,800          TJX Companys Incorporated                      100,225
        34,000          The Limited LTD                                688,500
         4,900          Wal-Mart Stores Incorporated                   165,681
                                                                       -------
                                                                     2,286,200

    SERVICES                       0.4%
         2,050          Stewart Enterprises Incorporated                86,100
         3,500          U.S.A. Waste Services Incorporated*            135,188
                                                                       -------
                                                                       221,288

    SOFTWARE                       0.6%
         1,600          Microsoft Corporation                          202,000
         2,600          Sun Microsystems*                               96,769
                                                                        ------
                                                                       298,769
    TELECOMMUNICATION              3.8%
        33,300          Airtouch Communications                        911,588
        12,220          Ascent Entertainment Group                     111,508
        25,000          COMSAT Corporation                             595,313
         5,200          Deutsche Telecom                               125,450
         1,500          Lucent Technologies                            108,094
         1,400          Motorola Incorporated                          106,400
                                                                       -------
                                                                     1,958,353
    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          27
<PAGE>


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR
    PRINCIPAL 
    EQUITIES (CONTINUED)                                          MARKET VALUE
    TEXTILE & APPAREL              0.1%                           ------------
    -----------------
             1          CVS Corporation                          $          50
         1,000          Liz Claiborne Incorporated                      46,625
                                                                        ------
                                                                        46,675

    TRANSPORTATION                 0.3%
         1,400          Burlington Northern Incorporated               125,825
         1,100          Caliber Systems, Incorporated                   40,975
                                                                        ------
                                                                       166,800

    UTILITIES -ELECTRIC            0.2%
         1,900          Public Service Company of Colorado              78,850

    UTILITIES -ENERGY              0.2%
         2,200          Sonat Incorporated                             112,750



    UTILITIES -TELEPHONE           1.8%
        10,000          Ameritech Corporation                          679,375
         2,800          Bell South Corporation                         129,850
         2,200          GTE Corporation                                 96,525
         2,000          Teleport Communications*                        68,250
                                                                        ------
                                                                       974,000

    TOTAL COMMON STOCK (COST $26,842,821)                           35,465,992

                                       
                                       










    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          28
<PAGE>


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR 
    PRINCIPAL 
    TOTAL LONG-TERM OBLIGATIONS   25.6%                           MARKET VALUE
    U.S. GOVERNMENT AND                                           ------------
    AGENCY OBLIGATIONS            18.9%
    ------------------
                        United States Treasury Bonds
   $ 1,290,000          6.500%   11/15/26                        $   1,236,789
     2,515,000          6.625%   02/15/27                            2,460,771

                        United States Treasury Notes
     2,390,000          6.375%   04/30/99                            2,399,710
       320,000          6.500%   05/31/02                              319,600

                        Federal Home Loan Mortgage Corporation                
       185,077          6.500%   03/01/26                              177,726

                        Federal National Mortgage Association
     1,004,728          7.000%   03/01/27                              986,623
       503,391          7.000%   03/01/27                              494,058
       399,800          7.000%   06/01/27                              401,299
       580,000          7.000%   07/01/27                              581,995
       390,995          7.000%   08/01/27                              408,191

                        Government  National Mortgage Association
       147,506          10.000%  12/15/20                              161,285
       172,398          7.125%   08/20/23                              177,901
                                                                       -------
    TOTAL U.S. GOVERNMENT AND AGENCY OBLIGATIONS                     9,805,948
              

    ASSET BACKED OBLIGATIONS       2.6%
                        Chase Commingled Mortgage Security
       287,000          7.370%   02/19/07                              295,036

                        Chevy Chase Home Loan
       200,000          7.150%   05/15/15 Series 1996-1                201,188

                        Ford Motor Company
       180,000          7.700%   05/15/97                              182,102

                        Merrill Lynch Mortgage Investors
       100,000          6.960%   11/21/28 Series 1996-C2                99,391


    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          29
<PAGE>


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR
    PRINCIPAL 
    TOTAL LONG-TERM OBLIGATIONS (CONTINUED)                       MARKET VALUE
    ASSET BACKED OBLIGATIONS (CONTINUED)                          ------------
    ------------------------------------
                        Nomura Asset Securities Corporation
   $    70,000          7.120%   04/13/36  Series 1996-M         $      70,405

                        Resolution Trust Corporation
       262,369          6.651%   04/25/22  Series 1992-9               259,569
       250,012          6.903%   06/25/24                              251,262
                                                                       -------
    TOTAL ASSET BACKED OBLIGATIONS                                   1,358,953

    
    CORPORATE OBLIGATIONS          4.1%
    COMMUNICATION                  0.2%
                        Continental Cabelvision Incorporated                  
       100,000          9.000%   09/01/08                              112,159


    FINANCIAL       2.5%
                        British Aerospace Financial
       350,000          7.500%   07/01/27                              345,947

                        General Electric Capital Corporation
       260,000          8.200%   10/30/03                              282,048

                        General Motors Acceptance Corporation                 
       250,000          0.000%   06/15/15 effective yield 6.54%         65,080

                        Green Tree Financial Corporation
       171,944          6.900%   02/15/04                              171,297
       130,411          7.850%   07/15/04                              132,143

                        JPM Capital Trust
        20,000          7.950%   02/01/27                               19,998

                        Zurich Capital Trust
       300,000          8.376%   06/01/37                              310,855
                                                                       -------
                                                                     1,327,368



    The accompanying notes to the financial statements are an integral part of
this schedule.


                                          30
<PAGE>


                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


    SHARES OR
    PRINCIPAL 
    TOTAL LONG-TERM OBLIGATIONS (CONTINUED)                       MARKET VALUE
    CORPORATE OBLIGATIONS  (CONTINUED)                            ------------
    TELECOMMUNICATION              0.2%
    -----------------
                        TCI Communications Incorporated
   $    20,000          8.750%   08/01/15                        $      21,030
       100,000          9.250%   01/15/23                              102,681
                                                                       -------
                                                                       123,711


     UTILITIES                     0.7%
                        Long Island Lighting 
       240,000          9.625%   07/01/24                              247,270

                        System Energy
       138,717          7.430%   01/15/11                              135,578
                                                                       -------
                                                                       382,848


    MISCELLANEOUS                  0.5%                                       
                        News American Holdings                                
       200,000          8.875%   04/26/23                              215,087
                                                                       -------
    TOTAL CORPORATE OBLIGATIONS                                      2,161,173

              
    TOTAL LONG-TERM OBLIGATIONS
    (COST $13,177,010)                                              13,326,074
                                                                    ----------



    SHORT-TERM OBLIGATIONS         7.6%                                       

    U.S. GOVERNMENT AND AGENCY OBLIGATIONS      3.5%
                        United States Treasury Bills
 (A) 1,680,000          5.550%   07/24/97                            1,674,618
       100,000          5.240%   08/21/97                               99,269
        50,000          0.000%   10/16/97                               49,241
                                                                     ---------
    TOTAL U.S. GOVERNMENT AND AGENCY OBLIGATIONS                     1,823,128



    The accompanying notes to the financial statements are an integral part of
this schedule.

                                          31
<PAGE>



                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS

    
    SHARES OR
    PRINCIPAL 
    SHORT-TERM OBLIGATIONS (CONTINUED)                            MARKET VALUE
    DEMAND NOTES                   4.1%                           ------------
    -----------------------------------
                        American Family Demand Note
   $   591,484          5.256%   12/31/31                        $     591,484

                        General Mills Demand Note
       332,884          5.245%   12/31/31                              332,884

                        Johnson Controls Demand Note
       695,728          5.276%   12/31/31                              695,728

                        Pitney Bowes Demand Note
       126,033          5.255%   12/31/31                              126,033
              
                        Warner Lambert Demand Note
       260,000          5.226%   12/31/31                              260,000

                        Wisconsin Electric Demand Note
       123,196          5.296%   12/31/31                              123,196
                                                                       -------
    TOTAL DEMAND NOTES                                               2,129,325
    TOTAL SHORT-TERM OBLIGATIONS
    (AMORTIZED COST $3,952,453)                                      3,952,453
                                                                     ---------

    TOTAL INVESTMENTS 
    (COST BASIS $43,972,284)     101.2%                             52,744,519
                                       
    CASH AND OTHER ASSETS, LESS
   LIABILITIES                    (1.2%)                             (607,281)
                                                                     ---------

    TOTAL NET ASSETS             100.0%                          $  52,137,238
                                                                    ----------
                                                                    ----------








    *  Non-income producing stocks.
      The accompanying notes to the financial statements are an integral part of
      this schedule.


                                          32



<PAGE>

                            BALANCED PORTFOLIO (CONTINUED)
                               PORTFOLIO OF INVESTMENTS


(A)   $100,000 OF U.S. TREASURY BILLS PLEDGED AS MARGIN FOR FUTURES CONTRACTS.
      THE PORTFOLIO HAD THE FOLLOWING OPEN FUTURES CONTRACTS AT JUNE 30, 1997:

    OPEN FUTURES CONTRACTS:
<TABLE>
<CAPTION>


                                                                                            UNREALIZED
                                   NUMBER OF    PRINCIPAL                                 GAINS (LOSSES)
TYPE                               CONTRACTS     AMOUNT     POSITION        EXPIRATION    JUNE 30, 1997 
- ----                               ---------     ------     --------        ----------    -------------
<S>                                <C>           <C>        <C>             <C>           <C>
5 Year Treasury Note                    17      17,000      Long        September 1997      ($8,284)

10 Year U.S. Treasury Notes              1       1,000      Short       September 1997          586

Bond Futures                            23      23,000      Long        September 1997        5,859
                                                                                              -----
                                                                                            ($1,839)
                                                                                             ------
                                                                                             ------


</TABLE>

The accompanying notes to the financial statements are an integral part of this
schedule.


                                          33
<PAGE>


AHA INVESTMENT FUNDS, INC.
STATEMENTS OF ASSETS AND LIABILITIES
AS OF JUNE 30, 1997

<TABLE>
<CAPTION>

- ---------------------------------------------------------------------------------------------------------
                                              FULL           LIMITED      
                                              MATURITY       MATURITY       DIVERSIFIED  
                                              FIXED INCOME   FIXED INCOME   EQUITY         BALANCED     
                                              PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO    

- ---------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>            <C>            <C>          
ASSETS:

Investments, at market value                  $  52,503,864  $ 138,994,072  $  70,615,100  $  52,744,519
Receivable for investments sold                     538,855              0        582,871        887,294
Cash                                                 27,895         28,607          1,953          3,237
Dividends and interest receivable                   717,504      2,063,036         77,883        184,030
Futures variation margin                             17,094              0              0          9,031
                                               -------------  -------------  -------------  -------------
  Total Assets                                $  53,805,212  $ 141,085,715  $  71,277,807  $  53,828,111
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------

LIABILITIES:

Payable for investments purchased             $   2,986,219   $          0  $     674,775  $   1,668,066
Payable for shares redeemed                           9,427              0              0              0
Payable for dividends                                     0         31,290              0              0
Accrued expenses and other liabilities               13,281         31,050         12,634         22,807
                                               -------------  -------------  -------------  -------------

  Total Liabilities                               3,008,927         62,340        687,409      1,690,873
                                               -------------  -------------  -------------  -------------

NET ASSETS                                    $  50,796,285  $ 141,023,375  $  70,590,398  $  52,137,238
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------

Net Assets consist of:
Capital Stock ($0.01 par value
  and 200 million shares 
  authorized) and Paid-in Capital             $  52,676,412  $ 144,436,440  $  46,360,908  $  38,546,124
Undistributed 
  net investment income                                   0              0         45,723        770,140
Accumulated net realized gain
  (loss) on investments sold                     (1,834,044)    (3,730,698)     7,975,129      4,050,578
Net unrealized appreciation 
  of investments and futures                        (46,083)       317,633     16,208,638      8,770,396
                                               -------------  -------------  -------------  -------------
Total Net Assets                              $  50,796,285  $ 141,023,375  $  70,590,398  $  52,137,238
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------

Number of Shares Outstanding
  at the end of year                              5,190,424     13,873,900      3,407,458      3,507,529
                                               -------------  -------------  -------------  -------------

NET ASSET VALUE
Per Share                                     $        9.79  $       10.16  $       20.72  $       14.86
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------



</TABLE>

The accompanying notes to the financial statements are an integral part of these
statements.
- --------------------------------------------------------------------------------


                                          34
<PAGE>

AHA INVESTMENT FUNDS, INC.
STATEMENTS OF OPERATIONS
YEAR ENDED JUNE 30, 1997


<TABLE>
<CAPTION>


- ---------------------------------------------------------------------------------------------------------
                                              FULL           LIMITED      
                                              MATURITY       MATURITY       DIVERSIFIED  
                                              FIXED INCOME   FIXED INCOME   EQUITY         BALANCED     
                                              PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO    

- ---------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>            <C>            <C>          

INVESTMENT INCOME:

Interest income                               $   3,758,283  $   9,422,387  $      57,276  $     907,520
Dividends                                                 0              0      1,131,063        515,437
                                               -------------  -------------  -------------  -------------

Total investment income                       $   3,758,283  $   9,422,387  $   1,188,339  $   1,422,957

EXPENSES:

Custodian fees                                $      25,142  $      35,963  $      18,002  $      30,389
Accounting fees                                      40,597         58,455         32,255         31,993
Transfer agent fees                                   7,496         20,508          8,115          6,375
Legal fees                                            8,395          8,395          8,395          8,395
Audit and tax return fees                            12,175         12,175         12,175         12,175
Director fees and expenses                            5,687          5,687          5,687          5,687
Officers and directors insurance                      7,520         28,379          7,975          6,287
Administrative and other fees                         6,922          8,353          6,201          5,667
                                               -------------  -------------  -------------  -------------

Total Expenses                                $     113,934  $     177,915  $      98,805  $     106,968

