BISHOP STREET FUNDS
N-30D, 1999-02-26
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          A No Load Mutual Fund Family Advised By First Hawaiian Bank




                                     Annual

                                     Report


                                December 31, 1998


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



                                   Equity Fund
                                           


                                           
                             High Grade Income Fund



                           Hawaii Municipal Bond Fund



                                Money Market Fund



                           Treasury Money Market Fund






                          [Bishop Street Funds -- LOGO]





<PAGE>





This report and the financial  statements contained herein are submitted for the
general  information  of Bishop Street Funds'  shareholders.  This report is not
authorized  for  distribution  to  prospective   investors  unless  preceded  or
accompanied by an effective prospectus.


Shares of Bishop Street Funds are NOT deposits or obligations  of, or guaranteed
by First  Hawaiian  Bank or any of its  subsidiaries.  Such  shares are also NOT
federally  insured by the Federal  Deposit  Insurance  Corporation,  the Federal
Reserve  Board,  or any other  agency.  Investment  in  shares  of mutual  funds
involves  risk,  including  the  possible  loss of  principal.  SEI  Investments
Distribution  Co.  serves as  Distributor  for  Bishop  Street  Funds and is not
affiliated with First Hawaiian Bank.






<PAGE>



                                 BISHOP STREET
                               TABLE OF CONTENTS
                                      FUNDS




      Letter to Shareholders.............................................     2

      Equity Fund
            Investment Adviser's Report & Management Discussion..........     4
            Schedule of Investments......................................     7

      High Grade Income Fund
            Investment Adviser's Report & Management Discussion..........    12
            Statement of Net Assets......................................    15

      Hawaii Municipal Bond Fund
            Investment Adviser's Report & Management Discussion..........    19
            Statement of Net Assets......................................    22

      Money Market & Treasury Money Market Funds
            Investment Adviser's Report & Management Discussion..........    27
            Statements of Net Assets.....................................    29
      Statement of Assets and Liabilities................................    35
      Statements of Operations...........................................    36
      Statements of Changes in Net Assets................................    37
      Financial Highlights...............................................    40
      Notes to Financial Statements......................................    42
      Report of Independent Accountants..................................    47
      Notice to Shareholders.............................................    48



                                       1
<PAGE>



                                  BISHOP STREET
                             LETTER TO SHAREHOLDERS
                                      FUNDS


Dear Fellow Shareholder:

We're pleased to present Bishop Street Funds' Annual Report for 1998.

Although the markets were very volatile, 1998 turned out to be another very good
year for stocks,  particularly  large  growth  companies.  Rattled by turmoil in
international  markets,  investors once again sought out high-quality  household
names,  powering the Standard & Poor's 500  Composite  Index to a 28.6%  return.
That flight to quality also boosted U.S.  Treasury  bonds,  as global  investors
sought  safety  and  liquidity.   Bonds  continued  to  benefit  from  virtually
non-existent inflation and declining interest rates.

The Bishop Street Funds  performed well in this  environment.  The Bishop Street
Equity  Fund,  with its focus on large  growth  stocks,  beat the S&P 500 Index,
posting a 33%* return for the year.  The Wall Street Journal ranked it among the
top 15  performers  of 1998,  placing it in the top 2% of growth & income funds.
The  Bishop  Street  High  Grade  Income  Fund,  due to its focus on  government
securities and high quality corporate bonds,  produced a 9%* return, higher than
the average  domestic  taxable fixed income fund.  The Wall Street  Journal also
ranked it among the top 15 funds in its category.**

The Hawaii Municipal Bond Fund, which provides double tax-free income for Hawaii
residents,  generated a total  return of nearly 6%,  beating the average  Hawaii
municipal bond fund. In January, the Fund reached its three-year anniversary and
received its first Morningstar  Rating(TM) of four stars out of a possible five.
It also received the four star rating for the overall  period  ending  12/31/98.
The Fund was rated against 1,577 funds in the Municipal Bond Fund category.***

Speaking  of tax  savings,  we are  pleased  to offer a  variety  of  Individual
Retirement Account options,  including the new Roth IRA, using the Bishop Street
Funds  as an  investment  vehicle.  Traditional  IRAs  and  SEP  IRAs  are  also
available. Contributions for 1998 must be made before April 15th, 1999.


                                       2
Bishop Street Funds
<PAGE>



Please take some time to read the following pages. They include a summary of the
economic   environment   affecting  each  fund,  a  discussion  of  performance,
statements  of net  assets  and  other  financial  information.  If you have any
questions  about  this  report or the  Bishop  Street  Funds,  please  call your
Investment Specialist or Bishop Street Funds Investor Services at
1-800-262-9565.

Thanks for choosing the Bishop Street Funds.


Sincerely,


/s/ Robert A. Alm
- -----------------
Robert A. Alm
Executive Vice President and Manager
Financial Management Group
First Hawaiian Bank, Investment Adviser


  *The  performance  data  quoted  represents  past  performance  and  does  not
   guarantee  future  results.  The investment  return and principal value of an
   investment will fluctuate so that an investor's shares, when redeemed, may be
   worth more or less than their original cost.

 **As of 12/31/98,  Lipper  Analytical  Service  ranked the Bishop Street Equity
   Fund 20th out of 786 funds (15th among active  NASDAQ  funds) in the Growth &
   Income  Category for the one-year  period and 42nd out of 648 funds since its
   inception (1/30/97). As of 12/31/98, the Bishop Street High Grade Income Fund
   was ranked 17 out of 158 funds (13th among active  NASDAQ  funds) for the one
   year period and 54 out of 143 since inception (1/30/97).

***Morningstar proprietary ratings reflect historical risk-adjusted  performance
   as of 12/31/98.  The ratings are subject to change  every month.  Morningstar
   ratings are calculated  from the fund's three-,  five-,  and 10-year  average
   annual returns (if applicable) in excess of 90-day Treasury bill returns with
   appropriate fee adjustments, and a risk factor that reflects fund performance
   below 90-day T-bill  returns.  The Bishop Street Hawaii  Municipal  Bond Fund
   received four stars for the three year period. The top 10% of the funds in an
   investment  class receive 5 stars,  the next 22.5% receive 4 stars.  The Fund
   was rated among 1,577 funds for the  three-year  period  within the Municipal
   Bond Fund category.


                                       3
                                              Annual Report -- December 31, 1998


<PAGE>



                                 BISHOP STREET
               INVESTMENT ADVISER'S REPORT & MANAGEMENT DISCUSSION
                                     FUNDS


Equity Fund
- -------------------------------------------------------------------------------

Investment Adviser's Report:

The U.S. stock market produced a fourth  consecutive year of superior returns in
1998. While the Dow Jones Industrial Average rose about 18%, the broader S&P 500
Index, which includes a heavier technology component, was up nearly 29% in 1998.
Remarkably,  the science &  technology  sector was up nearly 50% during the year
according to Lipper Inc.

Overseas,  it was a tumultuous year as the Asian economic crisis spread to Latin
America and Russia's economy virtually  collapsed.  After having posted a strong
first half, it looked like the stock market was entering a bear market in August
and  September,  as the major  averages  dipped  nearly 20%. A worldwide  credit
crunch ensued,  and market  commentators  were painting a bleak picture.  During
that time,  global  investors  sought the safety and liquidity of U.S.  Treasury
bonds and the largest blue-chip stocks, shunning small companies.

By late September, the Federal Reserve Board, which previously had a bias toward
raising  interest rates to slow the U.S.  economy,  abruptly  changed course and
began  lowering   interest  rates  to  ease  recession  fears.  By  mid-October,
confidence  in the markets  returned,  and the stock  market  made a  remarkable
comeback, hitting new highs as the holidays approached.

Still,  investors continued to prefer large companies to small. During 1998, the
Russell 2000 Index fell nearly 3%, despite the fact that small companies tend to
do less business internationally than large companies.

In addition to a preference for size,  investors clearly stated their preference
for  industries  deemed  to be  insulated  from  economic  cycles.  As a result,
technology,  telecommunications,  healthcare  and specialty  retailers did well,
while chemicals, energy, paper, metals and general retailers did poorly.

Management Discussion & Analysis of Fund Performance:

During the year ended December 31, 1998, the Equity Fund produced a total return
of 33.05%.  In comparison,  the Lipper  Domestic  Equity Funds  Aggregate was up
13.92% while the unmanaged S&P 500 Composite Index rose 28.60%.

The Fund's  strong  performance  was due to many  factors.  First,  despite  the
tremendous  volatility  of the stock  market  during  1998,  we  remained  fully
invested  throughout the year.  Indeed,  we increased our equity exposure during
the market selloff in August and September.


                                       4
Bishop Street Funds


<PAGE>



                         [BISHOP STREET FUNDS -- LOGO]


Second,  we continued to be  overweighted  in the sectors that  performed  well,
principally technology and healthcare, and underweighted in cyclically sensitive
sectors such as chemical and paper companies.

Our  decision  to stick with  technology  during the late  summer  reflects  our
long-term  investment  strategy.  We continue to believe  that  technology  is a
growth area and the engine that is going to drive our financial markets.  In the
short term,  we believe  that the Year 2000  computer  problem  will benefit the
sector, particularly companies that are sought out for a solution.

Although technology  valuations are very high, we believe that there are certain
market-leading  stocks that clearly deserve to trade at a premium.  However,  we
are not  investing  directly in  internet  stocks,  which have  received so much
attention  in  the  financial   press.   Our  strategy  is  to  focus  on  large
capitalization  companies that we think will provide consistent earnings growth.
Although  internet stocks generally fall below our guidelines in terms of market
capitalization and profitability, we have been able to indirectly invest in this
very  important   sector  through  our  investments  in  major   technology  and
telecommunications firms.

In  healthcare,  the  pharmaceutical  stocks  continued to produce strong gains.
These companies have superior operating margins and appear to offer a safe haven
in an uncertain  economy in which U.S.  corporate profit growth is slowing.  Our
overweight in specialty retailing also contributed favorably to performance.

We continue to have a higher  percentage of energy companies in the portfolio as
compared to the S&P 500 Index. Because of the drop in oil prices,  energy stocks
have  performed  poorly,  and the sector  has become a drag on our  performance.
However,  we believe that energy  supply and demand is  cyclical,  and the stock
prices will appreciate at some point.

Our stock market outlook for 1999 is a strong first half followed by volatility.
Earnings expectations have been revised downward,  and we believe that companies
in general  will meet  these  subdued  targets.  However,  we  believe  that the
uncertainty  surrounding  the global markets as well as  expenditures  needed to
solve the Year 2000  computer  problem will impact the market in the second half
of the year.  After four straight years of abnormally  high returns in the stock
market, we don't expect 1999 to produce yet another superior  year--although the
market and the U.S. economy has proven to be remarkably resilient.



                                       5
                                              Annual Report -- December 31, 1998


<PAGE>


Equity Fund
- -------------------------------------------------------------------------------
                             Performance Comparison

        Comparison of Change in the Value of a $10,000 Investment Bishop
              Street Equity Fund versus the S&P 500 Composite Index
                 and the Lipper Domestic Equity Funds Aggregate

<TABLE>
<CAPTION>
- -------------------------
Initial Investment Date           1/31/97    Mar 97     Jun 97     Sep 97     Dec 97     Mar 98     Jun 98     Sep 98     Dec 98
- --------------------------        -------    ------     ------     ------     ------     ------     ------     ------     ------

<S>                               <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
Bishop Street Equity Fund         $10,000    $ 9,593    $11,104    $11,844    $12,031    $13,699    $14,164    $12,873    $16,007

S&P 500 Composite Index           $10,000    $ 9,665    $11,351    $12,202    $12,552    $14,301    $14,733    $13,306    $16,141

Consumer Price Index              $10,000    $10,040    $10,070    $10,131    $10,171    $10,181    $10,242    $10,283    $10,335

Lipper Domestic Equity 
  Funds Aggregate                 $10,000    $ 9,427    $10,832    $12,112    $11,937    $13,324    $13,252    $11,339    $13,544
</TABLE>


                          Average Annual Total Returns


                            One               Annualized
                            Year              Inception
                           Return              to Date*
                           ------             ----------

                           33.05%               28.47%

                         *Commenced operations 1/31/97.



