PILLAR FUNDS
40-17F2, 2000-05-18
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MANAGEMENT STATEMENT REGARDING COMPLIANCE WITH CERTAIN
PROVISIONS OF THE INVESTMENT COMPANY ACT OF 1940

We, as members of management of the Pillar Funds (the "Trust"),  are responsible
for complying with the  requirements  of subsections  (b) and (c) of Rule 17f-2,
"Custody of Investments by Registered Management  Investment  Companies," of the
Investment  Company Act of 1940. We are also  responsible for  establishing  and
maintaining an effective  internal control  structure over compliance with those
requirements. We have performed an evaluation of the Trust's compliance with the
requirements  of  subsections  (b) and (c) of Rule  17f-2 as of June  30,  1999,
August 31, 1999, and December 31, 1999.

Based on this evaluation,  we assert that the Trust was in compliance with those
provisions  of Rule 17f-2 of the  Investment  Company Act of 1940 as of June 30,
1999, August 31, 1999, and December 31, 1999.

Summit Bank
By:

/s/ Richard E. Mansfield

- ----------------
Richard E. Mansfield
Senior Vice President

<TABLE>
<CAPTION>
                                  Exhibit A - State Permit Report

    FUND NAME                                                   STATE                         FILING TYPE          FILE NUMBER
<S>                                                               <C>                            <C>                  <C>

    The Pillar Funds

                                                                CALIFORNIA                    A = Annual           506-0312
                                                                COLORADO                      A = Annual           IC-96-11-010
                                                                GEORGIA                       O = Other            56-960452
                                                                ILLINOIS                      A = Annual           9942392
                                                                PENNSYLVANIA                  A = Annual           92-01-045MF
                                                                VIRGINIA                      A = Annual           2376

    The Pillar Funds Class A & B Prospectus

                                                                LOUISIANA                     A = Annual           63125

    The Pillar Funds-U.S. Treasury Securities Money Mkt. Fund

                                                                CONNECTICUT                   A = Annual           SI23231
                                                                DELAWARE                      A = Annual           2956
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 58
                                                                SOUTH CAROLINA                A = Annual           MF9899
                                                                WEST VIRGINIA                 G = Good Until S     BC-30181

    The Pillar Funds-U.S. Treasury Sec. Money Mkt. Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049568-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960647
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50187
                                                                WASHINGTON                    G = Good Until S     C-53381

    The Pillar Funds-U.S. Treasury Sec. Money Mkt. Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049567-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960664
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50186
                                                                WASHINGTON                    G = Good Until S     C-53371

    The Pillar Funds - Mid Cap Fund

                                                                CONNECTICUT                   A = Annual           SI23262
                                                                DELAWARE                      A = Annual           2950
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 56
                                                                SOUTH CAROLINA                A = Annual           MF9890
                                                                WEST VIRGINIA                 G = Good Until S     BC-30175

    The Pillar Funds - Mid Cap Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049555-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960649
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50174
                                                                WASHINGTON                    G = Good Until S     C-53379

    The Pillar Funds - Balanced Fund

                                                                CONNECTICUT                   A = Annual           SI23261
                                                                DELAWARE                      A = Annual           2944
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 57
                                                                SOUTH CAROLINA                A = Annual           MF9891
                                                                WEST VIRGINIA                 G = Good Until S     BC-30168

    The Pillar Funds - Balanced Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049542-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960659
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50161
                                                                WASHINGTON                    G = Good Until S     C-53392

    The Pillar Funds - Balanced Fund, Class B

                                                                ARIZONA                       A = Annual           S-0054109-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970523
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52636
                                                                WASHINGTON                    G = Good Until S     C-55774
                                                                WEST VIRGINIA                 G = Good Until S     MF-21933

    The Pillar Funds - Balanced Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049541-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960648
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50160
                                                                WASHINGTON                    G = Good Until S     C-53380