NET INVESTMENT INCOME                         $   3,644,349  $   9,244,472  $   1,089,534  $   1,315,989

REALIZED AND UNREALIZED GAINS 
(LOSSES) ON INVESTMENTS

Net realized gain (loss)
  on investments sold                               232,557       (497,904)     9,896,588      6,303,436
Net realized gain (loss) on
  closed futures and options contracts              207,191              0              0       (100,742)
Net change in unrealized appreciation
  of investments, futures and options               246,747      1,347,681      6,641,228      2,988,361
                                               -------------  -------------  -------------  -------------

NET GAIN ON INVESTMENTS                             686,495        849,777     16,537,816      9,191,055
                                               -------------  -------------  -------------  -------------
 
NET INCREASE IN NET ASSETS 
  RESULTING FROM OPERATIONS                                
                                              $    4,330,844 $   10,094,249 $   17,627,350 $   10,507,044
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------




</TABLE>

The accompanying notes to the financial statements are an integral part of these
statements.
- -------------------------------------------------------------------------------

                                          35
<PAGE>

AHA INVESTMENT FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>


- ---------------------------------------------------------------------------------------------------------

                                               FULL MATURITY                 LIMITED MATURITY            
                                               FIXED INCOME PORTFOLIO        FIXED INCOME PORTFOLIO      
                                               ----------------------------  ----------------------------
                                                YEAR ENDED     YEAR ENDED     YEAR ENDED     YEAR ENDED 
                                              JUNE 30, 1996  JUNE 30, 1997  JUNE 30, 1996  JUNE 30, 1997
- ---------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>            <C>            <C>          

OPERATIONS:

Net investment income                         $   3,286,328  $   3,644,349  $  11,653,180  $   9,244,472
Net realized gain (loss) on investments
  sold and closed futures and 
  options contracts                                 328,668        439,748        657,870       (497,904)
Net change in unrealized appreciation
  (depreciation) of investments,
  futures and options                            (1,600,342)       246,747     (2,783,917)     1,347,681
                                               -------------  -------------  -------------  -------------
Net increase in net assets resulting 
  from operations                                 2,014,654      4,330,844      9,527,133     10,094,249
                                               -------------  -------------  -------------  -------------

DISTRIBUTIONS TO SHAREHOLDERS:

Dividends from net investment income             (3,286,328)    (3,644,349)   (11,653,180)    (9,244,472)
Capital gains distribution                               --             --             --             --
                                               -------------  -------------  -------------  -------------
Net decrease in net assets 
  resulting from distributions                $  (3,286,328) $  (3,644,349) $ (11,653,180) $  (9,244,472)

SHARE TRANSACTIONS:

Subscriptions of fund shares                     17,301,502      7,167,137     54,975,361     41,527,272
Investment income dividends 
  reinvested                                      2,653,135      3,194,795      9,241,385      7,817,387
Capital gains distribution 
  reinvested                                             --             --             --             --
                                               -------------  -------------  -------------  -------------
Gross increase in fund shares                    19,954,637     10,361,932     64,216,746     49,344,659
Redemptions of fund shares                       (5,265,318)   (13,544,206)   (47,750,515)  (110,367,401)
                                               -------------  -------------  -------------  -------------
Net increase (decrease) from 
  share transactions                             14,689,319     (3,182,274)    16,466,231    (61,022,742)
                                               -------------  -------------  -------------  -------------
Net increase (decrease) in net assets         $  13,417,645  $  (2,495,779) $  14,340,184  $ (60,172,965)

TOTAL NET ASSETS:

Beginning of period                              39,874,419     53,292,064    186,856,156    201,196,340
                                               -------------  -------------  -------------  -------------

End of period                                 $  53,292,064  $  50,796,285  $ 201,196,340  $ 141,023,375
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------

Undistributed net investment income           $           0  $           0  $           0  $           0
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------




</TABLE>

The accompanying notes to the financial statements are an integral part of these
statements.
- -------------------------------------------------------------------------------

                                          36
<PAGE>


AHA INVESTMENT FUNDS, INC.
STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>

- ---------------------------------------------------------------------------------------------------------

                                              DIVERSIFIED EQUITY PORTFOLIO  BALANCED PORTFOLIO
                                              ------------ ---------------  ------------ ----------------
                                              YEAR ENDED     YEAR ENDED     YEAR ENDED     YEAR ENDED
                                              JUNE 30, 1996  JUNE 30, 1997  JUNE 30, 1996  JUNE 30, 1997

- ---------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>            <C>            <C>          
OPERATIONS:

Net investment income                         $  1,043,023   $  1,089,534   $  1,329,333   $  1,315,989 
Net realized gain on investments
  sold and closed futures and 
  options contracts                              5,931,111      9,896,588      4,867,720      6,202,694 
Net change in unrealized appreciation
  of investments, futures and options            4,737,172      6,641,228      1,636,437      2,988,361 
                                               -------------  -------------  -------------  -------------
Net increase in net assets resulting
  from operations                               11,711,306     17,627,350      7,833,490     10,507,044 
                                               -------------  -------------  -------------  -------------

DISTRIBUTIONS TO SHAREHOLDERS:

Dividends from net investment income             (1,045,999)    (1,087,240)    (1,344,443)    (1,333,326)
Capital gains distribution                       (2,212,939)    (6,206,933)    (3,650,612)    (3,710,927)
                                               -------------  -------------  -------------  -------------
Net decrease in net assets 
  resulting from distributions                $  (3,258,938) $  (7,294,173) $  (4,995,055) $  (5,044,253)

SHARE TRANSACTIONS:

Subscriptions of fund shares                     8,994,364     11,595,747      1,576,359     10,056,065 
Investment income dividends
  reinvested                                     1,046,655      1,087,240      1,287,967      1,139,292 
Capital gains distribution 
  reinvested                                     2,212,939      6,206,933      3,409,871      3,180,507 
                                               -------------  -------------  -------------  -------------
Gross increase in fund shares                   12,253,958     18,889,920      6,274,197     14,375,864 
Redemptions of fund shares                       (5,905,325)   (13,067,587)   (12,628,112)   (10,831,841)
                                               -------------  -------------  -------------  -------------
Net increase (decrease) from 
  share transactions                             6,348,633      5,822,333      (6,353,915)    3,544,023 
                                               -------------  -------------  -------------  -------------
Net increase (decrease) in net assets         $ 14,801,001   $ 16,155,510   $  (3,515,480) $  9,006,814 

TOTAL NET ASSETS:

Beginning of period                             39,633,887     54,434,888     46,645,904     43,130,424 
                                               -------------  -------------  -------------  -------------

End of period                                 $ 54,434,888   $ 70,590,398   $ 43,130,424   $ 52,137,238 
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------

Undistributed net investment income           $     43,429   $     45,273   $    787,475   $    770,140 
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------




</TABLE>

The accompanying notes to the financial statements are an integral part of these
statements.
- -------------------------------------------------------------------------------

                                          37
<PAGE>


AHA INVESTMENT FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1997

NOTE 1.

SIGNIFICANT ACCOUNTING POLICIES

The following are the significant accounting policies of Full Maturity Fixed
Income, Limited Maturity Fixed Income, Diversified Equity and Balanced
Portfolios (the "Portfolios"), each a series of AHA Investment Funds, Inc., a
Maryland corporation, ("Fund").

SECURITY VALUATIONS

All securities are recorded at fair market value as of June 30, 1997. Securities
traded on national securities exchanges are valued at last reported sales prices
or, if there are no sales, at the latest bid quotation. Each over-the-counter
security for which the last sale price is available from NASDAQ is valued at
that price. All other over-the-counter securities for which reliable quotations
are available are valued at the latest bid quotation. Securities convertible
into equity securities are valued at the greater of latest bid valuation or net
conversion value. Other assets and securities are valued by a method that the
Board of Directors believes represents a fair value.

ACCOUNTING FOR FUTURES

The Fund may enter into long or short positions in futures contracts in order to
hedge against the effect of changing values on portfolio securities held. When
the Fund enters into a futures contract, it is required to deposit, into a
segregated account at its custodian bank, U.S. Government securities as a
guarantee that it will meet the futures commitment. Each day the Fund receives
or pays cash, called "variation margin," equal to the daily change in the market
value of the futures contracts. Such receipts and payments are recorded as
unrealized gains or losses until the futures contracts expire or are closed out.
Risks of entering into futures contracts include the possibility that there may
be an illiquid market at the time the Portfolios seek to close out a contract
and changes in the value of the futures contract may not correlate with changes
in the value of the portfolio securities being hedged. The Full Maturity Fixed
Income and Balanced Portfolios had open futures contracts as of June 30, 1997.

ACCOUNTING FOR OPTIONS

The Fund may purchase and write (sell) put and call options on U.S. securities,
stock indices, and futures contracts that are traded on U.S. securities
exchanges and over-the-counter markets.


                                          38
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

ACCOUNTING FOR OPTIONS (CONTINUED)

The risk associated with purchasing an option is that the Fund pays a premium
whether or not the option is exercised. Additionally, the Fund bears the risk of
loss of premium and change in market value should the counterparty not perform
under the contract. Put and call options purchased are accounted for in the same
manner as portfolio securities. The cost of securities acquired through the
exercise of call options is increased by premiums paid. The proceeds from
securities sold through the exercise of put options are decreased by the
premiums paid.

When the Fund writes an option, the premium received by the Fund is recorded as
a liability and is subsequently adjusted to the current market value of the
option written. Premiums received from writing options which expire unexercised
are recorded by the Fund on the expiration date as realized gains from option
transactions. The difference between the premium and the amount paid on
effecting a close purchase transaction, including brokerage commissions, is also
treated as a realized gain, or if the premium is less than the amount paid for
the closing purchase transaction, as a realized loss. If a call option is
exercised, the premium is added to the proceeds from the sale of the underlying
security or currency in determining whether the Fund has realized a gain or
loss. If a put option is exercised, the premium reduces the cost basis of the
security or currency purchased by the Fund. In writing an option, the Fund bears
the market risk of an unfavorable change in the price of the security or
currency underlying the written option. Exercise of an option written by the
Fund could result in the Fund selling or buying a security or currency at a
price different from the current market value. Transactions in put options
written for the year ending June 30, 1997 for the Fund were as follows:


<TABLE>
<CAPTION>


- ---------------------------------------------------------------------------------------------------------

                                                  FULL MATURITY           
                                                  FIXED INCOME                  BALANCED                
                                                  ------------------------      ------------------------
                                                  NUMBER OF       PREMIUMS      NUMBER OF       PREMIUMS
                                                  CONTRACTS       (000'S)       CONTRACTS       (000'S) 

- ---------------------------------------------------------------------------------------------------------
<S>                                               <C>             <C>           <C>             <C>     

Options Outstanding at                                   28       $ 25,438              9       $  8,438
Beginning of Year

Options Written                                         215       $ 95,622             67       $ 33,245

Option Terminated in Closing                            110       $ 57,126             42       $ 22,535
Purchase Transaction

Options Expired                                         133       $ 36,122             34       $ 10,933

Options Outstanding at                                    0       $      0              0       $      0
06/30/97

- ---------------------------------------------------------------------------------------------------------



</TABLE>

The Limited Maturity and Diversified Equity Portfolios did not purchase or hold
any options during the fiscal year.


                                          39
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

INVESTMENT OBJECTIVES

FULL MATURITY FIXED INCOME PORTFOLIO

Seeks over the long term the highest level of income consistent with
preservation of capital. Invests primarily in high quality fixed income
securities. There is no restriction on the maximum maturity of the securities
purchased. The average dollar-weighted maturity will vary and may exceed 20
years.

LIMITED MATURITY FIXED INCOME PORTFOLIO

Seeks a high level of current income, consistent with preservation of capital
and liquidity. Invests primarily in high quality fixed income securities and
maintains an average dollar-weighted portfolio maturity of five years or less.

DIVERSIFIED EQUITY PORTFOLIO

Seeks long-term capital growth. Invests primarily in equity securities and
securities having equity characteristics.

BALANCED PORTFOLIO

Seeks a combination of growth of capital and income. Invests varying proportions
of its assets in equity and fixed income securities, with not less than 25
percent of total assets invested in fixed income securities.

REPURCHASE AGREEMENTS

The Fund may enter into repurchase agreements with respect to any of the types
of securities in which they are authorized to invest without regard to the
maturity of the underlying security. Repurchase agreements will be effected only
with banks, savings institutions and broker-dealers. They involve the purchase
by a Portfolio of a debt security with the condition that, after a stated period
of time, the original seller will buy back the same security at a predetermined
price or yield. Repurchase agreements are used to enhance liquidity and to earn
income for periods as short as overnight. To minimize risk, the securities
underlying each repurchase agreement will be maintained with the Fund's
custodian, or a subcustodian, in an amount at least equal in value to the
repurchase price under the agreement (including accrued interest thereunder),
and such agreements will only be effected with parties that meet certain
creditworthiness standards. However, in the event the other party to the
repurchase agreement fails to repurchase the securities subject to such
agreement, a Portfolio could suffer a loss to the extent it is precluded from
selling the securities or, if due to delays, proceeds from the sale are less
than the repurchase price. The Fund had no outstanding repurchase agreements as
of June 30, 1997.


                                          40
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

FEDERAL INCOME TAXES

No provision is made for Federal Income Taxes since the Portfolios elect to be
taxed as "regulated investment companies" and make such distributions to their
shareholders as to be relieved of all Federal income taxes under provisions of
current Federal tax law. At June 30, 1997, the Funds' most recent fiscal year
end, the approximate capital loss carryforwards for U.S. Federal income tax
purposes for the Full Maturity Fixed Income Portfolio and the Limited Maturity
Fixed Income Portfolio were approximately $1,800,000 and $3,700,000
respectively. This capital loss carryforward expires beginning in the year
ending June 30, 2003 and is available to offset future capital gains.

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of increases and decreases in net assets from operations
during the reporting period. Actual results could differ from those estimates.

OTHER INFORMATION

The accounts of the Fund are kept on the accrual basis of accounting. Securities
transactions are recorded on the trade date. Realized gains or losses from sales
of securities are determined on the specific identification cost basis. Dividend
income is recognized on the ex-dividend date.

NOTE 2.

FUND DISTRIBUTIONS

The Full Maturity Fixed Income Portfolio and the Limited Maturity Fixed Income
Portfolio declare income dividends from net investment income daily and pay
these dividends monthly, on the last day of every month.