                                       6
Bishop Street Funds

<PAGE>



Equity Fund
- -------------------------------------------------------------------------------
                            Top Ten Equity Holdings
                                  Percentage of
                                   Investments
- -------------------------------------------------------------------------------
   1. Cisco Systems Incorporated                               4.2%
   2. Microsoft Corporation                                    3.9%
   3. General Electric Company                                 3.8%
   4. Eli Lilly and Company                                    2.9%
   5. Bristol-Myers Squibb Co.                                 2.0%
   6. IBM Corporation                                          2.0%
   7. MCI WorldCom Inc.                                        1.9%
   8. Elan Corporation ADR                                     1.8%
   9. Intel Corporation                                        1.8%
  10. Schering Plough Corporation                              1.8%
- -------------------------------------------------------------------------------


                            Schedule of Investments
                                                                        Market
                                                                        Value
      Shares                                                            (000)
      -------                COMMON STOCK -- 91.4%                      -----

Aerospace / Defense -- 1.5%
      8,100 Lockheed Martin Corp.                                      $  686
      7,400 United Technologies Corp.                                     805
                                                                    ---------
                                                                        1,491
                                                                    ---------
Automotive -- 1.7%
     17,100 Ford Motor                                                  1,004
     18,400 General Motors                                                730
                                                                   ----------
                                                                        1,734
                                                                   ----------
Banks -- 5.1%
     34,500 Bank of New York                                            1,389
     16,400 BankAmerica                                                   986
     20,900 Chase Manhattan                                             1,422
     23,100 U.S. Bancorp                                                  820
     12,000 Union Planters                                                544
                                                                   ----------
                                                                        5,161
                                                                   ----------


                                       7
                                           Annual Report -- December 31, 1998



<PAGE>

Equity Fund
- -------------------------------------------------------------------------------
                            Schedule of Investments
                                  (continued)                          Market
                                                                        Value
      Shares                                                            (000)
      -------                                                           -----




Beauty Products -- 3.0%
      8,600 Colgate-Palmolive                                          $  799
     14,900 Proctor & Gamble                                            1,361
     11,200 Unilever NV, ADR                                              929
                                                                   ----------
                                                                        3,089
                                                                   ----------
Broadcasting, Newspapers & Advertising -- 1.7%
     24,300 Mediaone Group*                                             1,142
     16,900 Univision Communications*                                     612
                                                                   ----------
                                                                        1,754
                                                                   ----------
Chemicals -- 1.6%
     10,300 E.I. DuPont de Nemours                                        546
     22,700 Monsanto Co.                                                1,078
                                                                   ----------
                                                                        1,624
                                                                   ----------
Communications Equipment -- 1.3%
     12,000 Lucent Technologies, Inc.                                   1,320
                                                                   ----------
Computers & Services -- 14.4%
     43,700 Cisco Systems, Inc.*                                        4,056
     31,000 Compaq Computer Corp.                                       1,300
     14,800 Computer Associates International, Inc.                       631
     13,700 Dell Computer*                                              1,003
     10,100 International Business Machine Corp.                        1,866
     26,800 Microsoft Corp.*                                            3,717
     19,800 Sterling Commerce, Inc.*                                      891
     14,200 Sun Microsystems, Inc.*                                     1,216
                                                                   ----------
                                                                       14,680
                                                                   ----------
Drugs -- 15.2%
     15,400 American Home Products Corp.                                  867
     14,400 Bristol-Myers Squibb Co.                                    1,927
     11,900 Centocor*                                                     537
     24,800 Elan, ADR*                                                  1,725
     31,400 Eli Lilly & Co.                                             2,791
     15,900 Johnson & Johnson                                           1,334
      7,100 Merck & Co., Inc.                                           1,049
     11,400 Pfizer Inc.                                                 1,430
     30,600 Schering Plough Corp.                                       1,691
     13,500 Warner Lambert Co.                                          1,015
     18,000 Watson Pharmaceuticals*                                     1,132
                                                                   ----------
                                                                       15,498
                                                                   ----------


                                       8
Bishop Street Funds


<PAGE>

Equity Fund
- -------------------------------------------------------------------------------
                            Schedule of Investments
                                  (continued)                          Market
                                                                        Value
      Shares                                                            (000)
      -------                                                           -----




Electrical Utilities -- 1.8%
     30,400 AES Corp.*                                                $ 1,440
      5,900 FPL Group, Inc.                                               364
                                                                   ----------
                                                                        1,804
                                                                   ----------
Entertainment -- 0.8%
     26,700 Walt Disney Co.                                               801
                                                                   ----------
Financial Services -- 4.2%
     11,000 American Express Co.                                        1,125
     27,600 Citigroup                                                   1,366
     16,500 Fannie Mae                                                  1,221
      9,200 Merrill Lynch & Co., Inc.                                     614
                                                                   ----------
                                                                        4,326
                                                                   ----------
Food, Beverage & Tobacco -- 1.9%
     14,600 Coca-Cola, Co.                                                976
     17,400 Philip Morris Companies, Inc.                                 931
                                                                   ----------
                                                                        1,907
                                                                   ----------
Household Products -- 0.9%
      8,100 Clorox                                                        946
                                                                   ----------
Insurance -- 3.3%
     14,825 American International Group, Inc.                          1,432
      5,200 Chubb Corp.                                                   337
      6,600 General Re Corp.                                            1,623
                                                                   ----------
                                                                        3,392
                                                                   ----------
Machinery -- 3.6%
     35,800 General Electric, Co.                                       3,654
                                                                   ----------
Marine Transportation -- 1.2%
     24,600 Carnival                                                    1,181
                                                                   ----------
Miscellaneous Manufacturing -- 1.6%
     22,300 Tyco International                                          1,682
                                                                   ----------
Petroleum & Fuel Products -- 2.2%
     17,450 Baker Hughes, Inc.                                            309
     14,800 Burlington Resources,Inc.                                     530
     20,500 Halliburton                                                   607
      9,700 Schlumberger Ltd.                                             447
     15,900 Weatherford International*                                    308
                                                                   ----------
                                                                        2,201
                                                                   ----------


                                       9
                                              Annual Report -- December 31, 1998



<PAGE>

Equity Fund
- -------------------------------------------------------------------------------
                            Schedule of Investments
                                  (continued)                          Market
                                                                        Value
      Shares                                                            (000)
      -------                                                           -----


Petroleum Refining -- 4.5%
     14,600 Amoco Corp.                                               $   861
      9,200 Chevron, Corp.                                                763
      8,700 Exxon Corp.                                                   636
      8,800 Mobil Corp.                                                   767
     17,400 Royal Dutch Petroleum Co., ADR New York Registry              833
     13,600 Texaco, Inc.                                                  719
                                                                   ----------
                                                                        4,579
                                                                   ----------
Photographic Equipment & Supplies -- 0.9%
      8,000 Xerox                                                         944
                                                                   ----------
Printing & Publishing -- 2.2%
     15,000 Gannett Company, Inc.                                         967
     20,200 Time Warner                                                 1,254
                                                                   ----------
                                                                        2,221
                                                                   ----------
Railroads -- 0.3%
      5,064 Canadian National Railway                                     263
                                                                   ----------
Retail -- 7.9%
      8,700 Albertson's, Inc.                                             554
     17,900 Costco Companies, Inc.*                                     1,292
     17,200 CVS Corp.                                                     946
     27,800 Dayton-Hudson Corp.                                         1,508
     24,000 Fred Meyer, Inc.*                                           1,446
     25,700 Home Depot, Inc.                                            1,572
      9,200 McDonald's Corp.                                              705
                                                                   ----------
                                                                        8,023
                                                                   ----------
Semi-Conductors/Instruments -- 2.9%
     14,400 Intel Corp.                                                 1,707
     19,800 Xilinx*                                                     1,289
                                                                   ----------
                                                                        2,996
                                                                   ----------
Telephones & Telecommunication -- 5.7%
     21,700 Airtouch Communications, Inc.*                              1,565
     14,500 AT&T Corp.                                                  1,091
     27,600 Bellsouth Corp.                                             1,377
     24,700 MCI WorldCom*                                               1,772
                                                                   ----------
                                                                        5,805
                                                                   ----------
          TOTAL COMMON STOCK (Cost $62,296)                            93,076
                                                                   ----------


                                       10
Bishop Street Funds

<PAGE>

Equity Fund
- -------------------------------------------------------------------------------
                            Schedule of Investments
                                  (continued)                          Market
      Shares                                                            Value
      (000)                                                             (000)
      ------                                                            -----



                             CASH EQUIVALENT -- 2.6%

      2,547 SEI Daily Income Trust Money Market Portfolio             $ 2,547
         69 SEI Daily Income Trust Prime Obligation Portfolio              69
                                                                 ------------
            TOTAL CASH EQUIVALENT (Cost $2,616)                         2,616
                                                                 ------------
TOTAL INVESTMENTS (COST $64,912) -- 94.0%                           $  95,692
                                                                 ============
*  Non-Income producing security
   ADR--American Depository Receipt

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














                                       11
                                              Annual Report -- December 31, 1998


<PAGE>
                                 BISHOP STREET
              INVESTMENT ADVISER'S REPORT & MANAGEMENT DISCUSSION
                                      FUNDS
High Grade Income Fund
- -------------------------------------------------------------------------------


Investment Adviser's Report:

It was a strong year for high-quality  bonds, as interest rates across the board
declined to record  lows.  Prompted by Russia's  collapsing  economy,  a looming
global credit crunch and U.S. recession fears, the Federal Reserve Board reduced
short-term  interest  rates  from  5.50% to  4.75% in the Fall of 1998.  Similar
action was taken by more than 40 international  central banks to reduce interest
rates around the world.

Meanwhile,  yields on longer-term  instruments  also fell during 1998,  with the
greatest  decline coming in short- and  intermediate-term  bonds.  The five-year
Treasury  note yield fell from 5.71% on  December  31, 1997 to 4.54% at December
31, 1998,  while the ten-year note fell from 5.74% to 4.65% and the 30-year bond
yield fell from 5.92% to 5.09%.  Since bond  prices move  inversely  to interest
rates,  U.S.  Treasury  securities  performed  very well  during  the  year,  as
investors around the world sought safety and liquidity.

However,  concerns about risk caused  corporate  bonds to  underperform.  At one
point in late summer,  the difference in yield, the "spread"  between  corporate
and government  bonds,  was the widest it had been since the  mid-1980s.  Credit
concerns  receded  somewhat  as 1998  drew to a close,  when  the U.S.  economic
outlook brightened and concerns for Asia had subsided.  Nevertheless,  corporate
bond spreads are still extremely wide by historical standards.

To be sure,  Brazil's  currency  devaluation in January 1999 reminded  investors
that the global economy is still fragile.  As a result, we believe that the U.S.
economy  will grow  significantly  slower in 1999 than the past few years.  That
suggests  that  interest  rates are likely to continue  downward,  boosting bond
prices.  Additionally,  we expect that  investors  will continue to be concerned
about credit quality.




                                       12

Bishop Street Funds


<PAGE>


                          [BISHOP STREET FUNDS -- LOGO]


Management Discussion & Analysis of Fund Performance:


Because of our focus on high-quality  bonds,  the Fund  outperformed  the Lipper
Domestic Taxable Fixed Income Funds  Aggregate.  For the year ended December 31,
1998,  the Fund  produced a total  return of 9.09%,  while the Lipper  aggregate
return was 5.59% and the unmanaged  Lehman  Brothers  Government/Corporate  Bond
Index was 9.47%.

The Fund's performance was enhanced by some very timely decisions  regarding our
corporate bond  exposure.  During last summer's  credit  crunch,  corporate bond
prices fell dramatically as investors shunned the slightest credit risk. We were
able to  reduce  our  exposure  to  corporate  bonds  prior  to this  event.  As
confidence  returned  to the  markets  later in the year,  we came back into the
corporate  bond  market as that  market  was  rebounding.  By year  end,  we had
increased  our corporate  holdings  significantly  and extended the  portfolio's
duration in line with our  objective  to focus on high  quality  bonds with high
yields, as well as our expectations for declining interest rates in 1999.

Our  outlook  for  1999 is for  bonds  to  continue  to do  well in the  current
non-inflationary  environment.  In addition to lower  interest  rates, a slowing
U.S.  economy,  the coming Year 2000 computer  problem and the uncertain  global
environment are likely to generate lower U.S.  corporate  profits.  As a result,
the stock market is likely to be volatile in 1999,  which may cause investors to
once again focus on the safety and liquidity of high quality bonds.

We  continue  to manage  the High  Grade  Income  Fund  conservatively,  seeking
high-quality securities and low risk.


                                       13
                                              Annual Report -- December 31, 1998



<PAGE>


High Grade Income Fund
- -------------------------------------------------------------------------------


                             Performance Comparison

           Comparison of Change in the Value of a $10,000 Investment
                Bishop Street High Grade Income Fund versus the
                   Lehman Government/Corporate Index and the
              Lipper Domestic Taxable Fixed Income Funds Aggregate

<TABLE>
<CAPTION>
- ---------------------------------------------------
Initial Investment Date                     1/31/97   Mar 97    Jun 97    Sep 97    Dec 97    Mar 98    Jun 98    Sep 98    Dec 98
- ---------------------------------------------------   ------    ------    ------    ------    ------    ------    ------    ------

<S>                                         <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
Bishop Street High Grade Income Fund        $10,000   $ 9,902   $10,216   $10,514   $10,793   $10,937   $11,191   $11,798   $11,774

Lehman Government/Corporate Index           $10,000   $ 9,902   $10,261   $10,621   $10,962   $11,129   $11,419   $11,985   $12,000

Consumer Price Index                        $10,000   $10,040   $10,070   $10,131   $10,171   $10,181   $10,242   $10,283   $10,335

Lipper Domestic Taxable Fixed Income 
  Funds Aggregate                           $10,000   $ 9,938   $10,281   $10,615   $10,828   $11,034   $11,207   $11,359   $11,441
</TABLE>


                          Average Annual Total Returns

                            One               Annualized
                            Year              Inception
                           Return              to Date*
                           ------             ----------

                            9.09%                8.90%

                         *Commenced operations 1/31/97.