    The Pillar Funds - PA Municipal Securities Fund

                                                                CONNECTICUT                   A = Annual           SI 24348
                                                                DELAWARE                      A = Annual           2952
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S 26 31 56
                                                                SOUTH CAROLINA                A = Annual           MF9896
                                                                WEST VIRGINIA                 G = Good Until S     BC-30177

    The Pillar Funds - PA Municipal Securities Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049560-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960661
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50179
                                                                WASHINGTON                    G = Good Until S     C-53394

    The Pillar Funds - PA Municipal Securities Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049559-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960660
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50178
                                                                WASHINGTON                    G = Good Until S     C-53393

    The Pillar Funds - International Equity Fund

                                                                CONNECTICUT                   A = Annual           SI34064
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other
                                                                SOUTH CAROLINA                A = Annual           MF9892
                                                                WEST VIRGINIA                 G = Good Until S     BC-30174

    The Pillar Funds - International Equity Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049552-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960646
                                                                NEW MEXICO                    A = Annual           994716
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50171
                                                                WASHINGTON                    G = Good Until S     C-53382

    The Pillar Funds - International Equity Fund, Class B

                                                                ARIZONA                       A = Annual           S-0054114-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970528
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52641
                                                                WASHINGTON                    G = Good Until S     C-55770
                                                                WEST VIRGINIA                 G = Good Until S     MF-21938

    The Pillar Funds - International Equity Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049551-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960639
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50170
                                                                WASHINGTON                    G = Good Until S     C-53370

    The Pillar Funds - Prime Obligation Money Market Fund

                                                                CONNECTICUT                   A = Annual           SI23247
                                                                DELAWARE                      A = Annual           2953
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 50
                                                                SOUTH CAROLINA                A = Annual           MF9900
                                                                WEST VIRGINIA                 G = Good Until S     BC-30178

    The Pillar Funds - Prime Obligation Money Mkt. Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049562-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960654
                                                                NEW MEXICO                    A = Annual           985647
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50181
                                                                WASHINGTON                    G = Good Until S     C-53383

    The Pillar Funds - Prime Obligation Money Mkt. Fund, Class B

                                                                ARIZONA                       A = Annual           S-0054115-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970522
                                                                NEW MEXICO                    A = Annual           994715
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52642
                                                                WASHINGTON                    G = Good Until S     C-55771
                                                                WEST VIRGINIA                 G = Good Until S     MF-21939

    The Pillar Funds - Prime Obligation Money Mkt. Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049561-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960638
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50180
                                                                WASHINGTON                    G = Good Until S     C-53369

    The Pillar Funds - Prime Obligation Money Mkt. Fund, Class S

                                                                ARIZONA                       A = Annual           S-0054801-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970905
                                                                NEW MEXICO                    A = Annual           997515
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-53157
                                                                WASHINGTON                    G = Good Until S     C-56240
                                                                WEST VIRGINIA                 G = Good Until S     MF-22639

    The Pillar Funds - Tax-Exempt Money Market Fund

                                                                CONNECTICUT                   A = Annual           SI23236
                                                                DELAWARE                      A = Annual           2955
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 51
                                                                SOUTH CAROLINA                A = Annual           MF9901
                                                                WEST VIRGINIA                 G = Good Until S     BC-30180

    The Pillar Funds - Tax-Exempt Money Market Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049566-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960653
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50185
                                                                WASHINGTON                    G = Good Until S     C-53384

    The Pillar Funds - Tax-Exempt Money Market Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049565-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960637
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50184
                                                                WASHINGTON                    G = Good Until S     C-53372

    The Pillar Funds- New Jersey Municipal Securities Fund

                                                                CONNECTICUT                   A = Annual           SI23251
                                                                DELAWARE                      A = Annual           2951
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 49
                                                                SOUTH CAROLINA                A = Annual           MF9895
                                                                WEST VIRGINIA                 G = Good Until S     BC-30176