In the Diversified Equity Portfolio and Balanced Portfolio, dividends from net
investment income are declared on the thirteenth day of the last month of each
quarter; the ex-dividend date is the fourteenth; and payment is made on the
fifteenth. The aggregate distributions of net investment income for the
Diversified Equity Portfolio and Balanced Portfolio were $0.34 and $0.39 per
share, respectively, during the year ended June 30, 1997.

During the year ended June 30, 1997, the Diversified Equity and Balanced
Portfolios made a long-term capital gain distribution of $1.3355 and $0.8111 per
share, respectively.

During the year ended June 30, 1997, the Diversified Equity and Balanced
Portfolios made a short-term capital gain distribution of $0.7162 and $0.3417
per share, respectively.


                                          41
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 3.

DIRECTORS' FEES AND TRANSACTIONS WITH AFFILIATES

Directors not affiliated with Hewitt Associates LLC ("Hewitt") or American
Hospital Association ("AHA") receive $1,000 for each quarterly meeting and $500
for each special meeting of the Board of Directors, or committee thereof, (plus
travel expenses). No remuneration has been paid to any principal or employee of
the Fund's investment consultant, Hewitt, or any director or officer of AHA. The
investments of the Portfolios are managed by various advisory organizations
which serve as the investment managers. The Fund pays no fees to Hewitt or to
the investment managers. 

Hewitt is compensated for its services by the shareholders pursuant to The
Program Services Agreement it has with each shareholder, under which Hewitt
provides asset allocation consulting and certain other services. Fees of the
investment managers are paid by Hewitt.

Hewitt has voluntarily undertaken to pay certain expenses of the Portfolios (or
to reimburse the Portfolios for certain expenses) as may be necessary to limit
total expenses of the Portfolios to specified amounts. American Hospital
Association Services, Inc. has, in this regard, agreed to reimburse Hewitt for
one-half of the amounts incurred by Hewitt pursuant to this undertaking. The
maximum expense as a percent of average net assets for the Full Maturity Fixed
Income Portfolio, the Limited Maturity Fixed Income Portfolio, the Diversified
Equity Portfolio, and the Balanced Portfolio is 0.50% (annual percentage). The
Portfolios have reached asset levels which allow the reduction of expenses to
percentage amounts below that set forth above. The Portfolios may reimburse
Hewitt for the expenses of the Portfolios it voluntarily has absorbed on or
after September 1, 1989, provided that such reimbursement does not cause the
percentage expense limitations set forth above to be exceeded and is approved by
the Board of Directors of the Fund. There is no commitment, however, by the Fund
to make any such reimbursement. As of June 30, 1997, approximate expenses paid
on behalf of or reimbursed to the Portfolio by Hewitt since September 1, 1989
were:  $101,400 for the Full Maturity Fixed Income Portfolio; $41,000 for the
Limited Maturity Fixed Income Portfolio; $116,000 for the Diversified Equity
Portfolio; and $10,900 for the Balanced Portfolio.

NOTE 4.

SHORT-TERM DEBT

To facilitate portfolio liquidity, each Portfolio is authorized to borrow
against portfolio securities. During the year ended June 30, 1997, there were no
borrowings.


                                          42
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 5.

INVESTMENT TRANSACTIONS

The aggregate cost of purchases and proceeds from sales of securities (exclusive
of short-term obligations) for the year ended June 30, 1997, is presented below:

- --------------------------------------------------------------------------------

PORTFOLIO                         PURCHASES           SALES
- --------------------------------------------------------------------------------

Full Maturity Fixed Income        $ 165,788,324       $ 165,054,529
Limited Maturity Fixed Income     $ 184,359,083       $ 223,310,523
Diversified Equity                $  39,099,939       $  40,207,229
Balanced                          $  74,318,606       $  74,758,884

- --------------------------------------------------------------------------------



At June 30, 1997, gross unrealized appreciation and depreciation of investments
and futures on a tax basis and the cost of investments for financial reporting
purposes and for Federal income tax purposes were as follows:

- --------------------------------------------------------------------------------

                                                        COST OF INVESTMENTS
                                                       ------------------------
                                                       FINANCIAL       FEDERAL 
PORTFOLIO             APPRECIATION   DEPRECIATION      REPORTING     INCOME TAX
- --------------------------------------------------------------------------------

Full Maturity 
  Fixed Income         $   360,050     $  406,133   $ 52,541,639  $  52,541,639
                                  
Limited Maturity 
  Fixed Income         $   510,937     $  193,304   $138,676,439  $ 138,676,439

Diversified Equity     $16,695,129     $  486,491   $ 54,406,462  $  54,406,462

Balanced               $ 9,033,844     $  263,448   $ 43,972,284  $  43,972,284
- --------------------------------------------------------------------------------


                                          43
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 6.

TRANSACTIONS IN CAPITAL STOCK SHARES

<TABLE>
<CAPTION>

- ---------------------------------------------------------------------------------------------------------
                                              FOR THE YEAR ENDED JUNE 30, 1997           
                                              -----------------------------------------------------------
                                              FULL           LIMITED      
                                              MATURITY       MATURITY       DIVERSIFIED  
                                              FIXED INCOME   FIXED INCOME   EQUITY         BALANCED     
                                              PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO    

- ---------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>            <C>            <C>          

Transactions in capital stock shares
  were as follows:

Subscriptions of fund shares                        728,559      4,085,237        626,127        749,529
Investment income dividends
  reinvested                                        328,533        770,472         57,517         81,362
Capital gains distribution
  reinvested                                              0              0        354,075        238,777
                                               -------------  -------------  -------------  -------------
Gross increase in fund shares                     1,057,092      4,855,709      1,037,719      1,069,668
Redemptions of fund shares                       (1,402,731)   (10,872,326)      (724,547)      (784,519)
                                               -------------  -------------  -------------  -------------
Net increase (decrease) in fund shares             (345,639)    (6,016,617)       313,172        285,149
Beginning of Year                                 5,536,063     19,890,517      3,094,286      3,222,380
                                               -------------  -------------  -------------  -------------
End of Year                                       5,190,424     13,873,900      3,407,458      3,507,529
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------
- ---------------------------------------------------------------------------------------------------------



</TABLE>


<TABLE>
<CAPTION>


- ---------------------------------------------------------------------------------------------------------

                                              FOR THE YEAR ENDED JUNE 30, 1996                          
                                              ----------------------------------------------------------
                                              FULL           LIMITED      
                                              MATURITY       MATURITY       DIVERSIFIED  
                                              FIXED INCOME   FIXED INCOME   EQUITY         BALANCED     
                                              PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO    
- ---------------------------------------------------------------------------------------------------------
<S>                                           <C>            <C>            <C>            <C>
Transactions in capital stock shares
  were as follows:
Subscriptions of fund shares                      1,752,269      5,384,961        563,437        121,597
Investment income dividends
  reinvested                                        269,138        904,877         62,641         97,469
Capital gains distribution
  reinvested                                              0              0        139,442        273,885
                                               -------------  -------------  -------------  -------------
Gross increase in fund shares                     2,021,407      6,289,838        765,520        492,951
Redemptions of fund shares                         (520,065)    (4,674,879)      (355,860)      (963,559)
                                               -------------  -------------  -------------  -------------
Net increase (decrease) in fund shares            1,501,342      1,614,959        409,660       (470,608)
Beginning of Year                                 4,034,721     18,275,558      2,684,626      3,692,988
                                               -------------  -------------  -------------  -------------
End of Year                                       5,536,063     19,890,517      3,094,286      3,222,380
                                               -------------  -------------  -------------  -------------
                                               -------------  -------------  -------------  -------------
- ---------------------------------------------------------------------------------------------------------


</TABLE>


                                          44
<PAGE>


NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 7:

FINANCIAL HIGHLIGHTS
FOR A FUND SHARE OUTSTANDING THROUGHOUT EACH PERIOD:
FULL MATURITY FIXED INCOME PORTFOLIO


<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------------------------------

                                     PERIOD ENDED JUNE 30
                                     ----------------------------------------------------------------------------------------
                                     1989 (A)     1990      1991      1992      1993      1994      1995      1996      1997

- ------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>        <C>       <C>       <C>       <C>       <C>        <C>       <C>       <C>  

NET ASSET VALUE, BEGINNING OF PERIOD  $10.00    $10.30    $10.01    $10.03    $10.58    $10.76     $9.48     $9.88     $9.63

 INCOME FROM INVESTMENT OPERATIONS
 Net investment income                  0.55*     0.78*    0.79*      0.75      0.72      0.59      0.65      0.65      0.65
 Net realized and unrealized 
   gain (loss) on investments
   and futures                          0.30     (0.29)     0.02      0.64      0.53     (0.64)     0.40     (0.25)     0.16
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
  Total from Investment 
     Operations                         0.85      0.49      0.81      1.39      1.25     (0.05)     1.05      0.40      0.81

 LESS DISTRIBUTIONS:
  Net investment income                (0.55)    (0.78)    (0.79)    (0.75)    (0.72)    (0.59)    (0.65)    (0.65)    (0.65)
  Net realized capital gains           (0.00)    (0.00)    (0.00)    (0.09)    (0.35)    (0.64)    (0.00)    (0.00)    (0.00)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
    Total Distributions                (0.55)    (0.78)    (0.79)    (0.84)    (1.07)    (1.23)    (0.65)    (0.65)    (0.65)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------

NET ASSET VALUE, END OF PERIOD        $10.30    $10.01    $10.03    $10.58    $10.76     $9.48     $9.88     $9.63     $9.79
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------


TOTAL RETURN ON NET ASSET VALUE(B)      8.60%     4.62%     7.87%    13.66%    11.98%    -1.43%    10.99%     3.58%     8.09%

RATIOS/SUPPLEMENTAL DATA:
Net Assets, End of Period 
 (in thousands)                       $1,422   $11,134   $19,893   $47,500   $52,094   $48,752   $39,874   $53,292   $50,796
Ratio of Expenses to Average 
 Net Assets                             0.50%*    0.50%*    0.50%*    0.42%     0.27%     0.24%     0.21%     0.21%     0.21%
Ratio of Net Investment Income to 
  Average Net Assets                    8.12%*    8.44%*    8.06%*    7.37%     6.77%     5.67%     6.88%     6.52%     6.63%
Ratio of Expenses to Average Net 
 Assets(C)                              1.94%     1.36%     0.89%     0.42%     0.27%     0.24%     0.21%     0.21%     0.21%
Ratio of Net Investment Income to 
  Average Net Assets(C)                 6.67%     7.56%     7.68%     7.37%     6.77%     5.67%     6.88%     6.52%     6.63%
Portfolio turnover rate               234.20%   203.83%   411.24%   252.89%   266.03%   331.63%   279.42%   283.13%   304.93%





</TABLE>


- ---------------------------------
*   Reflects the waiver of certain management fees and reimbursement of certain
    other expenses by the Investment Advisor.
(A) Commencement date for the Full Maturity Fixed Income Portfolio was October
    20, 1988. 
(B) Total Return on Net Asset Value is net of the management fee of 0.50% per
    annum.
(C) Ratios include all management fees and expenses.
- -------------------------------------------------------------------------------

                                          45
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 7:   

FINANCIAL HIGHLIGHTS
FOR A FUND SHARE OUTSTANDING THROUGHOUT EACH PERIOD:
LIMITED MATURITY FIXED INCOME PORTFOLIO
                                                      
<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------------------------------

                                      PERIOD ENDED JUNE 30
                                      ----------------------------------------------------------------------------------------
                                     1989 (A)     1990      1991      1992      1993      1994      1995      1996      1997

- ------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>        <C>       <C>       <C>       <C>       <C>        <C>       <C>       <C>  
NET ASSET VALUE, BEGINNING OF PERIOD  $10.00    $10.07     $9.98    $10.11    $10.48    $10.52    $10.09    $10.22    $10.12

 INCOME FROM INVESTMENT OPERATIONS
 Net investment income                  0.43*     0.77*     0.74*     0.64      0.49      0.49      0.62      0.62      0.61
 Net realized and unrealized
   gain (loss) on investments 
   and futures                          0.07     (0.09)     0.13      0.45      0.12     (0.32)     0.13     (0.10)     0.04
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
   Total from Investment Operations     0.50      0.68      0.87      1.09      0.61      0.17      0.75      0.52      0.65

 LESS DISTRIBUTIONS:
  Net investment income                (0.43)    (0.77)    (0.74)    (0.64)    (0.49)    (0.49)    (0.62)    (0.62)    (0.61)
  Net realized capital gains           (0.00)    (0.00)    (0.00)    (0.08)    (0.08)    (0.11)    (0.00)    (0.00)    (0.00)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
   Total Distributions                 (0.43)    (0.77)    (0.74)    (0.72)    (0.57)    (0.60)    (0.62)    (0.62)    (0.61)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------

NET ASSET VALUE, END OF PERIOD        $10.07     $9.98    $10.11    $10.48    $10.52    $10.09    $10.22    $10.12    $10.16
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------


TOTAL RETURN ON NET ASSET VALUE(B)      5.01%     6.52%     8.49%    10.46%     5.49%     1.14%     7.19%     4.66%     6.03%

RATIOS/SUPPLEMENTAL DATA:
Net Assets, End of Period 
 (in thousands)                       $6,284   $18,522   $30,151  $101,881  $162,694  $189,542  $186,856  $201,196  $141,023
Ratio of Expenses to Average Net 
   Assets                               0.50%*    0.50%*    0.50%*    0.29%     0.17%     0.14%     0.12%     0.10%     0.12%
Ratio of Net Investment Income to 
  Average Net Assets                    8.49%*    8.04%*    7.49%*    6.02%     4.66%     4.73%     6.17%     6.03%     6.04%
Ratio of Expenses to Average 
 Net Assets(C)                          1.97%     0.88%     0.55%     0.29%     0.17%     0.14%     0.12%     0.10%     0.12%
Ratio of Net Investment Income to 
  Average Net Assets(C)                 7.01%     7.66%     7.45%     6.02%     4.66%     4.73%     6.17%     6.03%     6.04%
Portfolio turnover rate                 0.00%   137.50%   279.16%    99.86%   167.38%   178.01%   155.12%   132.75%   121.70%