                                       14

Bishop Street Funds



<PAGE>


High Grade Income Fund
- -------------------------------------------------------------------------------
                                Top Ten Holdings
<TABLE>
<CAPTION>
                                                                            Percentage
                                                    Coupon       Maturity       of
                                                     Rate          Date     Investments
- ---------------------------------------------------------------------------------------
<S>                                                 <C>         <C>           <C>  
    1. United States Treasury Bond                    7.13%    Feb. 15, 2023    10.1%
    2. United States Treasury Bond                    7.50%    Nov. 15, 2016     7.6%
    3. Federal National Mortgage Association          6.61%    May 8, 2002       4.3%
    4. United States Treasury Note                    7.75%    Feb. 15, 2001     4.1%
    5. United States Treasury Bond                    6.25%    Aug. 15, 2023     3.4%
    6. United States Treasury Bond                    7.25%    Aug. 15, 2022     3.4%
    7. United States Treasury Bond                    6.00%    Feb. 15, 2026     3.2%
    8. Federal Home Loan Bank                         7.57%    Aug. 19, 2004     3.2%
    9. Walt Disney Co. Global Bond                    6.75%    Mar. 30, 2006     3.1%
   10. Honeywell Incorporated                         7.00%    Mar. 15, 2007     3.1%
- -------------------------------------------------------------------------------------  
</TABLE>
                             Statement of Net Assets
        Face                                                            Market
       Amount                                                            Value
       (000)                                                             (000)
      ------                                                            ------
                         CORPORATE OBLIGATIONS -- 30.7%
Aircraft -- 2.5%
               Boeing Co.
     $ 600     6.350%, 06/15/03                                       $   622
                                                                   ----------
Beauty Products -- 2.0%
               Procter and Gamble
       500     5.250%, 09/15/03                                           504
                                                                   ----------
Chemicals  -- 2.3% PPG Industries, Inc.
       500     6.875%, 02/15/12                                           559
                                                                   ----------
Communications Equipment -- 5.5%
               Motorola
       525     5.800%, 10/15/08                                           535
               Rockwell International Corp.
       300     6.625%, 06/01/05                                           317
               Sony
       500     6.125%, 03/04/03                                           511
                                                                   ----------

                                                                        1,363
                                                                   ----------



                                       15
                                              Annual Report -- December 31, 1998




<PAGE>

High Grade Income Fund
- -------------------------------------------------------------------------------
                             Statement of Net Assets
        Face                      (continued)                           Market
       Amount                                                            Value
       (000)                                                             (000)
      ------                                                            ------


Entertainment -- 3.0%
               Walt Disney Co.
    $ 700      6.750%, 03/30/06                                       $   758
                                                                   ----------
Food, Beverage & Tobacco -- 1.2%
               Pet Inc.
      300      6.500%, 07/01/03                                           311
                                                                   ----------
Machinery -- 1.2%
               Dresser Industries, Inc.
      300      6.250%, 06/01/00                                           305
                                                                   ----------
Measuring Devices -- 3.0%
               Honeywell, Inc.
      700      7.000%, 03/15/07                                           753
                                                                   ----------
Paper & Paper Products -- 2.2%
               Sonoco Products Co.
      500      6.750%, 11/01/10                                           543
                                                                   ----------
Photographic Equipment & Supplies -- 2.1%
               Xerox
      525      5.250%, 12/15/03                                           521
                                                                   ----------
Retail -- 3.5%
               Gap, Inc.
      500      6.900%, 09/15/07                                           548
               Lowes Companies Inc.
      300      6.375%, 12/15/05                                           317
                                                                   ----------
                                                                          865
                                                                   ----------
Toys -- 2.2%
               Hasbro
      525      6.150%, 07/15/08                                           539
                                                                   ----------
               TOTAL CORPORATE OBLIGATIONS (Cost $7,286)                7,643
                                                                   ----------



                                       16
Bishop Street Funds


<PAGE>

High Grade Income Fund
- -------------------------------------------------------------------------------
                             Statement of Net Assets
      Face                        (continued)                           Market
  Amount/Shares                                                          Value
     (000)                                                               (000)
  -------------                                                         ------
                   U.S. GOVERNMENT AGENCY OBLIGATIONS -- 19.4%
               FHLB
    $ 700      7.170%, 03/29/00                                       $   719
      400      6.000%, 07/05/00                                           406
      500      5.960%, 10/06/00                                           509
      700      7.310%, 07/06/01                                           739
      700      7.570%, 08/19/04                                           781
               FHLMC
      200      6.220%, 03/24/03                                           209
               FNMA
      400      7.500%, 02/11/02                                           428
    1,000      6.610%, 05/08/02                                         1,049
                                                                     --------
               TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS (Cost $4,669)   4,840
                                                                     --------

                       U.S. TREASURY OBLIGATIONS -- 47.4%
               U.S. Treasury Bonds
    1,500      7.500%, 11/15/16                                         1,863
      675      7.250%, 08/15/22                                           839
    2,025      7.125%, 02/15/23                                         2,491
      750      6.250%, 08/15/23                                           839
      725      6.000%, 02/15/26                                           793
      500      6.750%, 08/15/26                                           599
               U.S. Treasury Notes
      200      6.375%, 05/15/00                                           205
      700      8.500%, 11/15/00                                           748
      950      7.750%, 02/15/01                                         1,009
      300      6.250%, 02/28/02                                           314
      525      7.500%, 05/15/02                                           570
      700      6.375%, 08/15/02                                           739
      500      5.750%, 08/15/03                                           522
      250      6.500%, 10/15/06                                           278
                                                                     --------
               TOTAL U.S. TREASURY OBLIGATIONS  (Cost $11,545)         11,809
                                                                     --------



                                       17
                                              Annual Report -- December 31, 1998


<PAGE>

High Grade Income Fund
- -------------------------------------------------------------------------------
                             Statement of Net Assets
                                  (continued)                           Market
                                                                         Value
      Shares                                                             (000)
      ------                                                            ------
                             CASH EQUIVALENT -- 1.2%

       291     SEI Daily Income Trust Money Market Portfolio          $    291
                                                                    ----------
               TOTAL CASH EQUIVALENT (Cost $291)                           291
                                                                    ----------
TOTAL INVESTMENTS (Cost $23,791) -- 98.7%                               24,583
                                                                    ----------
OTHER ASSETS AND LIABILITIES, NET -- 1.3%                                  318
                                                                    ----------

                                   NET ASSETS:
Fund Shares (unlimited authorization -- no par value)
    based on 2,387,195 outstanding shares of beneficial interest        23,811
Accumulated net realized gain on investments                               298 
Net unrealized appreciation on investments                                 792
                                                                    ----------
TOTAL NET ASSETS -- 100.0%                                             $24,901
                                                                    ==========
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE               $ 10.43
                                                                    ----------
FHLB -- Federal Home Loan Bank
FHLMC -- Federal Home Loan Mortgage Corporation
FNMA -- Federal National Mortgage Association

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




                                       18
Bishop Street Funds

<PAGE>

                                  BISHOP STREET
               INVESTMENT ADVISER'S REPORT & MANAGEMENT DISCUSION
                                      FUNDS


Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------

Investment Adviser's Report:

The  fixed-income  markets  registered  strong  performance in 1998, as interest
rates generally declined.  Through May, yields were largely unchanged from where
they stood at year-end  1997,  as market  professionals  were trying to evaluate
what effect the faltering Asian economies would have on the United States.

During the summer, bond yields began to decline as it became apparent that Japan
was  falling  deeper  into  recession,  and there were no  substantial  signs of
recovery in the other Asian economies.  With Russia  defaulting on its debt, and
some Latin American economies in severe turmoil,  market participants  concluded
that the Fed would have no choice but to reduce interest rates, igniting a rally
in the Treasury bond market.

Indeed,  the Fed,  convinced  that  there was a strong  likelihood  that  global
economic events might very well spread to the U.S., intervened in late September
for the  first of what  would be three  quarter-percentage-point  reductions  in
their  targeted  Fed  Funds  rate.  The  bond  market  rally  continued,  almost
uninterrupted, until the end of 1998.

Municipals were steady  throughout the year, but  underperformed  U.S.  Treasury
bonds, which were beneficiaries of significant  international capital flows from
Asia, Latin America, and elsewhere. These foreign "safe haven" investors receive
no benefit from  tax-exempt  securities,  and  accordingly,  the municipal  bond
market was not affected by the huge demand that the Treasury market experienced.
As a result, municipals reached historically attractive  levels--practically the
same yield as taxable U.S. Treasuries securities. As a percentage of Treasuries,
municipal  yields  increased  from  85%  at  the  beginning  of  1998  to 96% of
Treasuries at year-end.

Management Discussion & Analysis of Fund Performance:

The primary goal of the Hawaii Municipal Bond Fund is to deliver a high level of
current  income exempt from both State of Hawaii and federal  income  taxes.  We
believe that the Fund accomplished that objective during 1998, particularly when
the yield is compared on a tax-equivalent basis to comparable investments.



                                       19
                                              Annual Report -- December 31, 1998



<PAGE>


Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------


At  year-end,  the Fund was yielding  4.43%;  for an  individual  in the highest
combined  federal and state tax bracket,  this equates to fully taxable yield of
8.15%  currently,  and 8.04% when the new,  reduced  State of Hawaii  income tax
rates are phased in over the next few years.*  (The maximum rate will go down to
8.75% from 10% in 1999).

For  taxable  investments,   this  yield  would  be  difficult,  to  match  with
alternatives of comparable quality.  Indeed, high quality continues to be one of
our major  priorities.  At year-end,  over 88% of our holdings are in the AA-AAA
rated category.

Also, this past year, we shortened the average maturity of our portfolio without
significantly  sacrificing  current income to our shareholders,  the expectation
being that this will provide us some  additional  protection  in the event of an
adverse market environment of rising interest rates. Our 12-year average life is
shorter than most income funds in our  category.  This strategy of "coming in on
the yield  curve" was made  possible by a continuing  flat yield curve  offering
only marginally higher yields for longer maturities.

For the year ending  12/31/98,  the Hawaii  Municipal Bond Fund produced a total
return of 5.84%. In comparison, the total return for the Lipper Hawaii Municipal
Debt Funds Average was 5.77%. The Lehman Municipal Bond Index, a broader measure
of  unmanaged,  mostly  national  issues not exempt  from Hawaii  income  taxes,
reflected a 6.48% return for the same period.

The Hawaiian economy,  with the dominant tourism industry,  is still feeling the
effects  of the  economic  downturns  in  Asia,  and  we  don't  anticipate  any
significant recovery in 1999.

Although the national economy grew at approximately 4% in 1998, we expect growth
in 1999 to be somewhat less than that,  closer to 3%. With no expected  pressure
on what has been a benign inflation rate, we would expect the Federal Reserve to
leave  interest  rates  unchanged  for most of the first  half of the year,  and
accordingly, the bond market should be stable.

We will  continue to seek out  opportunities  in the market place to benefit our
shareholders.

*This information is based on a hypothetical illustration and is not 
 representative of any investment securities.



                                       20
Bishop Street Funds


<PAGE>


Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------

                             Performance Comparison

            Comparison of Change in the Value of a $10,000 Investment
              Bishop Street Hawaii Municipal Bond Fund versus the
                  Lehman Brothers Municipal Bond Index and the
                   Lipper Hawaii Municipal Debt Funds Average

<TABLE>
<CAPTION>
- ---------------------------------------------------
Initial Investment Date                     2/28/95   Jun 95    Dec 95    Jun 96    Dec 96    Jun 97    Dec 97    Jun 98    Dec 98
- ---------------------------------------------------   ------    ------    ------    ------    ------    ------    ------    ------

<S>                                         <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
Bishop Street Hawaii Municipal Bond Fund    $10,000   $10,288   $10,941   $10,849   $11,401   $11,722   $12,373   $12,661   $13,097

Lehman Brothers Municipal Bond Index        $10,000   $10,359   $11,097   $11,047   $11,589   $11,961   $12,656   $12,997   $13,478

Consumer Price Index                        $10,000   $10,100   $10,191   $10,376   $10,522   $10,606   $10,712   $10,787   $10,884

Lipper Hawaii Municipal Debt Funds Average  $10,000   $10,301   $11,001   $10,890   $11,416   $11,723   $12,359   $12,643   $13,070
</TABLE>


                          Average Annual Total Returns


                        One       Annualized    Annualized
                        Year        3 Year      Inception
                       Return       Return      to Date*
                       ------     ----------    ----------

                        5.84%        6.18%        7.22%

                         *Commenced operations 2/15/95.