    The Pillar Funds- NJ Municipal Securities Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049558-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960651
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50177
                                                                WASHINGTON                    G = Good Until S     C-53386

    The Pillar Funds- NJ Municipal Securities Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049557-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960641
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50176
                                                                WASHINGTON                    G = Good Until S     C-53374

    The Pillar Funds - Fixed Income Fund

                                                                CONNECTICUT                   A = Annual           SI23254
                                                                DELAWARE                      A = Annual           2947
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 53
                                                                SOUTH CAROLINA                A = Annual           MF9894
                                                                WEST VIRGINIA                 G = Good Until S     BC-30171

    The Pillar Funds - Fixed Income Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049548-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960650
                                                                NEW MEXICO                    A = Annual           994714
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50167
                                                                WASHINGTON                    G = Good Until S     C-53388

    The Pillar Funds - Fixed Income Fund, Class B

                                                                ARIZONA                       A = Annual           S-0054113-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970527
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52640
                                                                WASHINGTON                    G = Good Until S     C-55772
                                                                WEST VIRGINIA                 G = Good Until S     MF-21937

    The Pillar Funds - Fixed Income Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049547-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960642
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50166
                                                                WASHINGTON                    G = Good Until S     C-53375

    The Pillar Funds - Inter-Term Gov't Securities Fund

                                                                ALASKA                        O = Other            99-02788
                                                                CONNECTICUT                   A = Annual           SI23252
                                                                DELAWARE                      A = Annual           2949
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 54
                                                                SOUTH CAROLINA                A = Annual           MF9897
                                                                WEST VIRGINIA                 G = Good Until S     BC-30173

    The Pillar Funds - Inter-Term Gov't Securities Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049554-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960658
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50173
                                                                WASHINGTON                    G = Good Until S     C-53387

    The Pillar Funds - Inter-Term Gov't Securities Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049553-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960643
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50172
                                                                WASHINGTON                    G = Good Until S     C-53376

    The Pillar Funds - Equity Value Fund

                                                                ALASKA                        O = Other            99-02789
                                                                CONNECTICUT                   A = Annual           SI23259
                                                                DELAWARE                      A = Annual           2946
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 48
                                                                SOUTH CAROLINA                A = Annual           MF9888
                                                                WEST VIRGINIA                 G = Good Until S     BC-30170

    The Pillar Funds - Equity Value Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049546-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960657
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50165
                                                                WASHINGTON                    G = Good Until S     C-53389


    The Pillar Funds - Equity Value Fund, Class B

                                                                ARIZONA                       A = Annual           S-0054112-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970524
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52639
                                                                WASHINGTON                    G = Good Until S     C-55773
                                                                WEST VIRGINIA                 G = Good Until S     MF-21936

    The Pillar Funds - Equity Value Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049545-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960644
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50164
                                                                WASHINGTON                    G = Good Until S     C-53377

    The Pillar Funds - Equity Income Fund

                                                                ALASKA                        O = Other            99-02790
                                                                CONNECTICUT                   A = Annual           SI23260
                                                                DELAWARE                      A = Annual           2945
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S-25 95 55
                                                                SOUTH CAROLINA                A = Annual           MF9889
                                                                WEST VIRGINIA                 G = Good Until S     BC-30169

    The Pillar Funds - Equity Income Fund, Class A

                                                                ARIZONA                       A = Annual           S-0049544-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960656
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50163
                                                                WASHINGTON                    G = Good Until S     C-53390

    The Pillar Funds - Equity Income Fund, Class B

                                                                ARIZONA                       A = Annual           S-0054111-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970526
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52638
                                                                WASHINGTON                    G = Good Until S     C-55768
                                                                WEST VIRGINIA                 G = Good Until S     MF-21935

    The Pillar Funds - Equity Income Fund, Class I

                                                                ARIZONA                       A = Annual           S-0049543-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960645
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-50162
                                                                WASHINGTON                    G = Good Until S     C-53378