</TABLE>

- --------------------------------------------
*   Reflects he waiver of certain management fees and reimbursement of certain
    other expenses by the Investment Advisor.
(A) Commencement date for the Limited Maturity Fixed Income Portfolio was
    December 22, 1988.
(B) Total Return on Net Asset Value is net of the management fee of 0.50% per
    annum.
(C) Ratios include all management fees and expenses. 
- --------------------------------------------------------------------------------


                                          46
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 7:

FINANCIAL HIGHLIGHTS
FOR A FUND SHARE OUTSTANDING THROUGHOUT EACH PERIOD:
DIVERSIFIED EQUITY PORTFOLIO

<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------------------------------

                                      PERIOD ENDED JUNE 30
                                      ----------------------------------------------------------------------------------------
                                     1989 (A)     1990      1991      1992      1993      1994      1995      1996      1997

- ------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>        <C>       <C>       <C>       <C>       <C>        <C>       <C>       <C>  

NET ASSET VALUE, BEGINNING OF PERIOD  $10.00    $11.16    $11.42    $11.47    $12.95    $13.95    $13.90    $14.76    $17.59

 INCOME FROM INVESTMENT OPERATIONS
 Net investment income                  0.35*     0.43*     0.35*     0.31*     0.25*     0.26      0.29      0.35      0.34
 Net realized and unrealized gain
   on investments                       1.12      0.52      0.08      1.52      1.70      0.45      2.34      3.57      5.18
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
   Total from Investment Operations     1.47      0.95      0.43      1.83      1.95      0.71      2.63      3.92      5.52

 LESS DISTRIBUTIONS:
  Net investment income                (0.31)    (0.44)    (0.34)    (0.31)    (0.25)    (0.26)    (0.29)    (0.35)    (0.34)
  Net realized capital gains           (0.00)    (0.25)    (0.04)    (0.04)    (0.70)    (0.50)    (1.48)    (0.74)    (2.05)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
   Total Distributions                 (0.31)    (0.69)    (0.38)    (0.35)    (0.95)    (0.76)    (1.77)    (1.09)    (2.39)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------

NET ASSET VALUE, END OF PERIOD        $11.16    $11.42    $11.47    $12.95    $13.95    $13.90    $14.76    $17.59    $20.72
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------


TOTAL RETURN ON NET ASSET VALUE(B)     14.45%     7.76%     3.24%    15.14%    14.47%     4.21%    20.11%    26.42%    32.97%

RATIOS/SUPPLEMENTAL DATA:
Net Assets, End of Period
 (in thousands)                       $3,556    $7,920   $10,725   $13,878   $21,087   $22,547   $39,634   $54,435   $70,590
Ratio of Expenses to Average 
 Net Assets                             0.50%*    0.50%*    0.50%*    0.50%*    0.50%*    0.40%     0.31%     0.18%     0.17%
Ratio of Net Investment Income to 
  Average Net Assets                    4.88%*    4.45%*    3.37%*    2.13%*    1.90%*    1.83%     2.30%     2.09%     1.83%
Ratio of Expenses to 
 Average Net Assets(C)                  2.68%     1.33%     1.08%     0.66%     0.53%     0.40%     0.31%     0.18%     0.17%
Ratio of Net Investment Income to 
  Average Net Assets(C)                 2.70%     3.61%     2.80%     1.97%     1.87%     1.83%     2.30%     2.09%     1.83%
Portfolio turnover rate                29.99%    33.57%    72.49%    65.89%    45.87%   100.45%    68.12%    57.76%    67.31%
Average commission rate(D)               N/A       N/A       N/A       N/A       N/A       N/A       N/A       N/A    0.0368
 




</TABLE>
- -------------------------------------------------------------------------------
*   Reflects the waiver of certain management fees and reimbursement of certain
    other expenses by the Investment Advisor.
(A) Commencement date for the Diversified Equity Portfolio was October 20, 1988.
(B) Total Return on Net Asset Value is net of the management fee of 0.75% per
    annum.
(C) Ratios include all management fees and expenses.
(D) Disclosure not applicable to prior periods.

- -------------------------------------------------------------------------------
                                          47
<PAGE>


NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 7:

FINANCIAL HIGHLIGHTS
FOR A FUND SHARE OUTSTANDING THROUGHOUT EACH PERIOD:
BALANCED PORTFOLIO


<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------------------------------

                                      PERIOD ENDED JUNE 30
                                      ----------------------------------------------------------------------------------------
                                     1989 (A)     1990      1991      1992      1993      1994      1995      1996      1997

- ------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>        <C>       <C>       <C>       <C>       <C>        <C>       <C>       <C>  
NET ASSET VALUE, BEGINNING OF PERIOD  $10.00    $10.68    $10.69    $10.87    $12.03    $12.76    $11.66    $12.63    $13.38

 INCOME FROM INVESTMENT OPERATIONS
 Net investment income                  0.39*     0.56*     0.54*     0.44      0.44      0.42      0.32      0.41      0.37
 Net realized and unrealized
 gain (loss) on investments 
   and futures                          0.64      0.11      0.21      1.16      1.18     (0.26)     1.44      1.98      2.65
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
   Total from Investment Operations     1.03      0.67      0.75      1.60      1.62      0.16      1.76      2.39      3.02

 LESS DISTRIBUTIONS:
  Net investment income                (0.35)    (0.56)    (0.57)    (0.44)    (0.44)    (0.42)    (0.32)    (0.41)    (0.39)
  Net realized capital gains           (0.00)    (0.10)    (0.00)    (0.00)    (0.45)    (0.84)    (0.47)    (1.23)    (1.15)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
   Total Distributions                 (0.35)    (0.66)    (0.57)    (0.44)    (0.89)    (1.26)    (0.79)    (1.64)    (1.54)
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------

NET ASSET VALUE, END OF PERIOD        $10.68    $10.69    $10.87    $12.03    $12.76    $11.66    $12.63    $13.38    $14.86
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------
                                      -------   -------   -------   -------   -------   -------   -------   -------   -------


TOTAL RETURN ON NET ASSET VALUE(B)      9.96%     5.34%     6.62%    13.99%    13.02%     0.29%    14.97%    19.20%    23.23%

RATIOS/SUPPLEMENTAL DATA:
Net Assets, End of Period 
  (in thousands)                     $13,545   $34,565   $33,547   $34,853   $41,313   $46,523   $46,646   $43,130   $52,137
Ratio of Expenses to 
  Average Net Assets                    0.50%*    0.50%*    0.50%*    0.38%     0.31%     0.26%     0.21%     0.23%     0.23%
Ratio of Net Investment Income to 
   Average Net Assets                   6.06%*    6.12%*    4.92%*    3.73%     3.51%     3.39%     4.12%     3.08%     2.81%
Ratio of Expenses 
  to Average Net Assets(C)              1.27%     0.52%     0.52%     0.38%     0.31%     0.26%     0.21%     0.23%     0.23%
Ratio of Net Investment Income to 
  Average Net Assets(C)                 5.29%     6.11%     4.89%     3.73%     3.51%     3.39%     4.12%     3.08%     2.81%
Portfolio turnover rate               106.23%   132.60%   201.36%   201.93%   132.14%   208.31%   160.41%   146.69%   173.60%
Average commission rate(D)               N/A       N/A       N/A       N/A       N/A       N/A       N/A       N/A    0.0571
 




</TABLE>
- -------------------------------------------------------------------------------
*    Reflects the waiver of certain management fees and reimbursement of certain
     other expenses by the Investment Advisor.
(A)  Commencement date for the Balanced Portfolio was October 20, 1988.
(B)  Total Return on Net Asset Value is net of the management fee of 0.75% per
     annum.
(C)  Ratios include all management fees and expenses. 
(D)  Disclosure not applicable to prior periods.
- --------------------------------------------------------------------------------


                                          48
<PAGE>

To the Shareholders and
Board of Directors of

AHA Investment Funds, Inc.-
    Full Maturity Fixed Income Portfolio
    Limited Maturity Fixed Income Portfolio
    Diversified Equity Portfolio
    Balanced Portfolio:
    
In planning and performing our audit of the financial statements of AHA
INVESTMENT FUNDS, INC. (a Maryland corporation, comprising the Full Maturity
Fixed Income Portfolio, Limited Maturity Fixed Income Portfolio, Diversified
Equity Portfolio and Balanced Portfolio) for the year ended June 30, 1997, we
considered its internal control, including control activities for safeguarding
securities, in order to determine our auditing procedures for the purpose of
expressing our opinion on the financial statements and to comply with the
requirements of Form N-SAR, not to provide assurance on internal control.

The management of AHA Investment Funds, Inc. is responsible for establishing and
maintaining internal control.  In fulfilling this responsibility, estimates and
judgments by management are required to assess the expected benefits and related
costs of control activities.  Generally, control activities that are relevant to
an audit pertain to the entity's objective of preparing financial statements for
external purposes that are fairly presented in conformity with generally
accepted accounting principles.  Those control activities include the
safeguarding of assets against unauthorized acquisition, use or disposition.

Because of inherent limitations in internal control, errors or irregularities
may occur and not be detected.  Also, projection of any evaluation of internal
control to future periods is subject to the risk that it may become inadequate
because of changes in conditions or that the effectiveness of the design and
operation may deteriorate.

Our consideration of internal control would not necessarily disclose all matters
in internal control that might be material weaknesses under standards
established by the American Institute of Certified Public Accountants.  A
material weakness is a condition in which the design or operation of any
specific internal control components does not reduce to a relatively low level
the risk that errors or irregularities in amounts that would be material in
relation to the financial statements being audited may occur and not be detected
within a timely period by employees in the normal course of performing their
assigned functions.  However, we noted no matters involving internal control,
including control activities for safeguarding securities, that we consider to be
material weaknesses as defined above as of June 30, 1997.

This report is intended solely for the information and use of management and the
Securities and Exchange Commission.

/s/ Arthur Andersen L.L.P.

Arthur Andersen L.L.P.
Chicago, Illinois
August 8, 1997


                                          49

<PAGE>

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE

For each of the investment managers of AHA Investment Funds, Inc., a performance
discussion is provided on its segment of the Portfolio. Each of the investment
managers' discussions includes an analysis of investment performance during the
fiscal year ended June 30, 1997, and a description of the principal factors,
including market conditions, investment strategies and techniques that affected
performance. Past performance is not predictive of future performance.

Also included are graphs comparing the performance of the Portfolios to the
performance of broad based securities market indices. These graphs show the
growth of $100,000.00 invested in each Portfolio and the growth of the same
amount invested in a comparable index since inception of the Portfolio through
June 30, 1997. The graph of each of the Portfolios is shown, net of all fees and
expenses. These fees include the program services fee of the AHA Program. The
graphs assume the reinvestment of all dividends/interest for both the Portfolios
and indices. Listed below is additional information related to the Portfolios.

FULL MATURITY FIXED INCOME PORTFOLIO
- --------------------------------------------------------------------------------
                                                      STARING        PERCENT OF
INVESTMENT MANAGER                                    DATE           PORTFOLIO 
- -----------------------------------------             ----------     ----------

Western Asset Management Company                      07/01/95            50%
Firstar Investment Research & Mgmt. Co., LLC          12/01/96            50%

- --------------------------------------------------------------------------------

LIMITED MATURITY FIXED INCOME PORTFOLIO
- --------------------------------------------------------------------------------
                                                      STARTING       PERCENT OF
INVESTMENT MANAGER                                    DATE           PORTFOLIO 
- -----------------------------------------             ----------     ----------

The Patterson Capital Corporation                     12/22/88            100%

- --------------------------------------------------------------------------------

DIVERSIFIED EQUITY PORTFOLIO
- -------------------------------------------------------------------------------
                                                      STARTING       PERCENT OF
INVESTMENT MANAGER                                    DATE           PORTFOLIO 
- -----------------------------------------             ----------     ----------

Cambiar Investors, Inc.                               10/20/88            50%
Investment Research Company                           12/01/93            50%

- --------------------------------------------------------------------------------

BALANCED PORTFOLIO
- -------------------------------------------------------------------------------
                                                      STARTING       PERCENT OF
INVESTMENT MANAGER                                    DATE           PORTFOLIO 
- -----------------------------------------             ----------     ----------

Avatar Investors Associates Corporation               10/20/88            20%
Cambiar Investors, Inc.                               12/01/93            50%
Western Asset Management Company                      07/01/95            30%

                                          50
<PAGE>

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

FULL MATURITY FIXED INCOME PORTFOLIO

Western Asset Management Company (manages 50% of the Portfolio)


During the fiscal year ended June 30, 1997, the total return of the Full
Maturity Fixed Income Portfolio, net of all fees and expenses, was 8.09%,
compared to the Lehman Brothers Aggregate Bond Index ("LB Aggregate Index"),
which had a total return of 8.14% for the same period. The gross return of the
segment of the Portfolio managed by Western Asset Management Company ("WAMCO")
was 9.36%. The principal factors which affected performance during the fiscal
year are discussed below.

The past year was characterized by relatively volatile interest rates which
ended the period somewhat lower than they began, a reasonably robust economy,
and a significant decline in measured inflation.  Investors' concerns were
centered mainly around the strength of the economy, in the belief that excessive
growth would eventually generate rising inflation pressures.  Perhaps the most
significant event of the past year was the surprising conclusion to the
growth/inflation drama:  even as growth accelerated, inflation continue to fall,
reaching levels we have not seen since the 1950s.

For the 12-month period ending June 30, 1997, the Portfolio outperformed its
benchmark, with a total return of 9.36% vs. 8.14% for the Lehman Aggregate
Index.  These results were achieved through a variety of successful strategies.
Performance was positively impacted by the fact that the Portfolio held a long
duration posture throughout the period and interest rates fell on balance. 
WAMCO felt that inflation fundamentals were solid, and that the secular
disinflation observed over the course of the current business cycle was likely
to continue.  This created an environment conducive to a gradual decline in
interest rates, which appeared high relative to prospective inflation.  Indeed,
inflation in the first half of 1997 fell to levels not seen since the 1950s,
when bonds yielded 4% and mortgages were available at 5%.   Consistent with
WAMCO's desire to avoid excessive risk, the Portfolio's duration ranged from
110% to 120% of its benchmark duration.