                                       21
                                              Annual Report -- December 31, 1998



<PAGE>

Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------
                                Top Ten Holdings
<TABLE>
<CAPTION>
                                                                          Percentage
                                                   Coupon     Maturity        of
                                                    Rate        Date      Investments
- -------------------------------------------------------------------------------------
<S>                                                 <C>     <C>              <C> 
    1. Honolulu Waste - Wtr RB                      5.25%   July 1, 2018     5.8%
    2. HI Airport Systems Revenue                   7.00%   July 1, 2020     3.7%
    3. HI Airports System Revenue                   5.75%   July 1, 2009     3.7%
    4. Commonwealth of Puerto Rico, GO              6.50%   July 1, 2013     3.5%
    5. HI Budg. & Fin./Queens Health Sys.           6.00%   July 1, 2020     3.1%
    6. C&C of Honolulu Board of Water Supply        5.80%   July 1, 2016     3.0%
    7. HI Hous., Fin. & Develop/Single Family       5.55%   July 1, 2007     3.0%
    8. Honolulu Waste - Wtr RB                      5.25%   July 1, 2017     2.9%
    9. HI Dept. Budg. & Fin., St. Francis Medical 
       Center                                       6.50%   July 1, 2022     2.9%
   10. HI St Cert. of Part, Kapolei St. Office      5.00%   May 1, 2017      2.8%
- -------------------------------------------------------------------------------------
</TABLE>



                            Statement of Net Assets
       Face                                                            Market
      Amount                                                           Value
       (000)                                                           (000)
     ------                                                           ------
                          MUNICIPAL BONDS -- 95.8%
Hawaii -- 87.4%
               County, GO, MBIA Insured
   $ 250       6.850%, 12/01/02                                      $  253
               County, Ser A, GO, FGIC Insured
     400       5.550%, 05/01/09                                         440
     450       5.600%, 05/01/12                                         496
     190       5.600%, 05/01/13                                         208
               Department of Budget & Finance, Hawaiian Electric,
               RB, MBIA Insured
     750       6.200%, 05/01/26                                         826
               Department of Budget & Finance, Queens Health
               Systems, Ser A, RB
     250       5.875%, 07/01/11                                         272
   1,000       6.000%, 07/01/20                                       1,084
               Department of Budget & Finance, Special Purpose
               Mortgage, Hawaiian Electric Company, Ser A, RB,
               MBIA Insured
     300       4.950%, 04/01/12                                         307
               Department of Budget & Finance, Queens Health
               Systems, Ser A, RB Department of Budget & Finance,
               Special Purpose Mortgage, Hawaii Electric
               Incorporated Project, Ser A, RB, MBIA Insured
     390       6.600%, 01/01/25                                         436


                                       22
Bishop Street Funds



<PAGE>
Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
       Face                       (continued)                         Market
      Amount                                                           Value
       (000)                                                           (000)
     ------                                                           ------

               Department of Budget & Finance, Special Purpose
               Mortgage, Kaiser Permanente Project, Ser A, RB
   $ 300       6.500%, 03/01/11                                     $   318
               Department of Budget & Finance, Special Purpose
               Mortgage, Kapiolani Health Care System Project, RB
     760       6.300%, 07/01/08                                         824
     250       6.000%, 07/01/11                                         272
     250       6.400%, 07/01/13                                         269
               Department of Budget & Finance, Special Purpose
               Mortgage, St. Francis Medical Center Project, RB,
               FSA Insured
     930       6.500%, 07/01/22                                       1,017
               Department of Budget & Finance, Special Purpose
               Mortgage, Wilcox Memorial Hospital Projects, RB
     500       5.500%, 07/01/09                                         532
               Harbor Capital Improvement, RB, MBIA Insured
     500       5.400%, 07/01/09                                         535
     480       7.000%, 07/01/17                                         509
               Harbor Capital Improvement, Ser 1992, RB, FGIC
               Insured
     225       6.500%, 07/01/19                                         246
               Honolulu City & County Board of Water Supply, RB
     250       5.250%, 07/01/07                                         267
   1,000       5.800%, 07/01/16                                       1,072
               Honolulu City & County Mortgage, Smith Berentia,
               Ser A, RB, FHA & MBIA Insured
     100       7.800%, 07/01/24                                         107
               Honolulu City & County Ser A, GO
     245       5.700%, 04/01/09                                         272
               Honolulu City & County Waipahu Towers Project,
               Ser A, RB, GNMA Collateral
     200       6.900%, 06/20/35                                         216
               Honolulu City & County, GO
     230       6.000%, 12/01/09                                         262
               Honolulu City & County, GO, FGIC Insured
     125       5.500%, 11/01/07                                         137
               Honolulu City & County, Ser A, GO
     150       6.000%, 01/01/10                                         170
               Honolulu City & County, Ser A, GO, MBIA Insured
     500       6.000%, 11/01/10                                         574
               Honolulu Waste-Water RB, FGIC Insured
   1,000       5.250%, 07/01/17                                       1,025
   2,000       5.250%, 07/01/18                                       2,042
               Kauai County, Ser B, GO, AMBAC Insured
     285       5.750%, 08/01/06                                         314


                                       23
                                              Annual Report -- December 31, 1998


<PAGE>


Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
       Face                       (continued)                         Market
      Amount                                                           Value
       (000)                                                           (000)
      ------                                                          ------

               Kauai County, Ser B, GO, MBIA Insured
   $   120     5.050%, 08/01/12                                      $   124
       260     5.900%, 02/01/13                                          279
       155     5.100%, 08/01/13                                          160
       165     5.150%, 08/01/14                                          170
       175     5.200%, 08/01/15                                          179
               Maui County, Board of Water Supply, Ser A, RB,
               FGIC Insured
       520     6.000%, 12/01/01                                          553
               Maui County, GO, FGIC Insured
       100     5.125%, 12/15/12                                          103
               Maui County, GO, MBIA Insured
       250     5.750%, 06/01/13                                          268
               Maui County, Refunding GO, FGIC Insured
       290     5.125%, 12/15/10                                          301
               Maui County, Ser A, GO, FGIC Insured
       500     5.200%, 09/01/12                                          522
       200     5.000%, 03/01/13                                          205
       100     5.125%, 03/01/14                                          103
               State Airport Systems, RB, FGIC Insured
       300     7.200%, 07/01/00                                          315
     1,210     7.000%, 07/01/20                                        1,316
               State Airport Systems, Ser 2, RB
        60     6.900%, 07/01/12                                           72
               State Airport Systems, Ser 3, RB, AMBAC Insured
     1,200     5.750%, 07/01/09                                        1,296
               State Certificate of Participation, AMBAC Insured
       500     5.000%, 05/01/16                                          494
     1,000     5.000%, 05/01/17                                          987
               State GO, FGIC Insured
       500     5.250%, 03/01/17                                          511
               State GO, MBIA Insured
       500     5.250%, 04/01/13                                          522
               State GO, Ser CM, FGIC Insured
       500     6.000%, 12/01/09                                          573
               State GO, Ser CN, FGIC Insured
       500     5.500%, 03/01/14                                          529
               State GO, Ser CO, FGIC Insured
       200     6.000%, 09/01/05                                          222
       250     6.000%, 03/01/09                                          284
       250     6.000%, 09/01/09                                          285
               State Highway RB, FGIC Insured
       500     5.250%, 07/01/15                                          513
       405     5.000%, 07/01/16                                          405

                                       24
Bishop Street Funds

<PAGE>


Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
       Face                       (continued)                           Market
      Amount                                                             Value
       (000)                                                             (000)
     ------                                                             ------

               State Highway Project, RB
   $   375     5.250%, 07/01/10                                        $   395
       510     5.000%, 07/01/11                                            520
       500     5.250%, 07/01/12                                            519
               State Housing, Finance & Development Corporation,
               Affordable Rental Housing Program, Ser 1995 A, RB
       350     6.000%, 07/01/15                                            369
       750     6.050%, 07/01/22                                            789
               State Housing, Finance & Development Corporation,
               Single Family Mortgage Purchase, RB
     1,005     5.550%, 07/01/07                                          1,053
               State Housing, Finance & Development Corporation, Single
               Family Mortgage Purchase, RB, AMT, Ser A, FNMA Collateral
       250     5.250%, 07/01/13                                            252
               State Housing, Finance & Development Corporation,
               University of Hawaii Faculty Housing Project, RB,
               AMBAC Insured
       700     5.650%, 10/01/16                                            740
                                                                       -------
                                                                        31,230
                                                                       -------
Puerto Rico -- 7.2%
               Commonwealth Highway & Transportation Authority,
               Ser Z, RB, FSA Insured  745181PE1
       500     6.000%, 07/01/18                                            579
               Commonwealth of Puerto Rico, GO, MBIA Insured
     1,000     6.500%, 07/01/13                                          1,218
               Housing, Banking & Finance Agency, Single Family
               Mortgage, Affordable Housing Mortgage Portfolio I,
               RB, GNMA/FNMA/FHLMC Collateral
       200     6.100%, 10/01/15                                            211
               Industrial Tourist Educational Medical Environmental
               Control Facilities
               Hospital Auxilio Muto Obligation Group, RB, MBIA Insured
       300     6.250%, 07/01/24                                            333
               Industrial Tourist Educational Medical Environmental
               Control Facilities
               Inter American University, Ser A, MBIA Insured
       250     5.000%, 10/01/22                                            251
                                                                       -------
                                                                         2,592
                                                                       -------
Guam -- 1.2%
               Guam Power Authority, Ser A, RB, AMBAC Insured
       400     6.375%, 10/01/08                                            438
                                                                       -------
               TOTAL MUNICIPAL BONDS  (Cost $32,759)                    34,260
                                                                       -------


                                       25
                                              Annual Report -- December 31, 1998

<PAGE>

Hawaii Municipal Bond Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
                                  (concluded)                           Market
      Shares                                                             Value
       (000)                                                             (000)
      ------                                                            ------

                            CASH EQUIVALENT -- 2.5%

       90      Dreyfus Tax Exempt Cash Management Fund                $     90
       57      Nuveen Federal Tax Exempt Money Market                       57
      744      SEI Institutional Tax-Free Portfolio                        744
                                                                       -------
               TOTAL CASH EQUIVALENT (Cost $891)                           891
                                                                       -------
TOTAL INVESTMENTS (Cost $33,650) -- 98.3%                               35,151
                                                                       -------
OTHER ASSETS AND LIABILITIES, NET -- 1.7%                                  600
                                                                       -------

                                   NET ASSETS:

Fund Shares (unlimited authorization -- no par value)
    based on 3,319,612 outstanding shares of beneficial interest        34,205
Undistributed net investment income                                         28
Accumulated net realized gain on investments                                17
Net unrealized appreciation on investments                               1,501
                                                                       -------
TOTAL NET ASSETS -- 100.0%                                             $35,751
                                                                       =======
NET ASSET VALUE, OFFERING AND REDEMPTION
    PRICE PER SHARE                                                    $ 10.77
                                                                       -------

AMBAC -- American  Municipal Bond Assurance Company 
AMT -- Alternative  Minimum Tax 
FGIC --  Federal  Guaranty  Insurance  Corporation  
FHA --  Federal  Housing Authority  
FHLMC --  Federal  Home Loan  Mortgage  Corporation  
FNMA --  Federal National  Mortgage  Association  
FSA --  Financial  Security  Assurance 
GNMA -- Government  National  Mortgage  Association  
GO --  General  Obligation  
MBIA -- Municipal Bond Insurance Association 
RB -- Revenue Bond 
Ser -- Series

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


                                       26
Bishop Street Funds

<PAGE>

- --------------------------------------------------------------------------------
                                  BISHOP STREET
               INVESTMENT ADVISER'S REPORT & MANAGEMENT DISCUSSION
                                      FUNDS
- --------------------------------------------------------------------------------

Money Market & Treasury Money Market Funds
- --------------------------------------------------------------------------------

Investment Adviser's Report:

The U.S. enjoyed yet another year of strong economic growth in 1998, as consumer
spending and business  investment both remained at high levels.  Notwithstanding
this economic  strength,  inflation  remained well under control and bond yields
fell  considerably over the course of the year. The U.S. bond market's role as a
safe  haven was  highlighted  on  several  occasions  during  the year as credit
concerns in a variety of markets kept demand for U.S. treasury  securities high.
This was especially true in the third quarter,  when what started as a flight to
quality became a stampede to liquidity.  Financial  turmoil in several  emerging
markets  spread  quickly to the  developed  markets as a number of  high-profile
investment  funds were forced to unwind large  amounts of leverage.  The Federal
Reserve  acted rapidly to defuse a potential  crisis,  cutting rates three times
and informally  arranging a `work out' of the most leveraged fund. By the end of
the year, it was apparent that the  corrective  action had the intended  effect,
and U.S.  bond market  investors  entered 1999 much as they had 1998 - wondering
when the U.S. economy would show signs of slowing.