    The Pillar Funds - U.S. Treasury Securities Plus M.Mkt. Fund

                                                                ARIZONA                       A = Annual           S-0049569-QUAL
                                                                CONNECTICUT                   A = Annual           SI 24350
                                                                DELAWARE                      A = Annual           2957
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM960636
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S 26 31 57
                                                                SOUTH CAROLINA                A = Annual           MF9902
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         N = Not Register     C-50188
                                                                WASHINGTON                    G = Good Until S     C-53368
                                                                WEST VIRGINIA                 G = Good Until S     BC-30182

    The Pillar Funds - Equity Growth Fund (f/k/a Growth Fund)

                                                                CONNECTICUT                   A = Annual           SI42239
                                                                DELAWARE                      A = Annual
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S 27 82 41
                                                                SOUTH CAROLINA                A = Annual           MF10462

    The Pillar Funds - Equity Growth Fund, Class A (f/k/a Growth)

                                                                ARIZONA                       A = Annual           S-0053275-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970071
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52098
                                                                WASHINGTON                    G = Good Until S     C-55271
                                                                WEST VIRGINIA                 G = Good Until S     MF-21624

    The Pillar Funds - Equity Growth Fund, Class B

                                                                ARIZONA                       A = Annual           S-0054110-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970525
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52637
                                                                WASHINGTON                    G = Good Until S     C-55769
                                                                WEST VIRGINIA                 G = Good Until S     MF-21934

    FUND NAME                                                   STATE                         FILING TYPE          FILE NUMBER

    The Pillar Funds - Equity Growth Fund, Class I (f/k/a Growth)

                                                                ARIZONA                       A = Annual           S-0053274-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970072
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-52097
                                                                WASHINGTON                    G = Good Until S     C-55272
                                                                WEST VIRGINIA                 G = Good Until S     MF-21623

    The Pillar Funds - Institutional Select Money Market Fund

                                                                ARIZONA                       A = Annual           S-0054800-QUAL
                                                                CONNECTICUT                   A = Annual           SI43701
                                                                DELAWARE                      A = Annual           5116
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM970906
                                                                NEW MEXICO                    A = Annual           997421
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S 27 96 48
                                                                SOUTH CAROLINA                A = Annual           MF10782
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-53156
                                                                WASHINGTON                    G = Good Until S     C-56239
                                                                WEST VIRGINIA                 G = Good Until S     MF-22444

    The Pillar Funds - High Yield Bond Fund

                                                                CONNECTICUT                   A = Annual
                                                                DELAWARE                      A = Annual           510
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S 28 43 60
                                                                SOUTH CAROLINA                A = Annual           MF11733

    The Pillar Funds - High Yield Bond Fund - Class A

                                                                ARIZONA                       A = Annual           S-0059669-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           sm981859
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-56977
                                                                WASHINGTON                    G = Good Until S     C-59760
                                                                WEST VIRGINIA                 G = Good Until S     MF-32884

    The Pillar Funds - High Yield Bond Fund - Class B

                                                                ARIZONA                       A = Annual           S-0059670-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM981860
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-56978
                                                                WASHINGTON                    G = Good Until S     C-59757
                                                                WEST VIRGINIA                 G = Good Until S     MF-32886

    The Pillar Funds - High Yield Bond Fund - Class I

                                                                ARIZONA                       A = Annual           S-0059671-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM981861
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-56979
                                                                WASHINGTON                    G = Good Until S     C-59758
                                                                WEST VIRGINIA                 G = Good Until S     MF-32888

    The Pillar Funds - Equity Index Fund

                                                                CONNECTICUT                   A = Annual
                                                                DELAWARE                      A = Annual           509
                                                                NEVADA                        A = Annual
                                                                NEW YORK                      O = Other            S 28 43 68
                                                                SOUTH CAROLINA                A = Annual           MF11734