Yield curve positioning also contributed to results, as yield curve exposure
successfully anticipated all three major shifts in the shape of the yield curve.
The yield curve steepened throughout the summer and into early fall of 1996 as
the economy weakened, and this benefitted the Portfolio's bullet exposure to
maturities.  By November, the manager had reversed course and adopted a barbell
exposure to maturities, which benefitted as the economy strengthened and the
yield curve flattened.  The second quarter of 1997 saw a replay of the first
period, as a slowing economy led to a steeper curve and this benefitted the
Portfolio's emphasis on intermediate maturities.

Mortgage overweighting throughout the past year was a positive contributor to
performance as well, as mortgages outperformed all other sectors.  Emphasis
within the mortgage sector was focused on lower coupon issues, seasoned issues
and commercial mortgage-backed securities, as all of these were less likely than
others to suffer from prepayment risk in a declining interest rate environment. 
Moderate corporate overexposure throughout the past year also added to returns,
particularly the manager's emphasis on the lower end of the investment quality
scale where returns generally exceeded market returns.  Corporate exposure was
overweighted on average throughout the period, but relatively light compared to
the managers' historical preference for the sector. The decision to minimize
corporate exposure was driven by the historically low level of spreads
available, and by the manager's 


                                          51
<PAGE>

determination that the economy was likely to be somewhat weaker on balance than
the market seemed to be expecting.  Lately, disinflation trends have continued
to the point where deflation risks are beginning to surface, and this could pose
problems for corporate earnings going forward.


                                          52
<PAGE>

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

FULL MATURITY FIXED INCOME PORTFOLIO

Firstar Investment Research & Management Company, LLC (manages 50% of the
Portfolio) 

During the fiscal year ended June 30, 1997, the total return of the Full
Maturity Fixed Income Portfolio, net of all fees and expenses, was 8.09%
compared to the Lehman Brothers Aggregate Bond Index (LB Aggregate Index) which
had a total return of 8.14% for the same period. The gross return of the segment
of the Portfolio, managed by Firstar Investment Research & Management Company,
LLC ("FIRMCO") was 3.28% for the first six months 1997. FIRMCO began managing
the Full Maturity Portfolio in December, 1996. The principal factors which
affected performance during this period are discussed below.

FIRMCO seeks to provide an annual rate of total return comparable to that of the
Lehman Brothers Aggregate Bond Index ("the Benchmark"), before expenses.  The
Benchmark is a widely accepted composite of securities representing the bond
market in its entirety.  

In order to achieve this objective, FIRMCO must first match the performance of
the Benchmark.  They do this by keeping the assets of the Portfolio "DURATION
NEUTRAL" to the assets of the Benchmark, whereas many fixed income managers
lengthen (shorten) a portfolio's average maturity or duration when they expect
interest rates to decline (rise), FIRMCO does not.  Regardless of their interest
rate forecast, FIRMCO holds the duration of the Portfolio equivalent to that of
the Benchmark.  This ensures that the Portfolio has the same sensitivity to
changes in interest rates as the Benchmark.  They have found that even
professional fixed income managers cannot consistently, over long periods of
time, add value to portfolios by implementing interest rate forecasts as
duration bets.  

FIRMCO tracks the performance of the Benchmark, then focuses on adding value in
the Portfolio using three broad-based investment decision strategies:  

YIELD CURVE POSITIONING                               
Selecting the "maturity mix" of securities in the Portfolio which may overweight
or underweight certain maturity segments versus their Benchmark weightings. 
This is done while maintaining the overall portfolio duration equivalent to that
of its Benchmark.

SECTOR ALLOCATION
Selecting sectors of the bond market to overweight or underweight in the
Portfolio versus the Benchmark weightings.  The various sectors include U.S.
Treasury, U.S. Government Agency, Mortgage-Backed Securities, Asset-Backed
Securities, Cash Equivalents, and various corporate sectors such as: 
Industrials, Utilities, Finance, and International.  

ISSUE SELECTION
Selecting securities for the Portfolio is the "basic building block" of all of
our added value work.  Every security that is evaluated for purchase in the
Portfolio is thoroughly researched and tested. With just 43 securities in the
Portfolio, (compared to the Benchmark which has over 6,000), FIRMCO is very
opinionated about each and every security that they choose to buy and hold.  

Duration is a mathematical measure of a bond or bond portfolio's potential
sensitivity to changes in interest rates.  It is similar to "average maturity"
in that it is a measure in years, but it is more precise.  Whereas a bond's
average maturity takes into account only its final 


                                          53
<PAGE>

principal cash flow, duration takes into account a bond's periodic coupon
payments and it's principal cash flow, weighting each of these by the time until
their receipt.  

FIRMCO has been an investment manager for a portion of the Portfolio since
December 1996.  During the last six months, ON THE PORTION OF THE PORTFOLIO THAT
FIRMCO MANAGES, THE PORTFOLIO HAD A GROSS RETURN OF +3.28% VERSUS THE BENCHMARK
RETURN OF +3.09%.  During this time, yields on U.S. Treasury Bonds and Notes
increased slightly.  For example, the 10 year U.S. Treasury Note yielded 6.4% on
12/31/96 and yielded 6.5% on 6/30/97.  Thus, the Benchmark's total return of
+3.09% consists mostly of coupon income for half a year, partially offset by a
modest amount of price depreciation due to the slight rise in interest rates.

The Portfolio's duration is the single most significant determinant of its total
return. In attempting to achieve its objective, the Portfolio may invest in
securities with very long remaining maturities, (30 years or longer), in
addition to shorter bonds and notes.  As of June 30, 1997, the FIRMCO-managed
portion of this Portfolio has an overall AVERAGE PORTFOLIO MATURITY OF 10.2
YEARS, and a DURATION OF 4.6 YEARS.  This duration is equivalent to that of the
Lehman Brothers Aggregate Bond Index.

In the FIRMCO-managed portion of the Portfolio, they track the return of the
Benchmark and added 19 basis points of incremental value, before Portfolio
expenses.  FIRMCO attributes this added value to successful implementation of
our three broad investment strategies:  yield curve positioning, sector
allocation, and issue selection.  

YIELD CURVE POSITIONING:  In terms of the Portfolio's maturity structure, FIRMCO
UNDER-weighted bonds with two years and less remaining to maturity.  This
strategy has worked well, during the past six months, as shorter maturities
underperformed longer maturities on a relative basis.  This performance
advantage was somewhat offset by the Portfolio's OVERweighted position in assets
with three-to-four year maturities which also suffered from being on the short
end of the yield curve.  Positive performance was also attributable to the
Portfolio's holdings in the 15-20 year maturity area.  This sector performed
particularly well during the last six months.  Overall, we believe the portfolio
maturity structure will continue to generate a modest performance benefit for
the balance of 1997.    

SECTOR ALLOCATION:  The Portfolio is over-weighted in several sectors:  Within
the asset-backed sector, we utilize securities backed by credit card receivables
and auto loan receivables as a substitute for other non-U.S. Treasury
securities.  The asset-backed securities that we own tend to be very highly
rated (Aaa/AAA), and very liquid.  FIRMCO believes they have contributed
favorably to the Portfolio's performance.  Other sectors that have helped the
Portfolio are finance, banking, and brokerage issues, international securities
(all are denominated in U.S. dollars), and mortgage-backed securities.  GIVEN
THE HEALTHY U.S. ECONOMIC OUTLOOK, WE ANTICIPATE THAT OUR NON-TREASURY HOLDINGS
WILL CONTINUE TO ADD VALUE TO THE PORTFOLIO.  
   
IN TERMS OF QUALITY, TWO-THIRDS OF THE PORTFOLIO IS INVESTED IN OBLIGATIONS
RATED "AAA" OR HIGHER.  These obligations are primarily composed of U.S.
Treasury bonds, agency mortgage-backed obligations and asset-backed securities.
While the majority of the assets are of the highest quality, the Portfolio has
significant exposure to "A" and "Baa" rated securities.  These investment-grade
bonds contributed favorably to the Portfolio's outperformance during the last
six months.

Since beginning their work on behalf of the AHA Full Maturity Portfolio in
December of 1996, FIRMCO has adhered to the same investment management
discipline.  They have been 


                                          54
<PAGE>

managing fixed income portfolios using this approach for more than eleven years.
THE HALLMARK OF THEIR APPROACH HAS BEEN CONSISTENT PERFORMANCE IN ALL MARKET
ENVIRONMENTS.  FIRMCO'S goal is to continue to deliver consistent performance.  


                                          55
<PAGE>
COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN THE FULL MATURITY FIXED
  INCOME PORTFOLIO AND THE LEHMAN BROTHERS AGGREGATE BOND INDEX FOR THE YEARS 
                                   ENDED JUNE 30,


         Average Annual Total Return
         1 Year              8.09% 
         Since Inception     7.73%

AHA FULL MATURITY PORTFOLIO

         Full Maturity   LB Aggregate
Qtr          Value           Value
- ---          -----           -----
1988       $100,000        $100,000
1989       $108,602        $110,010
1990       $113,624        $118,641
1991       $122,561        $131,321
1992       $139,302        $149,778
1993       $155,986        $167,442
1994       $153,756        $165,249
1995       $170,647        $185,987
1996       $176,763        $195,313
1997       $191,072        $211,220


                                [GRAPH]

INCEPTION DATE FOR THE FULL MATURITY FIXED INCOME PORTFOLIO WAS OCTOBER 20, 
1988.

                                          56
<PAGE>
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

LIMITED MATURITY FIXED INCOME PORTFOLIO

The Patterson Capital Corporation (manages 100% of the Portfolio) 

During the fiscal year ended June 30, 1997, the total return of the Limited
Maturity Fixed Income Portfolio, net of all fees and expenses, was 6.03%
compared to 90-Day U.S. Treasury Bills, which had a total return of 5.06% and
the Lehman Brothers 1-3 Year Government bond Index, which had a total return of
6.58% for the same period. The gross return of the Portfolio,
managed by The Patterson Capital Corporation ("Patterson) was 6.72%. The
principal factors which affected performance during the fiscal year are
discussed below.

The twelve-month period has been marked by a multitude of economic and global
cross currents and very low volatility. Interest rates have remained quite
stable due to minimal activity by the Federal Reserve in adjusting short-term
interest rates. During this period of time, the AHA Limited Maturity Portfolio
managed by Patterson Capital Corporation has posted positive gross returns in
excess of its stated Benchmark.

On the economic front, continued growth (5.9% in 1Q '97) has been met with
benign inflation as measured by the Consumer Price Index and Producer Price
Index. Despite the positive coupling of healthy growth and low inflation, there
remain a few areas of concern. The unemployment rate is currently at only 4.8%,
and low unemployment has historically given way to wage and price pressures,
which eventually led to a pick up in inflation. Other measures of economic
strength, too, suggest that the economy is robust. As evidence, the stock market
continues to soar well beyond most expectations.

Interest rates have been more stable over the last year than in the prior
several years. While 1994 and 1995 were characterized by numerous rate
adjustments by the Federal Reserve, only once in the last twelve months did the
Fed change rates. In March of 1997, the Fed Funds rate was raised from 5.25% to
5.50%. With the Fed virtually on hold, yields had little impetus to trend either
up or down. On 6/30/96, 90-day T-bills yielded 5.15%, 2-year Treasuries yielded
6.11% and 5-year Treasuries yielded 6.46%. One year later, those levels stood at
5.17%, 6.06% and 6.37%, respectively. Also helping to keep a lid on interest
rates has been the explosive growth over the last few years of foreign
participation in the U.S. bond market. Without this support, interest rates
would certainly be higher.

In this sort of environment, taking any maturity/duration risk would not have
been rewarded. We, therefore, moved maturities only slightly during the last
twelve months. The one exception to this approach was in December of 1996, when
Patterson Capital became the sole fixed income manager for the AHA Limited
Maturity Fund. At that time, we received an additional $69 MM in assets whose
maturities were considerably longer than we felt was prudent at the time.
Therefore, we reduced the interest rate risk of the Portfolio by swapping the
longer dated securities for shorter maturity securities. This had a positive
effect on the Portfolio's performance, as longer maturities underperformed
shorter maturities over the next several months. 

In terms of the maturity structure of the Portfolio, maturities were kept
primarily in the 1-3 year range, with the overall weighted average maturity of
the entire portfolio at approximately 2-years. This is the maturity of the
Benchmark (2-year Treasury) for the Patterson segment of the Portfolio. In order
to maintain this maturity range, we employed a continual process of extending
maturities that shortened to under one year. This process of 



                                          57
<PAGE>

"rolling" short maturities benefitted the Portfolio in that over the course of
the year, an additional 40-50 basis points in yield was available in 5-year
maturities as compared to 1-year maturities.

Without relying on maturity/duration to enhance the Portfolio's return, we
instead focussed on adding yield product and on keeping the Portfolio's coupon
income high. Over the last year, we have maintained a 35-40% position in a
combination of corporates, government agencies, asset backed securities and
mortgages. While these securities are trading at the thinnest yield advantage to
Treasuries in recent years, they continue to outperform. Corporate yield spreads
began to widen at the end of the first quarter of 1997. We, therefore,
discontinued new purchases in this sector until spreads began to stabilize in
the second quarter. A small percentage of high coupon mortgage securities, which
were inherited in December 1996, were held during the first few months of 1996
as mortgages were outperforming Treasuries. Ultimately they were sold very near
the high prices of the year. Lastly, we avoided some spread widening in the
asset-backed sector by selling our holdings of a Banc One security (another
inherited asset), just prior to its being downgraded.

All of the above strategies were employed with the use of domestic, investment
grade securities, thereby keeping the quality and liquidity of the Portfolio
extremely high. We expect that the corporate sector of the fixed income market
will continue to perform well, as stock valuations continue to climb.