                                       27
                                              Annual Report -- December 31, 1998

<PAGE>

Money Market & Treasury Money Market Funds
- --------------------------------------------------------------------------------

Management Discussion & Analysis of Fund Performance:

In both the Money  Market Fund and Treasury  Money Market Fund,  we adjusted the
weighted  average  maturity of the portfolios in response to market  conditions.
Generally,  we have lengthened  maturities  this year.  During the middle of the
year, we invested in longer maturity  securities to lock in advantageous  yields
caused by an anticipated Fed tightening.  As the year progressed and the Federal
Reserve did actually  cut rates,  money market  instrument  yields  followed the
Fed's moves down. We purchased longer,  higher yielding securities to compensate
for these moves.  We believe that the strong economic growth evident at year-end
will keep the Fed on hold for the start of the new year,  although we expect the
domestic economy to slow in coming months. We will continue to maintain a longer
average maturity in this environment.









                                       28
Bishop Street Funds

<PAGE>


Money Market Fund
- --------------------------------------------------------------------------------
                             Statement of Net Assets
         Face
        Amount                                                      Value
        (000)                                                       (000)
        ------                                                     -------

                            COMMERCIAL PAPER -- 57.1%
Banks -- 12.7%
               Bank of America
     $ 9,000   5.040%, 03/11/99                                    $ 8,913
               Centric Funding
       3,000   5.070%, 03/05/99                                      2,973
       5,000   5.120%, 04/06/99                                      4,932
               Kitty Hawk Funding
       7,000   5.500%, 02/26/99                                      6,940
       2,500   5.180%, 03/10/99                                      2,476
               Peacock Funding
       8,000   5.200%, 02/04/99                                      7,961
                                                                   -------
                                                                    34,195
                                                                   -------
Drugs -- 3.1%
               Johnson & Johnson
       8,500   5.000%, 02/26/99                                      8,434
                                                                   -------
Financial Services -- 28.3%
               Associates Funding
       8,000   5.350%, 02/05/99                                      7,958
               Corporate Asset Funding
       9,000   5.360%, 02/19/99                                      8,934
               Enterprise Funding
       8,000   5.250%, 02/26/99                                      7,935
               Falcon Asset Funding
       5,565   5.410%, 02/08/99                                      5,533
               Fleet Funding
       8,339   5.550%, 01/14/99                                      8,322
               International Lease Finance
       8,000   5.100%, 02/19/99                                      7,945
               Island Finance
       5,000   5.160%, 03/30/99                                      4,937
               National Rural Utilities
       8,500   5.040%, 03/24/99                                      8,402
               Sears Roebuck Acceptance Corporation
       8,000   5.050%, 03/03/99                                      7,932
               Variable Funding Capital
       8,000   5.380%, 02/05/99                                      7,958
                                                                   -------
                                                                    75,856
                                                                   -------


                                       29
                                              Annual Report -- December 31, 1998

<PAGE>


Money Market Fund
- --------------------------------------------------------------------------------
                             Statement of Net Assets
                                  (continued)
         Face
        Amount                                                      Value
        (000)                                                       (000)
        ------                                                     -------

Food, Beverage & Tobacco -- 3.0%
               Archer-Daniels-Midland
    $ 8,000    5.070%, 02/04/99                                    $ 7,962
                                                                   -------
Industrial -- 4.0%
               Aesop Funding
      1,900    5.406%, 02/10/99                                      1,889
               Colgate Palmolive
      6,035    4.926%, 03/31/99                                      5,963
               Private Export Funding
      3,000    5.160%, 05/06/99                                      2,948
                                                                   -------
                                                                    10,800
                                                                   -------
Insurance -- 3.0%
               Prudential Funding
      8,000    5.340%, 02/05/99                                      7,959
                                                                   -------
Telephones & Telecommunication -- 3.0%
               GTE
      8,000    5.310%, 02/18/99                                      7,943
                                                                   -------
               TOTAL COMMERCIAL PAPER (Cost $153,149)              153,149
                                                                   -------

                          FLOATING RATE NOTES -- 14.5%

               All-State Corporation(A)
      3,000    5.309%, 03/15/99                                      3,000
               American Express (A)
      7,000    5.477%, 02/16/99                                      7,000
               Asset-Backed Security Investment Trust (A)
      5,000    5.356%, 02/15/99                                      5,000
               Comerica Bank (A)
      8,000    5.109%, 03/10/99                                      7,998
               Peoples Security Life (A)
     10,000    5.320%, 02/01/99                                     10,000
               Travelers Insurance Co. (A)
      6,000    5.300%, 03/01/99                                      6,000
                                                                   -------
               TOTAL FLOATING RATE NOTES (Cost $38,998)             38,998
                                                                   -------



                                       30
Bishop Street Funds

<PAGE>

Money Market Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
 Face                             (concluded)
Amount                                                                    Value
(000)                                                                     (000)
- ------                                                                    ------

               CERTIFICATES OF DEPOSIT/BANK NOTES -- 18.9%

               Bank of New York
$4,250         5.640%, 03/26/99                                         $ 4,249
               Chase Manhattan                                     
 5,000         5.685%, 08/03/99                                           4,998
               First National Bank of Chicago                      
 4,000         5.740%, 05/07/99                                           3,999
               Harris Bankcorp                                     
 8,000         5.150%, 02/22/99                                           8,000
               Key Bank                                            
 8,000         4.700%, 09/16/99                                           7,998
               PNC Bank                                            
 2,500         5.427%, 07/01/99                                           2,499
               Regions Bank                                        
 3,000         5.770%, 05/21/99                                           3,000
               US Bank - Minnesota                                 
 8,000         5.554%, 08/31/99                                           7,999
               Wilmington Trust                                    
 3,000         5.900%, 04/30/99                                           3,000
 5,000         5.850%, 05/17/99                                           5,000
                                                                      ---------
               TOTAL CERTIFICATES OF DEPOSIT/BANK NOTES (Cost $50,742)   50,742
                                                                      ---------

                              TIME DEPOSIT -- 1.7%

               National City
 4,656         5.000%, 01/04/99                                           4,656
                                                                      ---------
               TOTAL TIME DEPOSITS (Cost $4,656)                          4,656
                                                                      ---------

                          CORPORATE OBLIGATION -- 3.1%

               General Motors Acceptance Corporation
 8,300         6.040%, 03/19/99                                           8,313
                                                                      ---------
               TOTAL CORPORATE OBLIGATIONS  (Cost $8,313)                 8,313
                                                                      ---------


                                       31
                                              Annual Report -- December 31, 1998

<PAGE>
Money Market Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
 Face                             (concluded)
Amount                                                                    Value
(000)                                                                     (000)
- ------                                                                    ------

                   U.S. GOVERNMENT AGENCY OBLIGATIONS -- 4.7%

               Federal Home Loan Mortgage  
$10,000        4.885%, 03/17/99                                          $9,898
               Federal National Mortgage Association
  2,625        4.970%, 03/17/99                                           2,598
                                                                     ----------
               U.S. GOVERNMENT AGENCY OBLIGATIONS (Cost $12,496)         12,496
                                                                     ----------
TOTAL INVESTMENTS (Cost $268,354) -- 100.0%                             268,354
                                                                     ----------
OTHER ASSETS AND LIABILITIES, NET -- 0.0%                                   (36)
                                                                      ---------

                                   NET ASSETS:

Fund Shares (unlimited authorization -- no par value)
    based on 268,323,399 outstanding shares of beneficial interest      268,323
Undistributed net investment income                                           4
Accumulated net realized loss on investments                                 (9)
                                                                     ----------
TOTAL NET ASSETS -- 100.0%                                             $268,318
                                                                     ==========

NET ASSET VALUE, OFFERING AND REDEMPTION
    PRICE PER SHARE                                                      $ 1.00
                                                                      ---------

(A) Floating Rate Security -- the rate  reflected on the Statement of Net Assets
    is the rate in effect on December 31, 1998.  The maturity  date shown is the
    next scheduled reset date.

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



                                       32
Bishop Street Funds

<PAGE>

Treasury Money Market Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
 Face
Amount                                                                    Value
(000)                                                                     (000)
- ------                                                                    ------

                        U.S. TREASURY OBLIGATIONS -- 32.8%

               U.S. Treasury Notes
$ 3,000        5.875%, 03/31/99                                         $ 3,003
 32,000        6.250%, 03/31/99                                          32,056
 12,000        6.375%, 04/30/99                                          12,031
  5,000        6.000%, 06/30/99                                           5,012
  5,000        5.875%, 11/15/99                                           5,047
  5,000        7.875%, 11/15/99                                           5,132
 10,000        5.625%, 11/30/99                                          10,077
 10,000        5.625%, 12/31/99                                          10,085
               U.S. Treasury Bills
 13,000        3.940%, 01/21/99                                          12,972
  3,000        4.550%, 11/12/99                                           2,880
                                                                     ----------
               TOTAL U.S. TREASURY OBLIGATIONS (Cost $98,295)            98,295
                                                                     ----------


                        REPURCHASE AGREEMENTS -- 66.8%

               Greenwich Capital Markets, Inc.
               4.75%, dated 12/31/98, matures 01/04/99,
               repurchase price $20,010,556 (collateralized by
               various U.S. Treasury Bonds, total  par value
               $14,534,000, 6.62%-12.75%,
     20,000    02/15/10 - 02/15/27: total market value $20,403,800)      20,000

               J.P. Morgan
               4.75%, dated 12/31/98, matures 01/04/99,
               repurchase price $40,021,111 (collateralized by
               various U.S. Treasury Notes and Bills. total par
               value $33,126,000, 0.00%-14.00%,
     40,000    03/18/99 - 02/15/21: total market value $40,800,240)      40,000

               J.P. Morgan
               5.75%,  dated  12/31/98,   matures  01/04/99,
               repurchase price $30,019,166 (collateralized by
               U.S. Treasury Bond, par value 18,031,000, 11.25%,
     30,000    02/15/15: total market value $30,600,581)                 30,000

               Lehman Brothers, Inc.
               4.875%, dated 12/31/98, matures 01/04/99, 
               repurchase price $10,381,620 (collateralized by 
               U.S. Treasury STRIPS, par value $36,855,000, 0.00%, 
               matures
     10,376    05/15/21: total market value $12,618,046)                 10,376


                                       33
                                              Annual Report -- December 31, 1998

<PAGE>
Treasury Money Market Fund
- -------------------------------------------------------------------------------

                            Statement of Net Assets
 Face
Amount                                                                    Value
(000)                                                                     (000)
- ------                                                                    ------

                       REPURCHASE AGREEMENTS -- continued

               Morgan Stanley, Dean Witter
               4.65%. dated 12/31/98, matures 01/04/99,
               repurchase price $24,812,813 (collateralized by
               various U.S. Treasury Notes and Bills, total
               par value $22,260,738, 0.00%-8.125%,
    $24,800    12/09/99-11/15/21: total market value $25,413,690)      $ 24,800

               Morgan Stanley, Dean Witter
               4.92%. dated 12/30/98, matures 01/20/99,
               repurchase price $30,086,100 (collateralized by
               various U.S. Treasury Notes and Bills, total
               par value $26,934,263, 0.00%-8.125%,
     30,000    12/09/99-11/15/21: total market value $30,749,161)        30,000

               Paribas Corp.
               4.55%,  dated  12/31/98,   matures  01/04/99,  
               repurchase price $10,005,056 (collateralized by 
               U.S. Treasury Note, par value $8,709,000, 7.00%,
     10,000    matures 07/15/06: market value $10,276,673)               10,000

               Paribas Corp.
               4.80%,  dated  12/31/98,   matures  01/04/99,   
               repurchase price $35,018,667 (collateralized by U.S.
               Treasury Note, par value $35,350,000, 5.625%,
     35,000    matures 12/31/99: market value $36,057,000)               35,000
                                                                     ----------
               TOTAL REPURCHASE AGREEMENTS (Cost $200,176)              200,176
                                                                     ----------
TOTAL INVESTMENTS (Cost $298,471) -- 99.6%                              298,471
                                                                     ----------
OTHER ASSETS AND LIABILITIES, NET -- 0.4%                                 1,373
                                                                     ----------

                                   NET ASSETS:
Fund Shares (unlimited authorization -- no par value)
    based on 299,866,077 outstanding shares of beneficial interest      299,865
Undistributed net investment income                                          14
Accumulated net realized loss on investments                                (35)
                                                                     ----------
TOTAL NET ASSETS -- 100.0%                                             $299,844
                                                                     ==========
NET ASSET VALUE, OFFERING AND REDEMPTION
    PRICE PER SHARE                                                     $  1.00
                                                                     ----------

STRIPS -- Separate Trading of Registered Interest and Principal of Securities.