    The Pillar Funds - Equity Index Fund - Class A

                                                                ARIZONA                       A = Annual           S-059666-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM981862
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-56974
                                                                WASHINGTON                    G = Good Until S     C-59756
                                                                WEST VIRGINIA                 G = Good Until S     MF-32889

    The Pillar Funds - Equity Index Fund - Class B

                                                                ARIZONA                       A = Annual           S-0059667-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM981863
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-56975
                                                                WASHINGTON                    G = Good Until S     C-59761
                                                                WEST VIRGINIA                 G = Good Until S     MF-32885

    The Pillar Funds - Equity Index Fund - Class I

                                                                ARIZONA                       A = Annual           S-0059668-QUAL
                                                                MASSACHUSETTS                 A = Annual
                                                                MARYLAND                      A = Annual           SM981864
                                                                TENNESSEE                     A = Annual           RM99-0362
                                                                TEXAS                         G = Good Until S     C-56976
                                                                WASHINGTON                    G = Good Until S     C-59759
                                                                WEST VIRGINIA                 G = Good Until S     MF-32887

    FUND NAME                                                   STATE                         FILING TYPE          FILE NUMBER
    SBP from download not on TAFUND.dbf

                                                                CALIFORNIA                    N = Not Register
                                                                WASHINGTON                    N = Not Register

    The Pillar Funds - Mid Cap Fund, Class A (TERMED 12/31/98)

                                                                CALIFORNIA                    N = Not Register
                                                                CONNECTICUT                   N = Not Register
                                                                DELAWARE                      N = Not Register
                                                                MARYLAND                      N = Not Register     SM960655
                                                                NEW JERSEY                    N = Not Register
                                                                NEW YORK                      N = Not Register
                                                                PENNSYLVANIA                  N = Not Register
                                                                VIRGINIA                      N = Not Register

    The Pillar Funds - GNMA Fund, Class A (TERMED 12/31/98)

                                                                ILLINOIS                      N = Not Register
                                                                NEW JERSEY                    N = Not Register
                                                                NEW YORK                      N = Not Register
                                                                OUTSIDE U.S.                  N = Not Register
                                                                PENNSYLVANIA                  N = Not Register

    The Pillar Funds - GNMA Fund, Class I (TERMED 12/31/98)

                                                                CALIFORNIA                    N = Not Register
                                                                DELAWARE                      N = Not Register
                                                                NEW JERSEY                    N = Not Register
                                                                NEW YORK                      N = Not Register
                                                                PENNSYLVANIA                  N = Not Register
                                                                VIRGINIA                      N = Not Register

    The Pillar Funds - Short-Term Investment Fund, Class A

                                                                ARIZONA                       N = Not Register     S-0049564-QUAL
                                                                NEW JERSEY                    N = Not Register
                                                                NEW YORK                      N = Not Register
                                                                PENNSYLVANIA                  N = Not Register

    The Pillar Funds - Short-Term Investment Fund, Class I

                                                                COLORADO                      N = Not Register
                                                                CONNECTICUT                   N = Not Register
                                                                DISTRICT OF COLUMBIA          N = Not Register
                                                                GEORGIA                       N = Not Register
                                                                MASSACHUSETTS                 N = Not Register
                                                                MARYLAND                      N = Not Register     SM960640
                                                                NEW JERSEY                    N = Not Register
                                                                NEVADA                        N = Not Register
                                                                NEW YORK                      N = Not Register
                                                                 OUTSIDE U.S.                  N = Not Register
                                                                PENNSYLVANIA                  N = Not Register
                                                                SOUTH CAROLINA                N = Not Register
                                                                TEXAS                         N = Not Register
 C-50182


</TABLE>
<PAGE>



                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Board of Trustees of
  The Pillar Funds and the
  Securities and Exchange Commission:

We have examined management's assertion about the U.S. Treasury Securities Money
Market,  Prime Obligation Money Market,  Tax-Exempt Money Market,  U.S. Treasury
Securities Plus Money Market,  Institutional  Select Money Market, Fixed Income,
High Yield Bond, New Jersey Municipal Securities,  Intermediate-Term  Government
Securities,  Pennsylvania  Municipal  Securities,  Equity Growth,  Equity Value,
Equity  Income,  Equity Index,  Mid Cap, and Balanced Funds of The Pillar Funds'
(the "Trust")  compliance  with the  requirements  of subsections (b) and (c) of
Rule 17f-2 under the  Investment  Company Act of 1940 (the "Act") as of December
31, 1999, included in the accompanying Management Statement Regarding Compliance
with Certain  Provisions of the  Investment  Company Act of 1940.  Management is
responsible   for  the  Trust's   compliance   with  those   requirements.   Our
responsibility  is to express an opinion  on  management's  assertion  about the
Trust's compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on a test basis,  evidence about the Trust's  compliance  with those
requirements and performing such other procedures as we considered  necessary in
the  circumstances.  Included  among our  procedures  were the  following  tests
performed  as of December  31,  1999,  and with respect to agreement of security
purchases  and sales,  for the period from August 31, 1999 (the date of our last
examination) through December 31, 1999:

      We agreed a sample of  securities  shown on the books and  records  of The
      Pillar Funds as of December 31, 1999 to the safekeeping  reports of Summit
      Bank, the custodian, noting agreement of quantity and description,  except
      for securities purchased/sold but not received/delivered,  pledged, or out
      for transfer on that date, as to which we obtained  documentation from the
      brokers.

      For all securities  shown on the safekeeping  reports of Summit Bank as of
      December 31, 1999 which were  designated as being held by  institutions in
      book entry form (which include but are not limited to securities  owned by
      The  Pillar  Funds),   we  confirmed  all  such   securities   with  those
      institutions  which use the book entry method of accounting for securities
      (Bank of New York,  Federal Reserve Bank and The Depository Trust Company,
      the subcustodians).  For a sample of securities on the safekeeping reports
      of Summit Bank,  we noted that the  quantities  and  descriptions  of such
      securities listed on the safekeeping reports agreed with the confirmations
      or that  discrepancies  were resolved.  We tested,  on a sample basis, the
      resolution   of  such   reconciling   items   between  the  custodian  and
      subcustodians.

      We confirmed all repurchase  agreements  shown on the books and records of
      The Pillar Funds as of December 31, 1999 with brokers, noting agreement of
      quantity and  description.  We also agreed the  underlying  collateral for
      such repurchase agreements,  as confirmed by such brokers, with the Summit
      Bank  safekeeping  reports,  noting that such  collateral was held for the
      account of The Pillar Funds.

      We agreed a sample of security purchases and security sales since our last
      report from the books and records of the Trust to broker confirmations.

We believe that our examination provides a reasonable basis for our opinion. Our
examination  does not provide a legal  determination  on the Trust's  compliance
with specified requirements.

In our opinion,  management's  assertion that the U.S. Treasury Securities Money
Market,  Prime Obligation Money Market,  Tax-Exempt Money Market,  U.S. Treasury
Securities Plus Money Market,  Institutional  Select Money Market, Fixed Income,
High Yield Bond, New Jersey Municipal Securities,  Intermediate-Term  Government
Securities,  Pennsylvania  Municipal  Securities,  Equity Growth,  Equity Value,
Equity  Income,  Equity Index,  Mid Cap, and Balanced  Funds of The Pillar Funds
were in compliance  with the  requirements  of  subsections  (b) and (c) of Rule
17f-2 of the  Investment  Company  Act of 1940 as of  December  31,  1999,  with
respect to securities reflected in the investment account of the Trust is fairly
stated, in all material respects.

This report is intended solely for the information and use of management and the
Board of Trustees of The Pillar Funds and the Securities and Exchange Commission
and should not be used for any other purpose.

ARTHUR ANDERSEN LLP

Philadelphia, Pennsylvania
February 25, 2000



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