                                          58
<PAGE>
COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN THE LIMITED MATURITY 
 FIXED INCOME PORTFOLIO, 90 DAY T-BILLS AND LEHMAN BROTHERS 1-3 YEAR GOVERNMENT
                BOND INDEX FOR THE YEARS ENDED JUNE 30,

         Average Annual Total Return
         1 Year               6.03% 
         Since Inception      6.43%

AHA LIMITED MATURITY PORTFOLIO

Limited Maturity  90-Day T-Bills  LB Gov't 1-3 Year 
Qtr         Value         Value        Value
- ---         -----         -----        -----
1988       $100,000      $100,000     $100,000
1989       $105,014      $104,515     $106,346
1990       $111,860      $112,875     $115,243
1991       $121,362      $120,518     $127,050
1992       $134,059      $125,978     $140,173
1993       $141,425      $129,889     $149,344
1994       $143,031      $134,334     $151,614
1995       $153,312      $141,602     $163,238
1996       $160,454      $148,911     $172,183
1997       $170,125      $156,441     $183,507

                                [GRAPH]

INCEPTION DATE FOR THE LIMITED MATURITY FIXED INCOME PORTFOLIO WAS DECEMBER 22,
1988.

                                           59
<PAGE>
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

DIVERSIFIED EQUITY PORTFOLIO

INVESTMENT RESEARCH COMPANY (MANAGES 50% OF THE PORTFOLIO)

During the fiscal year ended June 30, 1997, the total return of the Diversified
Equity Portfolio, net of all fees and expenses, was 32.97%, compared to the S&P
500 Stock Index, which had a total return of 34.68% for the same period.  The
gross return of the segment of the Portfolio, managed by Investment Research
Company ("IRC"), was 32.34% The principal factors which affected the performance
during the fiscal year are discussed below.

As a disciplined fundamental manager, IRC's failure to keep pace with the market
is attributable to the continued stellar performance of growth stocks. As an
indication of the market's recent clear preference for growth stocks, the recent
twelve month return for the S&P/BARRA Growth index was 38.34% while the
S&P/BARRA Value index lagged behind at 30.81%. While clearly a difficult market
for value managers, the clustering of superior returns among a relatively small
set of growth stocks has made this a difficult market for growth managers as
well. 

IRC's investment process, while biased toward the value style of investing, did
over the course of the last 12 months capture more of the dominant growth and
large capitalization trends in the market with successive rebalancings of the
AHA Diversified Equity Portfolio, as evidenced by the changes in the Portfolio's
underlying characteristics. From June 30, 1996 to June 30, 1997, the 5 year
earnings growth rate of the Portfolio rose from 7.3% to 14.3%, in comparison
with an increase from 8.3% to 13.4% for the capitalization-weighted S&P 500.
During this period, the weighted average market capitalization of the Portfolio
climbed from $25.3 billion to $43.8 billion (a 73% increase) whereas, the
capitalization weighted S&P 500 rose from $34.0 billion to $51.2 billion (a 47%
increase).

While the Portfolio captured more of the stronger growth and large
capitalization factor trends in the market over the past year, it nevertheless
remained value-biased, as measured in part by its price/earnings ratio. At the
end of June, 1996, the price/earnings ratio of the Portfolio was 17.0 in
comparison with 19.7 for the capitalization weighted S&P 500 at 22.7. While
remaining fully invested, IRC continued to avoid those growth stocks selling at
inflated premiums relative to their industry cohorts, as an integral component
of IRC's strategy to control the risk of significant under-performance in the
event of a market downturn.

IRC's approach to valuation and portfolio management centers around diversified
positions in stable, fundamentally attractive securities. Portfolios are kept as
fully invested as practicable and the economic sector weights of all portfolios
closely reflect the weights of the benchmark index. Typically, performance will
be strongest when investors link securities' prices to underlying fundamentals.
Over this past year, the return on the Portfolio, gross of fees, exceeded the
return of the S&P 500 in 7 of the 12 months. The two months of greatest
underperformance were experienced in November, 1996 and May, 1997, during which
the market experienced some of its most explosive growth.

It is worthwhile to note the extreme asymmetry of stock performance. During the
last year, nearly 300 of  the S&P500's constituents lagged the index return by
more than 5.0% while only 155 outperformed the index by 5.0% or more. To further
demonstrate the narrowness of this market, failure to own just thirty specific
S&P 500 stocks (including Microsoft, GE, Intel, 


                                          60
<PAGE>

Coca-Cola) would have cost over 10% in portfolio returns during the last twelve
months. The extraordinary performance of a small group of very large
capitalization growth stocks is a double whammy for IRC since fundamentally
attractive stocks are being neglected and portfolio diversification provided
less of a cushion than would be expected in a broader market move.

It is interesting to note that BARRA's (a quantitative investment consulting
firm) sophisticated 68 factor performance attribution system has had little to
offer in the way of explanation of recent performance. Among the thirteen BARRA
fundamental factors, only the volatility factor has a return appreciably
different than zero over the past twelve months. This factor's solidly negative
return would tell us that, all things being equal, higher volatility companies
have not done as well as low volatility companies on a risk adjusted basis. We
can confirm this result by looking at the return to risk profiles of the two
S&P/BARRA indexes. The Growth Index returned 38% with an annual volatility of
17% while the Value Index earned 31% with an annual volatility of only 13%. So
we see that while Growth investors appear to be having their day in the sun,
Value investors are achieving excellent returns with much lower levels of risk.

We watch the soaring multiples on large capitalization growth stocks, IRC
remains more committed than ever to our objective of long term capital growth
through well diversified, disciplined fundamental investing.


                                          61
<PAGE>

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

DIVERSIFIED EQUITY PORTFOLIO

CAMBIAR INVESTORS, INC. (MANAGES 50% OF THE PORTFOLIO)

During the fiscal year ended June 30, 1997, the total return of the Diversified
Equity Portfolio, net of all fees and expenses, was 32.97%, compared to the S&P
500 Stock Index, which had a total return of 34.68% for the same period. The
gross return for the segment of the Portfolio, managed by Cambiar Investors,
Inc. ("Cambiar") was 35.27% . The principal factors which affected performance
during the fiscal year are discussed below.

The economic backdrop, although frequently giving mixed readings, has generally
provided a positive environment for stocks.  With the exception of a close-to
10% correction in mid-April related to concerns that the Federal Reserve might
raise interest rates due to the possibility of an overheating economy, market
indices have continued to advance strongly. Presently, inflation trends seem to
be moderate and the threat of increased interest rates has abated - at least
temporarily.  Subdued inflation, low interest rates, and healthy economic
fundamentals have contributed to continued strong overall corporate earnings.

Cambiar will continue the practice of building portfolios company-by-company. 
They believe this methodology allows them to maintain their focus on 
valuation and protects their investments on the downside when overall market 
conditions and expectations become inflated.  Cambiar screens for 
attractively valued stocks based on the following characteristics: low 
relative price/earnings, price/book, price/sales, and price/cash flow ratios. 
 Cambiar investment analysts following specific industries evaluate the 
stocks, looking for internal improvements or strategic developments which 
will trigger, in their opinion, above average price appreciation.  The 
portfolios are not restricted by capitalization, although they generally fall 
into the medium-to-large capitalization range.  Portfolios tend to hold 30 to 
40 stocks.

Cambiar attempts to minimize risk by purchasing stocks at the lower end of their
relative valuation range.  They also use a multifaceted sell discipline.  Stocks
become candidates for sale if price appreciation results in overweighing or a
target price based on relative valuation has been reached.  In addition, if the
positive developments they were looking for fail to develop, and they see no
potential improvement on the near horizon, the stock will be sold.

The stocks in the Portfolio participated nicely with the general market
appreciation, but in addition, more than 25% of the Portfolio holdings saw price
appreciation in the fiscal year in excess of 50%.  The relative outperformance
was not in any particular industry but fits the pattern of looking for
undervalued stocks with an unrecognized catalyst that Cambiar has used for
years.  Two of the best performing names this year were IBM and Owens-Illinois
Corporation.

IBM is the largest supplier of advanced information processing technology in the
world and had traditionally been known for its powerful mainframe computer
technology.  When information processing technology evolved more toward the
personal computer and networking systems, IBM was left unprepared.  The Company
found itself bloated with the prospect of slowing sales in its primary mainframe
product line. The Company has spent the past two years restructuring - primarily
through an increased focus on sales of software and services and through cost
reduction.  When IBM was purchased for the AHA Portfolio, the stock was selling
at less than 10 times 1996 estimated earnings with double digit earnings 


                                          62
<PAGE>

growth anticipated for the next few years.

In addition, the Company was generating significant free cash flow which is
being used in a stock repurchase program in which shares outstanding  are
actually declining (versus offsetting stock options granted).  The shares
appreciated 82% during the fiscal year.

Owens-Illinois is a slightly different story in that the Company's operations
were not the major issue, but a potential legal liability related to asbestos. 
Owens-Illinois is one of the dominant glass and plastic container manufacturers
in the world.  Cambiar saw an opportunity when the investment community
perceived the asbestos liability risk as overwhelming when in actuality, the
Company had largely quantified their exposure and had taken significant
reserves.  In addition, the operating trends were accelerating so that stronger
earnings growth was visible.  Shares were purchased at approximately $12/share -
around a 10 times earnings multiple and a 30% discount to other container
companies.  The stock now trades in the low $30/share area.

Another interesting situation that fund shareholders are participating in - and
one that is becoming more frequent for shareholders today - is the proxy contest
waged by opposing potential management slates at The Student Loan Marketing
Corporation (Sallie Mae). As a result of a proxy battle two years ago, the
initial 1997 proxy solicitation was extremely unfriendly to shareholders,
calling for super-majority voting, loss of  cumulative voting, a staggered board
and no opportunity to vote separately on the issue of Sallie Mae's privatization
from government enterprise status and the reorganized Company Board of Directors
make-up.  Although the final outcome of the Board make-up and Company direction
has not been finalized, shareholders, including the AHA portfolio vote, were
active in defeating unfriendly provisions which could entrench management, and
in pushing for alternatives which appear to be positive no matter what the final
proxy outcome.  The share price has positively reflected these activities as
well.  

Although it was difficult to find many disappointments this year, the theme that
was most prominent in underperforming stocks was either disappointing earnings
(usually for more than one quarter) or a lackluster earnings growth picture. 
Pharmacia Upjohn and Ryan's Family Steakhouse fit these criteria respectively. 
The stocks both are solid holdings from a valuation perspective, but the
investment thesis in both cases is changing and we are re-evaluating whether a
catalyst for appreciation still exists.

Going forward into fiscal 1998, Cambiar intends to use the same, time-proven
stock selection methodology used in years past.  They believe our bottoms-up
selection process works well in various market conditions over longer periods of
time.  They anticipate no change in investment strategy or style and focus our
efforts on continuing to provide superior results going forward.


                                          63

<PAGE>
COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN THE DIVERSIFIED EQUITY 
     PORTFOLIO AND THE S&P 500 STOCK INDEX FOR THE YEARS ENDED JUNE 30,

         Average Annual Total Return
         1 Year               32.97% 
         Since Inception      15.61%

AHA DIVERSIFIED EQUITY PORTFOLIO

        Diversified     S&P 500
Qtr        Value        Return
- ---        -----        ------
1988      $100,000    $100,000
1989      $114,455    $117,967
1990      $123,340    $137,325
1991      $127,334    $147,445
1992      $146,610    $167,384
1993      $167,830    $190,174
1994      $174,894    $192,732
1995      $210,071    $242,974
1996      $265,563    $306,332
1997      $353,123    $412,566

                                [GRAPH]

INCEPTION DATE FOR THE DIVERSIFIED EQUITY PORTFOLIO WAS OCTOBER 20, 1988.


                                          64
<PAGE>

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

BALANCED PORTFOLIO

AVATAR INVESTORS ASSOCIATES CORP. (MANAGES 20% OF THE PORTFOLIO)

During the fiscal year ended June 30, 1997, the total return of the Balanced
Portfolio, net of all fees and expenses, was 23.23%, compared to a total return
for the same period of 21.41% for a mix of 50% Lehman Brothers Aggregate Bond
Index and 50% S&P 500 Stock Index. The gross return of the segment of the
Portfolio, managed by Avatar Investors Associates Corp. ("Avatar") was 15.59%
compared to S&P 500 Stock Index which had a total return of 34.68% for the same
period. The principal factors which affected performance during the fiscal year
are discussed below.

As the above numbers demonstrate, it was a difficult year for any defensive
style to post superior returns given both the magnitude of the gains
(particularly in the most recent quarter) and the capitalization bias associated
with those gains.  As an asset allocator, Avatar's exposure to the market had
the greatest impact on performance.  What follows is a review of the asset
allocation moves made over the past twelve months, and the reasons behind these
moves.

Avatar began the fiscal year (June 1996) at about 70% invested in equities.  The
rise in interest rates and the deterioration of the market's momentum during
last summer's correction caused them to reduce exposure to about 50% by the end
of July.  This move helped ease the pain of the correction which caused some
more aggressive investment styles to lose over 20% of their value.  As market
momentum improved in August, Avatar began moving back into the market.  During
the latter part of 1996, bond yields broke through the low side of their trading
range due to a moderation in wage pressures.  As the consensus view toward the
Fed shifted back to a "hold" policy and the Dow broke through 6000, Avatar
continued to move up in exposure.  Avatar ended 1996 positioned to take
advantage of an upward trending market at 80% equities.  In late February this
year, signs of continued economic strength pushed long-term interest rates
higher.  This raised the possibility of a hike in the Fed Funds rate.  Strong
employment growth and wage gains Avatar reported in early March provided the
catalyst for the Fed policy shift to higher rates later in the month.  Avatar
gradually reduced equity exposure and by early April 50% invested.  The
market experienced a near-ten percent correction during March and into April as
it digested the prospects for higher interest rates.  The correction turned out
to be limited in magnitude and short in duration and the market rallied 19%
through the end of the fiscal year.  One of the key factors responsible was the
decline in  long-term interest rates due to rising unemployment claims, slowing
retail and auto sales, and benign inflation reports.  As our research closely
tracks long-term rates, the decline, coupled with positive market momentum
conditions (most notably improving market breadth), caused us to re-commit much
of the cash back into equities.  Avatar ended the fiscal year at 70% invested.