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


                                       34
Bishop Street Funds

<PAGE>

Bishop Street Funds
- --------------------------------------------------------------------------------

                      Statement of Assets and Liabilities
                                   Equity Fund
                                 As of 12/31/98
                                 (In Thousands)

- --------------------------------------------------------------------------------
Assets:
   Investments at value (cost $64,912)                                $  95,692
   Accrued Income                                                            54
   Capital Shares Sold                                                    6,227
- --------------------------------------------------------------------------------
     Total Assets                                                       101,973
- --------------------------------------------------------------------------------
Liabilities:
   Income Payable                                                            31
   Accrued Expenses Payable                                                 125
- --------------------------------------------------------------------------------
     Total Liabilities                                                      156
- --------------------------------------------------------------------------------
          Total Net Assets                                             $101,817
================================================================================


Net Assets:

   Fund Shares (unlimited authorization -- no par value) based on
      6,664, 015 outstanding shares of beneficial interest               70,913
   Accumulated net realized gain on investments                             124
   Net unrealized appreciation on investments                            30,780
          Total Net Assets -- 100.0%                                   $101,817
================================================================================

Net Asset Value, Offering and Redemption
    Price Per Share                                                    $  15.28
- --------------------------------------------------------------------------------
The accompanying notes are an integral part of the financial statements.




                                       35
                                              Annual Report -- December 31, 1998

<PAGE>

Bishop Street Funds
- --------------------------------------------------------------------------------

                            Statements of Operations
                           For the year ended 12/31/98
                                 (In Thousands)
<TABLE>
<CAPTION>
                                                   High      Hawaii            Treasury
                                                   Grade    Municipal   Money    Money
                                         Equity    Income     Bond     Market   Market
                                          Fund     Fund       Fund      Fund     Fund
- ---------------------------------------------------------------------------------------
<S>                                    <C>         <C>       <C>     <C>       <C>
Investment Income:
   Interest Income                      $   17     $1,548    $1,633  $14,400   $17,481
   Dividend Income                       1,084         --        --       --        --
- ---------------------------------------------------------------------------------------
   Total Investment Income               1,101      1,548     1,633   14,400    17,481
- ---------------------------------------------------------------------------------------
Expenses:
   Investment Adviser Fee                  590        142       111      768       967
   Investment Adviser Fee Waiver           (75)       (47)      (95)    (209)     (546)
   Management Fee                          159         52        64      512       645
   Management Fee Waiver                   (64)       (21)      (47)    (205)     (258)
   Shareholder Servicing Fee               199         64        79      640       806
   Shareholder Servicing Fee Waiver       (120)       (39)      (48)    (384)     (477)
   Custody Fees                             24         10        20       36        48
   Transfer Agent Fees                      27         22        22       29        45
   Registration Fees                        15          9         1        1         7
   Trustees Fees                             8          1         4       15        34
   Printing Fees                             9          1         6       23        57
   Professional Fees                        17          3         7       48        80
   Amortization of Deferred
      Organizational Costs                   6          6         6        6         7
   Miscellaneous Expenses                    2          3        --       --         3
- ---------------------------------------------------------------------------------------
           Total Expenses                  797        206       130    1,280     1,418
- ---------------------------------------------------------------------------------------
   Net Investment Income                   304      1,342     1,503   13,120    16,063
- ---------------------------------------------------------------------------------------
Net Realized Gain on Investments         4,270        655        78       25         2
Change in Unrealized Appreciation
   on Investments                       18,838        252       206       --        --
- ---------------------------------------------------------------------------------------
Net Realized and Unrealized Gain
   on Investments                       23,108        907       284       25         2
- ---------------------------------------------------------------------------------------
Increase in Net Assets
   Resulting from Operations           $23,412     $2,249    $1,787  $13,145   $16,065
=======================================================================================
</TABLE>

Amounts designated as "--" are either $0 or have been rounded to $0.

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


                                       36
Bishop Street Funds

<PAGE>

Bishop Street Funds 
- --------------------------------------------------------------------------------
                       Statement of Changes in Net Assets
                                 (In Thousands)
<TABLE>
<CAPTION>


                                                      Equity                         High Grade
                                                       Fund                          Income Fund
- ---------------------------------------------------------------------------------------------------------
                                              01/01/98 to    01/31/97 to     01/01/98 to    01/31/97 to
                                               12/31/98      12/31/97 (1)     12/31/98      12/31/97 (1)
- ---------------------------------------------------------------------------------------------------------
<S>                                             <C>            <C>            <C>             <C>      
Investment Activities:
   Net Investment Income                        $    304       $   483        $ 1,342         $ 1,290
   Net Realized Gain (Loss) on Investments         4,270          (184)           655             101
   Change in Unrealized Appreciation
     on Investments                               18,838        11,942            252             540
- ---------------------------------------------------------------------------------------------------------
Increase in Net Assets Resulting From Operations  23,412        12,241          2,249           1,931
- ---------------------------------------------------------------------------------------------------------
Distributions to Shareholders:
   Net Investment Income                            (304)         (483)        (1,342)         (1,290)
   Capital Gains                                  (3,962)         --             (391)            (67)
- ---------------------------------------------------------------------------------------------------------
         Total Distributions                      (4,266)         (483)        (1,733)         (1,357)
- ---------------------------------------------------------------------------------------------------------
Changes in Net Assets                             19,146        11,758            516             574
- ---------------------------------------------------------------------------------------------------------
Capital Share Transactions:                                                                  
     Proceeds from Shares Issued                   8,970        59,210          1,225          25,503
     Reinvestments of Cash Distributions           4,234           482          1,615           1,356
     Cost of Shares Redeemed                        (500)       (1,483)        (4,697)         (1,191)
- ---------------------------------------------------------------------------------------------------------
Net Increase (Decrease) in Net Assets                                                        
   From Capital Share Transactions                12,704        58,209         (1,857)         25,668
- ---------------------------------------------------------------------------------------------------------
   Total Increase (Decrease) in Net Assets        31,850        69,967         (1,341)         26,242
- ---------------------------------------------------------------------------------------------------------
Net Assets:                                                                                  
   Beginning of Period                            69,967            --         26,242              --
- ---------------------------------------------------------------------------------------------------------
   End of Period                                $101,817       $69,967        $24,901         $26,242
=========================================================================================================
Capital Share Transactions:                                                                  
     Shares Issued                                   605         5,893            118           2,549
     Shares Issued in Lieu of Cash Distributions     296            43            155             135
     Shares Redeemed                                 (38)         (135)          (452)           (118)
- ---------------------------------------------------------------------------------------------------------
Net Increase (Decrease) in Capital Shares            863         5,801           (179)          2,566
=========================================================================================================
</TABLE>

Amounts designated as "--" are either $0 or have been rounded to $0.

(1) Commenced operations on January 31, 1997.

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


                                       37
                                              Annual Report -- December 31, 1998


<PAGE>

Bishop Street Funds
- --------------------------------------------------------------------------------
                       Statement of Changes in Net Assets
                                 (In Thousands)

<TABLE>
<CAPTION>

                                                                      Hawaii Municipal
                                                                         Bond Fund
- ------------------------------------------------------------------------------------------------
                                                                    01/01/98         01/01/97
                                                                   to 12/31/98      to 12/31/97
- ------------------------------------------------------------------------------------------------
<S>                                                                  <C>              <C>    
Investment Activities:
   Net Investment Income                                             $ 1,503          $ 1,345
   Net Realized Gain on Investments                                       78               84
   Change in Unrealized Appreciation on Investments                      206              800
- ------------------------------------------------------------------------------------------------
Increase in Net Assets Resulting From Operations                       1,787            2,229
- ------------------------------------------------------------------------------------------------
Distributions to Shareholders:                                                      
   Net Investment Income:                                                           
     Institutional Class A Shares                                     (1,503)          (1,092)
     Retail Class B Shares (1)                                            --             (253)
   Capital Gains:                                                                   
     Institutional Class A Shares                                         --              --
- ------------------------------------------------------------------------------------------------
         Total Distributions                                          (1,503)          (1,345)
- ------------------------------------------------------------------------------------------------
Change in Net Assets                                                     284              884
- ------------------------------------------------------------------------------------------------
Capital Share Transactions:                                                         
   Institutional Class A Shares:                                                    
     Proceeds from Shares Issued                                      10,520            6,901
     Proceeds in connection with transfer from Retail Class B             --            8,988
     Reinvestments of Cash Distributions                                 705              471
     Cost of Shares Redeemed                                          (4,763)          (3,804)
- ------------------------------------------------------------------------------------------------
         Total Institutional Capital Share Transactions                6,462           12,556
- ------------------------------------------------------------------------------------------------
   Retail Class B Shares: (1)                                                       
     Proceeds from Shares Issued                                          --              743
     Reinvestments of Cash Distributions                                  --              135
     Cost of Shares Redeemed                                              --             (574)
     Transfer to Institutional Class A                                    --           (8,988)
- ------------------------------------------------------------------------------------------------
         Total Retail Capital Share Transactions                          --           (8,684)
- ------------------------------------------------------------------------------------------------
Net Increase in Net Assets From Capital Share Transactions             6,462            3,872
- ------------------------------------------------------------------------------------------------
   Total Increase in Net Assets                                        6,746            4,756
- ------------------------------------------------------------------------------------------------
Net Assets:                                                                         
   Beginning of Period                                                29,005           24,249
- ------------------------------------------------------------------------------------------------
   End of Period                                                     $35,751          $29,005
================================================================================================
Capital Share Transactions:                                                         
   Institutional Class A Shares:                                                    
     Shares Issued                                                       984              661
     Shares Issued in connection with transfer from Retail Class B        --              854
     Shares Issued in Lieu of Cash Distributions                          63               45
     Shares Redeemed                                                    (445)            (334)
- ------------------------------------------------------------------------------------------------
         Total Institutional Capital Share Transactions                  602            1,226
- ------------------------------------------------------------------------------------------------
   Retail Class B Shares: (1)                                                       
     Shares Issued                                                        --               41
     Shares Issued in Lieu of Cash Distributions                          --               13
     Shares Redeemed                                                      --              (54)
     Transfer to Institutional Class A                                    --             (854)
- ------------------------------------------------------------------------------------------------
         Total Retail Capital Share Transactions                          --             (854)
- ------------------------------------------------------------------------------------------------
Net Increase in Capital Shares                                           602              372
================================================================================================
</TABLE>
Amounts designated as "--" are either $0 or have been rounded to $0. 
(1) For the period January 1, 1997 to July 20, 1997.

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


                                       38
Bishop Street Funds
<PAGE>

Bishop Street Funds
- --------------------------------------------------------------------------------
                       Statement of Changes in Net Assets
                                 (In Thousands)
<TABLE>
<CAPTION>

                                                                                               Treasury
                                                             Money Market                     Money Market
                                                                 Fund                             Fund
- -------------------------------------------------------------------------------------------------------------------
                                                         01/01/98        01/01/97      01/01/98        01/01/97
                                                       to 12/31/98    to 12/31/97     to 12/31/98     to 12/31/97
- -------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>            <C>             <C>           <C>        
Investment Activities:
   Net Investment Income                                $  13,120      $  13,357       $ 16,063      $    11,261
     Net Realized Gain (Loss) on Investments                   25              1              2              (37)
- -------------------------------------------------------------------------------------------------------------------
Increase in Net Assets Resulting From Operations           13,145         13,358         16,065           11,224
- -------------------------------------------------------------------------------------------------------------------
Distributions to Shareholders:
   Net Investment Income:
     Institutional Class A Shares                         (13,120)       (13,235)       (16,061)         (11,249)
     Retail Class B Shares (1)                                 --           (119)            --               --
   Capital Gains:
     Institutional Class A Shares                              --             (4)            --              (14)
- -------------------------------------------------------------------------------------------------------------------
         Total Distributions                              (13,120)       (13,358)       (16,061)         (11,263)
- -------------------------------------------------------------------------------------------------------------------
Changes in Net Assets                                          25             --              4              (39)
- -------------------------------------------------------------------------------------------------------------------
Capital Share Transactions:  All at $1.00 per share
   Institutional Class A Shares:
     Proceeds from Shares Issued                          709,477        625,934      1,801,697        1,511,022
     Proceeds in connection with transfer
       from Retail Class B                                     --          4,014             --               --
     Reinvestments of Cash Distributions                      214             83             --               --
     Cost of Shares Redeemed                             (688,069)      (657,484)    (1,775,776)      (1,417,265)
- -------------------------------------------------------------------------------------------------------------------
         Total Institutional Capital Share Transactions    21,622        (27,453)        25,921           93,757
- -------------------------------------------------------------------------------------------------------------------
   Retail Class B Shares: (1)
     Proceeds from Shares Issued                               --          1,172             --               --
     Reinvestments of Cash Distributions                       --            119             --               --
     Cost of Shares Redeemed                                   --         (1,796)            --               --
     Cost of shares in connection with transfer
       to Institutional Class A                                --         (4,014)            --               --
- -------------------------------------------------------------------------------------------------------------------
         Total Retail Capital Share Transactions               --         (4,519)            --               --
- -------------------------------------------------------------------------------------------------------------------
Net Increase (Decrease) in Net Assets
   From Capital Share Transactions                         21,622        (31,972)        25,921           93,757
- -------------------------------------------------------------------------------------------------------------------
   Total Increase (Decrease) in Net Assets                 21,647        (31,972)        25,925           93,718
- -------------------------------------------------------------------------------------------------------------------
Net Assets:
   Beginning of Period                                    246,671        278,643        273,919          180,201
- -------------------------------------------------------------------------------------------------------------------
   End of Period                                         $268,318      $ 246,671       $299,844      $   273,919
===================================================================================================================
</TABLE>
Amounts designated as "--" are either $0 or have been rounded to $0. (1) For the
period January 1, 1997 to July 20, 1997.