The other piece of the performance equation is clearly stock selection, where 
our results Avatar a bit better than the overall portfolio's.  Dramatic 
sector rotations have been characteristic of the market over the last year, 
making it difficult to emphasize the right sectors in a consistent fashion.  
Nonetheless, Avatar saw some benefits from our traditional emphasis on the 
larger cap segment of the market.  Avatar always had a need to be 
positioned in these stocks due to the requirement that stocks be liquid 
enough to allow asset allocation moves to be implemented in an expeditious 

                                          65
<PAGE>

manner.  The greatest benefit to Avatar's portfolios over the 12 month period 
was the above-market weights in key areas of the energy and technology 
sectors.  Oil and gas drilling stocks and semiconductor stocks topped the 
list of performers over the period, and Avatar heavily weighted these two 
throughout the year.  There was no particular industry group that hurt us 
over the year. In fact, the equity only under-performance can be most 
directly tied to an under-representation in large cap stocks relative to the 
S&P.  Most small-to-mid cap stocks simply never had a chance.  Though, their 
bias is toward larger cap issues, Avatar also have a consistent need for 
diversification (among not only industries, but also along the cap spectrum). 
 Therefore, most diversified management styles will have difficulty over any 
period that sees performance generated from a very narrow segment of the 
market.

On a more macro level, Avatar's style tends to under-perform bull market 
periods and sees its best relative performance during bear market periods.  
Over the four full market cycles during which Avatar has been managing 
assets, their performance has exceeded the S&P 500's with less risk.  
Needless to say, Avatar are in the midst of one of the greatest bull markets 
of all time, and one should expect to see a lag in performance versus the S&P 
500.  This has been an unprecedented period of time for the stock market, not 
only regarding the performance, but the risk (standard deviation) associated 
with this performance.  Historically the market has returned about 10% with a 
nearly 20% standard deviation.  In the last five years, however, Avatar had 
close to a mirror image of this, 50% more returns with less than half the 
standard deviation.  

In sum, long-term investment plans chose Avatar Associates for their ability 
to participate in rising markets and preserve capital in market declines.  
Clearly the key to their long-term success is loss limitation in falling 
markets.  In this current bull market, declines of any type have been rare. 
As Avatar inevitably returns to more normal levels of market volatility, 
their disciplined asset allocation style will bring added benefits to the 
long-term investment plan. 

                                          66
<PAGE>

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

BALANCED PORTFOLIO

WESTERN ASSET MANAGEMENT COMPANY (MANAGES 30% OF THE PORTFOLIO)

During the fiscal year ended June 30, 1997, the total return, net of all fees
and expenses, of the Balanced Portfolio was 23.23%, compared to 21.41% for a mix
of 50% Lehman Brothers Aggregate Bond Index ("LB Aggregate Index") and 50% S&P
500 Stock Index. The gross return for the segment of the Portfolio, managed by
WAMCO was 8.72%, compared to the LB Aggregate Index , which had a total return
of 8.14% for the same period. The principal factors which affected performance
during the fiscal year are discussed below. WAMCO manages the fixed income
portion of the Balanced Portfolio.

The past year was characterized by relatively volatile interest rates which
ended the period somewhat lower than they began, a reasonably robust economy,
and a significant decline in measured inflation.  Investors' concerns were
centered mainly around the strength of the economy, in the belief that excessive
growth would eventually generate rising inflation pressures.  Perhaps the most
significant event of the past year was the surprising conclusion to the
growth/inflation drama. Even as growth accelerated, inflation continue to fall,
reaching levels we have not seen since the 1950s.

For the 12-month period ending June 30, 1997, the Portfolio outperformed its
benchmark, with a total return of 8.72% vs. 8.14% for the Lehman Aggregate Bond
Index.  These results were achieved through a variety of successful strategies. 
Performance was positively impacted by the fact that the portfolio held a long
duration posture throughout the period and interest rates fell on balance.  The
manager felt that inflation fundamentals were solid, and that the secular
disinflation observed over the course of the current business cycle was likely
to continue.  This created an environment conducive to a gradual decline in
interest rates, which appeared high relative to prospective inflation.  Indeed,
inflation in the first half of 1997 fell to levels not seen since the 1950s,
when bonds yielded 4% and mortgages were available at 5%.   Consistent with the
manager's desire to avoid excessive risk, the Portfolio's duration ranged from
110% to 120% of its benchmark duration.

Yield curve positioning also contributed to results, as yield curve exposure
successfully anticipated all three major shifts in the shape of the yield curve.
The yield curve steepened throughout the summer and into early fall of 1996 as
the economy weakened, and this benefitted the Portfolio's bullet exposure to
maturities.  By November, the manager had reversed course and adopted a barbell
exposure to maturities, which benefitted as the economy strengthened and the
yield curve flattened.  The second quarter of 1997 saw a replay of the first
period, as a slowing economy led to a steeper curve and this benefitted the
Portfolio's emphasis on intermediate maturities.

Mortgage overweighting throughout the past year was a positive contributor to
performance as well, as mortgages outperformed all other sectors.  Emphasis
within the mortgage sector was focused on lower coupon issues, seasoned issues
and commercial mortgage-backed securities, as all of these were less likely than
others to suffer from prepayment risk in a declining interest rate environment. 
Moderate corporate overexposure throughout the past year also added to returns,
particularly the manager's emphasis on the lower end of the investment quality
scale where returns generally exceeded market returns.  Corporate exposure was
overweighted on average throughout the period, but relatively light compared to
the managers' historical preference for the sector. The decision to minimize
corporate 


                                          67
<PAGE>

exposure was driven by the historically low level of spreads available, and by
the manager's determination that the economy was likely to be somewhat weaker on
balance than the market seemed to be expecting.  Lately, disinflation trends
have continued to the point where deflation risks are beginning to surface, and
this could pose problems for corporate earnings going forward.


                                          68
<PAGE>

MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE:

BALANCED PORTFOLIO

CAMBIAR INVESTORS, INC. (MANAGES 50% OF THE PORTFOLIO)

During the fiscal year ended June 30, 1997, the total return of the Balanced
Portfolio, net of all fees and expenses, was 23.23%, compared to a total return
for the same period of 21.41% for a mix of 50% Lehman Brothers Aggregate Bond
Index and 50% S&P 500 Stock Index. The gross return for the segment of the
Portfolio, managed by Cambiar's was 34.98%, compared to the S&P 500 Stock Index
of 34.68% for the same period. The principal factors which affected performance
are discussed below. Cambiar manages only equity securities and accounts for 50%
of the Balanced Portfolio.

The economic backdrop, although frequently giving mixed readings, has generally
provided a positive environment for stocks.  With the exception of a close-to
10% correction in mid-April related to concerns that the Federal Reserve might
raise interest rates due to the possibility of an overheating economy, market
indices have continued to advance strongly. Presently, inflation trends seem to
be moderate and the threat of increased interest rates has abated, at least
temporarily.  Subdued inflation, low interest rates, and healthy economic
fundamentals have contributed to continued strong overall corporate earnings.

Cambiar will continue their practice of building portfolios 
company-by-company. They believe this methodology allows them to maintain 
focus on valuation and protects our investments on the downside when overall 
market conditions and expectations become inflated.  Cambiar screens for 
attractively valued stocks based on the following characteristics: low 
relative price/earnings, price/book, price/sales, and price/cash flow ratios. 
 Cambiar investment analysts following specific industries evaluate the 
stocks, looking for internal improvements or strategic developments which 
will trigger, in their opinion, above average price appreciation.  The 
portfolios are not restricted by capitalization, although they generally fall 
into the medium-to-large capitalization range.  Portfolios tend to hold 30 to 
40 stocks.

Cambiar attempts to minimize risk by purchasing stocks at the lower end of their
relative valuation range.  They also use a multifaceted sell discipline.  Stocks
become candidates for sale if price appreciation results in overweighing or a
target price based on relative valuation has been reached.  In addition, if the
positive developments they were looking for fail to develop, and they see no
potential improvement on the near horizon, the stock will be sold.

The stocks in the Portfolio participated nicely with the general market
appreciation, but in addition, more than 25% of the portfolio holdings saw price
appreciation in the fiscal year in excess of 50%.  The relative outperformance
was not in any particular industry but fits the pattern of looking for
undervalued stocks with an unrecognized catalyst that Cambiar has used for
years.  Two of the best performing names this year were IBM and Owens-Illinois
Corporation.

IBM is the largest supplier of advanced information processing technology in the
world and had traditionally been known for its powerful mainframe computer
technology.  When information processing technology evolved more toward the
personal computer and networking systems, IBM was left unprepared.  The Company
found itself bloated with the prospect of slowing sales in its primary mainframe
product line. The Company has spent the past two years restructuring - primarily
through an increased focus on sales of software and 


                                          69
<PAGE>

services and through cost reduction.  When IBM was purchased for the AHA
Portfolio, the stock was selling at less than 10 times 1996 estimated earnings
with double digit earnings growth anticipated for the next few years.  In
addition, the Company was generating significant free cash flow which is being
used in a stock repurchase program in which shares outstanding  are actually
declining (versus offsetting stock options granted).  The shares appreciated 82%
during the fiscal year.

Owens-Illinois is a slightly different story in that the Company's operations
were not the major issue, but a potential legal liability related to asbestos. 
Owens-Illinois is one of the dominant glass and plastic container manufacturers
in the world.  Cambiar saw an opportunity when the investment community
perceived the asbestos liability risk as overwhelming when in actuality, the
Company had largely quantified their exposure and had taken significant
reserves.  In addition, the operating trends were accelerating so that stronger
earnings growth was visible.  Shares were purchased at approximately $12/share -
around a 10 times earnings multiple and a 30% discount to other container
companies.  The stock now trades in the low $30/share area.

Another interesting situation that fund shareholders are participating in, and
one that is becoming more frequent for shareholders today, is the proxy contest
waged by opposing potential management slates at The Student Loan Marketing
Corporation (Sallie Mae). As a result of a proxy battle two years ago, the
initial 1997 proxy solicitation was extremely unfriendly to shareholders,
calling for super-majority voting, loss of  cumulative voting, a staggered board
and no opportunity to vote separately on the issue of Sallie Mae's privatization
from government enterprise status and the reorganized Company Board of Directors
make-up.  Although the final outcome of the Board make-up and Company direction
has not been finalized, shareholders, including the AHA Portfolio vote, were
active in defeating unfriendly provisions which could entrench management, and
in pushing for alternatives which appear to be positive no matter what the final
proxy outcome.  The share price has positively reflected these activities as
well.  

Although difficult to find many disappointments this year, the theme that was
most prominent in underperforming stocks was either disappointing earnings
(usually for more than one quarter) or a lackluster earnings growth picture. 
Pharmacia Upjohn and Ryan's Family Steakhouse fit these criteria respectively. 
The stocks both are solid holdings from a valuation perspective, but the
investment thesis in both cases is changing and we are re-evaluating whether a
catalyst for appreciation still exists.

Going forward into fiscal 1998, Cambiar intends to use the same, time-proven
stock selection methodology used in years past.  They believe our bottoms-up
selection process works well in various market conditions over longer periods of
time.  They anticipate no change in investment strategy or style and focus 
their efforts on continuing to provide superior results going forward.


                                          70

<PAGE>
COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN THE BALANCED PORTFOLIO,
       S&P 500 STOCK INDEX AND LEHMAN BROTHERS AGGREGATE BOND INDEX 
                          FOR THE YEARS ENDED JUNE 30,

         Average Annual Total Return
         1 Year               23.23% 
         Since Inception      12.07%

AHA BALANCED PORTFOLIO

         Balanced     S&P 500  LB Aggregate
Qtr        Value      Return      Value
- ---        -----      ------      -----
1988     $100,000    $100,000    $100,000
1989     $109,964    $117,967    $110,010
1990     $115,831    $137,325    $118,641
1991     $123,503    $147,445    $131,321
1992     $140,777    $167,384    $149,778
1993     $159,110    $190,174    $167,442
1994     $159,569    $192,732    $165,249
1995     $183,449    $242,974    $285,987
1996     $218,672    $306,332    $195,313
1997     $269,465    $412,566    $211,220

                                [GRAPH]

INCEPTION DATE FOR THE BALANCED PORTFOLIO WAS OCTOBER 20, 1988.