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

                                       39 
                                              Annual Report -- December 31, 1998

<PAGE>


Bishop Street Funds
- --------------------------------------------------------------------------------
Financial Highlights
For a Share Outstanding Throughout the Periods Ended December 31,

<TABLE>
<CAPTION>

                             Investment Activities            Distributions from                     
                       ------------------------------------   -------------------                    
                                                   Net                                               
                           Net                   Realized                              Net           
                          Asset                     and                               Asset          
                         Value,        Net       Unrealized       Net                Value,          
                        Beginning  Investment  Gain (Loss) on  Investment  Capital   End of          
                        of Period    Income     Investments      Income     Gains    Period          
- -----------------------------------------------------------------------------------------------------
<S>                     <C>          <C>          <C>           <C>        <C>       <C>             
EQUITY FUND                                                                                          
- -----------------------------------------------------------------------------------------------------
1998:                   $12.06       $0.05        $ 3.88        $(0.05)    $(0.66)   $15.28          
1997(1):                $10.00       $0.08        $ 2.06        $(0.08)     --       $12.06          
- -----------------------------------------------------------------------------------------------------
HIGH GRADE INCOME FUND                                                                               
- -----------------------------------------------------------------------------------------------------
1998:                   $10.23       $0.54        $ 0.37        $(0.54)    $(0.17)   $10.43          
1997(1):                $10.00       $0.51        $ 0.26        $(0.51)    $(0.03)   $10.23          
- -----------------------------------------------------------------------------------------------------
HAWAII MUNICIPAL BOND FUND                                                                           
- -----------------------------------------------------------------------------------------------------
1998:                   $10.67       $0.51        $ 0.10        $(0.51)     --       $10.77          
1997:                   $10.34       $0.53        $ 0.33        $(0.53)     --       $10.67          
1996:                   $10.47       $0.55        $(0.12)       $(0.55)    $(0.01)   $10.34          
1995(2):                $10.00       $0.45        $ 0.47        $(0.45)     --       $10.47          
- -----------------------------------------------------------------------------------------------------
MONEY MARKET FUND                                                                                    
- -----------------------------------------------------------------------------------------------------
1998:                   $ 1.00       $0.05         --           $(0.05)     --       $ 1.00          
1997:                   $ 1.00       $0.05         --           $(0.05)     --       $ 1.00          
1996:                   $ 1.00       $0.05         --           $(0.05)     --       $ 1.00          
1995(3):                $ 1.00       $0.05         --           $(0.05)     --       $ 1.00          
- -----------------------------------------------------------------------------------------------------
TREASURY MONEY MARKET FUND                                                                           
- -----------------------------------------------------------------------------------------------------
1998:                   $ 1.00       $0.05         --           $(0.05)     --       $ 1.00          
1997:                   $ 1.00       $0.05         --           $(0.05)     --       $ 1.00          
1996(4):                $ 1.00       $0.03         --           $(0.03)     --       $ 1.00          
</TABLE>


+   Total return is for the period indicated and has not been annualized.
++  Total return has been annualized.                                    
*   Annualized.                                                              
Amounts designated as "--" are either $0 or have been rounded to $0.        

 (1) Commenced operations on January 31, 1997. 
 (2) Commenced operations on February 15, 1995 
 (3) Commenced operations on January 30, 1995. 
 (4) Commenced operations on May 1, 1996.


                                       40
Bishop Sreet Funds                     


<PAGE>

<TABLE>
<CAPTION>

                                                               Ratio of                   
                                    Ratio of                Net Investment                
                      Ratio of    Expenses to    Ratio of      Income to                  
             Net      Expenses      Average         Net         Average                   
            Assets,      to       Net Assets    Investment    Net Assets                  
            End of     Average   Excluding Fee   Income to   Excluding Fee  Portfolio     
  Total     Period       Net      Waivers and     Average     Waivers and   Turnover      
 Return      (000)     Assets   Reimbursements  Net Assets  Reimbursements    Rate        
- --------------------------------------------------------------------------------------    

- --------------------------------------------------------------------------------------    
<S>         <C>         <C>          <C>          <C>           <C>           <C>         
 33.05%     $101,817    1.00%        1.32%        0.38%         0.06%         41%         
 21.52%+    $ 69,967    0.99%*       1.39%*       0.83%*        0.43%*        30%         
- --------------------------------------------------------------------------------------    

- --------------------------------------------------------------------------------------    
  9.09%     $ 24,901    0.80%        1.21%        5.21%         4.80%         98%         
  7.94%+    $ 26,242    0.80%*       1.30%*       5.58%*        5.08%*        32%         
- --------------------------------------------------------------------------------------    

- --------------------------------------------------------------------------------------    
  5.84%     $ 35,751    0.41%        1.01%        4.74%         4.14%         21%         
  8.52%     $ 29,005    0.34%        0.99%        5.05%         4.40%         29%         
  4.21%     $ 15,408    0.21%        0.85%        5.33%         4.68%         27%         
 10.91%++   $  9,411    0.27%*       1.10%*       5.24%*        4.40%*        68%         
- --------------------------------------------------------------------------------------    

- --------------------------------------------------------------------------------------    
  5.26%     $268,318    0.50%        0.81%        5.12%         4.81%         n/a          
  5.29%     $246,671    0.51%        0.85%        5.18%         4.84%         n/a          
  5.12%     $274,125    0.49%        0.60%        5.01%         4.90%         n/a          
  5.67%++   $305,120    0.50%*       0.66%*       5.50%*        5.34%*        n/a          
- --------------------------------------------------------------------------------------    

- --------------------------------------------------------------------------------------    
  5.10%     $299,844    0.44%        0.84%        4.98%         4.58%         n/a          
  5.22%     $273,919    0.43%        0.86%        5.11%         4.68%         n/a          
  5.08%++   $180,201    0.42%*       0.65%*       4.96%*        4.74%*        n/a          


</TABLE>

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

                                       41 
                                              Annual Report -- December 31, 1998

<PAGE>

Bishop Street Funds
- --------------------------------------------------------------------------------
                         Notes to Financial Statements

1. ORGANIZATION
   The Bishop Street Funds (the  "Trust") are  registered  under the  Investment
Company Act of 1940, as amended, as an open-end,  management investment company.
The Bishop Street Funds  consist of a series of five funds (the  "Funds")  which
includes the Equity Fund,  High Grade Income Fund,  Hawaii  Municipal Bond Fund,
Money Market Fund and the Treasury  Money Market Fund.  Effective  July 20, 1997
the Retail Class B for the Hawaii  Municipal Bond Fund and Money Market Fund was
closed.  All Retail Class B shareholders  were exchanged into the  Institutional
Class for the equivalent number of shares of that class. The assets of each Fund
are  segregated,  and a  shareholder's  interest is limited to the Fund in which
shares are held.  The Funds'  prospectus  provides a description  of each Fund's
investment objectives, policies and strategies.

2. SIGNIFICANT ACCOUNTING POLICIES
   The following is a summary of significant accounting policies followed by the
Trust.

Security Valuation
   Bishop Street Fund  investments  in equity  securities  which are traded on a
national  securities exchange (or reported on the NASDAQ national market system)
are stated at the last quoted sale price on the principal exchange on which they
are  traded  on  valuation  date,   other  equity   securities   traded  in  the
over-the-counter  market  and  listed  equity  securities  for which no sale was
reported on that date are stated at the last quoted bid price.  Debt obligations
exceeding  sixty days to  maturity  which are  actively  traded are valued by an
independent  pricing  service  at the  most  recently  quoted  bid  price.  Debt
obligations  with sixty days or less  remaining  until maturity may be valued at
their amortized cost. Restricted securities for which quotations are not readily
available are valued at fair value using methods  determined in good faith under
general Trustee supervision.
   Investment  securities  held by the Money  Market and  Treasury  Money Market
Funds are stated at amortized cost, which approximates  market value. Under this
valuation  method,  purchase  discounts  and premiums are accreted and amortized
ratably to maturity and are included in interest income.

Security Transactions and Investment Income
   Security transactions are accounted for on the date the security is purchased
or sold (trade date).  Costs used in determining net realized  capital gains and
losses on the sale of  securities  are  those of the  specific  securities  sold
adjusted  for the  accretion  and  amortization  of the purchase  discounts  and
premiums during the respective  holding periods.  Interest income is recorded on
the accrual basis.

Discounts and Premiums
   Discounts  and  premiums  are  accreted  or  amortized  over the life of each
security  and are  recorded  as  interest  income for each of the Funds  using a
method which approximates the effective interest method.

                                       42
Bishop Street Funds 
<PAGE>

Repurchase Agreements
   Securities  pledged as collateral for  Repurchase  Agreements are held by the
custodian bank until the respective agreements mature. The Funds may also invest
in tri-party repurchase agreements.  Securities held as collateral for tri-party
repurchase  agreements  are  maintained in a segregated  account by the broker's
custodian  bank until the maturity of the  repurchase  agreement.  Provisions of
repurchase  agreements  and  procedures  adopted by the Adviser  ensure that the
market  value of the  collateral  is  sufficient  in the event of default by the
counterparty.  If the  counterparty  defaults  and the  value of the  collateral
declines or if the counterparty enters an insolvency proceeding,  realization of
the collateral by the Fund may be delayed or limited.

Expenses
   Expenses that are directly  related to one of the Funds are charged  directly
to that Fund. Other operating expenses of the Trust are prorated to the Funds on
the basis of relative net assets.

Distributions to Shareholders
    Distributions  from net  investment  income are declared daily and paid on a
monthly basis for the High Grade Income Fund,  Hawaii  Municipal  Bond Fund, the
Money Market Fund and the Treasury  Money Market Fund.  The Equity Fund declares
and pays such  dividends on a quarterly  basis.  Any net realized  capital gains
will be distributed at least annually for all Funds.

Federal Income Taxes
    It is each Fund's intention to qualify as a regulated investment company for
Federal  income tax purposes and to distribute a majority of its taxable  income
and net capital  gains.  Accordingly,  no provision for Federal  income taxes is
required.  the timing and  characterization  of certain income and capital gains
distributions are determined annually in accordance with federal tax regulations
that may differ from generally accepted accounting principles. These differences
relate primarily to paydowns on asset-backed  securities and certain  securities
sold at a loss. As a result,  net investment income (loss) and net realized gain
(loss) on  investment  transactions  for a  reporting  period  may  differ  from
distributions during such period.  Accordingly,  the Funds may periodically make
reclassifications among certain capital accounts without impacting the net asset
value of the Funds.

Organization Costs
   Organization costs have been capitalized by the Funds and are being amortized
over sixty months  commencing with  operations.  In the event any of the initial
shares are  redeemed  by any holder  thereof  during the period that the fund is
amortizing its organization costs, the redemption proceeds payable to the holder
thereof  prior  to the end of the  amortization  period,  the  proceeds  will be
reduced by the unamortized organization costs in the same ratio as the


                                       43 
                                              Annual Report -- December 31, 1998

<PAGE>

Biship Street Funds
- --------------------------------------------------------------------------------

number of initial  shares being  redeemed  bears to the number of initial shares
outstanding at the time of the redemption.

   Use of Estimates in the Preparation of Financial Statements 
The preparation of financial  statements,  in conformity with generally accepted
accounting  principles,  requires  management to make estimates and  assumptions
that affect the reported  amount of assets and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of revenue and expenses during the reporting period. Actual
results could differ from those estimates.