                                        71

<PAGE>

SCHEDULE OF COMPUTATION OF
PERFORMANCE QUOTATIONS

    1    TOTAL RETURN CALCULATIONS

    A. FULL MATURITY FIXED INCOME PORTFOLIO

       1. Total Return Between July 1, 1996 and June 30, 1997 =      8.09%

           a. 7/31/96 NAV + 7/31/96 Dividend               x
           -----------------------------------
                  6/30/96 NAV

              8/31/96 NAV + 8/31/96 Dividend               x
           -----------------------------------
                  7/31/96 NAV

              9/30/96 NAV + 9/30/96 Dividend               x
           -----------------------------------
                  8/31/96 NAV

              10/30/96 NAV + 10/30/96 Dividend             x
           -----------------------------------
                  9/30/96 NAV

              11/30/96 NAV + 11/30/96 Dividend             x
           -----------------------------------
                  10/30/96 NAV

              12/31/96 NAV + 12/31/96 Dividend             x
           -----------------------------------
                  11/30/96 NAV

              1/31/97 NAV + 1/31/97 Dividend               x
           -----------------------------------
                  12/31/96 NAV

              2/28/97 NAV + 2/28/97 Dividend               x
           -----------------------------------
                  1/31/97 NAV

              3/31/97 NAV + 3/31/97 Dividend               x
           -----------------------------------
                  2/28/97 NAV

              4/30/97 NAV + 4/30/97 Dividend               x
           -----------------------------------
                  3/31/97 NAV

              5/31/97 NAV + 5/31/97 Dividend               x
           -----------------------------------
                  4/30/97 NAV

              6/30/97 NAV + 6/30/97 Dividend               -1 x 100
           -----------------------------------
                  5/31/97 NAV

<PAGE>

1. TOTAL RETURN CALCULATIONS (continued)

A. FULL MATURITY FIXED INCOME PORTFOLIO


           b.      9.59  +    0.054  /      9.63
                   9.52  +    0.057  /      9.59
                   9.65  +    0.049  /      9.52
                   9.84  +    0.054  /      9.65
                   9.98  +    0.055  /      9.84
                   9.81  +    0.054  /      9.98
                   9.79  +    0.056  /      9.81
                   9.76  +    0.051  /      9.79
                   9.59  +    0.052  /      9.76
                   9.68  +    0.055  /      9.59
                   9.72  +    0.058  /      9.68
                   9.79  +    0.053  /      9.72

                     -1  x      100  =     8.59%

2. ANNUALIZED RETURN - PROGRAM FEES = ANNUALIZED TOTAL RETURN
                             NET ALL FEES AND EXPENSES

                   8.59% -    0.50%  =     8.09%

<PAGE>


B. LIMITED MATURITY FIXED INCOME PORTFOLIO

         1. Total Return Between July 1, 1996 and June 30, 1997 =    6.03%

           a. 7/31/96 NAV + 7/31/96 Dividend               x
           -----------------------------------
                  6/30/96 NAV

              8/31/96 NAV + 8/31/96 Dividend               x
           -----------------------------------
                  7/31/96 NAV

              9/30/96 NAV + 9/30/96 Dividend               x
           -----------------------------------
                  8/31/96 NAV

              10/30/96 NAV + 10/30/96 Dividend             x
           -----------------------------------
                  9/30/96 NAV

              11/30/96 NAV + 11/30/96 Dividend             x
           -----------------------------------
                  10/30/96 NAV

              12/31/96 NAV + 12/31/96 Dividend             x
           -----------------------------------
                  11/30/96 NAV

              1/31/97 NAV + 1/31/97 Dividend               x
           -----------------------------------
                  12/31/96 NAV

              2/28/97 NAV + 2/28/97 Dividend               x
           -----------------------------------
                  1/31/97 NAV

              3/31/97 NAV + 3/31/97 Dividend               x
           -----------------------------------
                  2/28/97 NAV

              4/30/97 NAV + 4/30/97 Dividend               x
           -----------------------------------
                  3/31/97 NAV

              5/31/97 NAV + 5/31/97 Dividend               x
           -----------------------------------
                  4/30/97 NAV

              6/30/97 NAV + 6/30/97 Dividend               -1 x 100
           -----------------------------------
                  5/31/97 NAV

<PAGE>

B. LIMITED MATURITY FIXED INCOME PORTFOLIO


           b.      10.10 +    0.051  /      10.12
                   10.08 +    0.054  /      10.10
                   10.12 +    0.046  /      10.08
                   10.20 +    0.052  /      10.12
                   10.24 +    0.052  /      10.20
                   10.18 +    0.053  /      10.24
                   10.18 +    0.053  /      10.18
                   10.16 +    0.047  /      10.18
                   10.10 +    0.048  /      10.16
                   10.12 +    0.050  /      10.10
                   10.14 +    0.054  /      10.12
                   10.16 +    0.048  /      10.14

                      -1 x      100  =      6.53%

2. ANNUALIZED RETURN - PROGRAM FEES = ANNUALIZED TOTAL RETURN
                             NET ALL FEES AND EXPENSES

                   6.53% -    0.50%  =      6.03%

<PAGE>


C. DIVERSIFIED EQUITY PORTFOLIO

         1. Total Return Between July 1, 1996 and June 30, 1997 =    32.97%

           a. 9/16/96 NAV + 9/16/96 Dividend               x
           -----------------------------------
                  6/30/96 NAV

              12/16/96 NAV + 12/16/96 Dividend             x
           -----------------------------------
                  9/16/96 NAV

              12/23/96 NAV + 12/23/96 Dividend             x
           -----------------------------------
                  12/16/96 NAV

              3/14/97 NAV + 3/14/97 Dividend               x
           -----------------------------------
                  12/28/96 NAV

              6/16/97 NAV + 6/16/97 Dividend               x
           -----------------------------------
                  3/14/97 NAV

              6/30/97 NAV                                  -1 x 100
           --------------
              6/16/97 NAV



           b.      17.96 +    0.090  /      17.59
                   18.97 +    0.090  /      17.96
                   17.53 +    2.051  /      18.97
                   18.36 +    0.080  /      17.53
                   20.52 +    0.080  /      18.36
                   20.72 /    20.52 
                      -1 x      100  =     33.72%  


2. ANNUALIZED RETURN - PROGRAM FEES = ANNUALIZED TOTAL RETURN
                             NET ALL FEES AND EXPENSES

                  33.72% -    0.75%  =     32.97%

<PAGE>


D. BALANCED PORTFOLIO

         1. Total Return Between July 1, 1996 and June 30, 1997 =    23.23%

           a. 9/16/96 NAV + 9/16/96 Dividend               x
           -----------------------------------
                  6/30/96 NAV

              12/16/96 NAV + 12/16/96 Dividend             x
           -----------------------------------
                  9/16/96 NAV

              12/23/96 NAV + 12/23/96 Dividend             x
           -----------------------------------
                  12/16/96 NAV

              3/14/97 NAV + 3/14/97 Dividend               x
           -----------------------------------
                  12/28/96 NAV

              6/16/97 NAV + 6/16/97 Dividend               x
           -----------------------------------
                  3/14/97 NAV

              6/30/97 NAV                                  -1 x 100
           --------------
              6/16/97 NAV



           b.      13.51 +    0.110  /      13.38
                   14.12 +    0.100  /      13.51
                   13.32 +    1.152  /      14.12
                   13.77 +    0.080  /      13.32
                   14.71 +    0.100  /      13.77
                   20.72 /    14.71
                      -1 x      100  =     23.98%  


2. ANNUALIZED RETURN - PROGRAM FEES = ANNUALIZED TOTAL RETURN
                             NET ALL FEES AND EXPENSES

                  23.98% -    0.75%  =     23.23%


<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<CIK> 0000831957
<NAME> AHA INVESTMENT FUNDS, INC.
<SERIES>
   <NUMBER> 01
   <NAME> FULL MATURITY FIXED INCOME PORTFOLIO
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1997
<PERIOD-START>                             JUL-01-1996
<PERIOD-END>                               JUN-30-1997
<INVESTMENTS-AT-COST>                           52,542
<INVESTMENTS-AT-VALUE>                          52,504
<RECEIVABLES>                                    1,256
<ASSETS-OTHER>                                      45
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  53,805
<PAYABLE-FOR-SECURITIES>                         2,986
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           23
<TOTAL-LIABILITIES>                              3,009
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        52,676
<SHARES-COMMON-STOCK>                            5,190
<SHARES-COMMON-PRIOR>                            5,536
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                       (1,834)
<ACCUM-APPREC-OR-DEPREC>                          (46)
<NET-ASSETS>                                    50,796
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                3,758
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     114
<NET-INVESTMENT-INCOME>                          3,644
<REALIZED-GAINS-CURRENT>                           440
<APPREC-INCREASE-CURRENT>                          247
<NET-CHANGE-FROM-OPS>                            4,331
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        3,644
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                            729
<NUMBER-OF-SHARES-REDEEMED>                      1,404
<SHARES-REINVESTED>                                329
<NET-CHANGE-IN-ASSETS>                         (2,496)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                     (2,274)
<GROSS-ADVISORY-FEES>                                0
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    114
<AVERAGE-NET-ASSETS>                            54,129
<PER-SHARE-NAV-BEGIN>                            9.630
<PER-SHARE-NII>                                  0.650
<PER-SHARE-GAIN-APPREC>                          0.160
<PER-SHARE-DIVIDEND>                             0.650
<PER-SHARE-DISTRIBUTIONS>                        0.000
<RETURNS-OF-CAPITAL>                             0.000
<PER-SHARE-NAV-END>                              9.790
<EXPENSE-RATIO>                                  0.210
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<CIK> 0000831957
<NAME> AHA INVESTMENT FUNDS, INC.
<SERIES>
   <NUMBER> 02
   <NAME> LIMITED MATURITY FIXED INCOME PORTFOLIO
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1997
<PERIOD-START>                             JUL-01-1996
<PERIOD-END>                               JUN-30-1997
<INVESTMENTS-AT-COST>                          138,676
<INVESTMENTS-AT-VALUE>                         138,994
<RECEIVABLES>                                    2,063
<ASSETS-OTHER>                                      29
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 141,086
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           63
<TOTAL-LIABILITIES>                                 63
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       144,436
<SHARES-COMMON-STOCK>                           13,874
<SHARES-COMMON-PRIOR>                           19,891
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                       (3,731)
<ACCUM-APPREC-OR-DEPREC>                           318
<NET-ASSETS>                                   141,023
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                9,422
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     178
<NET-INVESTMENT-INCOME>                          9,244
<REALIZED-GAINS-CURRENT>                         (498)
<APPREC-INCREASE-CURRENT>                        1,348
<NET-CHANGE-FROM-OPS>                           10,094
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        9,244
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          4,085
<NUMBER-OF-SHARES-REDEEMED>                     10,872
<SHARES-REINVESTED>                                770
<NET-CHANGE-IN-ASSETS>                        (60,173)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                     (3,233)
<GROSS-ADVISORY-FEES>                                0
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    178
<AVERAGE-NET-ASSETS>                           151,489
<PER-SHARE-NAV-BEGIN>                           10.120
<PER-SHARE-NII>                                  0.610
<PER-SHARE-GAIN-APPREC>                          0.040
<PER-SHARE-DIVIDEND>                             0.610
<PER-SHARE-DISTRIBUTIONS>                        0.000
<RETURNS-OF-CAPITAL>                             0.000
<PER-SHARE-NAV-END>                             10.160
<EXPENSE-RATIO>                                  0.120
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<CIK> 0000831957
<NAME> AHA INVESTMENT FUNDS, INC.
<SERIES>
   <NUMBER> 03
   <NAME> DIVERSIFIED EQUITY PORTFOLIO
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1997
<PERIOD-START>                             JUL-01-1996
<PERIOD-END>                               JUN-30-1997
<INVESTMENTS-AT-COST>                           54,406
<INVESTMENTS-AT-VALUE>                          70,615
<RECEIVABLES>                                      661
<ASSETS-OTHER>                                       2
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  71,278
<PAYABLE-FOR-SECURITIES>                           675
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           13
<TOTAL-LIABILITIES>                                688
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        46,361
<SHARES-COMMON-STOCK>                            3,407
<SHARES-COMMON-PRIOR>                            3,094
<ACCUMULATED-NII-CURRENT>                           46
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                          7,975
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        16,208
<NET-ASSETS>                                    70,590
<DIVIDEND-INCOME>                                1,131
<INTEREST-INCOME>                                   57
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                      98
<NET-INVESTMENT-INCOME>                          1,090
<REALIZED-GAINS-CURRENT>                         9,896
<APPREC-INCREASE-CURRENT>                        6,641
<NET-CHANGE-FROM-OPS>                           17,627
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        1,087
<DISTRIBUTIONS-OF-GAINS>                         6,207
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                            626
<NUMBER-OF-SHARES-REDEEMED>                        725
<SHARES-REINVESTED>                                412
<NET-CHANGE-IN-ASSETS>                          16,156
<ACCUMULATED-NII-PRIOR>                             43
<ACCUMULATED-GAINS-PRIOR>                        4,285
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                                0
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                     98
<AVERAGE-NET-ASSETS>                            58,090
<PER-SHARE-NAV-BEGIN>                           17.590
<PER-SHARE-NII>                                  0.340
<PER-SHARE-GAIN-APPREC>                          5.180
<PER-SHARE-DIVIDEND>                             0.340
<PER-SHARE-DISTRIBUTIONS>                        2.050
<RETURNS-OF-CAPITAL>                             0.000
<PER-SHARE-NAV-END>                             20.720
<EXPENSE-RATIO>                                  0.170
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<CIK> 0000831957
<NAME> AHA INVESTMENT FUNDS, INC.
<SERIES>
   <NUMBER> 04
   <NAME> BALANCED PORTFOLIO
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          JUN-30-1997
<PERIOD-START>                             JUL-01-1996
<PERIOD-END>                               JUN-30-1997
<INVESTMENTS-AT-COST>                           43,972
<INVESTMENTS-AT-VALUE>                          52,745
<RECEIVABLES>                                    1,071
<ASSETS-OTHER>                                      12
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                  53,828
<PAYABLE-FOR-SECURITIES>                         1,668
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           23
<TOTAL-LIABILITIES>                              1,691
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                        38,546
<SHARES-COMMON-STOCK>                            3,508
<SHARES-COMMON-PRIOR>                            3,222
<ACCUMULATED-NII-CURRENT>                          770
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                          4,051
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         8,770
<NET-ASSETS>                                    52,137
<DIVIDEND-INCOME>                                  515
<INTEREST-INCOME>                                  908
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     107
<NET-INVESTMENT-INCOME>                          1,316
<REALIZED-GAINS-CURRENT>                         6,303
<APPREC-INCREASE-CURRENT>                        2,988
<NET-CHANGE-FROM-OPS>                           10,507
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                        1,333
<DISTRIBUTIONS-OF-GAINS>                         3,711
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                            750
<NUMBER-OF-SHARES-REDEEMED>                        785
<SHARES-REINVESTED>                                320
<NET-CHANGE-IN-ASSETS>                           9,007
<ACCUMULATED-NII-PRIOR>                            787
<ACCUMULATED-GAINS-PRIOR>                        1,559
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                                0
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    107
<AVERAGE-NET-ASSETS>                            42,811
<PER-SHARE-NAV-BEGIN>                           13.380
<PER-SHARE-NII>                                  0.370
<PER-SHARE-GAIN-APPREC>                          2.650
<PER-SHARE-DIVIDEND>                             0.390
<PER-SHARE-DISTRIBUTIONS>                        1.150
<RETURNS-OF-CAPITAL>                             0.000
<PER-SHARE-NAV-END>                             14.860
<EXPENSE-RATIO>                                  0.230
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>


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