3. INVESTMENT ADVISORY AGREEMENT
   Investment advisory services are provided to the Funds by First Hawaiian Bank
(the  "Adviser").  The  Adviser is entitled to receive an annual fee of 0.74% of
the average daily net assets of the Equity Fund,  0.55% of the average daily net
assets of the High Grade Income Fund,  0.35% of the average  daily net assets of
the Hawaii  Municipal Bond Fund, and .30% of the Money Market and Treasury Money
Market  Funds.  The  Adviser may from time to time waive a portion of its fee in
order to limit the operating expenses of a Fund.
   Wellington   Management  Company,  LLP  (the  "Sub-Adviser")  serves  as  the
investment  sub-adviser  for the Money Market Fund and the Treasury Money Market
Fund  (collectively,  the  "Money  Market  Funds"),  pursuant  to a  sub-adviser
agreement.  The  Sub-Adviser  is  entitled  to receive  from the  Adviser a fee,
computed  daily and paid  monthly,  at the annual  rate of 0.075% of the average
daily net assets of the Money  Market Funds up to $500 million and 0.020% of the
average daily net assets of the Money Market Funds in excess of $500 million.

   4.  ADMINISTRATIVE,  TRANSFER AGENT AND DISTRIBUTION  SERVICES
   Pursuant  to  an  administration  agreement  dated  January  27,  1995,  (the
"Agreement")  SEI  Investments  Mutual Funds  Services  ("SEI"),  a wholly owned
subsidiary of SEI Investments Company, acts as the Trust's Administrator.  Under
the terms of the Agreement, SEI is entitled to receive an annual fee of 0.20% of
the average daily net assets of each Fund. SEI has voluntarily agreed to waive a
portion  of its  fee in  order  to  limit  operating  expenses.  Pursuant  to an
agreement dated January 30, 1995, DST Systems, Inc. ("DST") acts as the Transfer
Agent of the Trust. As such, DST provides transfer agency,  dividend  disbursing
and shareholder  services to the Trust.  SEI Investments  Distribution Co. ("SEI
Investments"), a wholly owned subsidiary of SEI Investments Company, acts as the
Trust's Distributor pursuant to a distribution agreement dated January 27, 1995.


                                       44
Bishop Street Funds



<PAGE>


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

   The Trust  has  adopted  and  entered  into a  shareholder  service  plan and
agreement with SEI Investments.  Each Fund pays to SEI Investments a shareholder
servicing fee at an annual rate of 0.25% of the average daily net asset value of
all  shares  of each  fund,  which  is  computed  daily  and paid  monthly.  SEI
Investments  has  voluntarily  agreed to waive a portion  of its fee in order to
limit operating expenses.
   Certain  officers of the Trust are also officers of the  Administrator.  Such
officers are paid no fees by the Trust.

5. INVESTMENT TRANSACTIONS
      The  cost  of  security  purchases  and  the  proceeds  from  the  sale of
securities,  other than temporary cash  investments  for the year ended December
31, 1998 are presented below for the Funds.

      Fund Investment Transactions (000)


<TABLE>
<CAPTION>

                                        EQUITY        HIGH GRADE         HAWAII MUNICIPAL
                                         FUND         INCOME FUND            BOND FUND
                                        ------        -----------        ----------------
<S>                                    <C>           <C>                <C>
Purchases
  U.S. Government Securities           $    --         $21,744              $    --
  Other                                 33,668           2,613               12,453

Sales
  U.S. Government Securities                --          23,910                   --
  Other                                 31,157           2,520                6,353
</TABLE>


      At December 31, 1998 the following  funds have capital loss  carryforwards
for federal income tax purposes.  For tax purposes,  the losses in the Funds can
be  carried  forward  for a maximum of eight  years to offset  any net  realized
capital gains.



                                                            EXPIRATION
                                     AMOUNT (000)              DATE
                                     -----------            ----------
 Money Market                            9                    2004-2005
 Treasury Money Market                  36                         2005

      The Equity and Hawaii  Municipal  Bond Funds used  $177,335  and  $60,709,
respectively, of its capital loss carryforward from the previous year.





                                       45
                                              Annual Report -- December 31, 1998
<PAGE>


Bishop Street Funds
- -------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                     EQUITY        HIGH GRADE         HAWAII MUNICIPAL
                                      FUND         INCOME FUND            BOND FUND
                                     ------        -----------        ----------------
<S>                                  <C>                <C>                <C>   
Gross Unrealized Appreciation        $32,543            $810               $1,525

Gross Unrealized Depreciation         (1,763)            (18)                 (24)
                                     -------            ----               ------
Net Unrealized Appreciation          $30,780            $792               $1,501
                                     =======            ====               ======
</TABLE>

6. CONCENTRATION OF CREDIT RISK
      The Hawaii  Municipal Bond Fund invests  primarily in debt  instruments in
the state of Hawaii.  The  issuers'  ability to meet  their  obligations  may be
affected by economic  developments  in that state.  At December  31,  1998,  the
percentage of the Fund investments by each revenue source was as follows:

                                                         HAWAII MUNICIPAL
                                                             BOND FUND
                                                         ----------------
                 Cash Equivalents                               2.5
                 Education Bonds                                2.8
                 General Obligation Bonds                      27.5
                 Hospital Bonds                                14.0
                 Housing Bonds                                  8.5
                 Transportation Bonds                          20.5
                 Utility Bonds                                 19.9
                 Public Facility Bonds                          4.3
                                                             -------
                                                                100%
                                                             =======

      The ratings of long-term  debt  holdings as a percentage of total value of
long-term debt investments at December 31, 1998 are as follows (unaudited):

                 STANDARD &                              HAWAII MUNICIPAL
                 POOR'S RATING                               BOND FUND
                 -------------                           ----------------
                 AAA                                           72
                 AA                                            19
                 A                                              4
                 BBB+                                           2
                 Not Rated                                      3
                                                             -----
                                                              100%
                                                             =====



                                       46
 Bishop Street Funds




<PAGE>

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

                        Report of Independent Accountants


To the Shareholders and Board of Trustees
 of the Bishop Street Funds:

In our opinion,  the accompanying  statements of net assets of the Bishop Street
Funds (including,  respectively,  the High Grade Income,  Hawaii Municipal Bond,
Money Market and Treasury  Money Market  Funds) and the  statement of assets and
liabilities,  including the schedule of investments,  of the Equity Fund and the
related statements of operations and of changes in net assets, and the financial
highlights present fairly, in all material  respects,  the financial position of
the Bishop Street Funds (the  "Funds") at December 31, 1998,  and the results of
their  operations  for the year then ended,  the changes in their net assets for
each of the two years (or periods) in the period then ended and their  financial
highlights  for each of the periods  presented,  in  conformity  with  generally
accepted  accounting  principles.   These  financial  statements  and  financial
highlights   (hereafter   referred  to  as  "financial   statements")   are  the
responsibility  of the Funds'  management;  our  responsibility is to express an
opinion on these  financial  statements  based on our audits.  We conducted  our
audits of these  financial  statements in  accordance  with  generally  accepted
auditing  standards  which  require that we plan and perform  theaudit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits,  which  included  confirmation  of  securities  at December  31, 1998 by
correspondence  with the custodian and brokers,  provide a reasonable  basis for
the opinion expressed above.



PRICEWATERHOUSECOOPERS LLP

2400 Eleven Penn Center
Philadelphia, Pennsylvania
February 2, 1999






                                       47
                                              Annual Report -- December 31, 1998



<PAGE>



Bishop Street Funds
- -------------------------------------------------------------------------------
Notice to Shareholders of Bishop Street Funds (Unaudited)

   For shareholders  that do not have a December 31, 1998 taxable year end, this
notice is for informational  purposes only. For shareholders with a December 31,
1998 tax year end,  please consult your tax advisor as to the pertinence of this
notice.

   For the fiscal year ended  December 31, 1998,  each fund has  designated  the
following items with regard to distributions paid during the year:

<TABLE>
<CAPTION>
                                            (A)               (B)               (C)
                                         Long Term         Ordinary            (A+B)
                                       Capital Gains        Income             Total
                                       Distributions     Distributions     Distributions
Fund                                    (Tax Basis)       (Tax Basis)       (Tax Basis)
- ----                                   -------------     -------------     -------------
<S>                                         <C>                <C>             <C> 
Equity                                      91%                9%              100%
High Grade Income                            5%               95%              100%
Hawaii Municipal Bond                        0%              100%              100%
Money Market                                 0%              100%              100%
Treasury Money Market                        0%              100%              100%
</TABLE>

                                            (D)               (E)
                                        Qualifying        Tax Exempt
Fund                                   Dividends(1)        Interest
- ----                                   -----------        ----------
Equity                                     100%                0%
High Grade Income                            0%                0%
Hawaii Municipal Bond                        0%              100%
Money Market                                 0%                0%
Treasury Money Market                        0%                0%

(1) Qualifying  dividends  represent  dividends  which qualify for the corporate
    dividends received deduction.
*   Items  (A)  and  (B) are  based  on the  percentage  of  each  fund's  total
    distribution.
**  Items (D) and (E) are based on a percentage of ordinary income distributions
    of each fund.




                                       48
Bishop Street Funds




<PAGE>

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

                                Investment Team




                              [Photograph of Team]







Bishop Street Funds' Investment Team (left to right):
 Michael Masuda, Vice-President; Jenny Carias, Assistant Vice-President; 
Lori Foo, Compliance Officer; Lou Levitas, Portfolio Manager; Tony Goo, 
                             Senior Vice-President.





                                       49
                                              Annual Report -- December 31, 1998


<PAGE>


Bishop Street Funds
- -------------------------------------------------------------------------------


                               Board of Trustees


[Photo-
 graph]    Mr. Martin Anderson
           Partner--Goodsill, Anderson, Quinn & Stifel
 



                              [Photo-     Mr. Philip H. Ching
                               graph]     Vice Chairman--First Hawaiian Bank
                                          (through January 1996)





          Honorable Shunichi Kimura 
          Regent--University of Hawaii (1995-1996) 
          Judge--State of Hawaii Judiciary (1974-1994) 
          Mayor--County of Hawaii (1968-1974) 
          Chairman & Chief Executive--County of Hawaii (1964-1968)



                                         Mr. Robert A. Nesher 
                                         Chairman--SEI Mutual Funds




          Honorable William S. Richardson 
          Trustee--Kamehameha Schools Bishop Estate (through 1992) 
          Chief Justice--Supreme Court of Hawaii (through 1983)
          Lieutenant Governor--State of Hawaii (1962-1966)




                                         Mr. Manuel R. Sylvester
                                         Managing & Executive Partner--
                                           Coopers & Lybrand (through 1992)




          Dr. Joyce S. Tsunoda
          Senior Vice President & Chancellor
            for Community Colleges--University of Hawaii




                                       50
Bishop Street Funds



<PAGE>



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

                                     Notes


































                                       51
                                              Annual Report -- December 31, 1998



<PAGE>



Bishop Street Funds
- -------------------------------------------------------------------------------

                                      Notes




































                                       52
Bishop Street Funds




<PAGE>



Investment Advisor
First Hawaiian Bank
Honolulu, HI 96813



Administrator
SEI Investments Mutual Funds Services
Wayne, PA 19087



Distributor
SEI Investments Distribution Co.
Oaks, PA 19456



Transfer Agent
DST Systems Inc.
Kansas City, MO 64141                                 
                                                      


Custodian                                              
Chase Manhattan Bank                                    
New York, NY 10041



Legal Counsel
Morgan, Lewis & Bockius LLP
Philadelphia, PA 20036



Auditors
PricewaterhouseCoopers LLP
Philadelphia, PA 19103





                           [BISHOP STREET FUNDS LOGO]


       For more information about Bishop Street Funds, Call 1-800-262-9565
                         or your Investment Specialist



<PAGE>





[BISHOP                               BISHOP STREET FUNDS
                                      c/o FIRST HAWAIIAN BANK
STREET                                P.O. BOX 3708
                                      HONOLULU, HI 96811
FUNDS Logo]                                  



THIS REPORT AND THE FINANCIAL STATEMENTS CONTAINED HEREIN ARE SUBMITTED FOR THE
GENERAL INFORMATION OF BISHOP STREET FUNDS' SHAREHOLDERS. THIS REPORT IS NOT 
AUTHORIZED FOR DISTRIBUTION TO PROSPECTIVE INVESTORS UNLESS PRECEDED OR 
ACCOMPANIED BY AN EFFECTIVE PROSPECTUS.

SHARES OF BISHOP STREET FUNDS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
BY FIRST HAWAIIAN BANK OR ANY OF ITS SUBSIDIARIES. SUCH SHARES ARE ALSO NOT
FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION. THE FEDERAL
RESERVE BOARD, OR ANY OTHER AGENCY. INVESTMENT IN SHARES OF MUTUAL FUNDS
INVOLVES RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. SEI INVESTMENTS
DISTRIBUTION CO. SERVES AS DISTRIBUTOR FOR THE BISHOP STREET FUNDS AND IS NOT
AFFILIATED WITH FIRST HAWAIIAN BANK.

BSF-F-006-04





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